1.0 Interpretation 

The headings in these Terms and Conditions are for convenience only and shall not affect their interpretation.

Words imparting the singular shall include the plural and vice-versa. 

A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality). 

A reference to legislation or a legislative provision is a reference to it as amended or re-enacted and includes all subordinate legislation made under that legislation or legislative provision from time to time. 

Any words following the terms including, include, in particular, for example 

or any similar expression shall be interpreted as illustrative and shall not limit the interpretation of the words preceding those terms. 

A reference to writing or written includes email. In this Contract: 

“DLG" means DLG Projects (UK) Limited, a company registered in England & Wales with company number 08345789 and with its registered office address at 45 Granville Drive, Herne Bay, Kent, England, CT6 7QZ 

“DLG Equipment" means any hardware, equipment, including any Software and/or network devices, user devices, tools, cabling or other physical items owned, operated or controlled by DLG to provide the Services (whether directly or indirectly). 

“Accepted Quotation" means the scope, description, and Charges for the Services and/or Goods set out in writing including any supporting schedules attached thereto which DLG has offered to provide the Customer, and the Customer has agreed to purchase subject to the Conditions.

“Charges" means the price and charges for the Services and/or Goods payable by the Customer to DLG, as notified to the Customer in the quotation or from time to time including any reasonable charges for early termination or cancellation. 

“Conditions" means these terms and conditions for the supply by DLG of the Services and/or Goods to the Customer. 

“Contract" means a contract governing the provision of the Services and/or Goods by DLG to the Customer comprising, in order of precedence, these Conditions, the relevant Accepted Quotation, the information captured under the Registration Process (if applicable), and the relevant Order Form (if any). 

“Customer" means the person, entity or firm who purchases the Services and/or Goods from DLG referred to in the quotation. 

“Customer Representative" means the person(s) acting on behalf of the Customer who is named on the Order Form (if any), or the person(s) acting on behalf of the Customer who is named in the Registration Process where applicable. DLG may accept instructions from another person acting on behalf of the Customer who DLG reasonably believes is acting with the Customer's authority or knowledge. 

“Customer Equipment" means any equipment and/or user devices, including any software and/or network devices, for use with the Services and/or Goods which is not part of Equipment and is owned, operated or controlled by the Customer. 

“Goods" means any system and/or room components including equipment, user devices, hardware, and/or Software which are supplied by DLG to the Customer pursuant to the Contract, as described in the Accepted Quotation. 

“Group Company" means, in respect of an entity, any subsidiary or holding company of such entity or any subsidiary of any such holding company, all as defined by Section 1159 of the Companies Act 2006. 

“Intellectual Property Rights" means any patents, petty patents, registered designs, copyright and neighbouring and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, database rights, rights in computer software, rights in designs, rights to invention, semiconductor topography right, rights to use and protect the confidentiality of confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world. 

“LAN/WAN" means local area network and wide area network. 

“Minimum Period of Service" means the minimum duration for the Services or any component of the Services, that shall mean no less than 12 months commencing on the Services Start Date, unless defined otherwise in the Accepted Quotation. The Minimum Period of Service shall auto renew on each anniversary of the Services Start Date for a further period of no less than 12 months unless the Customer gives prior notice in writing in accordance with the Contract to DLG to terminate the Service(s) no less than 90 calendar days before the commencement of the next auto renewal. 

“Order Form" means an order form for Services and/or Goods, filled out with all the necessary information provided by the Customer to DLG. 

“Registration Process" means the registration process determined by DLG and completed on behalf of the Customer in relation to the provision of any part of the Services and/or Goods, as may be required by DLG. 

“Services" means the conferencing, design, build, procurement, installation, project management, consultancy, resourcing, support and maintenance and/or other service(s) provided by DLG to the Customer under the Contract, as described in the Accepted Quotation. 

“Services Start Date" means the date when the Customer first starts to use the Services or the date when the Services are first made available to the Customer, whichever is the earlier, unless otherwise stated in the Accepted Quotation. 

“Site" means the place(s) at which DLG agrees to provide the Services and/or to deliver the Goods, as the context requires.

“Software" means any software and associated written and electronic documentation and data provided by DLG under the Contract. 

“Systems Administrator" means a person named by the Customer as the point of contact with DLG for matters relating to the provision of any part of the Services and/or Goods. 

“User" means anyone who is permitted by the Customer to use or access the Goods and/or Services provided under the Contract. 

“User-ID(s)" means the pass codes or access codes or other codes allocated by DLG to the Customer, to allow any User acting on behalf of the Customer to use any part of the Services and/or Goods. 

“Working Day" means GMT 9.00am to 6.00pm on any day between Monday and Friday, excluding bank and public holidays in England. 

2.0 Commencement of this Contract 

1.The Contract begins on the earlier of: 

1.the date on which DLG receives written acceptance of its quotation from the Customer, at which point such quotation becomes an Accepted Quotation pursuant to these Conditions; or 

2.the Services Start Date. 

2.Subject to any terms and conditions in the Accepted Quotation, and/or captured under the Registration Process, these Conditions apply to the Contract to the exclusion of any other terms and conditions that the Customer seeks to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing. 

3.All of these Conditions shall apply to the supply of the whole or any part of both the Goods and/or Services, except where application to one or the other is specified. 

4.The Services commence on the Services Start Date and will be for the Minimum Period of Service unless stated otherwise in the Accepted Quotation. The Minimum Period of Service shall auto renew on each anniversary of the Services Start Date for a further period of no less than 12 months unless the Customer gives prior notice in writing in accordance with the Contract to DLG to terminate the Service(s) no less than 90 calendar days before the commencement of the next auto renewal. 

3.0 Provision of the Services and/or Goods 

1.DLG will provide the Services and/or the Goods to the Customer on the terms of this Contract. 

2.The provision of the Services and/or Goods is at all times subject to the availability of appropriate facilities and DLG does not guarantee to provide the Services and/or Goods on each occasion that the Customer requests it (unless agreed otherwise by DLG in writing). DLG will try to provide the Services and/or Goods by any date agreed with the Customer, but all dates are estimates only (unless agreed otherwise by DLG in writing). Time is not of the essence unless agreed otherwise by DLG in the Accepted Quotation. 

3.DLG will provide the Services and/or Goods with the reasonable skill and care of a competent telecommunications and/or audio-visual service provider. DLG cannot guarantee fault free Services and/or Goods, and from time-to-time faults may occur. If the Customer reports a valid fault in the Services and/or Goods relating to defects that are not attributable to the Customer or any User or third party, DLG will, at its choice, make arrangements for the repair of the fault or provide a replacement, as it considers appropriate and subject always to these Conditions. 

4.VAT and other taxes or levies which are imposed or charged by any competent authority will be specified on the Accepted Quotation. The Customer shall pay any VAT and other taxes or levies in addition to any Charges. 

5.Any quotation provided by DLG is valid for a period of 30 days unless otherwise specified on the quotation and unless expressly withdrawn by DLG at an earlier time. 

6.If DLG agrees to work outside the hours specified in the Contract, or if the Customer reports a fault and DLG finds there is none or that the Customer or any User or other third party has caused the fault, DLG may apply a charge for its time in providing such additional Services. This charge will be calculated in accordance with the Contract or if not detailed in the Contract based on DLG 's reasonable costs incurred in connection with the provision of such additional Services and prevailing charges in force at the time such additional Services are provided

7.Occasionally DLG may: 

a. for operational reasons, change the codes or the numbers used by DLG for the provision of any part of the Services, or the way DLG provides the Services and/or Goods or the technical specification of the Services and/or Goods, provided that any change to the way DLG provides the Services and/or Goods or makes any changes to the technical specification does not materially affect the performance of the Services and/or the Goods; 

b. give the Customer instructions which it believes are necessary for reasons of health, safety, security or the quality and performance of the Services and/or Goods and the Customer shall comply with such instructions; or 

c. temporarily suspend the Services and/or delivery of Goods because of an emergency or for operational reasons, maintenance or improvements. Services and/or delivery of Goods will be restored as soon as reasonably possible. 

Before doing any of these things in Clause 3.7 DLG will aim to give the Customer reasonable prior notice, where possible. 

8.The Customer does not own any number or have any right to sell the number related to any Services and/or Goods, including the conferencing services forming part of any Services. 

9.Where DLG provides support and maintenance services as part of the Services, the Accepted Quotation shall include details of the Services Start Date and the Minimum Period of Service, and particulars relating to the scope and place of the contracted service levels and availability, spares holding, and processes for the resolution of incidents, and monitoring of service performance. 

10.DLG will be entitled to charge the Customer for any out- of-pocket expenses incurred by any person acting on its behalf in connection with the Services and/or Goods, including travel, subsistence, accommodation and/or associated expenses in respect of requests for site attendance by the Customer unless otherwise agreed in an Accepted Quotation. 

11.The Customer and its Users accept that DLG may monitor and record calls relating to customer services and telemarketing. DLG does this for training purposes and to improve the quality of its customer services.

12.The parties expressly acknowledge and agree that the Contract is on a non-exclusive basis. The Customer is free to procure similar Services and/or Goods from other suppliers and DLG is entitled to offer and provide its Services and/or Goods to other customers. 

4.0 Connection of LAN/WAN to the Services and/or Goods 

The Customer will obtain any licences, consents and other permissions needed for DLG to deliver the Services and/or Goods on the Site. The Customer will not permit or make any attempt to disassemble, deconstruct, break down, hack or otherwise interfere with any DLG Equipment. The Customer must ensure that any Customer Equipment and/or LAN/WAN: 

a. attached, connected to or used with the Services and/or Goods (in each case whether directly or indirectly, is attached, connected and used in accordance with any and all applicable laws, regulations, third party agreements / licences, instructions, standards, safety and security procedures; 

b.is technically compatible with the Services and/or Goods and will not harm DLG’s Equipment and/or any other person's equipment or software where applicable; 

c.is connected using the applicable DLG access functionality, unless the Customer has DLG’s prior written permission to connect by another means; and 

d.is adequately protected by the Customer against viruses and other breaches of security. 

5.0 Access and Site Regulations 

1.There may be times that the Customer requires DLG to access the Site for the provision of the Services and/or supply of Goods and/or additional support purposes under the Contract. The Customer agrees to prepare the Site according to any reasonable instructions DLG may give. The Customer agrees to provide DLG timely access to appropriate Customer personnel, including the Customer Representative, Systems Administrator and Users, and will arrange for DLG personnel to have suitable and safe access to the Customer's relevant facilities, equipment, software and/or systems. To enable DLG to carry out its obligations, the Customer will provide DLG employees and anyone acting on DLG’s behalf, who produces a valid identity card, with assistance as reasonably requested including access to the Site, relevant facilities, equipment, software, systems, and personnel. The Customer agrees to provide suitable parking (if available) and office space and associated resources for DLG personnel working on the Site including all necessary computing and office support resources. DLG employees, and anyone acting on behalf of DLG , shall remain under the supervision of the Customer whilst on the Site. 

2.DLG employees and anyone acting on DLG’s behalf will observe the Customer's reasonable Site regulations as previously advised in writing to DLG by the Customer. In the event of any conflict between the Site regulations and these Conditions, these Conditions will prevail. 

3.Where DLG provides resourcing services and supplies personnel to be on site and become part of the Customer's in-house team as part of the Services, such personnel shall always be under the supervision of the Customer and the Customer shall be responsible for their day-to day activities and compliance with the Customer's office, security and other applicable policies. 

4.Where DLG provides support and maintenance services, resourcing or other applicable services as part of the Services, key personnel are not required to be specifically named and may be substituted at the discretion of DLG although DLG will aim to notify the Customer in advance of changes to any key personnel involved in the delivery of the Services. 

5.The Customer shall keep DLG informed of its office, security and other applicable policies and provide reasonable assistance in ensuring compliance. 

6.0 Security 

1.The Customer is responsible for the security of its own premises, the Site, Customer Equipment and ICT environment and the proper use of User IDs. The Customer will comply with all the reasonable requirements of the Registration Process where applicable. 

2.The Customer must take all necessary steps to ensure the User IDs are kept secure and confidential and must not disclose the User IDs to unauthorised persons. 

3.The Customer must immediately inform DLG if there is any reason to believe that a User ID has or is likely to become known to someone not authorised to use it or is being or is likely to be used in an unauthorised way.

4.The Customer must not change or attempt to change a User ID without DLG’s prior agreement. If a Customer forgets or loses a User ID, the Customer must contact DLG and satisfy such security checks as DLG may operate. 

5.DLG does not guarantee the security of the Services against unauthorised or unlawful access or use. 

6.DLG reserves the right to suspend access to the Services and/or change User IDs or require the Customer to change the User IDs if at any time DLG considers that there is or is likely to be a breach of security. 

7.The Customer must immediately inform DLG of any changes to the information the Customer supplied when registering for any of the Services and/or Goods, including the conferencing services. 

8.Where the Services and/or Goods are accessed via the internet the Customer understands and agrees that the use of the internet is at the Customer's own risk. 

7.0 Use of the Services and/or Goods 

1.It is the Customer's responsibility to obtain and keep in force any licences, consents and other permissions necessary for the Customer and its Users to use the Services and/or Goods in any country in which they are provided unless agreed otherwise in writing between the parties. 

2.Unless DLG agrees otherwise in writing the Services and/or Goods are provided solely to the Customer and the Customer will not resell or attempt to resell the Services and/or Goods or access to any part of them to any third party. 

3.The Customer will ensure that the Services and/or Goods (as applicable) are not used: 

a.in a way that does not comply with the terms of any legislation or any licence, code of practice, instructions or guidelines issued by a regulatory authority or with any third person's rights or that is in any way fraudulent or unlawful; 

b.in a way that does not comply with any instructions given by any other public telecommunications operator or other competent authority, in any country where the Services and/or Goods are provided;

c.to send, communicate, knowingly receive, upload, download, use or re-use any information or material or make any calls which is or are abusive, indecent, defamatory, obscene, intended to deceive, cause annoyance, needless anxiety, menacing, and/or is in breach of confidence, copyright, privacy or any other rights; 

d.to send or provide unsolicited advertising or promotional material, or knowingly to receive responses to any unsolicited advertising or promotional material sent or provided using the Services by any third party; or 

e.other than, where relevant, in accordance with DLG’s acceptable use policies. The Customer must not: 

i.interfere with another user's use and enjoyment of the Services or another individual's or entity's use and enjoyment of similar services; 

ii.violate any person's proprietary, publicity, privacy, or other right; 

iii.misuse or disclose a person's confidential or proprietary information; 

iv.transmit, store, or knowingly receive any obscene or pornographic material including displays of nudity and/or sexual activities or engage in any misleading, torturous, defamatory, libellous, or offensive activity; 

v.transmit or upload any material that contains software or other material protected by intellectual property laws, rights of privacy or publicity or any other applicable law unless the Customer owns or controls the rights thereto or has received all necessary consents; 

vi.attempt to gain unauthorised access to DLG’s services, other accounts, computer systems or networks connected to the Services, through password mining or any other means; 

vii.disrupt the Services and/or Goods, other users, and/or connected services through the use of methods such as viruses, Trojan horses, worms, time bombs, cancel bots, denial of service attacks, flooding, or spamming; 

viii.harvest or otherwise collect information about others without their consent;

ix.create a false identity for the purpose of misleading others as to the identity of the Customer or any User; and/or 

x.permit or authorise others to use the Services and/or Goods in connection with the design, development, production, stockpiling or use of any chemical or biological weapons. 

4.If the Customer or anyone else, with or without the Customer's knowledge or approval, uses: 

a.the Services and/or Goods in contravention of Clauses 7.1 to 7.3 inclusive; or 

b.the server capacity or any software made available to it in any way which, in DLG’s opinion, is, or is likely to be, detrimental to the provision of the Services and/or Goods to the Customer and fails to take corrective action within a reasonable period of receiving notice from DLG to do so, DLG may treat the contravention as a breach of the Contract for the purposes of Section 17. 

5.The Customer shall indemnify DLG and keep DLG indemnified against all liabilities, costs, expenses, damages and other amounts suffered and/or incurred by DLG and/or any person acting on behalf of DLG arising out of or in connection with any claims or legal proceedings which are brought or threatened against DLG and/or any person acting on its behalf in connection with (i) the Customer's breach or negligent performance or non-performance of the Contract; (ii) any claim by a third party arising out of or in connection with the provision of the Services and/or Goods, to the extent that such claim arises out of the breach, negligent performance or failure or delay in performance of the Contract by the Customer, its employees, agents or subcontractors and/or any User; and/or (iii) any claim by a third party for death, personal injury or damage to property arising out of or in connection with defective Goods, to the extent that the defect in the Goods is attributable to the acts or omissions of the Customer, its employees, agents or subcontractors. DLG will notify the Customer of any such claims or proceedings and keep the Customer informed as to the progress of such claims or proceedings and shall consider the Customer's reasonable representations. 

6.The Customer is responsible and liable for the acts and omissions of all Users (including the Customer Representative, the Systems Administrator and any other Users) in connection with the Services and/or Goods and is responsible and liable for any failure by any Users to perform or observe any terms or conditions of this Contract, including any instructions issued under Clauses 7.3 and 7.4. 

7.The Customer agrees to respond promptly and in any case within five Working Days, to any of DLG’s requests for the Customer to provide directions, information, approvals, authorisations or decisions that are reasonably necessary for DLG to perform the Services and/or deliver the Goods. To the maximum extent legally permitted, DLG shall not be liable, or in breach of the Contract, for any delay or failure in performing any of its obligations under the Contract as a result of the Customer's failure to respond or provide the relevant information to DLG in accordance with this Clause 7.7. 

8.The Customer agrees to ensure that its personnel who work on DLG Equipment and systems are adequately qualified and receive suitable training both to ensure the safety of the Customer's personnel and to safeguard equipment and systems. 

9.In connection with support and maintenance services forming part of the Services, the following additional provisions shall apply unless agreed otherwise in the quotation: 

a.where a repair is not economically viable or is unrepairable as a direct result of obsolescence or unavailability of parts, or if the manufacturer's warranty has expired, DLG may deem the equipment and/or software to be Beyond Economic Repair (BER). If BER applies, DLG shall submit a quotation for a suitable replacement to the Customer for its approval and acceptance. 

b.If because of an uncontrolled power down or power up, any equipment and/or software within the scope of the support and maintenance services is identified as being faulty, DLG reserves the right to charge for engineer visits and subsequent repairs and/or replacements required to fix the fault. 

c.The Customer agrees to maintain a minimum level of spares holding as specified in the Accepted Quotation until such time as it may become unviable to hold such spares due to the age of the system. 

8.0 Intellectual Property Rights

1.Except as expressly set out in the Contract, the Customer and DLG do not acquire any rights in or licences to the other's Intellectual Property Rights. 

2.All Intellectual Property Rights in or arising out of or in connection with the Services (other than Intellectual Property Rights in any Customer Equipment) shall be owned by DLG or its third party licensors. 

3.Where Software is provided to enable the Customer to receive and use the Services and/or Goods, DLG grants the Customer for the duration of the Contract a non-exclusive, non-transferable licence to use the Software for that purpose. Unless otherwise agreed in writing, any licence granted by DLG under this Clause 8.3 will end immediately and automatically when the Contract is terminated. 

4.The Customer will not, without DLG’s prior written consent, copy, decompile or modify the Software, nor copy the manuals or documentation or permit anyone else to do so (except as permitted by law or as expressly permitted under the Contract). 

5.If the Services and/or Goods provides the Customer with Software licensed by third parties who require the Customer to accept their terms of use, the Customer must comply with those terms. The Customer will sign any agreement reasonably required by the owner of any Intellectual Property Rights in the Software to protect the owner's interest in that Software. 

6.DLG may offer updates or modifications to the Software or documentation. Any applicable charges for such updates or modifications will be notified to the Customer at any time DLG offers such updates or modifications. 

7.The Customer shall not sub-license, assign or otherwise transfer the rights granted by this Section 8. 

8.The Customer grants DLG a fully paid-up, non-exclusive, royalty-free, licence to use and sublicence any facilities, equipment, software, systems, data and materials provided by the Customer or accessed by DLG , including any rights arising in the connection with the Customer Equipment, for the purpose of providing the Services and/or Goods to the Customer. 

9.0 Intellectual Property Right Indemnities

1.Subject always to Clauses 9.2 and 14.5, DLG will indemnify the Customer against any claims and proceedings arising from the actual infringement of any third-party Intellectual Property Rights arising from DLG’s provision of the Services and/or Goods to the Customer. As a condition of this indemnity the Customer must: 

a.notify DLG promptly in writing of any allegation of infringement; 

b.make no admission relating to the infringement; 

c.allow DLG to conduct all negotiations and proceedings in respect of any claims and give DLG all reasonable assistance in doing so (DLG will pay the Customer's reasonable expenses for such assistance); and 

d.allow DLG to modify the Services and/or Goods, or any item provided as part of the Services and/or Goods, so as to avoid the infringement, provided that the modification does not materially affect the performance of the Services and/or Goods. 

2.The indemnity in Clause 9.1 does not apply to infringements caused by the use of the Services and/or Goods in conjunction with other equipment, software or services not supplied by DLG or any modification which was not made by DLG or with DLG’s prior written consent or the use of the Services and/or Goods other than in accordance with the terms of the Contract or breach by the Customer of Sections 4.0, 7.0 and/or 8.0 or to infringements caused by designs or specifications made by, or on behalf of, the Customer. The Customer will indemnify DLG against all claims, proceedings and expenses arising from such infringements. 

3.If the Services and/or Goods become, or DLG believes it is likely to become, the subject of a claim of infringement of any Intellectual Property Rights, DLG , at its option and expense, may secure for the Customer a right of continued use or modify or replace the Services and/or Goods so that it is no longer infringing, provided that the modification or replacement does not materially affect the performance of the Services and/or Goods. 

4.If the indemnity in Clause 9.1 applies and none of the remedies in this Section 9 are available to DLG on reasonable terms, DLG may notify the Customer and terminate the Services and/or Goods without liability to the Customer in relation to such termination.

5.The Customer shall indemnify DLG against all liabilities, costs, expenses, damages and losses suffered or incurred by DLG arising out of or in connection with any claims or proceedings made against DLG arising from the actual or alleged infringement of a third party's Intellectual Property Rights arising out of or in connection with the exercise by DLG of the rights granted pursuant to Clause 8.8. 

10.0 LAN/Wan access 

1.If the Customer accesses the conferencing services or other services as part of the Services as required via a LAN/WAN, the Customer is responsible for: 

a.providing and maintaining a suitable LAN/WAN and Internet protocol ("IP") router capable of interfacing satisfactorily with the Services and/or Goods; 

b.configuration of the IP router; and 

c.the appointment of a Systems Administrator. 

2.The Customer acknowledges that DLG is not responsible for providing any support, whether technical or otherwise, for the Customer's LAN/WAN unless otherwise agreed within the Accepted Quotation. 

3.Where IP addresses are allocated to the Customer, these are for use in connection only with the Services and/or Goods and all rights in those IP addresses belong to DLG . The Customer cannot sell them or agree to transfer them to anyone else and must not try to do so. If this Contract is terminated for any reason the IP addresses will revert to DLG . 

11.0 Supply of Goods 

1.The description of the Goods is set out in DLG’s brochure(s) and/or proposal(s) and confirmed in the Accepted Quotation. Details of the Goods in DLG’s brochure(s) and/or proposal(s) or any samples or drawings issued by DLG are subject to alteration without notice and do not constitute contractual offers to sell the Goods which are capable of acceptance. In accepting the Accepted Quotation, the Customer acknowledges that it does not rely on any other representations regarding the Goods save for those made in writing by DLG in the Accepted Quotation. No descriptions of the Goods set out in DLG’s brochure(s) and/or proposal(s) shall be binding on DLG and are intended as a guide only.

2.DLG reserves the right to make any changes in the specification of the Goods which are required to conform to any applicable safety or other statutory or regulatory requirements. 

3.If the cost of any Goods to DLG which are the subject of the Accepted Quotation increase due to any factor beyond DLG’s reasonable control including, but not limited to, material costs, labour costs, alteration of exchange rates or duties, or changes to delivery rates, DLG reserves the right to increase the Charges prior to delivery. Any increase in the Charges shall only take place upon DLG informing the Customer of the increase in writing. DLG reserves the right to cancel or terminate the Contract immediately prior to delivery if the Customer does not accept the cost increase under this Clause 11.3. 

4.The Customer may be entitled to discounts subject to and in accordance with any details set out in the Accepted Quotation. DLG shall not be under any obligation to offer the Customer any discount. All discounts where applicable shall be at the discretion of DLG . 

5.The Charges shall be exclusive of all costs and charges of tax, packaging, insurance, transportation and delivery and such additional charges payable by the Customer to DLG will be specified on the Accepted Quotation. 

6.DLG shall arrange for the delivery of the Goods on as near as reasonably possible to the delivery date detailed in the Accepted Quotation to the Site or to another site as agreed in writing between DLG and the Customer. Time is not of the essence unless stated otherwise in the Accepted Quotation. 

7.If no delivery address is specified by the Customer or if it is so agreed between DLG and the Customer, the Customer shall collect the Goods from DLG’s premises at any time after DLG has notified the Customer that the Goods are ready for collection. 

8.Subject to the specific terms of any special delivery service, delivery of the Goods may take place at any time of the Working Day and must be accepted at any time of the Working Day. Delivery of the Goods shall be complete upon the Goods being unloaded or made available for collection at the relevant premises. 

9.If the Customer fails to take delivery of the Goods DLG may, at its discretion and without prejudice to any other rights:

a.store or arrange for the storage of the Goods and shall charge the Customer for all associated costs and expenses including, but not limited to, transportation, storage and insurance; and /or

b.make arrangements for the redelivery of the Goods and shall charge the Customer for the costs of such redelivery.

10.If redelivery of the Goods under Clause 11.9.b is not possible, the Customer shall be required to collect the Goods from DLG’s premises and shall be notified of the same. DLG reserves the right to charge the Customer for all associated costs including, but not limited to, storage and insurance.

11.If DLG fails to deliver the Goods on the delivery date other than for reasons beyond its control, the Customer may give written notice to DLG within 7 days after the delivery date requiring DLG to deliver the Goods within 14 days of that notice.

12.If DLG receives no notice of late delivery from the Customer within 7 days of the delivery date, it shall have no liability in respect of late delivery provided that it delivers the Goods at any time after the delivery date.