Terms and Conditions

1. Scope

These Terms and Conditions relate to the materials, goods and/or services Azimuth shall provide to a Customer and are binding for any offer or order unless otherwise mutually agreed by the parties.

2. Definitions

(a) Azimuth means the company Azimuth Radio Technologies Ltd with registered HE: 406794;

(b) Customer means any party who places an Order;

(c) Order means any agreement made between Azimuth and the Customer covered by the present Terms and Conditions;

(d) Subject Matter means any matter mentioned in the Order

3. Orders

(a) All parties agree that once an offer of Azimuth is accepted by the Customer, the Customer shall place an Order which shall be governed by the present Terms and Conditions in addition to the terms of Offer.

(b) Any amendments of the Order shall be deemed binding only upon the mutual agreement of the parties unless otherwise stated in the present Terms and Conditions.

(c) Parties agree that the Offer is valid for 30 days’ subject to renewal or otherwise mutually agreed by the parties.

(d) Any quotes, offers, prices or otherwise shall be payable by the Customer to Azimuth in EUR or USD as per the rate announced by Bank of Cyprus on the date of the invoice of the relevant Order to be paid in advanced or unless otherwise agreed.

(e) All and/or any additional services or matters in relation to the Order and any services made or requested during out of office hours, including weekends and public holidays, can be subject to additional fees or agreements between the parties, and Azimuth may issue a separate invoice for the said and agreed additional services to be paid in advanced unless otherwise agreed.

(f) All Orders exclude VAT and other expenses to effect the Order.

4. Cancellations

(a) Azimuth has the right to cancel any Order, either in total or partially, by sending a notice at least 24 hours prior to delivery of the Subject Matter and as a result of that, the Customer confirms that they shall not hold Azimuth liable for any losses, damages or otherwise for the said cancellation.

(b) In the event where the Customer wishes to cancel an Order, they shall be able to do so provided:

(i) The Subject Matter has not been dispatched; and

(ii) A confirmation for such intention in writing has been sent to and approved by Azimuth; and

(iii) An amount equal to 50% of the invoice of the Order will be retained by Azimuth as compensation for the said cancellation.

(c) In the event where the Customer wishes to cancel any services requested and quoted and/or invoiced in relation and in connection to the Offer they can do so provided:

(i) A confirmation for such intention in writing has been sent to Azimuth and approved by Azimuth;

(ii) The cancellation request is made at least 48 hours prior to the agreed date for the additional services;

(iii) An amount equal to 50% of the quotation or invoice relevant will be retained by Azimuth as compensation for the said cancellation. Where Azimuth has already started preparing in any way to offer and/or present and/or arrange and/or otherwise for the service then an amount equal to 100% of the quotation or invoice relevant will be retained by Azimuth as compensation for the said cancellation

(d) The Customer has no right to cancel any Subject Matter that has an expiration date.

5. Delivery of Subject Matter

(a) The Subject Matter shall be delivered to the Customer as per the terms and conditions of the Order and all additional policies of the Subject Matter’s manufacturer.

(b) Date of delivery shall be confirmed by Azimuth when the Order is finalized but is always subject to change. In the event of change of delivery date, Azimuth shall inform the Customer accordingly, and in such event Azimuth shall accept no liability for any reason whatsoever for the change of delivery or where Azimuth does not meet the delivery date mentioned

(c) Acceptance of delivery deems acceptance of Subject Matter and the Customer shall have no right to claim and damages or request a return of the Subject Matter for any reason whatsoever.

6. Returns

(a) The Customer can return all and/or any part of the Subject Matter provided:

(i) It secures the written consent of Azimuth and;

(ii) The said return takes place within 30 days of delivery of the Subject Matter, or unless specified else by the supplier or manufacturer;

(iii) The Subject Matter is returned in the same condition as received.

(b) In the event where the Customer believes that the Subject Matter is faulty and/or of no use as per the intention then a return shall be acceptable only where the Customer can provide written evidence that can be acceptable to Azimuth.

(c) The Customer shall have no right to return any Subject Matter that has an expiration date.

(d) Where the Order is to be collected by the Customer and there is a failure of the Customer to do so for more than 20 days from the agreed date then the Order is automatically cancelled and the provisions of paragraph 4 shall apply without any further notice.

(e) An amount equal to 15% of the relevant invoice will be retained by Azimuth as compensation in addition to all costs calculated for the delivery and restocking expenses for the said return unless paragraph 4b applies.

7. Payments

(a) All invoices are to be paid as per the terms of the Offer (Quotation);

(b) The invoice of the Order may be subject to 3% additional interest penalty of the relevant invoice per month on any amount due until actual payment;

(c) Azimuth has the right to change the mode of payment by sending a written notice to the Customer to their last known email address and shall be considered as binding from date of delivery of such notice from Azimuth to be Customer;

(d) Azimuth has the right to cancel an Order in the event of failure by the Customer to meet payment requirements without further notice and all provisions of paragraph 4 shall apply in such event;

(e) Any partial payments to be made by the Customer for any amounts due will be allocated by Azimuth as follows:

(i) Any expenses incurred to Azimuth as a result of;

(ii) Any interest payable;

(iii) Any amount due as per the Order.

8. Legal ownership of Subject Matter

(a) Legal ownership of Subject Matter to the Customer shall be effected only after full payment of the relevant invoice of the Subject Matter’s Order and any further amounts due in relation to the said Order and Azimuth retains all their rights on the Subject matter until then.

(b) The Legal ownership of Subject Matter shall not be passed where:

(i) The order is cancelled;

(ii) The invoice of the Order is not fully settled.

(c) In the event of a return of the Subject Matter by the Customer to Azimuth then the Customer automatically accepts to return the Legal ownership of the Subject Matter to Azimuth to any other legal entity indicated by Azimuth.

(d) The Legal ownership of the Subject Matter shall be returned to Azimuth in the event where the Customer is under liquidation for any reason whatsoever.

9. Liability of Order

(a) Azimuth shall have no liability for:

(i) Loss or failure for delivery for any reason whatsoever;

(ii) Any mistakes made in the Order;

(iii) Any matter outside the Subject Matter’s warranty’s terms and conditions;

(iv) Is delivered faulty or damaged for reason out of the control of Azimuth;

(v) any detention of a vessel or any off-hire fees or charges that may occur, for any reason whatsoever which is not within the immediate control of Azimuth.

(b) The Customer have no right requests damages in relation to this paragraph.

10. Assignment of right

The Customer shall have no right to assign the Subject Matter to any third party without the prior written consent of Azimuth.

11. Warranties

The Customer warranty is as per the warranties of the manufacturer of the Subject Matter and covers only wear and tear damages and damages caused for reasons out of the control of Azimuth. Warranty applies to cases of installation by non-skilled workers, water, fire, theft, god’s will, weather conditions, wars or other external circumstances.

12. Choice of Law

(a) Governing Law and Jurisdiction

(i) This agreement is governed by and construed in accordance with the laws of the Republic of Cyprus.

(ii) The courts of the Republic of Cyprus shall have non-exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims).

(ii)Any costs and expenses in direct or indirect connection to judicial and extrajudicial costs and expenses of the lawyers of Azimuth in connection with claim filed against or by the Customer in relation to a breach of any nature whatsoever of the present Terms and Conditions shall be at the expense of the Customer

(b) Severability

(i) If any provision (or part of a provision) of this agreement is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.

(ii) If any invalid, unenforceable or illegal provision would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.