1. Midwich Security website
1.1 This website is operated by Midwich Security (registered number 01436289) whose registered office is at Midwich Limited, Vinces Road, Diss, IP22 4YT Tel: 01379 647500 Fax: 01379 649270 ("Midwich Security" or "we" or "us").
1.2 MIDWICH SECURITY IS A TRADE-ONLY DISTRIBUTOR OF CCTV PRODUCTS AND PERIPHERALS TO COMMERCIAL RESELLERS, RETAILERS, SERVICE PROVIDERS AND SIMILAR COMMERCIAL ENTITIES.
1.3 This website is intended for use by Midwich Security's customers and prospective customers (which may include sole traders and partnerships but in no event consumers or private individuals who intend to purchase products for personal use). Persons who place an order for Midwich Security products on this website are bound by Midwich Security's terms and conditions for Online Sales. Please review Midwich Security's terms and conditions for Online Sales, before placing any order for Midwich Security product through this website.
1.4 We provide access to and use of the Midwich Security website ("the website") subject to the following terms and conditions which may be updated by us without notice to you. BY USING THE WEBSITE YOU WILL BE DEEMED TO HAVE ACCEPTED THE FOLLOWING TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS PLEASE CEASE USING THE WEBSITE.
"Open Online" means the Midwich Security internet website, accessed through the addresses www.Midwich Security.com.
"Midwich Security" means Midwich Security a division of Midwich Limited, Vinces Road, Diss, IP22 4YT Tel: 01379 647500 Fax: 01379 649270.
"Reseller" means the company, with whom Midwich Security has an established trading relationship.
"User means the person who is employed by the Reseller and who accesses Open Online on behalf of the Reseller
"Administrator" means the person who is employed and charged by the Reseller to administrate and authorise users on behalf of the Reseller
"Products" means the products listed for sale on Open Online, which can be purchased by the Reseller.
"Website terms and conditions of use" means the terms and conditions for access to the Square One Open Online system by the Reseller and its Users.
"terms and conditions of supply" means the standard Square One Limited trading terms and conditions of supply, which deal with the commercial and trading aspects between the Reseller and Midwich Security
3. Sale and Purchase
Midwich Security shall sell and the Reseller shall purchase such quantities of the Products as may be ordered by the Reseller using Open Online, upon terms and conditions of use and the standard terms and conditions for Online Sales.
4. Obligations of the Reseller
4.1 The Reseller will appoint the Open Online "Administrator" named on the Open Online authorisation form.
4.2 The Administrator shall be the person responsible for the use of the Open Online on behalf of the Reseller.
4.3 The Reseller may change the person appointed to be the Administrator, either by using the on-line facility or by informing Midwich Security in writing of the new identity of the Administrator.
4.4 The Reseller shall ensure that they meet all technical requirements of Open Online access and that Midwich Security shall not be liable for any losses which result due to technical incompatibilities or system errors.
4.5 The Reseller shall take all reasonable steps to ensure that its authorised Administrator and Users shall not pass any user login details to third parties under any circumstances.
5. Obligations of the Administrator
5.1 The Administrator is obliged to carry out the following duties:
5.1.1 Authorisation, approval and access level setting of new and existing Users.
5.1.2 Removal, deletion and amendments of Users who have left the company or are deemed not to be fit t to use Open Online on behalf of the Reseller for any reason.
5.1.3 Ensuring that all Reseller company details held on Open Online, including but not limited to postal and delivery addresses, are correct.
5.2 The Reseller acknowledges that it is solely responsible for the actions of the Administrator and the modifications made of any data.
6. Obligations of the User
6.1 The User must at all times be acting on behalf of the Reseller in any actions performed using Open Online.
6.2 The User shall not pass any security details (such as, but not limited to usernames and passwords) to 3rd parties under any circumstances.
6.3 On ceasing to represent or be employed by the Reseller, the user shall not use any supplied login information relating to the Reseller for accessing Open Online.
7. Security and Login
7.1 Open Online login credentials comprise of three elements:
7.1.1 The Reseller's Midwich Security Account Number.
7.1.2 The User's (unique within the Reseller) Username (any alphanumeric combination).
7.1.3 The User's secret Password (Any alphanumeric combination).
7.2 The use of the login information indicates proof that the Reseller consents to orders and
information placed by it or in its name.
7.3 The Reseller, the Administrator and the User will use all reasonable endeavours to ensure that the login information, especially the Password, remains confidential.
8.1 Midwich Security grants you a non-exclusive licence to use this website subject to these terms and conditions.
8.2 Midwich Security may terminate this licence at any time without notice to you.
8.3 Your access and/or use of the website constitutes your acceptance of these terms and conditions which apply to all pages on the website and for all entry points into the website.
9. Materials on the Website
9.1 All rights including those in copyright in the content of the website are owned by, licensed to or controlled for these purposes by Midwich Security ("the Content"). The Content includes, but is not limited to, the website's design, layout, look, appearance and graphics. It is protected by intellectual property laws including, but not limited to, copyright and trademark laws. Accordingly, the Content may not be copied, reproduced, republished, downloaded, posted, broadcast or transmitted in any way except for your own private non-commercial use. Any other use requires written permission from Midwich Security.
9.2 The re-distribution, re-publication, or otherwise making available of the material on this website to third parties without the prior written consent of Midwich Security is prohibited.
9.3 Without limiting the foregoing, no part of the website may be distributed or copied for any commercial purpose, reproduced, transmitted or stored in any other website or other form of electronic retrieval system without prior written permission from Midwich Security.
9.4 Unauthorised use of this website may give rise to a claim for damages and/or be a criminal offence.
10. Website Information
10.1 The information in this website is given in good faith and is subject to change without notice. Except to the extent expressly provided in Midwich Security's sales terms and conditions, if applicable, Square One is not responsible for any inaccuracies and (except as set out in clause 6.4) makes no representation and gives no warranty as to its accuracy.
10.2 The information in this website should not be relied on and does not constitute any form of advice or recommendation. By using this website you confirm that you have not relied on any such information. Any arrangements made between you and any third party named or referred to on the website are entirely at your sole risk and responsibility.
10.3 The sales information on this website is an invitation to treat only and is not intended to be nor should be construed as an offer to enter into a contractual relationship.
11.1 The website contains links to other websites. Any Content downloaded or otherwise obtained from the website is obtained at your own risk. Midwich Security accepts no responsibility or liability for the content of other websites which are not under the strict control of Midwich Security. Any link is not intended to be, nor should it be construed as an endorsement of any kind by Midwich Security of that other website.
11.2 You may not create a link to this website from another website or document without Midwich Security prior written consent.
12.1 Except to the extent expressly provided in Midwich Security's sales terms and conditions, if applicable, Midwich Security makes no warranty, express or implied, or representation whatsoever regarding the website or the Content or any advertising, services or products provided through or in connection with the website.
12.2 Midwich Security does not guarantee that use of this website will be compatible with all hardware and software which may be used by visitors to the site.
12.3 Except as set out in clause 6.4, Midwich Security will be under no liability to you whatsoever whether in contract, tort, (including negligence), breach of statutory duty, restitution or otherwise for any injury, death, damage or direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and like loss) howsoever caused arising out of or in connection with the use of this website or the use, accessing, downloading or relying on any information or other materials contained in this website, including, without limitation, as a result of any computer virus or any malicious computer code.
12.4 These terms and conditions do not exclude Midwich Security's liability (if any) to you for personal injury or death resulting from Square One's negligence, for fraud or for any matter which it would be illegal for Square One to exclude or to attempt to exclude its liability.
14. Changes to content of the Website
14.1 Subject to clause 8.2, Square One may change the contents of the website from time to time in its sole discretion without notice to you.
14.2 Midwich Security may vary these terms and conditions from time to time by posting the varied terms and conditions on this website. If Square One makes any substantial changes to these terms and conditions, Midwich Security will for a reasonable time thereafter take reasonable steps to bring to the attention of visitors to this website the fact that these terms and conditions have been revised. You are advised to check these terms and conditions from time to time.
15.1 Midwich Security does not warrant that the website or access to it will be error-free or that the website or the servers that make it available will be free of viruses or bugs or other malicious code.
16. User Conduct - Security
16.1 You agree not to:
16.1.1 disrupt or interfere with the security of, or otherwise abuse, the website, or any services, system resources, accounts, servers or networks connected to or accessible through the website or affiliated or linked websites;
16.1.2 disrupt or interfere with any other user's enjoyment of the website or affiliated or linked websites; and
16.1.3 transmit through website spam, chain letters, junk mail or any other type of unsolicited mass email to people or entities who have not agreed to be part of such mailing.
16.1.4 you agree that you will not upload or attempt to upload, post or otherwise transmit on the website any Content of any sort including without limitation any defamatory, obscene or unlawful content or content which would otherwise infringe any third party rights or be likely to cause offence.
16.2 You agree to indemnify and hold harmless Midwich Security for any breach by you of these obligations as set out under this Clause 10.
16.3 Midwich Security will issue existing account holders with a valid user name and password for use on the website to view their account information. You are responsible for your user name and password. An account holders user name and password are for the account holders use only and may not be shared with or disclosed to anyone else.
16.4 Once you become an account holder, you agree not to use the user name or password of any other account holder or permit any other account holder to use your user name and/or password at any time. You agree to notify Midwich Security immediately by telephoning the IT Manager or emailing MIT@Midwich Security.com if you know or have any reason to suspect that the security of your user name and/or password has been breached.
17. General Provisions
17.1 If any of these Terms and Conditions should be determined to be illegal, invalid or otherwise unenforceable by reason of the laws of any jurisdiction in which these Terms and Conditions are intended to be effective, then to the extent and within the jurisdiction which that Term or Condition is illegal, invalid or unenforceable it shall be severed and deleted from these Terms and Conditions and the resultant Terms and Conditions shall remain in full force and effect.
18. BRIBERY ACT 2010
18.1 The Buyer acknowledges and understands its legal and moral obligations as detailed in the Bribery Act 2010.
18.2 The Buyer has an active Anti Bribery and Corruption Policy in place which reflects its zero tolerance approach to acts of bribery.
18.3 This Policy has been fully trained out to all staff of the Buyer. The staff understand the ramifications of the Act and how it should influence their behaviour in their dealings with suppliers.
19. Jurisdiction and acceptance of these terms and conditions
19.1 This website is controlled and operated by Midwich Security from its offices in England. The formation, existence, construction, performance, validity in all aspects whatsoever of these terms and conditions or of any term of these terms and conditions or any dispute in relation to the materials contained in this website shall be governed by English law. The English courts shall have exclusive jurisdiction to settle any disputes which may arise out of or in connection with these terms and conditions or use of the website. Your continued use of this website indicates your acceptance of these terms and conditions.