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TERMS AND CONDITIONS OF SALE

Version 3.1 | Effective Date: 2 October 2026 | Governing Law: England & Wales
86–90 Paul Street, London, EC2A 4NE | Company No. 10652546 | VAT No. 353964372

These Terms and Conditions of Sale (“Conditions”) govern all domestic and international sales of Goods and Services by DTECH® (DTECH Cabling Systems (UK) Limited) to any Buyer, whether via direct account, online order, telephone, written order, electronic procurement platform, or any other means. Unless DTECH expressly identifies another contracting seller in its written quotation or order acknowledgement, the contracting seller is DTECH Cabling Systems (UK) Limited. By placing an order, the Buyer agrees to be bound by these Conditions in their entirety to the exclusion of all other terms. These Conditions apply to both business-to-business (B2B) and direct online consumer transactions, subject to applicable mandatory statutory consumer rights which shall not be excluded.

1. DEFINITIONS

In these Conditions, the following definitions apply:

“DTECH” means DTECH Cabling Systems (UK) Limited, a company registered in England and Wales (Company No. 10652546), having its registered office at 86–90 Paul Street, London, EC2A 4NE, and trading internationally as DTECH®. DTECH maintains operations in the United Kingdom and Hong Kong. References to those operations do not alter the identity of the contracting seller unless another DTECH entity is expressly identified in DTECH’s written quotation or order acknowledgement.

“Buyer” means any person, business, company, or entity that purchases or agrees to purchase Goods from DTECH, whether via a credit account, online order, telephone, or other means.

“Business Buyer” means a Buyer who is purchasing Goods in the course of a business, trade, or profession and not as a consumer.

“Consumer Buyer” means a Buyer who is a natural person acting wholly or mainly outside their business, trade, or profession, purchasing Goods through DTECH’s online store or other direct channel.

“Contract” means the contract between DTECH and the Buyer for the sale and purchase of Goods, incorporating these Conditions and any written quotation, order acknowledgement, or special terms agreed in writing.

“Goods” means all products, cables, connectivity solutions, accessories, components, and any custom-manufactured or bespoke items supplied by DTECH to the Buyer.

“Credit Account” means a trading account established with DTECH allowing the Buyer to purchase Goods on deferred payment terms.

“Credit Limit” means the maximum outstanding balance permitted on a Credit Account as notified by DTECH from time to time.

“Trade Credit Insurer” means any insurer with whom DTECH holds a trade credit insurance or debtor insurance policy.

“Insolvency Event” means any of the events listed in Clause 18 of these Conditions.

“Romalpa Clause / Retention of Title” means the provisions set out in Clauses 10 and 11 of these Conditions under which legal title to Goods remains with DTECH until full payment is received.

“Force Majeure Event” means any event beyond DTECH’s reasonable control as described in Clause 19.

“Invoice Date” means the date appearing on DTECH’s invoice issued to the Buyer.

“GDPR” means the UK General Data Protection Regulation and the Data Protection Act 2018, as amended.

“Intellectual Property Rights” means all patents, copyrights, design rights, trademarks, trade secrets, database rights, and any other intellectual or industrial property rights anywhere in the world.

“Business Day” means a day other than a Saturday, Sunday, or public holiday in England on which banks in London are open for ordinary business.

“Incoterms® 2020” means the Incoterms® 2020 rules published by the International Chamber of Commerce (ICC), as incorporated into a Contract by reference to a named Incoterm and named place, port, or destination.

“Applicable Law” means any law, statute, regulation, sanction, export control, customs requirement, court order, governmental requirement, or legally binding rule applicable to DTECH, the Buyer, the Goods, the Contract, or the relevant transaction from time to time.

2. BASIS OF CONTRACT AND ACCEPTANCE

2.1 These Conditions apply to and govern every Contract between DTECH and the Buyer. All prior representations, negotiations, or arrangements are superseded by these Conditions unless expressly incorporated in writing.

2.2 No order placed by the Buyer shall constitute a binding Contract until DTECH has issued a written order acknowledgement or confirmation, or has commenced fulfilment of the order, whichever is the earlier.

2.3 Any terms or conditions submitted by the Buyer (including those on a purchase order or other document) are expressly rejected and shall not form part of any Contract, whether or not DTECH has objected to them specifically.

2.4 DTECH reserves the right to decline any order at its sole discretion without liability.

2.5 Online orders placed through DTECH’s website are subject to these Conditions in addition to any supplementary online ordering terms displayed at checkout. Consumer Buyers retain all statutory rights under applicable consumer protection legislation, which these Conditions do not seek to exclude.

2.6 If there is any conflict between these Conditions and a written quotation, order acknowledgement, or special terms issued or expressly agreed by DTECH, the latter shall prevail only to the extent of the specific conflict. Any variation to these Conditions must be expressly agreed in writing by an authorised representative of DTECH.

3. QUOTATIONS AND PRICING

3.1 Quotations issued by DTECH are valid for thirty (30) days from the date of issue unless otherwise stated and are subject to availability. DTECH reserves the right to withdraw or revise a quotation at any time before acceptance.

3.2 All prices quoted are exclusive of VAT and any applicable taxes, duties, levies, customs charges, bank charges, or similar governmental charges, which shall be payable by the Buyer in addition at the applicable rate except to the extent expressly included by DTECH in writing or allocated to DTECH under an agreed Incoterm.

3.3 DTECH reserves the right to adjust prices without notice to reflect changes in raw material costs, currency fluctuations, supplier price increases, transport costs, or regulatory changes, prior to acceptance of an order. Once an order is confirmed in writing by DTECH, the price shall be fixed unless the Buyer requests or DTECH agrees to material specification changes.

3.4 Where Goods are exported, all destination-country import duties, tariffs, taxes, customs fees, import-clearance costs, registrations, and similar charges shall be the responsibility of the Buyer except to the extent expressly assumed by DTECH under the Incoterm stated in DTECH’s quotation or order acknowledgement, including where DDP Incoterms® 2020 is expressly agreed.

3.5 Typographical or administrative errors in pricing, specifications, or any published material are subject to correction by DTECH at any time without liability.

4. ORDERS AND SPECIFICATIONS

4.1 The Buyer is solely responsible for ensuring the accuracy and completeness of its order, including all technical specifications, quantities, and any applicable standards or regulatory requirements.

4.2 Where Goods are manufactured or supplied to the Buyer’s specification, DTECH’s obligations are limited to manufacturing in accordance with the specification provided. DTECH makes no warranty as to suitability or fitness for the Buyer’s intended purpose unless expressly confirmed in writing.

4.3 DTECH reserves the right to make minor technical or specification changes to Goods that do not materially affect their performance, to comply with safety, regulatory, or statutory requirements, or to substitute equivalent components where stated components are unavailable.

4.4 For bespoke or custom-manufactured cables and products, DTECH may manufacture and deliver within plus or minus ten percent (±10%) of the ordered quantity. Pricing will be adjusted pro rata accordingly.

4.5 Special or custom-manufactured items are non-cancellable and non-returnable once manufacture has commenced (see Clause 16).

4.6 The Buyer shall indemnify DTECH in full against all losses, claims, liabilities, costs, and expenses arising from DTECH’s use of any specification, design, or materials supplied by the Buyer that infringes the Intellectual Property Rights of any third party.

5. CREDIT ACCOUNTS AND CREDITWORTHINESS

5.1 Credit accounts are available to Business Buyers subject to satisfactory credit vetting, trade references, and approval by DTECH and, where applicable, DTECH’s Trade Credit Insurer.

5.2 DTECH reserves the right at any time, and without notice or obligation to provide reasons, to: (a) decline to open a credit account; (b) reduce or withdraw a Credit Limit; (c) require payment in advance or additional security; or (d) suspend or terminate credit facilities.

5.3 DTECH may conduct credit reference searches and share Buyer information with credit reference agencies, trade associations, and its Trade Credit Insurer as necessary to manage and assess credit risk. The Buyer consents to such use of its information.

5.4 DTECH’s Trade Credit Insurer may set, reduce, or withdraw credit cover in respect of any Buyer at any time. In such event, DTECH may at its sole discretion: (a) require payment in advance for all future orders; (b) reduce the Credit Limit to reflect reduced insurer cover; or (c) suspend deliveries until alternative payment arrangements are agreed.

5.5 DTECH’s credit decisions are not subject to challenge by the Buyer, and DTECH shall not be liable for any loss suffered by the Buyer as a result of changes to credit facilities.

6. PAYMENT TERMS

6.1 Unless a Credit Account has been established, all orders must be paid in full at the time of order (net cash with order).

6.2 Business Buyers with an approved Credit Account shall pay all invoices within thirty (30) days of the Invoice Date unless alternative terms have been agreed in writing. Time of payment is of the essence.

6.3 Payment must be made in the currency specified on the invoice by bank transfer, credit/debit card, or such other method as DTECH may approve in writing.

6.4 DTECH may invoice each instalment or part-delivery separately, and each invoice shall be treated as an independent payment obligation.

6.5 If any payment is not received in full by the due date, DTECH shall be entitled, without prejudice to any other right or remedy, to:

(a) charge interest on the overdue amount at the rate of eight percent (8%) per annum above the Bank of England base rate from the due date until actual payment, accruing daily and compounding monthly, both before and after any judgement;

(b) claim fixed statutory debt recovery compensation under the Late Payment of Commercial Debts (Interest) Act 1998, where applicable;

(c) suspend all further deliveries and/or credit facilities until all overdue amounts (including interest) are paid in full;

(d) cancel any outstanding orders without liability;

(e) appropriate any payment received to any outstanding invoice or debt at DTECH’s sole discretion; and

(f) report the overdue debt to DTECH’s Trade Credit Insurer and initiate a claim under DTECH’s trade credit insurance policy.

6.6 The Buyer shall not be entitled to withhold, set off, deduct, or make any counterclaim against any payment due to DTECH without prior written agreement.

6.7 If DTECH reasonably believes that the Buyer’s ability to pay is in doubt, DTECH may require payment in advance or satisfactory security before fulfilling any order.

6.8 Where payment cannot be made by the Buyer by reason of currency controls, banking restrictions, international sanctions, governmental prohibitions, or any other impediment operating in or affecting the Buyer’s country or banking system, the payment obligation shall not be discharged or suspended except to the extent payment is legally prohibited. The full amount invoiced shall remain due and outstanding, interest shall continue to accrue under Clause 6.5(a) to the extent lawful, and DTECH shall be entitled to exercise all rights and remedies available to it under these Conditions and Applicable Law. The Buyer shall immediately notify DTECH in writing upon becoming aware of any such impediment and shall take all lawful steps reasonably available to effect payment through alternative payment arrangements approved by DTECH. No party shall be required or permitted to make, route, structure, or receive any payment in a manner that would breach or circumvent applicable sanctions, anti-money laundering requirements, export controls, banking restrictions, or other Applicable Law.

6.9 For Business Buyers, all payments shall be made in full, free and clear of deduction, withholding, set-off, counterclaim, or bank charges except where a deduction or withholding is required by law. Where the Buyer is required by law to make a withholding or deduction, the Buyer shall, to the extent lawful, pay such additional amount as is necessary so that DTECH receives the amount it would have received had no withholding or deduction been required, excluding taxes imposed on DTECH’s net income. The Buyer shall promptly provide DTECH with any official withholding certificate or other evidence reasonably requested.

6.10 Any payment made by a third party on behalf of the Buyer shall be treated solely as payment of the Buyer’s debt and shall not create any contractual rights in favour of that third party unless DTECH expressly agrees otherwise in writing.

7. TRADE CREDIT INSURANCE — BUYER OBLIGATIONS

7.1 DTECH maintains trade credit insurance to protect against non-payment and bad debts. The Buyer acknowledges and agrees that:

(a) DTECH may share details of the Buyer’s account, payment history, outstanding balances, and credit exposure with DTECH’s Trade Credit Insurer at any time;

(b) the Trade Credit Insurer may conduct its own creditworthiness assessment of the Buyer;

(c) the Trade Credit Insurer may at any time set, reduce, or withdraw credit insurance cover in respect of the Buyer;

(d) DTECH is under no obligation to extend or maintain credit terms if insurance cover is unavailable or withdrawn; and

(e) DTECH may pursue recovery of unpaid debts directly and/or through its insurer concurrently.

7.2 In the event of non-payment, DTECH reserves the right to assign its rights to recover the debt to its Trade Credit Insurer. The Buyer hereby consents to any such assignment.

7.3 The Buyer shall, upon reasonable request, provide DTECH and/or DTECH’s Trade Credit Insurer with financial information, audited accounts, or other documentation as may be reasonably required to assess creditworthiness. Failure to provide such information may result in suspension of credit facilities.

7.4 Nothing in this Clause limits DTECH’s right to pursue the Buyer for all outstanding sums by any available legal means.

8. DELIVERY

8.1 Any delivery date or time quoted by DTECH is an estimate only. DTECH shall use reasonable endeavours to deliver by the estimated date but shall not be liable for any loss, damage, or expense arising from delay in delivery, howsoever caused.

8.2 DTECH reserves the right to make delivery in instalments. Each instalment shall constitute a separate contract. Failure to deliver one instalment shall not entitle the Buyer to repudiate the remaining Contract.

8.3 Where DTECH arranges, books, or pays for carriage, that fact shall not of itself determine the point at which delivery occurs or risk passes. Delivery and transfer of risk shall be determined by the Incoterm expressly stated in the Contract or, where no Incoterm is stated, by Clause 9.

8.4 The Buyer shall inspect all Goods upon delivery and must report any shortage, visible damage, or incorrect delivery to DTECH and the carrier in writing within three (3) business days of the date of delivery. Failure to do so shall be deemed acceptance of the delivery in good condition and correct quantity.

8.5 Non-delivery must be reported to DTECH in writing within seven (7) days of the estimated or scheduled delivery date. Failure to notify within this period shall absolve DTECH of liability for non-delivery.

8.6 Deliveries will be made to the address specified in the Buyer’s order. Additional costs arising from incorrect addresses or failed delivery attempts shall be charged to the Buyer.

8.7 Unless otherwise expressly stated in DTECH’s quotation or order acknowledgement, international and export shipments shall be supplied FCA DTECH’s nominated despatch point, Incoterms® 2020. Where appropriate for conventional sea or inland-waterway shipments, FOB may be agreed. Any other Incoterm, including CPT, CIP, CFR, CIF, DAP, DPU, or DDP, shall apply only where expressly stated in DTECH’s written quotation or order acknowledgement together with the relevant named place, port, or destination.

8.8 The agreed Incoterm shall govern the ordinary allocation of delivery obligations, carriage costs, customs responsibilities, and transfer of risk, subject always to the express provisions of these Conditions. Where these Conditions expressly allocate a cost, liability, or consequence arising from a Force Majeure Event, sanctions event, or other extraordinary disruption, the parties agree that such provision supplements and, to the extent of any inconsistency, varies the ordinary cost allocation under the agreed Incoterm without of itself changing the contractual point of delivery or transfer of risk.

8.9 Where, following despatch of the Goods or commencement of international carriage, a Force Majeure Event causes or contributes to any delay, diversion, rerouting, interruption of carriage, port or terminal closure, canal or waterway closure, border closure, detention, demurrage, storage, transhipment, return carriage, war-risk surcharge, security surcharge, emergency handling charge, carrier surcharge, or other extraordinary logistics, governmental, or third-party charge, DTECH shall not be liable for the resulting delay and, to the maximum extent permitted by law, all such reasonable additional third-party costs shall be for the Buyer’s account, notwithstanding that DTECH may originally have agreed to arrange or pay ordinary carriage to the named destination.

8.10 In circumstances described in Clause 8.9, DTECH may, where reasonably necessary or commercially prudent, arrange alternative carriage, reroute, tranship, store, hold, return, or suspend movement of the Goods until carriage can reasonably and lawfully resume. DTECH shall not be obliged to incur extraordinary expenditure on the Buyer’s behalf and may require payment in advance or reimbursement of such costs before further movement of the Goods. Any delivery date shall be extended by the period of delay and any reasonable period required to reorganise transport.

8.11 Nothing in any Contract, Incoterm, quotation, purchase order, or delivery commitment shall require DTECH to perform an act, make a payment, route Goods, use a carrier or bank, or complete a transaction where DTECH reasonably considers that doing so may breach Applicable Law, sanctions, export controls, customs restrictions, or binding governmental requirements.

9. RISK

9.1 Where an Incoterm is expressly stated in the Contract, delivery and risk shall pass in accordance with that Incoterm and the named place, port, or destination, subject to the express provisions of these Conditions.

9.2 Where no Incoterm is expressly stated, delivery and risk shall be deemed to pass: (a) where DTECH despatches Goods via a carrier, at the time of handover to the first carrier; (b) where the Buyer collects, when the Goods are loaded onto the collecting vehicle or, if loading is not undertaken by DTECH, when DTECH makes the Goods available for collection; or (c) where DTECH delivers directly using its own transport, at the point of physical delivery to the Buyer’s nominated address.

9.3 The Buyer shall be responsible for insuring the Goods from the point risk passes under this Clause except where DTECH is expressly required to procure insurance under an agreed Incoterm such as CIP or CIF.

9.4 The allocation of extraordinary Force Majeure costs under Clauses 8 and 19 does not of itself alter the point at which risk in the Goods passes under the agreed Incoterm or this Clause 9.

10. RETENTION OF TITLE

10.1 Legal and equitable title to and ownership of all Goods supplied by DTECH shall remain vested in DTECH and shall not pass to the Buyer until DTECH has received, in cleared funds, full payment of: (a) all sums due in respect of the Goods; and (b) all other sums due and payable by the Buyer to DTECH under this or any other contract.

10.2 Until title passes to the Buyer under Clause 10.1, the Buyer shall:

(a) hold the Goods as DTECH’s fiduciary agent and bailee only;

(b) store the Goods separately from its own goods and those of any third party, in a secure and appropriate manner, clearly identified and labelled as DTECH’s property;

(c) not remove, alter, or obscure any identification marks, serial numbers, or labelling applied to the Goods by DTECH;

(d) keep the Goods insured for their full replacement value with a reputable insurer, noting DTECH’s interest on the policy, and immediately provide DTECH with evidence of such insurance upon request;

(e) immediately notify DTECH if any third party seeks to levy execution upon, attach, or otherwise interfere with the Goods;

(f) not pledge, charge, assign, mortgage, or otherwise encumber the Goods as security for any debt or obligation; and

(g) account to DTECH for all proceeds, including insurance proceeds, arising from any dealing with the Goods prior to title passing.

10.3 Subject to Clause 10.4, the Buyer may resell or use the Goods in the ordinary course of its business before title has passed, but any such resale shall be as DTECH’s fiduciary agent, and the Buyer shall hold the proceeds of sale on trust for DTECH to the extent of the amounts owed to DTECH.

10.4 The Buyer’s right to deal with the Goods under Clause 10.3 shall automatically cease immediately upon the occurrence of any Insolvency Event (Clause 18) or breach of any payment obligation.

10.5 Notwithstanding that title has not passed, DTECH may at any time commence proceedings to recover the price of the Goods.

10.6 If the Goods are incorporated or commingled with other goods, DTECH shall be entitled to a proportionate equitable interest in the resulting mixed goods or product to the value of DTECH’s unpaid Goods.

10.7 Where Goods are exported to or stored in a jurisdiction outside England and Wales, the Buyer acknowledges that DTECH’s retention of title under this Clause 10 may require registration, filing, notification, or other perfection steps under the laws of the relevant jurisdiction in order to be enforceable against third parties, insolvency officeholders, or secured creditors in that jurisdiction. The Buyer shall, at its own cost and upon DTECH’s written request, take all steps necessary to register, perfect, or otherwise give effect to DTECH’s title interest under applicable local law, including executing any documents, making any filings, or providing any consents required for that purpose. Failure by the Buyer to comply with this Clause shall constitute a material breach of the Contract. DTECH’s rights under English law are not diminished or waived by any failure of local registration, and DTECH reserves the right to take independent steps to register or protect its title interest in any jurisdiction at the Buyer’s expense.

10.8 To the extent that retention of legal title is not recognised or is insufficient to protect DTECH in any jurisdiction, the Buyer shall, to the fullest extent permitted by Applicable Law, grant or procure in favour of DTECH the nearest equivalent security interest, lien, charge, reservation of ownership, or other proprietary protection available under local law in respect of the unpaid Goods and shall execute such documents and take such steps as DTECH may reasonably require to create, register, perfect, or enforce that interest. This Clause does not require the creation of any security interest where doing so would be unlawful.

11. RIGHT OF ENTRY AND REPOSSESSION

11.1 Until title in the Goods passes to the Buyer in accordance with Clause 10, DTECH shall have the right, at any time, to require the Buyer to deliver up the Goods to DTECH forthwith.

11.2 If the Buyer fails to deliver up the Goods immediately upon demand, DTECH shall, to the extent permitted by Applicable Law, be entitled without prior notice to enter any premises owned, occupied, or controlled by the Buyer (or any third party, where the Buyer has lawful authority to grant access) in which the Goods are situated, and to repossess and remove the Goods. The Buyer hereby grants DTECH an irrevocable licence to enter such premises for this purpose. Where self-help repossession or entry is not lawful in the relevant jurisdiction, the Buyer shall cooperate fully with DTECH and DTECH may seek any court order, interim relief, attachment, repossession remedy, or equivalent local-law remedy available to it.

11.3 To the maximum extent permitted by law, DTECH shall bear no liability to the Buyer or any third party in respect of any damage to property or business disruption arising from the lawful exercise of its rights under this Clause 11, save for liability which cannot lawfully be excluded or restricted.

11.4 DTECH’s exercise of its rights under this Clause 11 shall not constitute termination of the Contract, and DTECH may still pursue any outstanding sums owed by the Buyer.

12. WARRANTY

12.1 Warranty terms applicable to the Goods are set out in DTECH’s separate Warranty Terms document, which is incorporated into the Contract by reference and is available at dtechcables.com or upon written request to DTECH. In the event of any conflict between the Warranty Terms and these Conditions, these Conditions shall prevail except in respect of warranty-specific matters which shall be governed by the Warranty Terms.

12.2 For Business Buyers, all implied warranties, conditions, or terms not expressly set out in these Conditions or the Warranty Terms are excluded to the maximum extent permitted by law.

12.3 Consumer Buyers retain all statutory rights under the Consumer Rights Act 2015 and other applicable consumer protection legislation, which are not affected by these Conditions or the Warranty Terms.

13. LIMITATION OF LIABILITY

13.1 Nothing in these Conditions shall limit or exclude DTECH’s liability for: (a) death or personal injury caused by DTECH’s negligence; (b) fraud or fraudulent misrepresentation; or (c) any liability that cannot be limited or excluded by law.

13.2 Subject to Clause 13.1, DTECH’s total aggregate liability to the Buyer in connection with any Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total price paid or payable by the Buyer for the Goods giving rise to the claim.

13.3 Subject to Clause 13.1, DTECH shall not be liable to the Buyer for any: (a) loss of profit; (b) loss of revenue or business; (c) loss of anticipated savings; (d) loss of contracts or goodwill; (e) damage to reputation; (f) loss of data; (g) indirect, consequential, special, or incidental loss or damage; howsoever arising.

13.4 For Business Buyers, these limitations apply whether or not DTECH has been advised of the possibility of such losses.

13.5 Consumer Buyers’ statutory rights are not affected by Clauses 13.2 and 13.3.

14. INDEMNITY

14.1 For Business Buyers, the Buyer shall indemnify and hold harmless DTECH, its directors, employees, and agents against all claims, liabilities, losses, costs, and expenses (including reasonable legal fees) arising from or connected with:

(a) any breach by the Buyer of these Conditions;

(b) the Buyer’s use, installation, storage, or resale of the Goods in breach of these Conditions or applicable law;

(c) any specification, design, or instruction provided by the Buyer that causes DTECH to infringe any third party’s Intellectual Property Rights; or

(d) any claim by a third party arising from a product or service supplied by the Buyer that incorporates DTECH’s Goods, where such claim arises from the Buyer’s acts or omissions.

15. CANCELLATION AND SUSPENSION

15.1 Standard stock orders placed and confirmed may be cancelled by the Buyer without charge only if notification is received by DTECH in writing before the Goods have been allocated, packed, or despatched.

15.2 Where a standard order has been allocated or despatched, cancellation charges shall apply as follows: (a) up to 100% of invoice value for Goods already despatched or in transit; (b) up to 50% of invoice value for Goods allocated from stock but not yet despatched.

15.3 Special or bespoke Goods (including custom-manufactured cables) may not be cancelled once an order is confirmed. The Buyer shall remain liable for 100% of the agreed price whether or not delivery has been made.

15.4 Where a Buyer places a standing order or blanket purchase order for scheduled deliveries, the Buyer may not suspend or defer scheduled call-offs without DTECH’s prior written consent. If the full order quantity has not been called off by the end of the agreed period, DTECH reserves the right to invoice and deliver the outstanding balance.

15.5 In the event of partial cancellation, DTECH reserves the right to recalculate the pricing applicable to the uncancelled portion as if it were a standalone order, and to re-invoice the Buyer accordingly.

15.6 This Clause 15 applies to Business Buyers and to voluntary cancellations only. Nothing in this Clause limits or excludes any mandatory statutory cancellation right of a Consumer Buyer, which is addressed in Clause 22.

16. RETURNS

16.1 No Goods may be returned to DTECH without prior written authorisation from DTECH. Unauthorised returns will not be accepted and may be returned to the Buyer at the Buyer’s expense.

16.2 Authorised returns must be: (a) returned in original, unopened, and undamaged packaging; (b) accompanied by DTECH’s returns authorisation number; (c) received by DTECH within twenty-one (21) days of authorisation; and (d) at the Buyer’s cost and risk in transit.

16.3 A handling and restocking charge of up to fifteen percent (15%) of the invoice value may be applied at DTECH’s discretion to all authorised returns.

16.4 Special, custom-manufactured, cut-to-length, or bespoke items may not be returned under any circumstances except where they are proven to be defective at the time of delivery or where a Consumer Buyer has a non-excludable statutory right to a remedy.

16.5 For Consumer Buyers, this Clause 16 applies only to voluntary returns and does not limit any statutory right to cancel, reject, repair, replacement, price reduction, or refund under applicable consumer protection law.

17. EXPORT COMPLIANCE

17.1 Where Goods are exported from the United Kingdom, DTECH shall be responsible for export declarations, licences, permits, and formalities to the extent legally required of DTECH as exporter and to the extent allocated to DTECH under the agreed Incoterm. The Buyer shall promptly provide all accurate end-user, end-use, destination, consignee, classification, and other information reasonably required by DTECH to complete export formalities or compliance checks.

17.2 Except to the extent expressly assumed by DTECH under an agreed Incoterm or confirmed by DTECH in writing, the Buyer is solely responsible for: (a) ensuring the Goods are lawful and suitable for import, possession, installation, use, and resale in the destination country; (b) obtaining all destination-country import licences, permits, registrations, approvals, product certifications, and customs authorisations; (c) acting as importer of record where required; and (d) paying all applicable import duties, tariffs, taxes, customs fees, and destination charges.

17.3 DTECH makes no warranty that the Goods comply with the laws, technical standards, regulatory approvals, certification schemes, labelling rules, or local installation requirements of any country outside the United Kingdom unless DTECH expressly confirms such compliance in writing for the relevant Goods and territory. The Buyer shall not rely on a certification, approval, or standard unless it is expressly stated by DTECH as applicable to the Goods supplied.

17.4 The Buyer shall comply with all applicable sanctions, export controls, trade restrictions, customs laws, anti-circumvention requirements, and re-export controls, including United Kingdom export control and sanctions legislation and, where applicable to the transaction, European Union controls, United States Export Administration Regulations (EAR), and other mandatory local laws.

17.5 The Buyer shall not, directly or indirectly, sell, export, re-export, transfer, divert, tranship, supply, or otherwise make the Goods available to any person, entity, territory, destination, end-user, or end-use where doing so would breach Applicable Law or expose DTECH to a sanctions or export-control violation. The Buyer shall not knowingly facilitate circumvention of any trade restriction through an intermediary, third country, altered consignee, alternative routing, or other arrangement.

17.6 The Buyer shall, upon request, promptly provide such end-user statements, end-use confirmations, ownership or control information, destination evidence, import documentation, or other compliance information as DTECH reasonably requires. DTECH may delay, suspend, refuse, or cancel any order or shipment without liability where DTECH reasonably considers that further due diligence, a licence, governmental approval, sanctions screening, export-control review, or other compliance step is required, or where DTECH reasonably considers the transaction may expose DTECH or its logistics, banking, or insurance partners to legal or regulatory risk.

17.7 For Business Buyers, the Buyer shall indemnify DTECH against all losses, penalties, fines, claims, reasonable legal costs, storage charges, return costs, and other expenses arising from the Buyer’s breach of this Clause 17 or from inaccurate or incomplete information provided by the Buyer in connection with export, import, sanctions, customs, destination, end-user, or end-use compliance.

18. INSOLVENCY AND TERMINATION

18.1 DTECH may, by written notice, immediately terminate any Contract, cancel all outstanding orders, and/or suspend credit facilities without liability if any of the following events occur (“Insolvency Events”):

(a) the Buyer proposes or enters into a voluntary arrangement with its creditors, or becomes subject to a moratorium;

(b) an administration order is made in respect of the Buyer, or an administrator is appointed;

(c) a receiver, administrative receiver, or liquidator is appointed over any of the Buyer’s property or assets;

(d) the Buyer passes a resolution for winding-up or a winding-up order is made by a court (other than for solvent reconstruction or amalgamation);

(e) the Buyer (being an individual or partnership) becomes bankrupt or enters into any arrangement with creditors;

(f) the Buyer ceases or threatens to cease to carry on business; or

(g) DTECH reasonably apprehends that any of the events above is imminent; or

(h) any event occurs in any jurisdiction which is analogous or substantially similar in effect to any event described in paragraphs (a) to (g), however such event is described under the applicable local law.

18.2 On the occurrence of any Insolvency Event: (a) all sums outstanding from the Buyer to DTECH shall become immediately due and payable; (b) DTECH’s retention of title rights under Clause 10 shall be immediately enforceable; and (c) the Buyer’s right to deal in the Goods under Clause 10.3 shall immediately cease.

18.3 DTECH shall be entitled to offset any sums owed by DTECH to the Buyer against any sums owed by the Buyer to DTECH.

19. FORCE MAJEURE

19.1 DTECH shall not be in breach of Contract or otherwise liable for any failure or delay in performance of its obligations to the extent such failure or delay is caused by a Force Majeure Event.

19.2 A Force Majeure Event includes but is not limited to: acts of God; fire, flood, storm, earthquake, or natural disaster; pandemic or epidemic; war (declared or undeclared), armed conflict, invasion, hostilities, terrorism, piracy, riot, or civil unrest; governmental acts or omissions; sanctions, embargoes, export or import restrictions, trade controls, border closures, customs restrictions, or changes in law; closure, obstruction, or material disruption of any port, airport, border crossing, canal, waterway, road, rail route, terminal, or logistics hub; carrier cancellation, vessel diversion, rerouting, transhipment disruption, detention, demurrage, emergency storage, or material transport-capacity shortage; cyberattack or material failure of telecommunications, IT, banking, payment, energy, or utility systems; labour disputes, strikes, or industrial action; interruption or failure of global supply chains; shortage or unavailability of raw materials, components, packaging, fuel, or transport; or failure, delay, or default of a carrier, freight forwarder, port operator, supplier, subcontractor, or other third party where caused by circumstances beyond DTECH’s reasonable control.

19.3 DTECH shall notify the Buyer as soon as reasonably practicable upon becoming aware of a Force Majeure Event and its likely duration.

19.4 If a Force Majeure Event continues for an extended period, DTECH shall be entitled to suspend performance of its affected obligations for the duration of the Force Majeure Event without liability and all affected times for performance shall be extended accordingly. DTECH shall use reasonable endeavours to resume performance when reasonably practicable, but shall not be required to incur disproportionate cost, assume material additional legal or security risk, or use a route, carrier, supplier, bank, or jurisdiction which DTECH reasonably considers unsafe, unlawful, commercially impracticable, or materially more burdensome. DTECH may terminate the affected Contract or any affected part of it by written notice where continued performance is prevented, unlawful, commercially impracticable, or materially altered by the Force Majeure Event. The Buyer shall remain liable for all Goods already delivered, manufactured, committed, allocated, or specially procured to the extent such amounts are properly due under the Contract.

19.5 Without prejudice to Clause 8, where a Force Majeure Event occurs after despatch or after DTECH has committed Goods to an international movement and causes extraordinary third-party costs including demurrage, detention, port or terminal storage, emergency warehousing, carrier surcharges, war-risk surcharges, security charges, diversion, rerouting, transhipment, return freight, additional customs handling, or similar logistics charges, such reasonable additional costs shall be for the Buyer’s account to the maximum extent permitted by law. The parties agree that this Clause is an express contractual allocation of extraordinary Force Majeure costs and, where necessary, supplements or varies the ordinary allocation of costs under the agreed Incoterm without of itself changing the agreed point of delivery or transfer of risk.

19.6 DTECH may invoice any amount recoverable under Clause 19.5 as soon as it is incurred or notified to DTECH and may require payment in advance before authorising further carriage, release, storage, rerouting, or handling. DTECH shall not be obliged to finance extraordinary logistics costs for the Buyer.

19.7 A Force Majeure Event shall not excuse or discharge any payment obligation in respect of Goods already delivered, manufactured, allocated, committed, or otherwise due for payment, except to the extent payment itself is prohibited by Applicable Law.

20. INTELLECTUAL PROPERTY

20.1 All Intellectual Property Rights in DTECH’s Goods, designs, specifications, catalogues, documentation, and website content remain the property of DTECH or its licensors.

20.2 Nothing in these Conditions transfers any Intellectual Property Rights to the Buyer. The Buyer shall not copy, reverse engineer, reproduce, or create derivative works from any DTECH Goods, drawings, or documentation without DTECH’s prior written consent.

20.3 DTECH’s trademarks, brand names, and trade dress may not be used by the Buyer in any marketing, promotional material, marketplace listing, domain name, company name, product description, or public communication without DTECH’s prior written consent.

20.4 DTECH® and XG® are registered trade marks. All rights in and to those marks are reserved. No licence or right to use either mark is granted to the Buyer by the sale of Goods, the opening of a Credit Account, or the existence of a commercial relationship with DTECH.

20.5 The Buyer shall not remove, obscure, alter, reproduce, imitate, or apply DTECH® or XG® branding, serialisation, labels, certification markings, packaging, or other proprietary identifiers except with DTECH’s prior written consent or as required by Applicable Law.

21. DATA PROTECTION

21.1 Each party shall comply with its obligations under applicable data protection legislation, including the UK GDPR and the Data Protection Act 2018.

21.2 DTECH will process personal data of the Buyer’s representatives and contacts for the purposes of managing the business relationship, processing orders, credit management, and trade credit insurance. Full details are set out in DTECH’s Privacy Policy available at dtechcables.com.

21.3 The Buyer acknowledges that DTECH may share relevant Buyer data (including account, payment, and financial information) with: (a) DTECH’s Trade Credit Insurer; (b) credit reference agencies; (c) debt collection agents; (d) logistics, customs, banking, and payment providers where necessary to perform the Contract; and (e) professional advisers, to the extent reasonably necessary for contract administration, credit management, insurance, compliance, shipping, payment, and debt recovery purposes.

21.4 Where personal data is transferred internationally, DTECH shall use such lawful transfer mechanism, contractual safeguard, adequacy arrangement, or other measure as is required under applicable data protection law. The Buyer shall ensure that any personal data it provides to DTECH has been lawfully collected and may lawfully be provided and processed for the purposes of the Contract.

22. ONLINE SALES — ADDITIONAL TERMS

22.1 All orders placed via DTECH’s website are subject to these Conditions and DTECH’s online checkout terms. In the event of conflict, these Conditions shall prevail unless expressly stated otherwise.

22.2 Business Buyers purchasing online acknowledge that these are commercial transactions and that the Consumer Rights Act 2015 and Consumer Contracts Regulations 2013 do not apply, except where the Buyer is a Consumer Buyer.

22.3 Consumer Buyers may have a statutory right to cancel qualifying distance contracts within fourteen (14) days of receiving the Goods under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. Statutory exceptions apply, including to Goods made to the Consumer Buyer’s specifications or clearly personalised and to any other category excluded by law. Opening or handling Goods does not automatically remove the cancellation right; however, DTECH may make any deduction from the refund permitted by law where the value of the Goods has been diminished by handling beyond what is reasonably necessary to establish their nature, characteristics, and functioning.

22.4 Payment for online orders is processed securely via DTECH’s appointed payment provider. DTECH does not store card or sensitive payment data. By placing an online order, the Buyer authorises DTECH to charge the payment method provided.

22.5 DTECH takes reasonable measures to ensure the accuracy of its online product information, but does not warrant that product descriptions, images, specifications, or pricing displayed online are free from error. DTECH reserves the right to correct any errors without liability.

22.6 Placing an order on DTECH’s website constitutes an offer by the Buyer to purchase the specified Goods at the stated price. No contract is formed until DTECH issues a written order acknowledgement or despatch confirmation by email. An automated order receipt or acknowledgement of payment does not constitute acceptance of the order. DTECH reserves the right to decline or cancel any online order at any time prior to despatch, in which case any payment taken will be refunded in full within five (5) business days.

22.7 All online orders are subject to stock availability. Where Goods are shown as available on the website but are subsequently found to be out of stock, DTECH will notify the Buyer as soon as practicable and offer either a revised delivery date, a suitable substitute, or a full refund. DTECH shall not be liable for any loss arising from the non-availability of Goods.

22.8 Prices displayed on DTECH’s website are exclusive of VAT unless expressly stated otherwise. VAT will be applied at the applicable rate and shown clearly at checkout prior to the Buyer completing the order. DTECH reserves the right to correct any pricing errors on the website at any time. Where an order has been placed at an incorrectly stated price, DTECH will notify the Buyer and offer the option to proceed at the correct price or cancel for a full refund.

22.9 For Consumer Buyers exercising a statutory right to cancel under Clause 22.3, the Consumer Buyer must give DTECH a clear statement of cancellation within the applicable cancellation period, including by emailing connect@dtechcables.com. The Consumer Buyer must then return the Goods without undue delay and in any event within fourteen (14) days after giving notice of cancellation, at the Consumer Buyer’s own cost unless DTECH has agreed to bear that cost or Applicable Law requires otherwise. DTECH shall make the reimbursement required by law, including any standard outbound delivery charge where applicable, within the statutory period and may withhold reimbursement until DTECH has received the Goods back or the Consumer Buyer has supplied evidence of having sent them back, whichever occurs first, where permitted by law. DTECH may reduce the reimbursement to reflect any diminution in value caused by handling beyond what is necessary to establish the nature, characteristics, and functioning of the Goods.

22.10 For Business Buyers, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 do not apply. Online orders placed by Business Buyers are governed exclusively by these Conditions, including the cancellation and returns provisions set out in Clauses 15 and 16.

22.11 DTECH’s website may include product descriptions, specifications, images, and technical data. Whilst DTECH takes reasonable care to ensure accuracy, such information is provided for general guidance only and does not form part of the contractual specification unless expressly confirmed in writing. The Buyer is responsible for satisfying itself that the Goods are suitable for its intended purpose prior to ordering.

22.12 DTECH’s website uses secure third-party payment processing. DTECH does not store, access, or retain full payment card details. All online payments are subject to the terms of the relevant payment provider. DTECH shall not be liable for any failure, delay, or security breach attributable to the payment provider’s systems.

23. COMPLIANCE WITH LAW

23.1 The Buyer shall comply with all applicable laws, regulations, and industry standards in connection with the purchase, use, installation, and resale of the Goods, including health and safety legislation, building regulations, and applicable wiring and cabling standards.

23.2 DTECH’s Goods are manufactured to the standards and approvals expressly stated in DTECH’s applicable product documentation. The Buyer is responsible for ensuring that those standards and approvals are sufficient for the Buyer’s intended application, project specification, and territory unless DTECH expressly agrees otherwise in writing.

23.3 Where the Buyer purchases, installs, incorporates, distributes, or resells the Goods outside the United Kingdom, the Buyer shall comply with all mandatory local product, installation, environmental, packaging, labelling, registration, conformity, and market-access requirements applicable to the Buyer’s activities, except to the extent expressly assumed by DTECH in writing.

24. ANTI-BRIBERY AND MODERN SLAVERY

24.1 Both parties shall comply with all applicable laws relating to anti-bribery, anti-corruption, fraud prevention, and anti-money laundering, including the Bribery Act 2010 and any equivalent or additional mandatory laws applicable to the relevant transaction or jurisdiction.

24.2 DTECH operates a Modern Slavery policy in accordance with the Modern Slavery Act 2015. The Buyer shall take reasonable steps to ensure its own supply chain is free from slavery, forced labour, and human trafficking and shall comply with equivalent mandatory legislation applicable to it.

24.3 DTECH may suspend performance or terminate a Contract immediately by written notice if DTECH reasonably believes that continuing the transaction would expose DTECH to a material risk of breaching this Clause 24 or Applicable Law. Such suspension or termination shall be without prejudice to DTECH’s accrued rights and to payment for Goods already supplied, manufactured, committed, or allocated where payment is lawfully due.

25. WAIVER

25.1 No failure or delay by DTECH in exercising any right, power, or remedy under these Conditions shall operate as a waiver of that right. A waiver of any breach shall not constitute a waiver of any subsequent breach. No waiver shall be effective unless made in writing and signed by an authorised representative of DTECH.

26. SEVERABILITY

26.1 If any provision of these Conditions is found to be invalid, unlawful, or unenforceable by a court of competent jurisdiction, such provision shall be severed and the remaining provisions shall continue in full force and effect.

27. AMENDMENTS TO THESE CONDITIONS

27.1 DTECH reserves the right to amend, update, or replace these Conditions at any time and without prior notice. The current version of these Conditions shall be published on DTECH’s website at dtechcables.com and shall be deemed incorporated into all Contracts from the date of publication.

27.2 Where a Contract has already been formed and confirmed in writing by DTECH prior to an amendment, the Conditions in force at the date of that order acknowledgement shall apply to that specific Contract unless the Buyer expressly agrees in writing to the updated Conditions. All new orders placed after the date of publication of any updated Conditions shall be subject to the updated Conditions automatically.

27.3 It is the Buyer’s responsibility to check the current version of these Conditions before placing each order. Placing an order constitutes acceptance of the Conditions in force at that time.

28. ENTIRE AGREEMENT

28.1 These Conditions, together with any written quotation, order acknowledgement, or special terms agreed in writing, constitute the entire agreement between DTECH and the Buyer in respect of the Goods and supersede all prior representations, agreements, and understandings.

28.2 For Business Buyers, the Buyer acknowledges that it has not relied on any oral or written representation, warranty, or undertaking not expressly incorporated in these Conditions when entering into a Contract.

28.3 Nothing in this Clause 28 excludes or limits liability for fraud or fraudulent misrepresentation or any other liability which cannot lawfully be excluded.

29. NOTICES

29.1 Any formal notice under these Conditions shall be in writing and delivered by: (a) hand; (b) prepaid first-class, recorded, registered, or tracked post where the recipient is in the United Kingdom; (c) an internationally recognised courier where the recipient is outside the United Kingdom; or (d) email to the email address of DTECH’s authorised representative (connect@dtechcables.com) or the Buyer’s authorised representative or most recently notified business contact.

29.2 A notice shall be deemed received: (a) if delivered by hand, when left at the proper address; (b) if sent by UK first-class, recorded, registered, or tracked post, at 09:00 on the second Business Day after posting; (c) if sent by international courier, at the time shown as delivered by the courier’s tracking record; and (d) if sent by email, at the time of successful transmission, provided that if transmission occurs outside 09:00–17:30 on a Business Day in England, receipt shall be deemed to occur at 09:00 on the next Business Day. This Clause does not govern service of court proceedings or arbitration documents where mandatory procedural rules prescribe another method of service.

30. GOVERNING LAW AND JURISDICTION

30.1 These Conditions and every Contract formed under them shall be governed by and construed in accordance with the laws of England and Wales.

30.2 For Business Buyers, the parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales to resolve any dispute, claim, or matter arising in connection with these Conditions or any Contract.

30.3 For Consumer Buyers, nothing in this Clause affects the Consumer Buyer’s right to bring proceedings in their local courts as permitted under applicable law.

30.4 DTECH may, at its discretion, seek injunctive relief or other urgent remedies in any court of competent jurisdiction outside England and Wales where necessary to protect its rights under the Retention of Title provisions or otherwise.

30.5 For disputes involving international or cross-border transactions, DTECH may at its sole election, in lieu of proceedings in the English courts under Clause 30.2, refer any dispute to final and binding arbitration administered by the London Court of International Arbitration (LCIA) in accordance with the LCIA Rules in force at the time the arbitration is commenced. The seat of arbitration shall be London, England. The language of the arbitration shall be English. The tribunal shall consist of a sole arbitrator unless the parties agree otherwise. The Buyer irrevocably submits to such arbitration where elected by DTECH. An arbitration award issued under this Clause shall be final and binding on both parties and may be recognised and enforced in any court of competent jurisdiction, subject to applicable law and any relevant international convention. Nothing in this Clause prevents DTECH from seeking urgent injunctive, conservatory, protective, or interim relief from any court of competent jurisdiction in parallel with or prior to the commencement of arbitration proceedings.

30.6 Before commencing formal legal proceedings or arbitration, the parties shall attempt in good faith to resolve any dispute by escalation to senior management of each party. Either party may initiate this process by serving written notice of the dispute on the other. The parties shall meet or confer within fourteen (14) days of such notice to attempt resolution. If the dispute is not resolved within thirty (30) days of the notice (or such longer period as agreed in writing), either party may proceed to litigation or arbitration as applicable. This Clause shall not prevent DTECH from seeking urgent interim relief at any time.

30.7 The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply to any Contract.


DTECH Cabling Systems (UK) Limited | Company No. 10652546 | VAT No. 353964372 | 86–90 Paul Street, London, EC2A 4NE
Operations: United Kingdom & Hong Kong
DTECH® and XG® are registered trade marks. All rights reserved.