Consumer Terms of Sale

Consumer Terms of Sale

Dear Customer
Thank you for choosing Luda. Please read these Terms and Conditions carefully.
Your purchase is from Luda.Farm AB, incorporated in Sweden – registered no. 556690-3950 with registered office at Krokslätts fabriker 30, 431 37 Mölndal or such other Luda legal entity detailed on your Order Confirmation.

1. Consumer Terms and Application

1.1 These terms and conditions govern the sale of Products and Services by Luda directly to you through Luda’s online store at www.luda.farm or through telephone orders only and are referred to as the “Consumer Terms”. The words “you” and “your” in these Consumer Terms mean you, being a individual or individuals purchasing Product(s) and/or Services from Luda for purposes which are outside your trade, business, craft or profession and with a United Kingdom address for delivery of those Product(s) and/or Services. Please note that Luda will not accept liability for any losses or damage incurred by any business, trade, craft or profession carried on by you or any other person using Product(s) and/or Services purchased under these Consumer Terms.
1.2 If you are purchasing Product(s) and/or Services for the purposes of your trade, business, craft or profession, please refer to Luda’s Commercial Terms of Sale to Business Customers.
1.3 If you are purchasing Product(s) and/or Services for in order to resell, please refer to Luda’s Terms and Conditions of Sale for Persons or Entities Purchasing to Resell.
1.4 If you are purchasing or have purchased Luda Product(s) or Services from a third party retailer or reseller, these Consumer Terms will not apply and you should refer to the terms and conditions of sale of the relevant retailer or reseller.
1.5 Other key definitions in these Consumer Terms are:
Basic Warranty” means the basic or standard warranty or service plan provided by Luda in respect of any Luda Product as set out in clause 5;
Contract” means the contract for the sale of Products and /or Services by Luda directly to you in accordance with these Consumer Terms;
Luda’s Online Store” means Luda’s online store at www.luda.farm;
Luda Product” means Luda branded Product;
Luda Software” means software which is owned by Luda, and is available for purchase by you from Luda in accordance with these Consumer Terms and the applicable software licence terms;
Description” means the descriptions of Luda Product(s) and/or Service offerings found at Luda’s Online Store;
Extended Warranty” means the extended warranty or service plan(s) offered by Luda in respect of Luda Products and as detailed in the relevant Service Description;
Intellectual Property” means any patents, registered and unregistered trade marks, registered and unregistered service marks, database rights, registered and unregistered designs and applications for all of the above, copyright, know-how, trade and business names, domain names, moral rights and any other similar protected rights in any country;
Product(s)” means the hardware and software product(s) listed on Luda’s Online Store which Luda agrees to sell to you in accordance with these Consumer Terms;
Services” means the services, listed on Luda’s Online Store available for purchase by you in accordance with these Consumer Terms;
Third Party Product” means any Product which is not Luda branded and is available for purchase by you in accordance with these Consumer Terms;
Third Party Software” means software that is not Luda Software that is available for purchase by you in accordance with these Consumer Terms and applicable software licence terms. The rights you have under these Consumer Terms are in addition to and do not affect the statutory rights and remedies you have under applicable consumer protection law. In the event of conflict between these Consumer Terms and applicable consumer protection law, your statutory rights under applicable consumer protection law shall prevail.

2. Order and Acceptance

2.1 You may place an order for Product(s) and/or Services directly with Luda either online or by telephone. The placing of an order by you represents your offer to buy subject to these Consumer Terms. Please note that the Contract between you and Luda is formed only when Luda accepts your order by issuing you with an Order Confirmation in writing.
2.2 Any Products and/or Services forming part of your order which are not detailed in Luda’s Order Confirmation do not form part of that Contract. If you notice any inaccuracies or errors in your Order Confirmation, you must contact Luda promptly upon receipt, and ideally immediately, so that Luda has an opportunity to correct any mistake or clarify any misunderstanding before commencing delivery/performance.
2.3 Luda may make minor changes to the specification of the Product you order if for example there is a scarcity of a particular component or for any other reasonable grounds notified to you. Any such minor change will be to at least an equivalent or better specification and will not adversely affect the material functionality or performance of the Product or performance of the Service. Any such change will be set out in your Order Confirmation. If you notify Luda of your acceptance of any such minor change to your order, or subsequently accept delivery of items listed in the Order Confirmation that are subject to a minor change, and use them (or unseal the Software delivered to you), this conduct will constitute acceptance by you of the minor changes in the order.
2.4 If Luda is unable to fulfil your order, Luda will notify you, and any payment received by Luda will be promptly returned.

3. Price and Payment

3.1 Luda requires payment in full prior to delivery/performance, and will suspend delivery and performance until full payment is received. The price to be paid by you will be set out in the Order Confirmation. Your method of payment will be as set out in the payment information on Luda’s Online Store.
3.2 In the unlikely event of any discrepancy between the price set out in the Order Confirmation, and the price stated on Luda’s Online Store or other advertising, you should contact Luda immediately.

4. Delivery, Ownership and Risk

4.1 The place of delivery and estimated delivery date of Product(s) and/or Services will be stated on the Order Confirmation. If the estimated delivery date cannot be met, then Luda will notify you with a revised estimated delivery date. If delivery is not made within 30 days from the original date of your order and you have not subsequently accepted delivery or agreed to a delivery date outside the 30 days, you may cancel your order without charge and obtain a full refund. This right is in addition to your “cooling off” rights set out in clause 8 below.
4.2 It is important that you examine the Product(s) carefully upon delivery. If you discover that anything listed in your Order Confirmation is missing, incorrect or damaged, you will promptly notify Luda in writing or by email. This will give Luda the opportunity to suggest an appropriate solution, which may include a price refund, replacement, or repair services.
4.3 Once Luda delivers Product(s) to you (or your representative) you will take on risk of damage to or loss of the Product(s).
4.4 Ownership of Product(s) will pass to you once Luda receives payment in full, or when Luda delivers the Product(s) to you (or your representative), whichever is later. That transfer of ownership of the Product does not mean that you own any Intellectual Property in the Products or Services you purchase from Luda. Ownership of such Intellectual Property remains with Luda and any applicable software licensors. If the Contract is terminated before that passing of ownership occurs, Luda may recover any Product(s) supplied to you and you agree to assist Luda in such circumstances.

5. Repair or Replacement – Luda Product Warranty

5.1 You have statutory rights in relation to the Products sold to you. For example, Products sold to you shall be of satisfactory quality and conform to their Product Description. Those rights are not affected by this Luda Product warranty.
5.2 Luda warrants that Luda Product shall: (i) conform to its Product Description, (ii) be free from material defects for a period of one year from date of delivery, and (iii) that Luda branded spare parts shall be free from defects for 90 days from the date of delivery or for the remainder of the applicable Services (Basic Warranty) or statutory warranty period, if longer.
5.3 Under the Basic Warranty, subject to clauses 5.3.1 – 5.3.4 inclusive and clause 5.4 below, Luda shall repair or replace the Luda Product if it develops a material fault in the period of one year from date of delivery, on condition that:
5.3.1 the Luda Product has only been subject to normal use in a domestic, non commercial, non research environment in a manner which is consistent with the specification, functionality and service standards described in the Luda Product Description,
5.3.2 reasonable care has been taken of the Luda Product, and it has only been subjected to reasonable wear and tear;
5.3.2 the fault has not been caused or contributed to by wilfully or negligently caused damage, or any accident, or being in environmental conditions harmful to the Luda Product, or by third party software or hardware, which has not been supplied by Luda, loaded onto or connected to the Luda Product;
5.3.4 the part which develops the fault has not been previously modified or repaired by any third party.
5.4 Luda’s obligation to repair or replace under clause 5.3 above does not apply to:
5.4.1 consumable components;
5.4.2 parts which are not critical to Product function, or
5.4.3 cosmetic features of the Product.
5.5 In relation to many Luda Products, you can purchase extended warranties from Luda which last beyond the Basic Warranty term.
5.6 Luda will repair Luda Product using parts which are new, or equivalent to new in accordance with industry standards and practice, and which will work for at least the remainder of the Basic Warranty period.
5.7 You will own all replacement Products and/or parts. Luda shall own any Product and/or parts that are replaced pursuant to Luda’s warranty, and, if requested by Luda to do so, you must return them to Luda. The costs of returning such removed parts or replaced Product(s) will be borne by Luda.
5.8 Luda will pass to you, to the extent that Luda is permitted to do so, the benefit of any warranty or guarantee given by the manufacturer or supplier of Third Party Product or Third Party Software. Without prejudice to your rights against Luda, Luda may therefore ask Third Party Product manufacturers and/or Third Party Software licensors to fulfil their obligations to you under such warranties and guarantees and seek to ensure that such manufacturers and/or licensors do so with reasonable skill and care and within a reasonable period.

6. Services

6.1 Luda warrants that Services shall: (i) conform to their Service Descriptions, and (ii) be performed with reasonable skill and care during the applicable Service period. You must provide Luda with all reasonable information, cooperation and courtesy to enable Luda to provide Luda Services.
6.2 Luda may provide Services via internet or telephone as appropriate.
6.3 Unless otherwise stated, you shall be responsible for all telephone and postal charges in contacting Luda, except when returning Product(s) which are defective or damaged, or do not accord with the Order Confirmation.

7. Software

7.1 Both Luda Software and Third Party Software are subject to software license agreements. These agreements are provided with the software media, or at Product start up, or when software is downloaded or activated.
7.2 In the absence of licence terms accompanying Luda Software, Luda grants you a non-exclusive, non-transferable license to access and use Luda Software for the duration of the Service period and/or the life of the Product as applicable. Software provided or made available to you by Luda in connection with the provision of Services may be used only during the term of the Services and solely as necessary for you to enjoy the benefit of the Services.
7.3 You must comply with the license conditions for any Luda Software and Third Party Software supplied to you, and you must not:
(i) copy or make a back up copy, adapt, licence or sublicense, sell, assign, or otherwise transfer or encumber the software; or
(ii) exceed any criteria stipulated in any Services Description and/or software licence agreement.

8. Cancellations, Cooling Off and Returns

8.1 Subject to this clause, you have the right to cancel your Contract as follows:-
o Products – you have the right to cancel and return the Product (Cooling Off Rights). That right is for 14 calendar days beginning on the later of the day after:- 1) the day you receive your Order Confirmation OR 2) the date of delivery;
o Services – you have Cooling Off Rights as above, beginning on the day after the day you receive your Order Confirmation. If you cancel your Services order within the 14 day cancellation period, but you requested Luda to begin providing the Services during this period, we will refund you pro-rata based on the Services that have been performed up until the date of receipt by Luda of your cancellation notice.
o Software – you have Cooling Off Rights as above, beginning on the day after the day you receive your Order Confirmation, save that you lose the right to cancel if the Software is delivered to you sealed and it is unsealed (electronically or otherwise). If you purchase Software made available to you via digital download, you lose the right to cancel if you download (including via automatic download) the Software during the 14 day cancellation period.
8.2 Your right to cancel under this clause 8 is in addition to your right to cancel in the event of non or delayed delivery.
8.3 To exercise your right to cancel, you must notify Luda in writing of your wish to cancel (you may use use the form support.luda.farm) and Luda will provide instructions for convenient return. You must return all cancelled Product(s) to Luda in original condition (you will be responsible for any damage) and within 14 calendar days of your cancellation notice, unless Luda provides a later collection date. Return freight costs will be payable by you. Luda will refund you the price (including standard delivery charge if applicable), less direct return freight costs it has paid on your behalf, as soon as possible and within 14 calendar days of receiving your cancellation notice. However, Luda may withhold payment of your refund pending receipt of the returned Product (in its original condition).
8.4 Once the Cooling Off Period has ended and unless Luda agrees otherwise, you do not have a right to return your order.

9. Export Control

Please note that Products, which may include technology and software, are subject to U.S. export laws as well as the laws of the country where it is delivered or used. You agree to abide by these laws. Under these laws, Product(s) may not be sold, leased, or transferred to restricted countries, restricted end-users, or for restricted end-uses. You specifically agree that Product(s) purchased from Luda will not to be used for activities related to weapons of mass destruction, including but not limited to, activities related to the design, development, production or use of nuclear materials, nuclear facilities, or nuclear weapons, missiles or support of missile projects, or chemical or biological weapons. You agree that you will not sell, lease, or otherwise transfer Product(s) to end-users engaged in these activities. Luda will not provide warranty support or Service in respect of a Product which have been exported in violation of these provisions.

10. Intellectual Property Claims

10.1 Luda retains title to all Luda-owned Intellectual Property in Products and Services. You must notify Luda immediately of any infringing or unauthorised use of any Products and/or Services or Intellectual property in such Products and/or Services.
10.2 Subject to 10.3, Luda will be responsible and will reimburse you for all costs and liabilities you may incur arising from any claim that your use of Luda branded Product(s) or Luda Software infringes any third party Intellectual Property rights. Luda may recall and exchange or modify the infringing item or give you a refund (less depreciation) or require you to install replacement or modified Luda Software from appropriate delivery and/or transfer mechanisms such as CD or internet download for example.
10.3 Luda’s promise to reimburse your losses in the circumstances set out at 10.2 above does not apply if the claim arises due to:
10.3.1 use of any Third Party Product or Third Party Software or any other third party services and/or software;
10.3.2 unauthorised modification or use of Product(s), Services or Luda Software;
10.3.3 the use of Luda branded Product(s) or Services or Luda Software in conjunction with anything not supplied by Luda.
10.4 Luda may litigate, negotiate and settle claims described in clause 10.2 and you must provide reasonable assistance if requested to assist Luda, if litigation is directly related to Product(s) and/or Services supplied to you.

11. Assignment and Subcontracting

The Contract formed under these Consumer Terms is personal to you and you are not permitted to assign or transfer it to any other person without Luda’s prior written consent. Luda has the right to assign the Contract to any company or entity for business reasons.

12. Limitation of Luda’s Liability

12.1 The Products are supplied only for use in a domestic, non commercial, non research environment in a manner which is consistent with the specification, functionality and service standards described in the Product Description. Luda shall not be liable for losses relating to any business of yours, such as lost revenue, income or profits, lost data or business interruption.
12.2 You must take reasonable care of the Products and use them in accordance with user instructions/ product information supplied by Luda.
12.3 Neither you nor Luda shall be responsible for any losses suffered as a result of breach of this agreement by the other party, except to the extent that those losses are a foreseeable consequence of the breach. If any Product develops a fault, you should promptly notify Luda and seek its advice.
12.4 Neither you nor Luda will be liable for any delay or failure to perform its obligations under these Consumer Terms if such delay or failure is caused by an event or events beyond its reasonable control, such as for example and without limitation: third party strike action, terrorism, war, natural disasters, severe weather, unforeseeable manufacturing or transport disruption affecting suppliers.
12.5 Luda’s liability for breach of an agreement to provide you with Services, or arising from any failure to provide such Services with reasonable care and skill, shall not exceed the greater of:
– €5,000; or
– twice the value of the Products and Services sold or supplied to you under the Contract.
This limit will not apply to any liability of Luda to you for breach of an agreement to sell you Products, or for death or personal injury resulting from negligence.

13. Privacy and Data Protection

Personal data obtained by Luda from you shall be held and processed in accordance with all applicable laws and consistently with Luda’s Privacy Policy. Luda may share your personal data with other Luda entities, agents, or subcontractors performing Services for Luda. Luda may also transfer your personal data to affiliated companies or agents or subcontractors performing Services for Luda, which may be outside the European Economic Area, in which case Luda will ensure adequate protection to safeguard your personal data. Please review Luda’s Privacy Policy in order to understand our privacy and data protection practices or contact: Luda Data Protection Officer at [email protected] You consent to the processing of your personal data in accordance with the above.

14. Waiver

If you breach these Consumer Terms, and Luda takes no action, Luda will still be entitled to exercise its rights and remedies in respect of that breach at a later date, or in any other situation where you breach these Consumer Terms.

15. Amendments to these Consumer Terms

Luda’s standard terms and conditions of sale can be viewed on www.luda.farm. Luda will update these from time to time. Any future changes will not affect Contracts already concluded, unless the changes are required to be made and given retrospective effect by any law or government authority (in which case it will apply to Contracts if required to do so).

16. Law and Jurisdiction

The Contract is governed by Swedish law.

17. Other Key Consumer Terms Documentation

Product Descriptions, Basic Product Warranty and Services Descriptions and Luda Privacy Practices are located at www.luda.farm.