PART 1 — GENERAL TERMS & CONDITIONS

1. Definitions

In these Terms:

• “Agreement” means these General Terms together with any applicable Schedule(s) and the Order Form.
• “Business Day” means a day other than a weekend or public holiday in England & Wales.
• “Charges” means all fees payable by the Customer as set out in the Order Form.
• “Customer” means the business purchasing Deliverables from us.
• “Deliverables” means the Products and/or Services supplied under the Agreement.
• “Order Form” means the written quotation, proposal, email confirmation, or purchase order accepted by us.
• “Products” means goods supplied, including refurbished hardware or bespoke accessories.
• “Services” means ITAD services or other services we provide.
• “we/us/our” means iGo Life Limited (company no. 14920625).

2. Basis of Contract

2.1. These Terms apply to all Deliverables unless expressly varied in writing.

2.2. By placing an order, the Customer agrees to be bound by this Agreement.

2.3. This is a business-to-business contract only. Consumer rights do not apply.

2.4. If there is any conflict: Order Form → Schedule → General Terms.

2.5. Business-to-Business Transactions Only. This Agreement applies exclusively to business-to-business (B2B) transactions. We do not sell to consumers, and the Customer confirms that it is purchasing the Deliverables in the course of its business. Consumer protection legislation, including the Consumer Rights Act 2015 and Consumer Contracts Regulations 2013, does not apply.

3. Deliverables

3.1. We will supply the Deliverables with reasonable skill and care.

3.2. For refurbished hardware, grading definitions and warranties are set out in Schedule 1.

3.3. For ITAD services, processes and responsibilities are set out in Schedule 2.

3.4. For bespoke accessories, approval processes and return restrictions are set out in Schedule 3.

3.5. Time is not of the essence unless expressly agreed in writing.

4. Ordering & Acceptance

4.1. A binding contract is formed when we confirm acceptance in writing or deliver the Deliverables.

4.2. Quotations remain valid for 30 days unless stated otherwise.

4.3. Any Customer terms are excluded unless expressly accepted by us.

4.4. Charges for Deliverables shall be those set out in the relevant Order Form or confirmed in writing by email from an authorised representative of the Customer.

4.5. An order shall be treated as authorised where it is placed from a business email address associated with the Customer’s organisation, unless the Customer has previously notified us in writing that such individual is not authorised to place orders.

4.6. The Customer is responsible for ensuring that its employees, contractors, or agents who place orders are authorised to do so, and the Customer shall remain liable for all orders placed using its business email domain.

4.7. Verbal instructions or telephone orders will not constitute a binding order unless confirmed in writing via email or Order Form.

4.8. Once accepted by us in writing, all orders are binding and chargeable in accordance with this Agreement.

5. Delivery & Inspection

5.1. Delivery dates are estimates.

5.2. Risk passes on delivery.

5.3. The Customer must inspect Products within 48 hours of delivery.

5.4. Any issues must be reported within that window with evidence.

5.5. Failure to do so constitutes acceptance.

Inspection and DOA claims are subject to the processes in Schedule 1 (RMA Process).

6. Title & Risk

6.1. Risk passes at delivery.
6.2. Title passes only when all sums owed are paid in full.
6.3. Until title passes, the Customer must:

• store Products securely,
• keep them identifiable,
• not resell or encumber them without permission.

7. Customer Responsibilities

The Customer shall:

• provide accurate information,
• cooperate with us in good faith,
• comply with applicable laws (including data protection for ITAD assets),
• ensure authorised representatives are present for collections or approvals,
• back up data before supplying devices (where applicable).

8. Charges & Payment

8.1. Charges for Deliverables shall be those set out in the Order Form, or where no Order Form is issued, as confirmed in writing by email from an authorised representative of the Customer. All such confirmations are binding.

8.2. Payment terms are strictly 7 days unless otherwise agreed.

8.3. Late payments accrue interest at 5% above HSBC base rate.

8.4. All Charges are exclusive of VAT.

8.5. No set-off is permitted.

9. Warranty

9.1. Warranty terms for refurbished hardware are in Schedule 1.
9.2. Warranty remedies are limited to repair, replacement, or refund at our discretion.
9.3. No warranty applies where the Customer or its end users:

• misuse or damage goods,
• remove labels or IMEIs,
• open devices,
• fail to follow written instructions.

Warranty exclusions for refurbished hardware are set out in Schedule 1 and include, without limitation, misuse, physical or liquid damage, tampering, and removal of IMEI labels.1

No warranty applies to bespoke accessories or ITAD services unless expressly stated in Schedule 2 or 3.

9.4. Evidence may be required for any claim.

10. Data Protection

10.1. Each party will comply with UK GDPR and the Data Protection Act 2018.

10.2. For ITAD services:

– The Customer is Data Controller.

– We are Data Processor.

– Full Processor obligations are set out in Schedule 2.

11. Intellectual Property

11.1. Each party retains its pre-existing IP.
11.2. Customer-supplied artwork remains Customer property.
11.3. Our templates, proofs, tooling, and production files remain our property.
11.4. Customer warrants that supplied artwork does not infringe any third-party rights and indemnifies us against all claims.

12. Liability

12.1. Nothing limits liability for death, personal injury, fraud, or any liability that cannot be excluded by law.
12.2. We are not liable for:

• loss of profit, revenue, or business,
• indirect or consequential loss,
• loss arising from Customer data not backed up,
• loss due to inaccurate asset descriptions (ITAD).
  12.3. Liability caps apply per Schedule:
• Hardware (Schedule 1) → capped at invoice value of the affected Products.
• ITAD (Schedule 2) → capped at £5,000 per contract year.
• Bespoke (Schedule 3) → capped at the Charges paid for the relevant Order.
  12.4. Overall cap:

In no circumstances shall our total aggregate liability exceed £2,000,000, being our Public & Products Liability insurance limit.

13. Termination

13.1. Either party may terminate for material breach not remedied within 14 days.
13.2. We may terminate immediately if the Customer becomes insolvent.
13.3. Upon termination:

• all Charges become due,
• Customer must return our property,
• outstanding warranties remain subject to these Terms.

14. Confidentiality

Both parties must keep each other’s confidential information secure and not disclose it except as required by law.

15. Governing Law

This Agreement is governed by the laws of England & Wales, and the parties submit to the exclusive jurisdiction of its courts.

SCHEDULE 1 — IGO FULFILMENT (REFURBISHED HARDWARE)

1. Product Grading

– Grade A: Excellent condition.

– Grade B: Good condition.

– Grade C: Functional with heavier wear.

– Grade D: Faulty, not sold wholesale.

2. Warranty

– 12 months RTB for Grades A–C.

– Does not cover physical damage, liquid damage, tampering, or removed IMEIs.

3. Returns

– No returns for buyer error or change of mind.

– DOA claims accepted within 48 hours.

4. RMA Process

4.1. All warranty or DOA return requests must be submitted via our RMA portal at:
https://www.i-go.life/warranty/.
Requests submitted in any other format will not be accepted.

4.2. Each RMA request must include:

• IMEI numbers,
• a full description of the fault,
• photographic/video evidence where applicable.

4.3. Devices must be returned user-unlocked (iCloud / Samsung / Google / MDM / passcode).
If a device is returned locked in any way, we will return it to the Customer in the same condition, and the Customer may be charged the return shipping costs.

4.4. All returned units must be in the same physical condition as originally supplied.
If a returned device is found to be in worse cosmetic or functional condition than when supplied, we reserve the right to:

• reject the RMA,
• return the unit, or
• apply a partial credit reflecting the reduced value,
  at our sole discretion.

4.5. All IMEI labels and identifiers must remain intact; removal may void the warranty and the RMA may be rejected.

4.6. Approved RMA returns must be shipped using a tracked service.
Risk remains with the Customer until the device is received by us.

4.7. Upon inspection, we may at our discretion:

• repair the device,
• replace it with an equivalent unit,
• issue a credit note (full or partial), or
• return the device if no fault is found.

4.8. Where “no fault found”, the device will be returned to the Customer and return costs may be charged.

5. Liability (Hardware)

Liability is capped at the invoice value of the affected Products, not exceeding the overall limit in the General Terms.

SCHEDULE 2 — IGO RECYCLE (ITAD)

1. Scope of Services

We provide certified IT asset disposal services, including collection, secure data destruction, and environmentally responsible recycling. Free collection is available, subject to the terms outlined in this agreement.

Services include:

Administration: Collection requests, waste transfer notice and waste certificate of destruction.

Transport: Asset collection is managed by our trusted and experienced agents and staff, ensuring responsible handling and accountability throughout the process. Our commitment to professionalism and integrity gives customers confidence in the safe management of their IT assets

Data Processing: Identification, traceability, and erasure/destruction of data-bearing media.

Asset Recycling: Refurbishment of viable assets and recycling of non-reusable materials.

4.2. We provide IT Asset Disposal (ITAD) certification within 28 days, ensuring prompt and reliable service for our customers. Please note that during periods of high demand, such as Windows end-of-life, school holidays, or the Christmas break, processing times may be extended.

2. Free Collection

Free collection is provided if all of the below points are met:

• The items match the described assets.
• A pre-agreed free collection was scheduled.

The collection is scheduled at a mutually agreed time and location.

If collected assets do not match descriptions, a £500+VAT fee may apply.

If assets are deemed as scrap/recycle value only, a collection charge may apply if collection costs exceed scrap value. Generally, if there are at least 25 qualifying assets, collection is free.

3. Customer Responsibilities

• provide accurate asset lists,
• ensure site access,
• have authorised signatory present,
• give 24-hour cancellation notice,
• remain Data Controller.

4. Data Protection

• We act as Data Processor.
• We delete/wipe data to industry standards.
• Certificate of destruction provided within 28 days (subject to high-volume periods).
• Customer responsible for ensuring lawful data supply.

5. Liability

Liability for direct loss or damage is capped at £5,000 per contract year, as per your existing ITAD terms.

No liability is accepted for:

• loss of data, software, or business interruption,
• incorrect asset descriptions,
• missed signatories or access issues.

SCHEDULE 3 — IGO BESPOKE (CUSTOM ACCESSORIES)

1. Artwork & Approvals

1.1. Customer must supply artwork in approved formats.
1.2. We will provide proofs for approval.
1.3. Production only begins after written approval.
1.4. Colour and print tolerances apply (industry standard ±10%).

2. Tooling & IP

2.1. Tooling, molds, dies, and production files remain our property.
2.2. Customer retains rights to their own logos and artwork.
2.3. Customer warrants they own or have rights to all supplied artwork.
2.4. Customer indemnifies us against all IP-related claims.

3. MOQs & Variance

3.1. MOQs apply as stated in the Order Form.

4. Delivery

Lead times begin after artwork approval and payment.

5. Returns

Custom goods are non-returnable except defects. Because goods are customised:

• no returns or cancellations once production begins,
• defective items will be repaired or replaced.

6. Liability

Liability is capped at the Charges paid for the relevant Order, subject to the overall £2m cap.