1. Scope

1.1 These Equipment Assembly Specific Terms apply to the desktop and server computers that ON DIVERSITY CLOUD EUROPE, S.L. ("DIVERSITY") assembles for the Customer under an Order Form, and to their supply and delivery.

1.2 Equipment assembly is a professional service under Section 2 of the General Terms with its own Specific Terms. The Professional Services Specific Terms (/contracts/professional-services/) do not apply to it.

1.3 These Specific Terms supplement the General Terms (/general-terms/). They do not repeat what the General Terms settle. In particular, fees, invoicing and late payment (Section 7), confidentiality (Section 10), liability (Section 14), notices (Section 18), and governing law and courts (Section 23) apply as written there.

1.4 Where these Specific Terms depart from the General Terms, they say so and prevail, as Section 3.2 of the General Terms provides. Capitalised terms not defined here have the meaning given in the General Terms.

2. Definitions

  • "Equipment": the computers that DIVERSITY assembles for the Customer, with their Components, as described in the Order Form.
  • "Component": a part of the Equipment made by a manufacturer other than DIVERSITY, such as a processor, memory, a disk or a power supply.
  • "Delivery": the handover of the Equipment at the address stated in the Order Form, recorded by the delivery receipt that the Customer signs.
  • "Hidden Defect": a defect in the Equipment or in its assembly that the check in Section 6.1 could not reasonably reveal.

3. Assembly

3.1 Care. DIVERSITY assembles the Equipment with qualified staff and with due care.

3.2 Compatibility. Before assembly, DIVERSITY checks that the Components ordered are compatible with each other. If any is not, DIVERSITY tells the Customer before going on, and any change to the order is agreed under Section 9.1.

3.3 Testing. After assembly, DIVERSITY tests each Component with testing software and updates the BIOS to the latest version available at the time of assembly.

3.4 Unfinished Equipment. At the Customer's express request, DIVERSITY ships Equipment whose assembly is not finished, in the state it is in at the time of the request. DIVERSITY then has no obligation to finish the assembly or to install software, and is not responsible for defects that result from the assembly being unfinished.

3.5 Software. The Equipment includes an operating system or software licences only where the Order Form lists them.

4. Delivery

4.1 Dispatch. The time needed before dispatch depends on the availability of the Components, as stated in the Order Form. An order with several items is shipped in one consignment, when the last of them is ready.

4.2 Delivery time. DIVERSITY ships the Equipment by express courier, packed to protect it in transport. The Customer chooses in the Order Form a delivery time of between 24 and 72 hours from dispatch. Delivery within 24 hours is not available in rural areas. Delivery times are targets, not guaranteed times: missing one, including because the carrier is late, is not a breach of the Agreement. Section 4.3 sets the latest date for Delivery where a manufacturer is late.

4.3 Late manufacturer. Where the manufacturer or distributor of a Component is late, Delivery takes place no later than 30 calendar days after the Customer has paid for the Equipment or, where the Order Form provides for payment after Delivery, after the Order Form is accepted. If Delivery has not taken place by then, the Customer may cancel the order for the Equipment concerned by written notice before Delivery, and DIVERSITY refunds without undue delay anything the Customer has paid for it. Cancellation and refund are the Customer's remedies for a delay caused by a manufacturer or distributor.

4.4 Insurance. DIVERSITY insures the Equipment in transport for its full invoice value.

4.5 Damage in transport. The Customer must report any damage in transport to DIVERSITY within 24 hours of Delivery, so that DIVERSITY can claim against the carrier. Where the packaging is visibly damaged, the Customer should also note it on the delivery receipt.

5. Risk and title

5.1 DIVERSITY bears the risk of loss of or damage to the Equipment until Delivery. The risk passes to the Customer on Delivery.

5.2 Title to the Equipment passes to the Customer on Delivery or, if later, when DIVERSITY has received payment for it in full.

6. Acceptance

6.1 Check on Delivery. The Customer has 72 hours from Delivery to check that the Equipment and all its Components are complete and intact, and to tell DIVERSITY in writing of anything missing, damaged or faulty. When that period ends without such a report, the Equipment is accepted.

6.2 What acceptance covers. Acceptance under Section 6.1 does not cover Hidden Defects, which Section 7 governs.

6.3 Faults on Delivery. If the Equipment is faulty or incomplete on Delivery and the Customer reports it under Section 6.1, DIVERSITY repairs it, replaces the faulty Components or supplies what is missing, and pays all the transport costs involved.

7. Warranty

7.1 Hidden Defects. DIVERSITY is responsible for Hidden Defects as Spanish law provides for the sale of goods, in particular Articles 1484 to 1490 of the Civil Code. As the Customer does not act as a consumer (General Terms, Section 3.1), the guarantee that Spanish consumer law gives consumers does not apply.

7.2 Remedy. DIVERSITY puts a Hidden Defect right by repairing the Equipment or replacing the defective Component, and pays the transport costs involved. If it does not do so within a reasonable time, the Customer keeps the choice that Article 1486 of the Civil Code gives it between a proportionate reduction of the price and the return of the Equipment against a refund of its price.

7.3 Manufacturer warranties. Components keep the warranties that their manufacturers give, on each manufacturer's terms and for its period. Those warranties are given by the manufacturers, not by DIVERSITY, and do not limit Section 7.1. A claim under a manufacturer's warranty is handled by the manufacturer's technical service. For Components that DIVERSITY supplied, DIVERSITY makes and follows up the warranty claim for the Customer. Once DIVERSITY's responsibility under Section 7.1 has ended, the transport costs of such a claim are billed to the Customer.

7.4 What the warranty does not cover. Sections 7.1 to 7.3 do not cover damage or faults caused after Delivery by use contrary to the manufacturer's instructions, by accident, or by changes or repairs not made by DIVERSITY.

7.5 Purpose. DIVERSITY does not warrant that the Equipment is fit for a purpose that the Order Form does not state (General Terms, Section 12).

8. The Customer's obligations

The Customer must give a delivery address and a person who can receive the Equipment and sign the delivery receipt, and must check the Equipment as Section 6.1 provides.

9. Changes and term

9.1 Changes to an order are agreed in writing by both parties.

9.2 An order ends when the Equipment is accepted under Section 6.1. Sections 6.3 and 7 continue to apply after that. An order does not renew, so Section 16.1 of the General Terms does not apply to it.

10. Data

Equipment assembly is not a data processing service under Regulation (EU) 2023/2854 (Data Act), so Section 17 of the General Terms does not apply to it.

11. Billing specifics

The Equipment, its assembly and its delivery are billed as the Order Form sets out, including when payment falls due. Prices appear only in the Order Form.

12. Exclusions

Unless the Order Form provides otherwise, equipment assembly does not include:

(a) installation or set-up of the Equipment at the Customer's premises;

(b) maintenance of the Equipment after acceptance, which DIVERSITY provides under the IT Maintenance Specific Terms (/contracts/it-maintenance/).