1. In these conditions: “Customer” means the person, firm or company who purchases the Goods from mosnox; “Contract” means any contract between mosnox and the Customer for the sale and purchase of the Goods, incorporating these conditions; “Delivery Location” means the delivery location specified by the Customer; “Goods” means the goods agreed in the Contract to be supplied by mosnox to the Customer; ”Intellectual Property Rights” means all patents, rights to inventions, utility models, copyright and related rights, trade marks, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world and Intellectual Property Right means any one of the Intellectual Property Rights.
2. The Contract shall be on these conditions to the exclusion of all other terms and conditions (including any terms and conditions which the Customer purports to apply under any purchase order, confirmation of order, specification or other document). No addition or variation from these conditions shall be made unless agreed in writing by mosnox.
3. mosnox reserves the right to change the design, specification, colours and any range in relation to the Goods as it sees fit. This is subject to any prior agreement with the Customer not to be unreasonably withheld or delayed.
4. mosnox may, by giving notice to the Customer at any time up to 14 days before delivery, increase the price of the Goods to reflect any increase in the cost of the Goods that is due to: (i) any factor beyond mosnox’s control (including foreign exchange fluctuations, increases in taxes and duties, and increases in labour, materials and other manufacturing costs); (ii) any request by the Customer to change the specification of the Goods; or (iii) any delay caused by any instructions of the Customer or failure of the Customer to give mosnox adequate or accurate information or instructions and if any such notice is given the Customer shall have the right to terminate the Contract by serving written notice on mosnox prior to the delivery date.
BASIS OF SALE
5. The Customer acknowledges that the suitability of the Goods is their sole responsibility and the Customer confirms that all specifications and details regarding the Goods provided by it to mosnox were complete and accurate as at the date of the Contract and the Customer acknowledges that mosnox shall have no liability to the Customer to the extent that any specifications or details provided by them to mosnox are or become inaccurate or incomplete.
6. The advice and recommendations made by representatives of mosnox relating to the Goods will not be binding unless confirmed in writing by mosnox.
7. Every effort is made to ensure the accuracy of brochures and promotional literature but all such material is issued or published for the sole purpose of giving an approximate idea of the Goods described by them. They shall not form part of the Contract and this is not a sale by sample. Subject to condition 20 mosnox shall not be liable for any loss, or costs suffered by any material being inaccurate.
8. Unless otherwise agreed in writing by mosnox, delivery of the Goods shall take place on the arrival of the Goods at the Delivery Location.
9. If the Contract provides for delivery by installments each delivery is treated as a separate contract to which the terms and conditions hereof shall apply. This condition shall in no way effect the Customer’s right to suspend or terminate the Contract, or any installment thereof.
10. While mosnox shall make all reasonable effort to keep to any stated delivery date, it accepts no liability for any delays and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery shall be within a reasonable time.
11. mosnox will accept no claim for loss, damage or short delivery unless made within 14 days of receipt of the Goods.
12. Goods may not be returned without the prior written agreement of mosnox.
CHARGES FOR SUPPLYING GOODS
13. The price and cost of delivery of the Goods (plus any additional charges) are set out on www.mosnox.co.uk. No variation of such charges is permitted unless otherwise changed by the agreement of mosnox and the Customer in writing.
14. All charges quoted are inclusive of any applicable value added tax, for which the Customer will be liable.
15. The cost of delivery is included in the price of the Goods delivered to a Delivery Location in the mainland for Ireland and other European countries a surcharge is applicable, details of which will be set out on www.mosnox.co.uk.
RISK AND PROPERTY
16. All risk will pass from mosnox to the Customer on delivery of the Goods.
TERMS OF PAYMENT
17. All orders must be paid for in full at the time the order is placed. Orders will not be processed until full payment has been received.
INTELLECTUAL PROPERTY RIGHTS
18. All Intellectual Property Rights in relation to the name of mosnox or any of its products or any designs in the Goods produced for the Customer from mosnox or a manufacturer distributing via mosnox shall belong to mosnox or the manufacturer.
LIMITATION ON LIABILITY
19. Subject to conditions 11, the following provisions set out the entire financial liability of mosnox (including any liability for the acts or omissions of its employees, agents or sub-contractors) to the Customer in respect of (i) any breach of these conditions; or (ii) any use made by the Customer of any of the Goods; or (iii) any representation, statement or tortious act or omission including negligence arising under or in connection with the Contract.
20. All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from the Contract.
21. Nothing in these conditions excludes or limits the liability of mosnox: (i) for death or personal injury caused by mosnox’s negligence; or (ii) under section 2(3) of the Consumer Protection Act 1987; or (iii) for any matter which it would be illegal for the Company to exclude or attempt to exclude its liability; or (iv) for fraud or fraudulent misrepresentation.
22. Subject to condition 21 mosnox’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Contract is limited to 100% of the applicable charges paid for the Goods.
23. In these conditions, the following rules apply: (i) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (ii) reference to a party includes its personal representatives, successors or permitted assigns; (iii) reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (iv) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; and (v) a reference to writing or written includes faxes and e-mails.
24. The Contract shall be governed exclusively according to the laws of England and in case of dispute the courts of England shall have exclusive jurisdiction.