WEBSITE TERMS AND CONDITIONS
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS SITE
Information about us
www.billingtonbioenergy.co.uk is a site operated by Billington Bioenergy Limited ("we", “us” or “our”). We are registered in England and Wales under company number 09164604 and have our registered office at Drax Power Station, Selby, YO8 8PH. Our trading address is Billington Bioenergy, Cunard Building, Liverpool, L3 1EL. Our VAT number is 193 1381 07.
To contact us, please:
• email: firstname.lastname@example.org (emails will be responded to Monday to Friday: 9am to 5.30pm); and
• telephone: 0330 9950270 (calls will be answered Monday to Friday: 9am to 5.30pm). We may record calls for quality and training purposes.
By using our site, you confirm that you accept these terms and that you agree to comply with them. If you do not agree to these terms, you must not use our site. You are also responsible for ensuring that all persons who access our site through your internet connection are aware of these terms, and that they comply with them.
We recommend that you print or bookmark a copy of these terms for future reference. Please check back frequently to see any updates or changes to these terms.
These terms contain the following sections, which all apply to your use of our site, and which we may update and change from time to time:
- Terms and Conditions for the Purchase of Goods Online
These terms, their subject matter and their formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.
- The intellectual property rights in, and content published on, our site including but not limited to all trade marks, design, text, sound recordings, and images, is owned or licensed by us, and you are not permitted to use them without our approval, other than as set out in paragraphs 2 or 3.
- You may print or download extracts of our site for your personal use and you may draw the attention of others within your organisation to content on our site. You must not modify the paper or digital copies of any materials in any way, and you must not use any content on our site for commercial purposes without obtaining a licence to do so from us or our licensors.
- You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. We reserve the right to withdraw linking permission without notice.
- Links from this website to any external websites are provided for convenience only, and do not imply our affiliation or endorsement. We are not responsible for the content of external websites.
No Representation or Warranty
- The materials on this website are provided on as “as is” basis for general information purposes only. We do not make any representations, warranties or guarantees, whether express or implied, about the suitability of the content for any particular purpose, or that such content or information is accurate, complete or up to date. It is your responsibility to verify any information before relying on it.
- We do not guarantee that our site will be secure or free from bugs or viruses, and you should use your own virus protection software.
- We may update, change, suspend or withdraw our site from time to time. We do not guarantee that our site, or any content on it, will always be available or be uninterrupted.
- You must not:
- misuse our site by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful;
- use our site in any way that breaches any applicable local, national or international law or regulation; or
- access without authority, interfere with, damage or disrupt any part of our site or any equipment, network or software used in the provision of our site.
Exclusion of Liability
- All liability is excluded in respect of any loss or damage arising in connection with accessing, the use of, or reliance upon any content, materials or evidence appearing on this website. This exclusion does not apply to any liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors, or liability arising from fraud or fraudulent misrepresentation.
We are committed to protecting and respecting your privacy. We comply with the Data Protection Act 1998 (the “Act”), and for the purposes of the Act the data controller is Billington Bioenergy Limited
We will never collect personal information unknowingly to the user or use any personal information for any but the intended purpose. If we want to collect personally identifiable information through our website, we will be up front about this. We will make it clear when we collect personal information and will explain what we intend to do with it.
Information you give us
- This is information about you that you give us by filling in forms on our site, corresponding with us by phone, e-mail or otherwise or placing an order through our site. The information you give us may include your name, address, e-mail address and phone number, personal description and payment details.
- We will use this information to:
- provide you with information that you request from us;
- organise further contact;
- process orders and deliver goods you order from us;
- to provide you with information about other goods and services we offer that are similar to those that you have already purchased or enquired about. We will contact you by electronic means (e-mail or SMS) only if you have consented to this. If you do not want us to use your data in this way please do not tick the relevant box situated on the form on which we collect your data (the order form or contact us form). If you change your mind you can unsubscribe at any time by contacting us or following the ‘unsubscribe’ link in communications you receive from us;
- to notify you about changes to our service; and
- to ensure that content from our site is presented in the most effective manner for you and for your computer.
Information we collect about you
- With regard to each of your visits to our site we may automatically collect the following user data, for the following purposes:
- technical information (such as the IP address and browser type); and
- information about your visit (such as the pages you request, clickstream to, through and from our site, download errors and page interaction information (such as scrolling, clicks, and mouse-overs)).
- This user information is only processed in a way which does not identify individuals. We do not make any attempt to find out the identities of those visiting our website. We will use this information:
- to administer and improve our site and for internal operations, including troubleshooting, data analysis, testing, research, statistical and survey purposes;
- for the purposes of conversion tracking and serving adverts targeted to users’ interest. If you prefer to opt out of some third party, interest-based advertising you may disable this through the Do Not Track functionality in your web browser. To do this, use a popular search engine and search for ‘Enable Do Not Track in my browser’. You will find resources to guide you through the process, and can reset your preferences or settings at any time by repeating these processes.
Disclosure of your information
- You agree that we have the right to share your personal information with:
- any member of our group, which means our subsidiaries, our ultimate holding company and its subsidiaries, as defined in section 1159 of the UK Companies Act 2006;
- selected third parties who act as business partners, suppliers or sub-contractors (including Shopify, who we engage as a data processor to manage electronic orders and process payments using servers based in the USA;
- selected third parties including analytics and search engine providers that assist us in the improvement and optimisation of our site, and the selection and delivery of relevant adverts;
- We will disclose your personal information to other third parties:
- If we are under a duty to disclose or share your personal data in order to comply with any legal obligation, or in order to enforce or apply our terms and conditions;
- in the event that we sell or buy any business or assets, in which case we may disclose your personal data to the prospective seller or buyer; or
- If we or substantially all of our assets are acquired by a third party, in which case personal data held by us will be one of the transferred assets.
Storage of Your Data and Security
- The data that we collect from you will be transferred to, and stored at, a destination outside the European Economic Area ("EEA"). It will also be processed by staff operating outside the EEA who work for us or for one of our suppliers. This includes staff engaged in, among other things, the fulfilment of your order. By submitting your personal data, you agree to this transfer, storing or processing.
- All information you provide to us is stored on secure servers. Any payment transactions will be encrypted using SSL technology, and payment card details are never kept by us. Where we have given you (or where you have chosen) a password which enables you to access certain parts of our site, you are responsible for keeping this password confidential. We ask you not to share a password with anyone.
- You have the right to ask us not to process your personal data for marketing purposes. We will usually inform you (before collecting your data) if we intend to use your data for such purposes. You can exercise your right to prevent such processing by checking certain boxes on the forms we use to collect your data. You can also exercise the right at any time by following the ‘unsubscribe’ link in communications you receive from us or contacting us at email@example.com or in writing to Billington Bioenergy, Cunard Building, Water Street, Liverpool, L3 1EL.
- Our site may, from time to time, contain links to and from other websites, which will have their own privacy policies for which we do not accept any responsibility or liability for. Please check these policies before you submit any personal data to these websites.
Access to information
- The Act gives you the right to access information held about you. Any access request will be subject to a fee of £10 to meet our costs in providing you with details of the information we hold about you.
TERMS AND CONDITION FOR THE PURCHASE OF GOODS ONLINE
These are the terms and conditions on which we supply goods to you which you have ordered through our site. Please read these terms carefully before you submit your Order to us. These terms tell you who we are, how we will provide goods to you, how you and we may change or end the contract, what to do if there is a problem and other important information.
We intend to rely on these terms and your Order. If you have any queries or concerns about these terms please contact us. This can help avoid any problems about what you expect from us and what we expect from you.
The information in this summary box summarises some of your key rights. It is not intended to replace the contract below which you should read carefully.
The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 say that up to 14 days after receiving your goods, in most cases, you can change your mind. You will get a full refund (including standard delivery costs) minus a £40 cancellation charge.
The Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your product you're entitled to the following:
- up to 30 days: if your goods are faulty, then you can get a refund;
- up to six months: if they can't be repaired or replaced, then you're entitled to a full refund, in most cases;
- up to six years: if the goods do not last a reasonable length of time, you may be entitled to some money back
Please note that the wood pellets must be stored in accordance with ENplus guidelines. Please see http://www.enplus-pellets.eu/wp-content/uploads/2015/07/PelletStorageGuideline_Aug2015_-EPCinternational.pdf for official guidelines or contact us if you have any concerns or queries.
This is a summary of some of your key rights. For detailed information from Citizens Advice please visit www.citizensadvice.org.uk or call 03454 04 05 06.
INFORMATION AND COMMUNICATIONS
- We are Billington Bioenergy Limited. We are registered in England and Wales under company number 09164604 and have our registered office at Drax Power Station, Selby, YO8 8PH. Our trading address is Billington Bioenergy, Cunard Building, Liverpool, L3 1EL. Our VAT number is 193 1381 07.
- To contact us, please:
- email: firstname.lastname@example.org (emails will be responded to Monday to Friday: 9am to 5.30pm); and
- Telephone: 0330 9950270 (calls will be answered Monday to Friday: 9am to 5.30pm). We may record calls for quality and training purposes.
- If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your Order.
In these Terms and Conditions, the following definitions apply:
Business Day: a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.
Contract: the contract between us and you for the sale and purchase of the Product and which comprises your Order and these Terms and Conditions.
Delivery: has the meaning set out in clause 7.7 and “Delivered” and “Deliveries” shall be construed accordingly.
Delivery Location: the address to which you request Product is delivered.
Delivery Note: has the meaning set out in clause 7.8.
Delivery Vehicle: means the vehicle used by us to deliver Product to you.
Delivery Volume: means in relation to each Delivery the weight of Product to be Delivered, as set out in your Order.
ENplus: means the European originating standard for virgin wood pellets.
Force Majeure Event: has the meaning given in clause 13.
Order: your order for the Product, as confirmed by us in the shipping confirmation.
Order Form: the order page provided by us on this site.
Product: the bagged sawdust and/or bagged wood pellets set out in your Order (or any part of thereof).
Specification: the specification for the Product to be Delivered as set out on our product page.
Terms and Conditions: the terms and conditions set out in this document.
you or your: the person or firm who is the customer and purchases the Product from us as set out in your Order.
we, us or our: Billington Bioenergy Limited
In these Terms and Conditions, the following rules apply:
- a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);
- a reference to a party includes its personal representatives, successors or permitted assigns;
- a 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;
- 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
- a reference to writing or written includes faxes and e-mails.
In the event of any inconsistency between these Terms and Conditions and your Order, your Order shall prevail.
ORDERING FROM US
- Below, we set out how a legally binding Contract between you and us is made.
- You place an Order on the site by completing an Order Form for each Delivery Location. Please read and check your Order Form carefully before submitting it. However, if you need to correct any errors you can do so before submitting it to us.
- The minimum order quantity is ½ pallet.
- We may contact you to say that we do not accept your Order. This is typically for the following reasons:
- all or some of the Products are unavailable;
- we cannot Deliver to your proposed Delivery Location;
- we cannot authorise your payment;
- you are not allowed to buy Products from us;
- we are not allowed to sell Products to you;
- you have ordered too many Products; or
- there has been a mistake on the pricing or description of the Products.
- We will email you automatically to notify you that your order has been received but we will only accept your Order when we email you to confirm this (shipping confirmation). At this point:
- a legally binding Contract will be in place between you and us; and
- we will dispatch the Product to you.
- The Contract shall commence in accordance with clause 3.4 above and continue until all Product has been Delivered, unless cancelled or terminated earlier in accordance with the provisions of these Terms and Conditions.
- These Terms and Conditions apply to the Contract to the exclusion of any other terms that you may seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
- Any samples, drawings, descriptive matter, or advertising produced by us shall not form part of the Contract nor have any contractual force.
RIGHT TO CANCEL THIS CONTRACT
- You have the right to change your mind and cancel this Contract within 14 days without giving any reason. You cannot cancel this Contract if the Products have become inseparably mixed with other pellets or sawdust stored in your silo.
- The cancellation period will expire after 14 days from the day of on which we accept your Order in accordance with clause 4 above.
- To exercise the right to cancel, you must inform us of your decision to cancel this Contract by a clear statement (eg a letter sent by post, fax or email). You can use the model cancellation form set out in the box below, but it is not obligatory.
To [insert the trader's name, geographical address and, where available, fax number and email address]:
I/We [*] hereby give notice that I/We [*] cancel my/our [*] contract of sale of the following goods [*]/the supply of the following service [*],
Ordered on [*]/received on [*],
Name of consumer(s),
Address of consumer(s),
Signature of consumer(s) (only if this form is notified on paper),
[*] Delete as appropriate
- To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right to cancel before the cancellation period has expired.
- A cancellation charge of £40.00 + VAT per pallet will apply to any Orders which are cancelled (the “Cancellation Charge”), to cover our costs of administration and cancelling booked delivery times.
EFFECTS OF CANCELLATION
- If you cancel this Contract, we will reimburse to you all payments received from you, including the costs of delivery (except for the supplementary costs arising if you chose a type of delivery other than the least expensive type of standard delivery offered by us).
- We will make a deduction from the reimbursement for the Cancellation Charge.
- We may make a deduction from the reimbursement for loss in value of any Product supplied, if the loss is the result of unnecessary handling by you.
- We will make the reimbursement without undue delay, and not later than:
- 14 days after the day we received back from you any Product supplied; or
- (if earlier) 14 days after the day you provide evidence that you have returned the Product; or
- if there was no Product supplied, 14 days after the day on which we are informed about your decision to cancel this Contract.
- We will make the reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of the reimbursement.
- If you have received Product:
- you shall send back the Product or hand them over to us without undue delay and in any event not later than 14 days from the day on which you communicate your cancellation of the Contract to us. The deadline is met if you send back the Product before the period of 14 days has expired;
- you will have to bear the direct cost of returning the Product or, alternatively, you may contact us to organise collection of the Product for a fee to be determined at the relevant time;
- you are responsible for returning the Product back to us in an unused, undamaged condition and in the original packaging; and
- you are only liable for any diminished value of the Product resulting from the handling other than what is necessary to establish the nature, characteristics and functioning of the Product.
- The Product Delivered by us shall meet the Specification.
- We reserve the right to amend the Specification at any time if required by any applicable safety, statutory or regulatory requirements.
- Product may be delivered in packaging that is different to (i) that which you have received before; or (ii) that shown on this site.
- Without prejudice to the provisions of these Terms and Conditions, we shall Deliver the Product set out in the Order Form in accordance with the delivery option specified in your Order. Any dates set out in your Order are approximate only, and the time of Delivery is not of the essence.
- It is your responsibility to ensure the Delivery Location is suitable for Delivery. Please contact us on 0330 995 0270 or email@example.com if you are unsure.
- When your order has been processed, our courier company will call ahead to confirm an ETA with you.
- We offer the Delivery options and prices as set out on this page [LINK], and the option you have selected will be detailed in your Order.
- You must specify in your Order if you require a vehicle with a tail lift or a pallet pump truck.
- The Delivery Location must:
- be in the UK Mainland only;
- be a safe kerbside or the nearest flat, hardstanding area;
- not be a steep incline, turf, gravel or other soft surface; and
- not have overhead wires or low hanging branches.
- Delivery of the Product shall be completed on discharge of the Product from Delivery Vehicle at the Delivery Location (“Delivery”). For the avoidance of doubt, our obligation to Deliver bagged Product is to deliver that Product to the curb or roadside, we is under no obligation to ensure that the Product is transported to storage facilities.
- We shall ensure that each delivery of the Product is accompanied by a delivery note (the “Delivery Note”.
- On each Delivery, you shall examine the Product and sign for the Delivery prior to the Delivery Vehicle leaving the Delivery Location.
- We shall not be liable for any delay in Delivery of the Product or any failure to Deliver the Product where such delay or failure is caused by any of the following:
- you not being present at the Delivery Location where you are required to be present in order for us to Deliver the Product;
- the information in the Order Form being inaccurate;
- the Delivery Location failing to comply with the requirements of clause 7.6;
- your failure to provide us with adequate delivery instructions or any other instructions that are relevant to the supply of the Product;
- breakdown of the Delivery Vehicle;
- the driver of the Delivery Vehicle would be in breach of health and safety legislation, for example being out of hours to drive the Delivery Vehicle; or
- a Force Majeure Event.
- If there is no-one available to receive your Delivery, you fail to accept delivery of the Product or the Product is not Delivered for one or more of the reasons set out in clause 7.10.1 to 7.10.6 then you shall
- If we fail to deliver some or all of the Product for any other reason than those set out in clause 7.10.1 to 7.10.6, our liability shall be limited to the costs and expenses incurred by you in obtaining alternative Product to be used by you until we make a further delivery. Such costs to be limited to the cost of Product of similar description and quality in the cheapest market available, less the price of the Product.
FAILURE TO COMPLY WITH SPECIFICATION
- We shall deal with any complaint you may have in relation to the quality or Specification of any Product Delivered in accordance with the procedure set out in the ENplus guidelines as overseen by the European Pellet Council (available at http://www.pelletcouncil.org.uk/).
- Subject to clause 8.3, if:
- you give notice in writing to us within seven days of Delivery that some or all of the Product does not comply with the Specification; and
- we are given a reasonable opportunity to perform site inspections, examine and test such Product,
if we agree that the Product Delivered do not meet the Specification, we shall, at our option, replace such Product, or refund the price of the out of Specification Product in full.
- We shall not be liable for the Product's failure to comply with the Specification in any of the following events:
- on Delivery the Product is mixed in storage facilities with other Product of a weight of least 10% of the Delivered Product;
- unless we agree otherwise, you make any further use of such Product after giving notice in accordance with clause 8.2;
- you have used 20% or more of the Product Delivered;
- your pellet storage facilities or the Delivery Location do not meet the requirements of ENplus guidelines for proper storage of bulk pellets;
- the defect arises as a result of your wilful damage or negligence;
- if the Product differs from the Specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements, as per clause 6.2; or
- the Product Delivered is bagged and it is left outside for any period of time after Delivery.
- Except as provided in this clause 8, we shall have no liability to you in respect of the Product's failure to comply with the Specification.
- These Terms and Conditions shall also apply to any replacement Product supplied by us.
TITLE AND RISK
- The title to and risk in the Product shall pass to you on completion of Delivery.
PRICE AND PAYMENT
- The price of the Product Delivered shall be the price set out on the order confirmation page.
- You must pay for the Product before we dispatch it. We will not charge your credit or debit card until we dispatch the Product to you. We accept payment with Visa, AMEX and MasterCard.
- The price of the Product is inclusive of value added tax (VAT), which is payable at the rate of five percent (5%) for end users and twenty percent (20%) for all other purchasers. You must accept the applicable rate.
- It is always possible that, despite our best efforts, some Product may be incorrectly priced. We will normally check prices before accepting your Order so that, where the Product's correct price at your Order date is less than our stated price at your Order date, we will charge the lower amount. If the Product's correct price at your Order date is higher than the price stated to you, we will contact you for your instructions before we accept your Order. If we accept and process your Order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may end the Contract, refund you any sums you have paid and require the return of any Product provided to you.
- We may end the Contract for any Order at any time by writing to you if you do not, within a reasonable time, allow or enable us to Deliver the Product to you.
- If we end the Contract in the situation set out in Clause 11.1 we will refund any money you have paid in advance for Product we have not Delivered but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the Contract.
- Termination of the Contract, however arising, shall not affect any of the parties' rights, remedies, obligations and liabilities that have accrued as at termination.
- Clauses which expressly or by implication survive termination of the Contract shall continue in full force and effect.
LIMITATION OF LIABILITY
- Nothing in these Terms and Conditions shall limit or exclude our liability for: (a) death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable); (b) fraud or fraudulent misrepresentation; (c) breach of the terms implied by section 12 of the Sale of Goods Act 1979; (d) defective products under the Consumer Protection Act 1987; or (e) any matter in respect of which it would be unlawful for us to exclude or restrict liability.
- Under the Contract, if you are a buyer who deals as a consumer, nothing in these Terms and Conditions shall affect your statutory rights.
- Nothing in these Terms and Conditions shall affect your duty to mitigate your losses.
- Subject to clause 12.1:
- we shall under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
- our total liability to you in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the total Price for the Product payable under the Contract.
- FORCE MAJEURE
Neither party shall be liable for any failure or delay in performing its obligations under the Contract to the extent that such failure or delay is caused by a Force Majeure Event. A Force Majeure Event means any event beyond a party's reasonable control, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including strikes, lock-outs or other industrial disputes (whether involving its own workforce or a third party's), failure of energy sources or transport network, road traffic accident, fuel shortages, acts of God, war, terrorism, riot, civil commotion, interference by civil or military authorities, national or international calamity, armed conflict, malicious damage, breakdown of plant or machinery including a Delivery Vehicle, nuclear, chemical or biological contamination, sonic boom, explosions, collapse of building structures, fires, floods, storms, earthquakes, loss at sea, epidemics or similar events, natural disasters or adverse weather conditions including but not limited to snow or ice, Delivery Vehicle driver illness or default of suppliers or subcontractors.
Assignment and other dealings.
- We may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of our rights or obligations under the Contract.
- You may not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of your rights or obligations under the Contract without our prior written consent.
- Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party to the address set out in clause 14.3 below or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service, commercial courier, fax or e-mail.
- A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 14.2.1; if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or, if sent by fax or e-mail, one Business Day after transmission.
- The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
- While our employees and agents may on request give you advice which they believe to be sound, they have no legal duty of care to you and no authority to give any guarantee or make any statement or representation in relation to the Product by way of advice which is binding on us or them.
- If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.
- If any provision or part-provision of this Contract is invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.
- Waiver. A waiver of any right or remedy under the Contract or law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. No failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
- Third party rights. A person who is not a party to the Contract shall not have any rights to enforce its terms.
- Variation. Except as set out in these Terms and Conditions, no variation of the Contract other than in relation to the Order, including the introduction of any additional terms and conditions, shall be effective unless it is in writing and signed by us. Variation to the terms of the Order may be agreed orally or in writing by the parties.
- Governing law. The Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with the law of England and Wales.
- Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).
- Assignment and other dealings.