This is your sole and exclusive remedy in respect of defective Goods and/or Services.
10.5 We shall not be liable to you in contract, tort (including negligence), statutory duty or otherwise for any Loss in respect of; any pure economic loss, loss of profit, loss ofbusiness, depletion of goodwill, loss of anticipated business, loss of use, loss of anticipated contracts or savings or other like losses or damages (whether direct or indirect) arising under or in connection with the Contract.
GLOSSARY
1. In these Conditions, the following words shall have the following meanings, unless the context requires otherwise:
Commencement Date means the date of commencement of the supply of the Goods and/or the provision of the Services, as appropriate and set out in the Contract
Company/we/us means Micron Hydraulics Limited (company number: 01863010) whose registered address is Wharfedale Road, Euroway Industrial Estate, Bradford, West Yorkshire, BD4 6SG, England
Conditions means these Standard Terms and Conditions of Supply of Goods and/or Services
Confidential Information means any and all information provided by either party under the Contract that is either (i) marked as being confidential (or in the case of verbal discussions is identified as being confidential), or (ii) information (however communicated) that is of a type that the other party could reasonably have been expected to know that the information was confidential
Contract means any contract between you and us for the sale and purchase of Goods and/or Services, including the Order and incorporating these Conditions
Customer/you/your means the person(s), firm or company who purchases the Goods and/or Services from us
Delivery means:
(i) in the case of use delivering the Goods to you, delivery is deemed to take place when the goods arrive at the Site or the nominated delivery address specified in the Contract
(ii) in the case of you collecting the Goods, delivery is deemed to take place when you load the Goods
Force Majeure Event means an event or circumstances beyond our reasonable control, including riot, war, fire, act of God, flood or earthquake, breakdown of machinery, power failure, lack of supply of goods and/or raw materials, industrial action, lock-outs, strikes and, which by its nature, could not have been foreseen by it or, if it could have been foreseen, was unavoidable
Goods means any goods supplied to you by us including raw materials, finished or semi-finished materials, machinery, parts, spares, articles
Insolvent means in relation to a party: (i)if an order is made or a resolution is passed for the winding up of the other party or circumstances arise which entitle a Court of competent jurisdiction to make a winding-up order of the other party; or an order is made for the appointment of an administrator to manage the affairs, business and property of the other party or documents are filed with a court of competent jurisdiction for the appointment of an administrator of the other party or notice of intention to appoint an administrator is given by the other party or its directors or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986); (ii) a receiver is appointed over any of the other party's assets or undertaking or if circumstances arise which entitle a court of competent jurisdiction or a creditor to appoint a receiver or manager of the other party or if any other person takes possession of or sells the other party's assets; (iii) the other party makes any arrangement or composition with its creditors or makes an application to a court of competent jurisdiction for the protection of its creditors in any way; (iv) the other party is, or is reasonably considered to be unable to pay its debts when they fall due as defined in Section 123 of the Insolvency Act 1986;
(v) any distraint is levied against the other party or its property by any third party provided always that such event is material in nature and not remedied or corrected within a reasonable period of time; or
(vi) if such party ceases, or threatens to cease, to carry on business
Intellectual Property Rights means any and all patents, trade marks, copyright, software, rights in data and databases, know-how, designs, technical information, and any and all other intellectual property rights whether registered or not and including any applications for the foregoing whether now known or future
Loss means any loss, costs, damages, charges or expenses (including legal expenses or disbursements)
Order means any order made by you for Goods and/or Services (as appropriate)
Price means the price payable by you to us in consideration for the Goods and/or Services in accordance with the Schedule of Charges
Schedule of Charges means our then current list of fees for the Goods and Services from time to time which is available on request
Services means any services supplied by us to you under the Contract including repairs and maintenance
Site means your site to which the Goods are to be delivered and/or the Services are to be provided (as appropriate) as notified by you to us in the Order or verbally
Warranty Period means six (6) months from the date of purchase of Goods or completion of the Services
2. In the Conditions:
2.1 words expressed in the singular shall include the plural and vice versa;
2.2 words referring to a particular gender include every gender;
2.3 references to a person include an individual, company, body corporate, corporation, unincorporated association, firm, partnership, joint venture, government, state or agency of state;
2.4 the words and phrases other, including and in particular shall not limit the generality of any preceding words or be construed as being limited to the same class as any preceding words where a wider construction is possible; and
2.5 references to any statute or statutory provision shall include (i) any subordinate legislation made under it, (ii) any provision which it has modified or re-enacted (whether with or without modification), and (iii) any provision which subsequently supersedes it or re-enacts it (whether with or without modification) whether made before or after the date of your appointment.
3. Any obligation in the Agreement on a person not to do something includes an obligation not to agree, allow, permit or acquiesce in that thing being done.
4. Headings to clauses are inserted for convenience only and shall not affect the interpretation or construction of the Conditions.
5. If there is a conflict between the provisions of the documents which together form the Agreement, the order of priority shall be: (i) the Conditions; (ii) the Order and (iii) and other document referred to therein.