Terms and Conditions (2016-07-25)
Terms and Conditions (2016-07-25)
Last updated: July 25, 2016. (view archived versions)
1. SCOPE & APPLICATION
1.1 – These terms apply to all purchases of products (including, without limitation, hardware and/or software) (“Products”) or services (“Services”) which are sold through this website (“Site”) by: (a) Us, as a manufacturer, seller or service provider, Open Grow LDA., Mário Pais da Costa N12, Abraveses, 3515-174, Viseu, PORTUGAL, (references to “us”, “we” or “our” being construed accordingly) to (b) you, the purchaser (references to “you” or “your” being construed accordingly).
This agreement was written in Spanish (Spain). To the extent any translated version of this agreement conflicts with the English version, the Spanish version controls.
1.2 – When submitting an order on this site, you agree to respect these conditions. If you are a “consumer” (buying outside the area of your business), these conditions shall not affect those of your statutory rights that under applicable law cannot be limited or excluded.
1.3 – Right of Withdrawal
As a consumer, you have the right to withdraw from an agreement within fourteen (14) days without assigning a reason.
The right of withdrawal expires 14 days after:
1.3.1 – FOR PRODUCTS: the day on which you or a third party designated by you – though not the carrier – takes physical possession of the item.
In the case of an agreement that applies to several different items ordered in a single order and delivered individually, the right of withdrawal expires fourteen (14) days after the day on which you or a third party designated by you – though not the carrier – takes physical possession of the final item.
In the case of an agreement for the delivery of one item that consists of several lots or parts, the right of withdrawal expires fourteen (14) days after the day on which you or a third party designated by you – though not the carrier – takes physical possession of the final lot or the final part.
1.3.2 – FOR SERVICES: fourteen (14) days after the date on which we accept your order.
1.4 – This right of withdrawal does not apply:
1.4.1 – When ordering services, if the delivery of these services begins with your acceptance and acknowledgement that your right of withdrawal ends once the service has been performed in full.
1.4.2 – When ordering software supplied in sealed packaging, if the seal has been broken.
1.4.3 – When ordering bespoke or adapted products that have been manufactured specifically to your order, if the adaptation – including your acceptance – has started before the expiry of the right of withdrawal.
1.5 – In order to exercise your right of withdrawal, you must notify us of your decision to withdraw from the agreement in an unequivocal statement (e.g. sent by post, fax or e-mail) addressed to:Open Grow, Lda, Parque Industrial de Coimbrões, Edifício Expobeiras, 3500-618, Viseu, Portugal Phone number: + 351 232 458 475 Email Address: firstname.lastname@example.org
You may also complete and submit the withdrawal form using this link, though this is not mandatory.
The right of withdrawal deadline has been met if you submit your notification of exercising your right of withdrawal before the right of withdrawal has expired, and such notification shall be considered as having been given: on the day on which it was delivered to the above address (if delivered in person); on the date of the postmark (if sent by post); on the date of the e-mail to the above address.
1.6 – Consequences of withdrawal:
If you exercise your right of withdrawal, we will refund all payments received from you, excluding delivery costs (though not delivery costs resulting from your own choice of a delivery method other than the standard delivery that we offer), without undue delay and in all circumstances no later than fourteen (14) days from the date on which we received notification of your decision to withdraw. We will carry out such a refund using the same method of payment that you used at the time of the original transaction, except where you have expressly agreed otherwise. Under no circumstances will you incur any form of fee as a result of the refund.
We may withhold the refund until the items have been returned to us, or you have provided documentation showing that you have returned the items.
If you exercise your right to cancel as stipulated above, you must take reasonable care of all products in your possession and either: return them to us (or to our authorized representative) or make them available for collection (as required by us) without undue delay and no later than fourteen (14) days from the date on which you informed us that you would be exercising your right of withdrawal. The deadline has been met if you return the items before the fourteen (14) day period expires.
You must pay all direct charges in connection with the return of the items.
You are liable only for any depreciation in the value of the items that results from any handling other than that necessary to establish the nature and properties of the items and the manner in which they function.
1.7 – This also applies to all rights that you have in respect of the current returns policy on this site and the conditions shown below. For further information about your rights, contact Customer Support.
1.8 – Services: we, Open Grow, resell agreements on services issued and provided either by our partner, whose name and logo can be found on the site, or by third party suppliers (each referred to as a “Supplier”). You do not purchase the actual service from us; You purchase the right to use a service. We do not supply the services described in such agreements, and our partner, or a third party supplier, is the only party that performs the services or ensures that they are performed. The supplier may, in certain circumstances, require you to accept the supplier’s conditions of service before providing the services.
2. OFFER, ACKNOWLEDGMENT AND ACCEPTANCE
2.1 – All prices, quotations and descriptions indicated or referred to on this site are subject to availability, do not constitute an offer and may be withdrawn or revised at any time prior to our express acceptance of your order (as described below).
2.2 – While we make every effort to ensure that items appearing on the site are available, we cannot guarantee that all items are in stock or immediately available when you submit your order. We may reject your order (without liability) if we are unable to process or fulfil it. If this is the case, we will refund any prior payment that you have made for that item.
2.3 – An order submitted by you constitutes an offer by you to us to purchase products or Services on these conditions and is subject to our subsequent acceptance. No agreement has been entered into between us until we have expressly accepted your order.
2.4 – Prior to such acceptance, an automatic e-mail acknowledgement of your order may be generated. Please note that any such automatic acknowledgement does not constitute a formal acceptance of your order.
2.5 – Our acceptance of your order is valid, and the agreement is entered into, at the time at which we send the product ordered, or when we agree to deliver, or a supplier begins delivery of, the service (“Acceptance“).
2.6 – We may keep records of orders received, acknowledgements, acceptances and other contract records for a reasonable period after acceptance. We may be able to provide you with copies on written request; however you must make sure you print a copy of all such documents and these conditions for your own records.
3. YOUR REPRESENTATIONS
3.1 – You declare that the information that you provide when submitting your order is up-to-date, accurate and sufficient for us to accommodate your order. You also declare that you are legally entitled to enter into an agreement.
3.2 – You are responsible for maintaining and promptly updating your account information held by us to ensure that it is accurate and complete, and for not disclosing this information (and any password that you may receive from us to allow access to the site and/or to purchase products) to any unauthorised persons.
3.3 – Unless agreed otherwise or required by applicable law, any warranties provided in relation to products or services only extend to you on the understanding that you are a user and not a reseller of those products or Services.
3.4 – No warranty, commitment or any other obligation should ever be assumed by you on our behalf or on behalf of a product manufacturer, licenser or supplier without our express prior written consent.
3.5 – If you purchase products and / or services on behalf of an enterprise for commercial purposes, you must request registration as a wholesale customer and must submit in advance to purchase all required documentation. Once your application is approved, you will have exclusive access to our products and / or services with special prices.
3.6 – No discounts or special conditions will be apply to purchases made before wholesaler account activation.
4. PRICE AND TERMS OF PAYMENT (NOTE: WE CANNOT CONFIRM PRICES PRIOR TO ACCEPTANCE OF YOUR ORDER)
4.1 – Prices payable for products or services are those in effect at the time of dispatch or delivery, unless otherwise expressly agreed. Prices may be indicated on the site or an order acknowledgement but the authoritative price in the event of any discrepancy, is the price that is notified to you on our acceptance. If the price of a product or service increases, or if we amend the description of a product or service during the period from submission of your order to our acceptance, you will be entitled to cancel your order and receive a full refund. If you choose to keep your order, it will be delivered in accordance with the amended price and/or description.
4.2 – Unless otherwise indicated, prices are in the currency stipulated on the site and are valid for thirty (30) days.
4.3 – We have the right at any time prior to our acceptance to withdraw any discount and/or to revise prices to take into account increases in costs, including but not limited to costs of any materials, carriage, labour or the increase or imposition of any tax, duty or other levy and any variation in exchange rates. We also reserve the right to notify you of any mistakes in product descriptions or errors in pricing prior to product dispatch. In such event, if you choose to continue with fulfilment of the order, you acknowledge that the product or service will be provided in accordance with the revised description or price.
4.4 – The places that we deliver to are listed on the site (“Country“). Unless otherwise specified, prices quoted are:
4.4.1 – exclusive of the costs of shipping or carriage to the agreed place of delivery within the territory (charges for which are stated on the site); and
4.4.2 – inclusive of VAT and, where applicable, any other tax or charge that is already added to the price paid.
You agree to pay for the dispatch and carriage of the products where these charges are specified by us at the time of purchase.
4.5 – Payment must be made before delivery and using the method indicated on the site (and using no other method, unless approved by us in advance).
4.6 – Except as expressly provided elsewhere in these conditions or the site, payment may be taken in full notwithstanding any claim for short delivery or defects.
4.7 – We will charge credit or debit cards on dispatch of the product or commencement of delivery of services. We reserve the right to verify credit or debit card payments prior to acceptance.
4.8 – When the payment is invoiced, each invoice shall be due for payment or be paid in full within thirty (30) days of the appropriate invoice date. If at any time you fail to pay any amount due on the relevant due date, we may by notice declare all invoiced amounts unpaid at that date to be immediately due and payable.
4.9 – No counterclaim or setoff may be deducted from any payment due without our written consent. We may also take action against you for the price of products at any time after payment has become due even though property in those products may not yet have passed to you.
4.10 – Any extension of credit allowed to you may be changed or withdrawn at any time. Where the payment deadline on an amount has expired, interest will accrue daily at the highest rate permitted according to applicable law from the due date until we receive the amount in full (irrespective of whether this is before or after a court ruling). You shall indemnify us on demand against any out of pocket expenses incurred in relation to recovery of any overdue amounts.
If you commit an act of bankruptcy or enter into a deed of arrangement with creditors or a court order for winding-up is made against you or you take or suffer any similar action in consequence of debt or we have cause to believe that you are unable to pay your debts as they fall due; or you fail to pay any amount by the due date or breach any of these conditions then, without prejudice to any of our other rights, we may:-
5.1 – stop any products in transit; and/or
5.2 – suspend further product deliveries; and/or
5.3 – stop or suspend provision of Services; and/or
5.4 – by written notice to terminate your order and all or any other contracts between us and you.
6. DELIVERY AND RISK
6.1 – Delivery timescales/dates specified on the site, in any order acknowledgement, acceptance or elsewhere are estimates only. While we endeavor to meet such timescales or dates, we do not undertake to dispatch products and/or commence delivery of services by a particular date or dates and shall not be liable to you in respect of delays or failure to do so.
If you are a consumer and the item has not been delivered by the specified delivery time/date, or no later than thirty (30) days after a final order confirmation, you are entitled to cancel the purchase, provided that the delay is material to you and we could reasonably have assumed this, or where despite your claim we were unable to carry out delivery within a reasonable timescale. If you are a consumer and have legitimately exercised your right to cancel the purchase as a result of delay, all amounts pre-paid by you will be refunded.
6.2 – Delivery shall be made to a valid address within the Territory specified by you and shall be dependent on acceptance (“Delivery Address“). You should check the delivery address on each confirmation or acceptance provided by us and inform us immediately of any errors or omissions. We reserve the right to collect payment for additional charges resulting from any changes that you make to the delivery address once you have submitted an order.
6.3 – If you refuse or miss the delivery of products delivered in accordance with these conditions, all risks for loss and damage to the products will nonetheless transfer to you without prejudice to any other rights or remedies that we may have.
6.3.1 – We shall be entitled to immediate payment in full for the products or services delivered and either to effect delivery by whatever means we consider appropriate or to store products at your risk;
6.3.2 – You shall be liable to pay on demand all costs of product storage and any additional costs incurred as a result of such refusal or non-delivery.
6.3.3 – We shall be entitled 30 days after the agreed date for delivery to dispose of products in such manner as we determine and may set off any proceeds of sale against any sums due from you.
6.4 – Save where provided for by your mandatory rights as a consumer in accordance with applicable law, you shall not be entitled to reject the products – in whole or in part – on the grounds of an incomplete delivery, and you shall pay the full amount despite the incomplete delivery or non-delivery, unless you notify us in writing of each claim within seven (7) days of the last date received of the appropriate invoice or delivery, after which you shall pay for the quantity that was actually delivered.
6.5 – When we effect partial deliveries of products, each such partial delivery constitutes a separate agreement, and no single defect in one or more partial deliveries shall entitle you to reject the agreement in its entirety, or to cancel any subsequent partial deliveries.
6.6 – Unless otherwise provided for in these conditions, the risk of loss or damage to the products shall be transferred to you on delivery, or when the products are brought into your possession or transferred to a haulier or carrier provided by you, depending on which event occurs first.
7. REJECTION, DAMAGE OR LOSS IN TRANSIT
7.1 – It is your responsibility to check the products on delivery and to ensure that they are complete and in a satisfactory condition in accordance with their description. You may return any products bought in accordance with these conditions or any returns policy that may apply, which will be referred to on the site.
7.2 – Save as set out above or under the applicable returns policy and subject to any rights you have under applicable law that cannot be excluded or limited by these conditions:
7.2.1 – We shall not be liable and you shall not be entitled to reject products or services, except in the case of:
(a) Damage to, or loss of, products or any part thereof in transit (where the products are transported by our own carrier or by a carrier on our behalf), where we are informed of this within five (5) working days of receipt of the products;
(b) defects in products (not being defects caused by any act, neglect or default on your part) notified in writing to us within 30 days of receipt of the products.
(c) The inadequate performance of services (not caused by any act, neglect or default on your part) notified in writing to us within five (5) days of the time at which such a deficiency becomes apparent.
7.2.2 – We shall not be liable for any damage or losses arising from defective installation of the products; from the use of the products in connection with other defective, unsuitable or defectively installed equipment; your negligence; improper use or use in any manner inconsistent with the manufacturer’s specifications or instructions.
7.2.3 – where there is a shortage or failure to deliver, or any defect in or damage to a product or service, we may at our option:
(a) (In the case of product shortage or non-delivery) make good any such shortage or non-delivery and/or
(b) In the case of a defective performance or non-performance of a service, make good any such defective performance or failure to perform by redelivering the service or by paying the costs of having the service redelivered; and/or
(c) In the case of damage or any defect(s) in the product and in accordance with any applicable returns policy:
(i) Replace or repair the product upon you returning the product; or
(ii) Deliver equivalent items; OR
(iii) Pay the costs of replacing the items or of acquiring equivalent items;
7.3 – If you are a consumer, you shall be entitled – irrespective of the provisions of section 7.2 – to raise a claim in the event of any deficiency in a product or service delivered, provided that this is done within a reasonable time. Any claim raised within two (2) months of the time at which you discovered a deficiency is considered to have been raised within a reasonable time.
7.4 – If you are a consumer, in the event of any deficiency cited in a timely manner, you may – irrespective of the provisions of section 7.2 – demand rectification of the deficiency, redelivery, a proportional discount on the purchase price or cancellation of the purchase. If, however, we offer rectification or redelivery and this is done within a reasonable time, you shall not be entitled to demand a proportional discount or to cancel the purchase.
8.1 – Where any product supplied is or includes software (“Software“), this software is licensed by us or by the relevant licenser/owner subject to the relevant end user licence agreement or other licence terms included with software (“License Terms“) and/or the product. In addition, the following shall apply:
8.1.1 – Such software may not be copied, adapted, translated, made available, distributed, varied, modified, disassembled, decompiled, reverse engineered or combined with any other software, save to the extent that (i) this is permitted in the licence terms, or (ii) applicable law expressly mandates such a right which cannot legally be excluded by contract.
8.1.2 – Save where otherwise provided for in accordance with mandatory legislation, or shown in these conditions, your right to return goods and/or obtain a refund in accordance with these conditions and the applicable returns policy shall not apply in the case where you have opened the packaging of the software and/or broken the licence seal and/or used the software.
8.1.3 – Except where otherwise expressly stated in writing or under relevant licence terms, software is provided “as is”, without any warranties, terms or conditions as to quality, fitness for purpose, performance or correspondence with description, and we do not offer any warranties or guarantees in relation to the software, installation, configuration or error/defect correction. You are advised to refer to any licence terms with regard to determining your rights against a manufacturer, licenser or supplier of the software.
8.2 – If you are a consumer and the software may be considered an integral part of a product, the software shall not be regarded as delivered “as is”. In such cases, the software must be regarded as delivered as part of the overall product, and whether there is a deficiency shall depend on an assessment of this product.
9. LIMITATIONS ON LIABILITY
9.1 – TO THE GREATEST EXTENT POSSIBLE AFTER ANY MANDATORY RULES OF LAW HAVE BEEN APPLIED, OUR TOTAL LIABILITY (WHETHER FOR NEGLIGENCE, BREACH OF CONTRACT, INCORRECT REPRESENTATION – EXCEPT WHERE FRAUDULENT – OR OTHERWISE) SHALL UNDER NO CIRCUMSTANCES EXCEED THE PRICE OF THE DEFECTIVE, DAMAGED OR NON-DELIVERED PRODUCTS OR SERVICES (DETERMINED BY THE NET PRICE INVOICED/COLLECTED FROM YOU) IN RESPECT OF EACH INDIVIDUAL OCCURRENCE OR RANGE OF OCCURRENCES. EVEN IF WE HAVE BEEN MADE AWARE THEREOF, WE SHALL NOT BE HELD LIABLE FOR:
9.1.1 – SPECIAL, CRIMINAL, TEMPORARY, INDIRECT OR CONSEQUENTIAL DAMAGES; OR
9.1.2 – YOUR INABILITY TO ACCEPT DELIVERIES OR LOSS OF INCOME, REVENUE, PROFIT, CONTRACTS, DATA, GOODWILL OR SAVINGS.
9.2 – EXCEPT WHERE OTHERWISE EXPRESSLY STATED IN THESE CONDITIONS, ALL TERMS, CONDITIONS, GUARANTEES AND WARRANTIES (EXPRESSED OR UNDERSTOOD BY CONVENTION, CONVENTIONAL LAW OR OTHERWISE) ARE HEREBY EXCLUDED. WE SHALL NOT BE HELD LIABLE FOR ANY LOSS, DAMAGE OR PERSONAL INJURY, WHETHER DUE TO DEFECTIVE MATERIALS, INCORRECT WORKMANSHIP OR OTHER CAUSE AND HOWEVER IT MAY ARISE, AND IRRESPECTIVE OF WHETHER IT IS DUE TO OUR NEGLIGENCE (OR THAT OF OUR EMPLOYEES OR REPRESENTATIVES), EXCEPT TO THE EXTENT THAT APPLICABLE LAW DOES NOT ALLOW EXCLUSION OR LIMITATION OF LIABILITY FOR A WILFULLY TORTIOUS ACT, GROSS NEGLIGENCE OR OTHER “FAULT”.
THE FOLLOWING ADDITIONAL CONDITIONS SHALL APPLY TO “CONSUMERS” (WHO DO NOT PURCHASE PRODUCTS AS PART OF THEIR BUSINESS):
9.3 – NOTHING IN THESE CONDITIONS SHALL, OR SHALL BE CONSIDERED TO, LIMIT OR EXCLUDE OUR LIABILITY OR THAT OF A MANUFACTURER, LICENSER OR SUPPLIER TO YOU, WHERE SUCH LIABILITY CANNOT, IN ACCORDANCE WITH ANY MANDATORY RULES OF LAW IN YOUR TERRITORY, BE EXCLUDED OR LIMITED BY CONTRACT.
9.4 – THESE CONDITIONS DO NOT AFFECT YOUR RIGHTS ACCORDING TO APPLICABLE MANDATORY CONSUMER LAWS. YOU MAY ENFORCE THESE RIGHTS AS YOU WISH. IF WE OR A PREVIOUS LINK IN THE SALES PROCESS HAVE PROVIDED INCORRECT INFORMATION ABOUT THE PRODUCT (WHICH WAS NOT RECTIFIED BEFORE THE SALE) – INCLUDING ON THE PACKAGING, THROUGH ADVERTISING OR IN OTHER NOTICES – OR IF WE HAVE NEGLECTED TO PROVIDE INFORMATION ON ISSUES THAT WE KNEW, OR SHOULD HAVE KNOWN, WERE IMPORTANT TO YOUR ASSESSMENT OF THE PRODUCT. ADDITIONALLY, THIS MEANS THAT YOU WILL BE ENTITLED TO CLAIM INDEMNIFICATION INSOFAR AS OUR ACTIONS HAVE BEEN IN BREACH OF GENERAL PRINCIPLES OF HONESTY, WE HAVE PROVIDED YOU WITH MISLEADING INFORMATION THAT WE DID NOT HAVE GOOD REASON TO REGARD AS CORRECT, WE HAVE NEGLECTED TO INFORM YOU OF A DEFICIENCY OF WHICH WE WERE AWARE OR SHOULD HAVE BEEN AWARE, THE PRODUCT LACKS A FEATURE THAT WE HAVE GUARANTEED, OR IF A DEFICIENCY AFTER COMPLETION OF THE PURCHASE HAS BEEN CAUSED BY US.
10. RETENTION OF PROPRIETARY RIGHTS
10.1 – Proprietary rights to the products in each individual order shall not transfer from us to you until full payment of the price has been made in respect of this order (including any interest and other payments that apply to these products). Until payment has been made in full for all products, these products shall be in your possession as our representative and, depending on the provisions of Condition 10.2 below, you shall store the products in such manner that they can be easily identified as our property and keep correct and accurate records that allow us to distinguish those products for which full payment has been made from those products for which payment remains outstanding.
10.2 – If you sell any of the products, to the fullest extent permissible by law you shall retain (as trust property) the entire profit from such a sale for us and in a separate account. Immediately upon being requested to do so by us, you undertake to transfer to us all rights in respect of this profit and the separate account and/or all rights and claims that you may have in respect of any customer as a result of such a sale, until full payment has been made as mentioned above, and not to transfer such rights and claims to any third party without our prior written consent.
10.3 – Subject to applicable law, we reserve the right to repossess all products where payment is outstanding, has been refused or has not taken place and thereafter to resell these, and to this purpose you hereby grant us an irrevocable right and licence to our deputies and representatives to access your property during normal business hours. This section 10.3 shall remain in force following discontinuation of the agreement, however so caused.
11. THIRD PARTY RIGHTS
11.1 – You shall indemnify us against any and all liabilities, claims and costs incurred by or made against us as a direct or indirect result of us performing services or carrying out any work on or to the products where this has been done to your (or your representative’s) specific requirements or specifications and caused an infringement or alleged infringement of any proprietary rights of any third party.
11.2 – To the fullest extent permitted by law and save where expressly set out in any licence terms or elsewhere, we shall have no liability to you in the event of the products or services infringing or being alleged to infringe the proprietary rights of any third party. In the event that the products are or may be the subject of patent, copyright, database right, registered design, trade mark or other rights of any third party, you should refer to the relevant terms of the product manufacturer and/or licenser/owner. We shall be obliged to transfer to you only such right or title as we have.
12.1 – All product specifications, illustrations, drawings, particulars, dimensions, performance data and other information on the site or made available by us are intended to represent no more than a general illustration of the products and do not constitute a warranty or representation by us that the products will conform with the same. You must refer to the manufacturer’s specifications or warranty documentation to determine your rights and remedies in this regard.
12.2 – You may refer to the warranty with the products supplied and should refer to the relevant documentation supplied with the product in this regard. (If applicable, a returns policy may also set out procedures applicable to repairs or replacement of defective products delivered.)
12.3 – Your rights of repair or replacement of any products or any part or parts thereof which are found to be defective will (except where agreed otherwise) be negated or rendered void where:
12.3.1 – The products have been repaired or modified by persons other than the manufacturer, us or any authorised dealer; and/or
12.3.2 – defective product or products have not been returned together with full details in writing of the alleged defects within 30 days from the date on which such products were delivered; and/or
12.3.3 – defects are due (wholly or partially) to mistreatment, improper use or storage or maintenance or installation, or failure to observe any manufacturers’ instructions or other directions issued or made available by us in connection with the delivered products.
13. CONSENTS, CUSTOMS DUTIES & EXPORT
13.1 – If your acquisition, transport or use of the products requires a licence or consent from a government or other official authority, you shall acquire such a licence or consent at your own expense and, if necessary, provide us with documentation thereof on demand. Failure so to do shall not entitle you to withhold or delay payment of the price. Any additional expenses or charges incurred by us resulting from such failure shall be met by you.
13.2 – Products licensed or sold to you under these conditions may be subject to export control laws and regulations in the Territory or other relevant jurisdiction where you take delivery or use them. You shall be responsible for complying with those laws and will not do anything to breach them.
13.3 – Items over a certain value entering from outside or leaving from inside the territory of the European Economic Area (EEA) may be subject to customs charges (e.g. where costs are in excess of your personal import allowance). You may be subject to customs charges, import duties and taxes, levied when the product reaches your specified destination. Any such additional charges for customs clearance or import duties or taxes must be met by you, since we have no control over what these charges are. You should contact the local customs office in the relevant jurisdiction for further information on customs policies or duties.
Any notice or other communications in relation to our contract may be given by sending the same by delivery in person, by prepaid post, fax or e-mail to the latest address and contact that one party has notified in writing to the other. This will also be the address for service of legal proceedings in the manner prescribed by law. Except as set out above in relation to cancellation of consumer orders, such notices or communications (where properly addressed) shall be considered received:
14.1 – In relation to delivery in person, on the date of delivery at the relevant address (or, if this is not a working day, the first working day thereafter);
14.2 – If posted, five (5) working days after the date of posting;
14.3 – If by fax, on the date of the transmission as evidenced by a successful transmission contact report (or, if this is not a working date, the first working date thereafter).
14.4 – If sent by e-mail, on the earliest of (i) the e-mail being acknowledged by the recipient as received; (ii) receipt by the sender of an automated message indicating successful delivery or the e-mail having been opened; or (iii) the expiration of 48 hours after transmission, provided that the sender has not received notification of unsuccessful transmission.
15. PROTECTION OF YOUR PERSONAL DATA
15.2 – With regard to security when submitting orders to us:
15.2.1 – Our secure server software will encrypt all your personal data, including credit and debit card numbers, names and addresses. This involves converting the characters that you input into pieces of code that are then sent securely over the Internet.
15.2.2 – If your bank or credit card provider holds you liable for charges resulting from any unauthorised use of your credit or debit card, we will cover your liability up to EUR 50.00, provided that the unauthorised use of your credit or debit card was not caused by fraud or negligence on your part (or on the part of a person who was acting with your authority).
Our liability in respect of these conditions shall apply up to a maximum of EUR 50.00 on credit or debit card purchases carried out using our secure server. In the event of unauthorised use of your credit or debit card, you must still notify your card provider in accordance with its reporting rules and procedures.
16.1 – You shall not assign, transfer, charge or make over or attempt to assign, transfer, charge or make over your rights under these conditions.
16.2 – We shall not be liable to you, nor held in breach of contract, for any loss or damage which may be suffered as a direct or indirect result of us being prevented, hindered or delayed in the performance by reason of any circumstances beyond our reasonable control, including (but not limited to) force majeure, war, riots, civil commotion, government action, explosion, fire, flood, storm, accident, strike, lockout, trade dispute or labour disturbance, breakdown of plant or machinery, interruption in the supply of power or materials, and in such event we may elect to cancel your order and refund any payments made.
16.3 – You accept that these conditions replace and cancel all previous contracts, agreements and work agreements between us, whether verbal or written, expressly stated or understood. These conditions prevail over any other terms or conditions contained in or referred to elsewhere or implied by trade, custom or course of dealing. Any terms or conditions that give the impression of the contrary are hereby excluded to the fullest extent permitted by applicable law. To the fullest extent permitted by applicable law, we reserve the right to edit these conditions without prior notice.
16.4 – No relaxation, forbearance, delay or indulgence by either you or us in enforcing any of these conditions or the extension of deadlines by either party to the other shall prejudice or restrict such rights and powers.
16.5 – No waiver of any term or condition of these conditions shall be effective unless made in writing and signed by us. The waiver of any breach of any condition shall not be construed as a waiver of any subsequent breach or condition.
16.6 – If for any reason we determine, or a court of competent jurisdiction finds any provision or portion of these conditions to be illegal, unenforceable, or invalid under applicable law in a particular jurisdiction:
16.6.1 – these conditions will not be affected in other jurisdictions to the extent that such determination or finding has no application; and
16.6.2 – in the relevant jurisdiction, the remainder of these conditions (to the fullest extent permitted by law) will continue in full force and effect.
17. APPLICABLE LAW AND VENUE
17.1 – The composition, validity and implementation of these conditions shall be determined by law of client’s localization, and the parties shall be subject to the exclusive jurisdiction of the English court in London in the event of any legal proceedings resulting from any disagreement.
17.2 – The languages of any dispute resolution procedure or any proceedings will be Portuguese or English.
17.3 – The above-mentioned conditions 17.1 and 17.2 shall not apply insofar as applicable law in your country requires the application of a different law and/or legislation and/or language and where such cannot be excluded by contract. As a consumer, this means that those provisions in law from which there may be no derogation shall apply. You are furthermore entitled to demand that any legal dispute that may apply be processed at the legal venue of your place of residence.