WEBSITE TERMS AND CONDITIONS
IMPORTANT LEGAL NOTICE
ATTENTION: THIS LEGAL NOTICE APPLIES TO THE ENTIRE CONTENTS OF THIS WEBSITE UNDER THE DOMAIN NAME WWW. COGNAC.CO.UK (“COGNAC WEBSITE”) AND TO ALL CORRESPONDENCE BETWEEN YOU AND COGNAC.
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE COGNAC WEBSITE.
USING THIS WEBSITE INDICATES THAT YOU ACCEPT THESE TERMS REGARDLESS OF WHETHER OR NOT YOU CHOOSE TO REGISTER WITH US. IF YOU DO NOT ACCEPT THESE TERMS, DO NOT USE THIS WEBSITE. THIS NOTICE IS ISSUED BY COGNAC UK LIMITED (“COGNAC”).
1.1 You will be able to access most areas of Cognac Website without registering your details with us. Certain areas of Cognac Website may be restricted to users who register with Cognac.
1.2 By accessing any part of Cognac Website, you are deemed to have accepted this legal notice in full. If you do not accept this legal notice in full, you must leave Cognac’s website immediately.
1.3 Cognac may revise this legal notice at any time by updating this posting. You should check Cognac Website from time to time to review the then current legal notice, because it is binding on you.
1.4 Certain provisions of this legal notice may be superseded by expressly designated legal notices or terms located on particular pages at Cognac Website.
1.5 References in these terms to “you” include the individual user, the company or business that that user represents and each other employee of that company or business.
2.1 Subject to the limitations on liability in paragraph 7, you are permitted to print and download extracts from Cognac Website subject to the following conditions (which we may vary on written application):
2.1.1 nothing that you download may be modified in any way;
2.1.2 no graphics on Cognac Website are used separately from accompanying text; and
2.1.3 Cognac’s [copyright noticeLINK] and this permission notice appear in all copies that you disseminate.
2.2 Unless otherwise stated, the copyright and other intellectual property rights in all material on Cognac Website (including without limitation photographs and graphical images) are owned by Cognac or its licensors.
2.3 Use of extracts from Cognac’s website (including links to any part of Cognac’s website), other than in accordance with paragraph 2.1, is prohibited. If you breach any of the terms in this legal notice, your permission to use Cognac Website automatically terminates and you must immediately destroy any downloaded or printed extracts from Cognac Website.
2.4 Subject to paragraph 2.1, no part of Cognac Website may be reproduced or stored in any other website or included in any public or private electronic retrieval system or service without Cognac’s prior written permission.
2.5 All rights not expressly granted in these terms are reserved.
2.1 If you use any content from Cognac’s web site in breach of the terms of these conditions for publicity or for financial gain, you will on demand (a) notify us of the classes of persons to whom the content was promoted (including persons who may reasonably be expected to have seen the content, such as your registered users and existing client base) and, subject to compliance with privacy laws, their personal details and at Cognac’s request but your expense, directly notify all those persons of Cognac’s interest in the relevant content and give an account, in such form as Cognac reasonably requires of the services offered by Cognac ) and (b) account to us for all proceeds received as a result of use of the content.
3 Service access, system failure and viruses
3.1 While Cognac endeavours to ensure that Cognac’s website is normally available 24 hours a day, Cognac will not be liable if for any reason Cognac Website is unavailable at any time or for any period.
3.2 Access to Cognac Website may be suspended temporarily and without notice in the case of system failure, update, maintenance or repair or for reasons beyond Cognac’s control.
3.3 Cognac shall have no liability for system failure or non-operation of Cognac Website.
3.4 You waive all rights in respect of the operation of any computer code or other downloaded from Cognac’s website or otherwise introduced as a result of using Cognac’s website and agree to hold Cognac harmless in respect of any damage resulting from your use of Cognac’s website.
4 Visitor material and conduct
4.3 You will not make disparaging remarks about Cognac.
5 Links to and from other websites
5.1 Links to third party websites on Cognac Website are provided solely for your convenience. If you use these links, you leave Cognac Website. Cognac has not reviewed all of these third party websites and does not control and is not responsible for these websites or their content. Cognac therefore does not endorse or make any representations about them, or any material found there, or any results that may be obtained from using them. If you decide to access any of the third party websites linked to Cognac Website, you do so entirely at your own risk.
5.2 If you would like to link to include the Cognac logo on your website (in a way that does not breach these terms and conditions) or include a link to the Cognac Website or a précis of the Cognac Website or service that Cognac offer, you may only do so on the basis that you link to, but do not replicate, the home page of Cognac Website, and subject to the following conditions:
5.2.1 you do not attempt to remove, distort or otherwise alter the size or appearance of logos or graphics used by Cognac;
5.2.2 you do not create a frame or any other browser or border environment around Cognac Website;
5.2.3 you do not in any way imply that Cognac is endorsing any products or services other than its own;
5.2.4 you do not misrepresent your relationship with Cognac nor present any other false information about Cognac;
5.2.5 you do not otherwise use any of Cognac trade marks displayed on Cognac Website without express written permission from Cognac;
5.2.6 you do not link from a website that is not owned by you; and
5.2.7 your website does not contain content that is distasteful, offensive or controversial, infringes any intellectual property rights or other rights of any other person or otherwise does not comply with all applicable laws and regulations.
6.1 Each registration is for a single user only. Cognac does not permit you to share your user name and password with any other person nor with multiple users on a network.
6.2 Responsibility for the security of any passwords issued rests with you.
7.1 Cognac and each of Cognac’s group companies and the officers, directors, employees, shareholders or agents of any of them, subject to clause 8.3 and otherwise exclude to the full extent permitted by law all liability and responsibility for any amount or kind of loss or damage that may result to you or a third party (including without limitation, any direct, indirect, punitive or consequential loss or damages, or any loss of income, profits, goodwill, data, contracts, use of money, or loss or damages arising from or connected in any way to business interruption, and whether in tort (including without limitation negligence), contract or otherwise) in connection with Cognac Website in any way or in connection with the use, inability to use or the results of use of Cognac Website, any websites linked to Cognac Website or the material on such websites, including but not limited to loss or damage due to viruses that may infect your computer equipment, software, data or other property on account of your access to, use of, or browsing Cognac Website or your downloading of any material from Cognac Website or any websites linked to Cognac Website.
7.2 While Cognac endeavours to ensure that the information on Cognac Website is correct, Cognac neither represents nor warrants the accuracy, completeness or provenance of the material on Cognac Website. Cognac may make changes to the material on Cognac’s website, or to the products and prices described in it, at any time without notice.
7.3 The material on Cognac’s website may be out of date, and Cognac makes no commitment to update such material.
7.4 To the maximum extent permitted by law, Cognac pemits you to access Cognac Website and grants the permissions referred to in paragraphs 2.1 and 5.2 on the basis that Cognac excludes all representations, warranties, conditions and other terms (including, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill) which but for this legal notice might have effect in relation to Cognac Website.
8 Remedy for your breach
8.1 Cognac expressly reserves the right to revoke the rights granted in paragraphs 2.1 and 5.2 for breach of these terms and to take any action it deems appropriate.
8.2 You shall fully indemnify Cognac for any loss or damage suffered by Cognac or any of its group companies for breach of any provision of these terms.
8.3 Nothing in this legal notice shall exclude or limit Cognac’s liability for (i) death or personal injury caused by negligence (as that term is defined by the Unfair Contract Terms Act 1977); (ii) fraud; (iii) misrepresentation as to a fundamental matter which is expressly stated may be relied on; or (iv) any liability which cannot be excluded or limited under applicable law.
8.4 If your use of material on Cognac Website results in the need for servicing, repair or correction of equipment, software or data, you assume all costs of undertaking that work.
9 Governing law and jurisdiction
This legal notice shall be governed by and construed in accordance with English law. Disputes arising in connection with this legal notice shall be subject to the exclusive jurisdiction of the English courts.
Issue Date: September 2004
Cognac (UK) Limited registered in England and Wales with number 4531842 whose registered office is at 7 Hillbrow, Letchworth, Herts SG6 3RA. Telephone us on +44 (0) 20 7084 6740
1 Information that we collect from you
1.1 When you became a member of Cognac you provided us with information including your name, your company name and address, your e-mail address and telephone and fax numbers. This information allows us to process your membership and notify you of your username and password.
1.2 We will not disclose any of the information that you provide to us about yourself to any third parties without your express consent.
1.3 We may use the information we collect from you to notify you occasionally about important changes or developments to the site. If you would rather not receive this information, please send an e-mail to [firstname.lastname@example.org].
2.1 Cookies are small amounts of information stored by your computer. Our server may from time to time issue cookies to your computer when you log on to the site in order to make it easier for you to log on, to allow you to personalise the content and to personalise prevent unauthorised access to subscription material. These cookies only contain a unique ID so that we can identify you.
2.2 We welcome any questions or comments about privacy. Please send an e-mail to [email@example.com].
Cognac (UK) Limited registered in England and Wales with number 4531842 whose registered office is at 7 Hillbrow, Letchworth, Herts SG6 3RAR. Telephone us on +44 (0) 20 7084 6740
PLEASE READ THESE TERMS OF SALE CAREFULLY BEFORE PLACING YOUR ORDER AND RETAIN A COPY FOR FUTURE REFERENCE.
1 Formation of contract
1.1 Introduction: These terms of this contract apply to all goods supplied by Cognac (UK) Limited (“Cognac”) a company registered in England and Wales with number 4531842 whose registered office is at 7 Hillbrow, Letchworth, Herts SG6 3RAR..
1.2 Variations to this contract: Unless expressly agreed in writing signed by a duly authorised representative of Cognac, the terms of this contract apply to the exclusion of all other terms and conditions (including any terms or conditions which you purport to apply under any purchase order, confirmation of order, specification or other document).
2 Creation of contract
2.1 Your order constitutes an offer to buy: By placing an order with Cognacyou offer to buy goods from Cognac on and subject to the terms of these conditions (as amended in accordance with condition 1.1). No contract for the for the sale or supply of any goods exists between you and Cognac until Cognac has received your order and given instructions for the relevant goods to be despatched to you (at which point a contract to supply those despatched goods, but no other goods, shall be formed). Cognac shall be under no obligation to you to sell or supply goods until it has received full payment in cleared funds from you in respect of the relevant goods. If payment is received before Cognac has given instructions for goods to be despatched to you condition 4.5 shall apply in respect of those goods.
2.2 Effect of acknowledgment: Although Cognac may issue an acknowledgment of your order, that acknowledgement does not constitute an acceptance of your offer to buy goods.
2.3 Interpretation: Reference in this contract to a “condition” is a reference to a paragraph of the corresponding number in this contract, references to legislation are to the legislation in force at the date on which this contract comes in to force and references to “you” are to the person (being a legally recognised entity) who agrees to make payment for the goods to which this contract relates.
3 Description and price of goods
3.1 No liability for website: Cognac uses reasonable efforts to maintain accurate descriptions of goods and up-to-date prices on its website. The promotion of goods on Cognac’ website does not constitute a quotation or guarantee that the goods exist or are available for delivery at the advertised price. Descriptions and illustrations contained on Cognac’ website are published for the sole purpose of giving an approximate idea of the goods described in them and no warranty or representation as made as to their accuracy.
3.2 Overpricing of goods: If Cognac becomes aware that goods the subject of your order are over priced (that is that the price shown on the web site is higher than Cognac’ intended sale price) Cognac may process your order and charge you the correct price (and re-credit any difference to you, if appropriate).
3.3 Under pricing of goods and description errors: If Cognac becomes aware that goods the subject of your order are under priced (that is that the price shown on the web site is lower than Cognac’ intended sale price) or that the description of the relevant goods given on the website is materially inaccurate in a way which could be prejudicial to you (by reference to the manufacturer’s description) Cognac shall inform you as soon as possible and offer you the option of reconfirming your order (at the correct price if appropriate), or cancelling your order. If Cognacdoes not receive an order confirmation within 14 days of so informing you, the order will be cancelled automatically. If you cancel in these circumstances, Cognac will refund or re-credit you for any sum that has been paid by you or debited from your credit card in respect of the relevant goods. Other rights of cancellation are the subject of conditions 6 and 14.
4.1 Delivery charges: In addition to the price, you will be required to pay a delivery charge for the goods. The delivery charges are as advised on Cognac’ website.
4.2 VAT: Cognac is registered for Value Added Tax (registration number GB ●●), and where required by law VAT shall be added to all orders at the relevant rate.
4.3 Payment methods: Payment for goods and delivery charges can be made by any method shown on Cognac’ website at the time you place your order. Payment is due when goods are despatched. Time for payment is of the essence.
4.4 Pre-authorisation procedure: If on receipt of your order the goods you have ordered are not in stock (or available for despatch by Cognac) Cognac may request pre-authorisation of payment from your credit card issuer or other payment provider while Cognac obtains or procures the goods which are the subject of your order. The process of pre-authorisation means that during a fixed period (agreed with your credit card issuer or other payment provider, but not usually more than five days from the date on which the order is placed) Cognac may require the payment provider to make payment to Cognac. In these circumstances Cognac shall not request payment from your credit card or request other transfer of funds (and Cognac shall have no liability to you) until Cognac is able give instructions for the relevant goods to be despatched to you.
4.5 Payment prior to despatch: If Cognacreceives payment from you before the contract to supply and sell goods in relation to which payment is made has been formed the only obligations that Cognac shall have to you until that contract is formed will be:
4.5.1 to refund your money (or re-credit your payment provider) if you cancel your order in accordance with condition 3.3, 6 or 14 (in which case the refund shall be made in accordance with clause 5) or if Cognac declines your order (in which case it shall give effect to the refund or credit as soon as reasonably practicable); and
4.5.2 (if Cognac does not decline your offer) to use reasonable endeavours to procure that the goods are despatched to you.
4.6 No set-off: You shall make all payments due to Cognac without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless you have a valid court order requiring an amount equal to the deduction to be paid to you by Cognac.
4.7 Late payment: If you fail to pay money due to Cognac you will be liable to pay interest to Cognac on the overdue amount from the due date for payment until actual payment. Interest shall be at the annual rate of 2% above the base lending rate from time to time of Barclays Bank PLC. Interest shall accrue on a daily basis until payment is made, whether before or after any judgment. Cognac reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.
5.1 Delivery within the United Kingdom: Goods you order will be delivered to the address in the United Kingdom that you give when you place your order. If delivery cannot be made to your address for reasons under Cognac’ control Cognac will inform you as soon as possible and arrange an alternative delivery address. Special arrangements (including provisions for additional payment) may be made in respect of deliveries outside the United Kingdom or re-delivery if goods cannot be delivered to the address given by you for reasons beyond Cognac’ control (including that you are not available to acknowledge receipt of the goods).
5.2 Cognac’ responsibilities in relation to delivery: Cognac retains third party companies to deliver goods. Whilst Cognac has taken reasonable care to select reputable delivery companies, Cognac is unable to guarantee delivery times and dates. If goods are not delivered by the expected date, please notify Cognac and Cognac shall contact the delivery company on your behalf in order to obtain a status report. Cognac does not guarantee delivery dates or times and accepts no liability for late delivery or misdelivery. Separate arrangements may be made if you wish to appoint your own delivery company or collect goods in person. Time for delivery is not of the essence. Cognac will not be liable for any loss or damage suffered by you through reasonable or unavoidable delay in delivery. Cognac will refund or re-credit to you any sum refunded or credited to it by the third-party delivery company.
5.3 Notification of non-delivery: Cognac shall not be liable for any non-delivery of goods or delivery of incorrect goods unless written notice is given to Cognac within 21 days of the date which Cognac advised as being the date on which the goods were expected to be delivered (or, if no such advice was given, the date on which the goods would in the ordinary course of events have been expected to be delivered) and the failure to deliver results from Cognac’ own negligence In which case your sole remedy will be for delivery of replacement goods).
5.4 Acknowledgement of delivery: Upon receipt of your order you will be asked to sign for the goods delivered to you. If you are unable to check the contents of the package on delivery please sign for the parcel as “Unchecked”. Failure to do so may affect your rights.
5.5 Packing errors: As soon as you become aware that goods not ordered by you have been delivered to you, you must notify Cognac as soon as practicable make the goods available for collection by Cognac (or, with Cognac’ prior agreement, return the goods to Cognac at Cognac’ expense). If Cognac arranges for the goods to be delivered you will ensure that they are available for collection at the place of delivery (or other location) agreed with Cognac) during usual business hours.
6.1 Distance Selling Regulations 2000: Cognaccomplies with the requirements of the Distance Selling Regulations 2000 (and if any provision of these terms conflicts with those regulations, those regulations shall prevail). No provision of these conditions shall be construed as extending your rights under those regulations.
6.2 Right of cancellation: Subject to the following provisions of this condition 6.2, you have the right to cancel any part of a contract for the provision of goods at any time before and up to the end of seven working days after the day that you receive the goods, the right to be exercised in accordance with the following requirements of this condition 6. You may not cancel any part of a contract to the extent that the contract is:
6.2.1 for computer software if the product seal, security seal or shrink-wrap packaging has been broken or interfered with;
6.2.2 for consumable goods which, by their nature, cannot be returned; or
6.2.3 for a computer system or other goods or components developed (or to be developed) for you or in accordance with specifications provided by or uniquely agreed with you (but you do have the right to cancel upgrade options on pre-built systems).
6.3 Exercise of cancellation rights: To exercise your right of cancellation, you must give written notice to Cognacby letter, fax or e-mail, at the address, fax number or e-mail address shown below, giving details of the goods ordered and where and when they were delivered. Oral notification (including notification by telephone or voice message) is insufficient to exercise your right of cancellation. For the purposes of this clause time is of the essence.
6.4 Non-acceptance of goods following cancellation: If you fail to take delivery of goods ordered by you because you have cancelled your contract under the Distance Selling Regulations Cognac shall be entitled to deduct the cost of return (including the cost of collection, where relevant) from any amount refunded or re-credited to you. No refund or re-credit shall be issued by Cognacunless and until the goods have been returned to it.
6.5 Return of goods following cancellation: If you exercise your right of cancellation after goods have been delivered to you, you will be responsible for returning the goods to Cognacat your own cost. The goods must be returned, within a reasonable period (being not more than 14 days of the date of delivery to you), to the address shown below (or other addressed advised to you in writing for this purpose by Cognac). You must take reasonable care to ensure the goods are not damaged. If you do not return the goods as required, Cognac may charge you a sum not exceeding the direct costs of recovering the goods. No refund or re-credit shall be issued by Cognac unless and until the goods have been returned to it.
6.6 Condition of returned goods: Cognac is obliged to accept returns of goods only if the complete goods are received by Cognac in an “as new” condition with all software and product seals intact and with unmarked and undamaged packaging. If goods returned to Cognac fail to meet these conditions Cognac may refuse to accept the goods or may charge a restocking fee of £20 or (if greater) 20% of the (net of VAT and delivery costs) invoice value of the goods.
6.7 Refunds in respect of cancelled contracts: Once you have notified Cognac that you are cancelling the contract and (if relevant goods had been despatched to you) returned the relevant goods to Cognac in accordance with paragraphs 6.4 or 6.5 (as appropriate), Cognac will (subject to deductions made in accordance with the provisions of this condition 6) refund or re-credit you within 30 days for any sum that has been paid by you or debited from your credit card or other payment provider for the goods or (where you paid otherwise than through a credit card or other payment provider) refund the appropriate amount to direct you.
7.1 Manufacturers’ warranty: Subject to the following provisions of this agreement (see in particular conditions 8 and 10), no warranty is provided by Cognac for any goods sold by it. However in most cases individual manufacturers provide warranty protection for their goods, details of which will be provided by the manufacturer on request. It is your responsibility to register the goods under the manufacturer’s warranty and Cognac shall have no liability to you if you fail to register them properly.
7.2 Goods that are damaged on delivery: If the goods supplied to you are damaged on delivery, you should notify Cognac in writing (via the e-mail address or fax number) shown below within seven days and follow the procedures in condition 8. Cognac may replace the goods in accordance with condition 8.4 if satisfied that the damage occurred before the goods were received by you.
7.3 Defects during warranty period: If the goods supplied to you develop a defect while under manufacturer’s warranty or you have any other complaint about the goods, you should first contact the manufacturer (most include helpline contact numbers on their websites). If you raise an issue with the manufacturer you may notify Cognac of that fact. Contact with Cognac should be in writing via the e-mail address or fax number shown below, as soon as possible, but in any event within seven days of the date you discovered (or ought reasonably to have discovered) the damage, defect or complaint and became aware that the manufacturer. Cognac will use reasonable endeavours to assist you in advancing any complaint with the manufacturer which Cognac considers may be legitimate.
8.1 Thirty day fault assistance service: If you believe your goods have been delivered in a faulty or damaged state, or a fault appears in the first 30 days after delivery please contact technical support for assistance. If your problem can’t be resolved by telephone or email the item can be returned for testing providing the following conditions are met:
8.1.1 all returned goods must be authorised by Cognac, and you must comply with reasonable instructions given by Cognac in relation to the arrangements for returns;
8.1.2 goods should be returned complete (including all packaging, cables, manuals, CD’s etc for that product)
8.2 Return shipping costs: Return shipping costs are your responsibility. If the item tests faulty as described, Cognac will refund your shipping costs
8.3 Risk in returned goods: The goods returned to Cognac remain at your risk and are your responsibility until signed for by Cognac.
8.4 Faulty returned goods: If the goods returned by you in accordance with this condition 8 are found to be faulty Cognacand if Cognac is satisfied that the damage occurred before the goods were received by you, Cognac:
8.4.1 may offer a refund or (at Cognac’ election) despatch a replacement to you;
8.4.2 refund your return shipping costs to a maximum of £6.
8.5 Working returned goods: If the goods returned by you in accordance with this condition 8 are found to be not faulty Cognac shall charge you a test fee of £10 and may either:
8.5.1 return the goods (together with a test report) to you, subject to your paying all related delivery charges incurred by Cognac (payable in addition to the £10 test fee); or
8.5.2 offer you a refund, subject to a re-stocking fee of £20 or 20% (which ever is greater) in addition to the £10 test fee.
8.6 Exchange arrangements: If Cognac agrees to exchange goods and Cognac has not received the original goods from you within five days of procuring that the exchange goods are despatched to you you will be deemed to have ordered (in addition to the original goods ordered by you) the exchanged goods on the date on which they were despatched to you and shall be liable to pay for them and to pay interest from the date on which they were despatched.
9.1 When risk passes to you: The goods are at your risk from the time that Cognac arranges for them to be despatched to you.
9.2 When ownership passes to you: Ownership of the goods shall not pass to you until Cognac has received payment in full (in cash or cleared funds) for all sums due to it in respect of:
9.2.1 the goods, and
9.2.2 all other sums which are or which become due to Cognac from you on any account.
9.3 Your liability to pay: Once the Cognac has arranged for the goods to be despatched to you Cognac shall be entitled to recover payment for the goods notwithstanding that ownership of any of the goods has not passed from Cognac.
10.1 Cognac' responsibility to you: Cognac assumes liability to you in respect of matters for which it is bound by this contract (as amended in accordance with condition 1.1) or by statute to accept liability to you and in all other respects limits its liability to you to the fullest extent permitted by law. If you require additional protection or for Cognac to assume greater responsibilities or obligations to you please see condition 10.5.
10.2 Limits on Cognac' liabilities to you: Subject to other provisions of this contract and any special arrangements agreed in accordance with condition 1.1, the following provisions set out the entire financial liability that Cognac has or may have (including any liability for the acts or omissions of Cognac’ employees, agents, sub-contractors and other representatives) to you (a) in respect of any breach of any contract Cognac has with you, (b) in respect of any negligence or breach of statutory duty by Cognac (or any of Cognac’ agents, sub-contractors or representatives) and (b) in respect of any representation, statement or tortious act or omission including negligence arising under or in connection with the any contract or other dealing between you and Cognac (or any of Cognac’ agents, sub-contractors or representatives):
10.2.1 maximum liability: the maximum aggregate liability of Cognac and each of Cognac’ agents, sub-contractors or representatives to you in respect of any dealing shall not exceed the amount paid by you to Cognac in respect of goods to which the dealing relates; and
10.2.2 excluded liabilities: Cognac excludes all liability to you in respect of:
10.2.3 losses that were not reasonably foreseeable to you and Cognac when the contract was made;
10.2.4 direct, indirect or consequential loss (including, without limit, loss of profits, loss of business, depletion of goodwill, damages, professional and other fees and similar losses, costs, damages, charges or expenses);
10.2.5 losses that were not caused by any breach on the part of Cognac; and/or
10.2.6 losses for direct, indirect or consequential or economic loss (including, without limitation, loss of profits, loss of business, depletion of goodwill and comparable losses) or related costs, damages, charges and similar expenses.
10.3 Exclusion of warranties etc.: All warranties, representations conditions and other terms implied by statute (other than the conditions implied by section 12 of the Sale of Goods Act 1979) or implied by common law are in each case (to the extent that they may be construed against Cognac) excluded from the contract to the fullest extent permitted by law.
10.4 Personal injury: Nothing in these conditions excludes or limits the liability of Cognacfor death or personal injury caused by Cognac’ negligence or fraudulent misrepresentation.
10.5 Cognac' additional responsibilities to you: If you require a greater level of comfort or for Cognac to assume other liabilities or responsibilities please contact Cognac before you submit your order so that special arrangements may be made in accordance with condition 1.1. Cognacmay be able to obtain insurance to cover risks that concern you (in which case Cognac may charge you the cost of the insurance and reasonable administration costs).
11 Title to goods
11.1.1 hold the goods on a fiduciary basis as Cognac’ bailee;
11.1.2 store the goods in their original packaging and separately from all your other goods and goods of any third party in such a way that they remain readily identifiable as Cognac’ property;
11.1.3 not destroy, deface or obscure any identifying mark or packaging on or relating to the goods;
11.1.4 not use the goods nor affix them to any property or otherwise cause them to become fixtures or fittings;
11.1.5 keep the goods insured on Cognac’ behalf for their full price against all risks to the reasonable satisfaction of Cognac (on request you shall produce the policy of insurance to Cognac); and
11.1.6 hold the proceeds of the insurance referred to in the paragraph 18.104.22.168 on trust for Cognac and not mix them with any other money, nor pay the proceeds into an overdrawn bank account.
11.2 Termination of your right to possession of goods: Subject to paragraph 11.3, your right to possession of the goods shall terminate immediately if before ownership of the goods has passed to you:
11.2.1 you have a bankruptcy or analogous order made against you or make an arrangement or composition with your creditors, or otherwise take the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or (being a body corporate) convene a meeting of creditors (whether formal or informal) or suffer any person being appointed to deal with your assets as a result of a failure to honour a financial commitment, or if a resolution is passed or a petition presented to any court for your winding up or for the granting of an administration an analogous order in respect of you, or any proceedings are commenced relating to your insolvency; or
11.2.2 you suffer or allow any execution, whether legal or equitable, to be levied on your property or obtained against you or you are unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986 (ignoring any requirement to prove a matter to the satisfaction of the court) or you cease to trade; or
11.2.3 you encumber or in any way charge any of the goods supplied by Cognac and to which ownership has not passed to you.
11.3 Obligation to pay survives: Cognacshall be entitled to recover payment for the goods notwithstanding that ownership of any of the goods has not passed from Cognac. If your right to possession of the goods has terminated, Cognac shall (unless it has voluntarily taken possession of the relevant goods and agreed to release you from your obligation to pay for them) remain entitled to be paid for the goods (and upon payment the right to possession and ownership shall transfer to you).
11.4 Licence to enter premises etc.: You grant Cognac, its agents and employees an irrevocable licence to enter any premises where the goods are or may be stored at any time in order to inspect them, or, where your right to possession has terminated, to recover them.
12 Data protection
12.1 Protection of your order and payment: Cognac takes reasonable precautions to keep the details of your order and payment secure but unless Cognac is negligent, Cognac will not be liable for unauthorised access to information supplied by you.
12.2 Cognac’ usage of your personal data: Cognac may use personal data you provide (or which is provided by people working with or for you) for its own purposes (including those referred to in paragraph 13) and to communicate with you in such way as Cognac considers appropriate and Cognac may share your data with companies which are members of the same group of companies as Cognac so that they may use it for their own purposes and to communicate with you, but Cognac shall not sell your personal data to any third party (although it may make offers to you on behalf of third parties). You may ask Cognacnot to use your personal data other than for the purposes of processing your order, however by accepting these terms without making that request (and obtaining a special amendment in accordance with condition 1.1) you agree to the usage of your personal data as described in this condition 12.2.
13.1 Identity checks: Cognacmay undertake searches to verify your identity, to prevent fraud and to comply with legislative requirements (including, for example, regulations relating to money laundering). By accepting these terms you agree to such searches being carried out.
13.2 Credit reference agencies: Searches referred to in condition 13.1 may involve checking the details you supply and other details known to Cognac against those held on any databases to which Cognac or Cognac’ selected credit reference and fraud prevention agencies (such as Experian) have access. This may include information from the electoral register and from other public and private sources.
13.3 Credit scoring: Cognac’ Cognac credit reference and fraud prevention agencies may use scoring methods to verify your identity. A record of any search undertaken by Cognac or at Cognac’ request may be kept, and that record may be used to help others to verify your identity and credit risk.
13.4 Dissemination of information: Cognac may pass information resulting from the searches referred to in condition 13.1 to financial and other organisations to protect Cognac, Cognac’ customers and others from theft, fraud or illegal activity. If you give Cognac information which Cognac believes is false or inaccurate information or if Cognac suspects fraud or illegal activity, Cognac may share this information with other organisations and government agencies.
14.1 Matters beyond Cognac’ control: Cognac reserves the right to defer the date of delivery or to cancel the contract (without liability to you) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of Cognac including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party's workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials.
14.2 Your right to terminate: If as a result of events referred to in condition 14.1 Cognac is unable to fulfil your order within 30 days, you shall be entitled to give notice in writing to Cognac to terminate the contract.
15.1 Severable terms: If any provision of the contract between you and Cognac is found to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall be amended to the minimum extent necessary (by deletion of offending words or change of period or area of application or other relevant change) so as to make the contract lawful.
15.2 Effect of indulgence: Failure or delay by Cognac in enforcing or partially enforcing any provision of the contract will not be construed as a waiver of any of its rights under the contract. Any waiver by Cognac of any breach of, or any default under, any provision of the contract by you will not be deemed a waiver of any subsequent breach or default and will in no way affect the other terms of the contract.
15.3 Third party rights: This contract is between you and Cognac. No person who is not a party to this contract has any rights under this contract by reason of the Contracts (Rights of Third Parties) Act 1999.
15.4 Jurisdiction: The formation, existence, construction, performance, validity and all aspects of this contract and the sale and the supply of goods pursuant to it are governed by English law and the parties submit to the exclusive jurisdiction of the English courts in respect of any dispute relating to this contract.