GRUEBB LIMITED TERMS AND CONDITIONS OF SERVICE (the "Agreement")
IMPORTANT: THIS IS A LEGAL AGREEMENT BETWEEN GRUEBB LTD AND THE USER ("YOU" OR "YOUR"). PLEASE READ THE FOLLOWING TERMS CAREFULLY. IF YOU DO NOT AGREE TO THIS, YOU MAY NOT ACCESS OR OTHERWISE USE THIS WEBSITE.
www.gruebb.com (the "Website") is operated by Gruebb Limited (CRN: 6578147), whose registered office is at 11 Portlamnd Street, Southampton SO14 7EB, UK ("gruebb.com") which will provide You with lubricants, other oil products, chemicals and services (the "Services"). From time to time Gruebb Ltd may modify this Agreement. Accordingly, please continue to review this Agreement whenever accessing or using the Website. If at any time You do not wish to accept this Agreement, You may not use the Website.
1. SERVICES: You acknowledge that You are entering into a contractual relationship with Gruebb Ltd. Any order sent to Gruebb Ltd shall be accepted entirely at the discretion of Gruebb Ltd and will only be accepted when Gruebb Ltd sends You an e-mail or fax confirmation. Each order that is accepted shall be an individually accepted agreement between Gruebb Ltd and You, subject to the terms of this Agreement. All goods supplied by Gruebb Ltd shall be in accordance with the details published on the Website that may be subject to change from time to time. No other specification, descriptive material, written or oral representation, correspondence or statement, promotional or sales literature shall form part of or be incorporated by reference into the order. You are prohibited from exporting or re-selling for export the goods in violation of UK export control regulations.
2. PRICE & PAYMENT: You agree to pay the price for the goods ordered at the time Gruebb Ltd receives your order. Whilst the Gruebb Ltd endeavours to ensure that all prices and descriptions are accurate, errors may occur. If Gruebb Ltd discovers an error in the price or description of the goods that You have ordered, Gruebb Ltd will inform You as soon as possible and give You the option of re-confirming your order at the correct price or cancelling it. If Gruebb Ltd is unable to contact You, Gruebb Ltd will treat the order as cancelled. If You cancel and you have already paid for the goods, You will receive a full refund.
3. TITLE: Title to the goods shall not pass to You until You have made payment to Gruebb Ltd. Even though title has not passed, Gruebb Ltd shall be entitled to sue for its price once payment has become due.
4. DELIVERY & RISK: Unless otherwise stated in the order, the prices quoted excludes transport costs to the address specified in the order and Gruebb Ltd reserves the right to make an additional charge to cover any increase in transport costs occurring before the date of delivery. Any time or date given for delivery by Gruebb Ltd is given in good faith and is an estimate only. Risk in the goods shall pass to You on delivery.
5. ACCEPTANCE: You shall be deemed to have accepted all the goods on delivery to the address specified in the order. Save in then case of a material misdiscription of the goods You have ordered, You shall not be entitled to reject the goods after acceptance.
6. MINIMUM ORDER: Gruebb Ltd reserves the right to specify the minimum order from time to time and to charge a fee if You place an order below this minimum.
7. CUSTOMER DETAILS: You agree to provide Gruebb Ltd with complete and accurate information.
8. NO RELIANCE: All information on the Website is provided on an "as is" basis and Gruebb Ltd does not guarantee or give any warranty as to the accuracy, timeliness or completeness of any information or material on the Website. To the extent that Gruebb Ltd is permitted by law, Gruebb Ltd excludes any liability, whether in contract, tort (negligence) or otherwise for any incorrect or misleading information on the Website. Further, the content of this website might be restricted by law in certain countries. It is your responsibility to determine what those restrictions are and to comply with local laws. Gruebb Ltd takes no responsibility for the content of the Website complying with laws outside the United Kingdom.
9. LINKS TO THE WEBSITE: Websites or pages to which this Website is linked are for information only and have not been reviewed by Gruebb Ltd. Gruebb Ltd has no responsibility for the content of the websites or pages linked or linking to this Website, and Gruebb Ltd accepts no responsibility or liability for any losses or penalties whatsoever that may be incurred as a result of any linking to any location on any linked websites.
10. INTELLECTUAL PROPERTY: The Website, including (but not limited to) text, content, product comparison charts, software, video, music, sound, graphics, photographs, illustrations, artwork, photographs, names, logos, trademarks, service marks and other material ("Content") is protected by copyrights, trade marks and/or other proprietary rights. The Content includes both content owned or controlled by Gruebb Ltd and content owned or controlled by third parties and licensed to Gruebb Ltd. All individual articles, reports, and other elements making up the Website may be copyright works. You agree to abide by all additional copyright notices or restrictions contained in the Website. You may not use any of Gruebb Ltd's trademarks or trade names without Gruebb Ltd's consent and You acknowledge that You have no ownership rights in and to any of those names and marks. You agree to notify Gruebb Ltd in writing promptly upon becoming aware of any unauthorised access to or use of the Website by any party or of any claim that the Website or any of the Content of the Website infringes any copyright, trade mark, or other contractual, statutory or common law rights of any party.
11. LICENCE AND DOWNLOAD RIGHTS: You acquire no rights or licences in or to the Website and/or the Content other than the limited right to use the Website in accordance with this Agreement. Other than as set out in this section You may not copy, reproduce, recompile, decompile, disassemble, reverse engineer, distribute, publish, display, perform, modify, upload to create derivative works from, transmit, communicate, or in any other way exploit any part of the Website and/or the Content. Download is permitted by Gruebb Ltd provided only that: (i) You make no more than one printed copy of such download and no further copies of such printed copy are made; (ii) You make only personal, non-commercial use of such download and/or printed copy; and (iii) You retain on such download and/or printed copy all copyright notices and shall remain bound by the terms of such wording and notices. Additionally, You may not offer for sale or sell or distribute over any other medium (including distribution by over-the-air television or radio broadcast or distribution on a computer network) the Content or any part thereof. You may not make any part of the Website available as part of another website, whether by hyperlink framing on the internet or otherwise. The Website and the information contained therein may not be used to construct a database of any kind, nor may the Website be stored (in its entirety or in any part) in databases for access by You or any third party or to distribute any database websites containing all or part of the Website.
12. PERMISSIONS: If You would like information about obtaining Gruebb Ltd's permission to use any of the Content or if You would like to link Your website to the Website, e-mail firstname.lastname@example.org.
13. NO WARRANTY: Except as set out in this Agreement, all other conditions, warranties, stipulations or other statements whatsoever relating to the goods, whether expressed or implied by statute, at common law or otherwise howsoever are hereby excluded to the fullest extent permitted by law; including (but not limited to) any as to the fitness for purpose, performance, use, nature or quality of the goods. Gruebb Ltd shall use its reasonable endeavours to extend to You the benefit of any guarantee, condition or warranty in respect of all goods manufactured and supplied by third parties, provided that any expense reasonably incurred by Gruebb Ltd in extending such benefits shall be reimbursed to Gruebb Ltd by You. The Website and the Content are provided "as is" excluding any warranties of any kind, either express or implied, to the fullest extent permissible pursuant to applicable law including (but not limited to) the exclusion of warranties of satisfactory quality, fitness for a particular purpose, title and non-infringement of proprietary or third party rights. Gruebb Ltd further accepts no responsibility or liability for functions contained on the Website and makes no warranties that the Website will operate uninterrupted or error-free or that defects will be corrected. Gruebb Ltd does not warrant that the Website is compatible with Your computer equipment or that the Website or its server is free of errors or viruses, worms or "Trojan horses" and Gruebb Ltd is not liable for any damage You may suffer as a result of such destructive features. Gruebb Ltd shall not be held responsible for Content provided by third parties. Gruebb Ltd is also not responsible for the reliability or continued availability of the telephone lines and equipment You use to access the Website.
14. LIMITATION OF LIABILITY: Save in respect of fraud, personal injury or death to the extent it results from Gruebb Ltd's negligence, Gruebb Ltd's total liability to You under this Agreement in contract, tort (including negligence) or otherwise arising shall be limited to the value of the goods specified in the order with a maximum limitation of GBP10,000. In no event shall Gruebb Ltd be liable to You or any third party for any direct, special, indirect, consequential or incidental damages, exemplary or lost profits, business, contracts or any other damages of any kind whether based on warranty, contract, tort (including negligence) or otherwise, even if Gruebb Ltd has been advised of the possibility thereof arising from any products or services provided by Gruebb Ltd. Further, Gruebb does not accept any liability for goods sold to other companies for re-sale (third party sales), whether this is for non performance, lack of durability, or any failure in performance and that no reliance has been placed upon any representation made regarding quality, durability or use. In plain English, goods are supplied bought as seen meeting agreed quality control specifications at drum or bulk filling and we make no claims for shelf-life.
15. INDEMNITY: You agree to indemnify, defend, and hold harmless each of Gruebb Ltd, its employees, representatives and agents, from and against any claims, actions, demands or other proceedings brought against any of Gruebb Ltd, its employees, representatives or agents, by a third party, to the extent that such claim, suit, action or other proceeding brought against Gruebb Ltd, its employees, representatives, suppliers, or agents is based on or arises in connection with: (i) Your use of the Website; (ii) any breach by You of this Agreement (iii) any product bought from Gruebb Ltd (iv) any service provided by Gruebb Ltd. Specifically, products sold are to be used as stated on the Technical Datasheet. No other use other than stated is permitted. References in this section to Your use of the Website shall be deemed to include any use by a third party where such a third party accesses the Website using Your computer. You agree to pay Gruebb Ltd, its employees, representatives and agents any and all costs, damages, and expenses (including reasonable legal fees) awarded against any of them or otherwise incurred by any of them in connection with or arising from any such third party claim, suit, action or proceeding attributable to any such third party claim. This section survives termination of this Agreement for any reason.
16. TERMINATION: Either You or Gruebb Ltd may terminate this Agreement at any time by giving 5 days written notice. On termination You must pay all outstanding sums (if any) and shall destroy all copies of the Content in Your possession.
17. DATA PROTECTION: Gruebb Ltd shall at all times keep Your personal information safe and comply with all applicable UK data protection laws.
18. CHANGES TO THE WEBSITE: You accept that Gruebb Ltd has the right to change the Content or technical specifications of any aspect of the Website at any time at Gruebb's sole discretion. You further accept that such changes may result in Your being unable to access the website. Gruebb Ltd may have to suspend the Website to from time to time to make carry out maintenance and to make upgrades.
19. NO ASSIGNMENT: You may not assign Your rights or delegate Your duties under this Agreement.
20. NO ASSOCIATION: No agency, partnership, joint venture, employee/employer relationship is intended or created by this Agreement.
21. NOTICES: Any notice shall be given by e-mail, if to You to the e-mail address provided by You to Gruebb Ltd, and if to Gruebb Ltd to email@example.com. Notice shall be deemed to be given twenty-four hours after the sending of the e-mail (unless the sender receives a response indicating that the message was undeliverable).
22. WAIVER: No waiver by Gruebb Ltd of any breach of any obligation arising under this Agreement shall constitute a waiver of any other breach and no failure to exercise or partial exercise by Gruebb Ltd of any remedy shall constitute a waiver of the right subsequently to exercise that or any other remedy.
23. SEVERANCE: If any part of this Agreement is held to be invalid, void or unenforceable, the parties agree that the remaining portions will not be affected and that the portion in question may be replaced by the lawful portion that most nearly embodies the original intention of the parties and the remainder of this Agreement will in any event remain valid and enforceable.
24. FORCE MAJEURE: Gruebb Ltd shall have no liability for any delay or failure to carry out any of Gruebb Ltd's obligations under this Agreement for reasons beyond Gruebb Ltd's reasonable control including but not limited to default or failure by a third party or government action.
26. GOVERNING LAW AND JURISDICTION: This Agreement is governed by the laws of England and Wales and the parties submit to the exclusive jurisdiction of the English courts.
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