Terms and conditions for the sale of goods and services
Effective Date: 01/02/2021
1.1 This Website is owned solely by ITIR LIMITED
1.2 Please read these terms and conditions carefully. They apply when you buy any goods via this site or by phone and to our measuring / installation services. Please print or save these terms for future reference, we will not keep a file copy specifically for the transaction with you and we cannot guarantee that they will remain accessible on our website in future.
1.3 Where we refer to “Consumer” below we mean an individual acting for purposes which are wholly or mainly outside that person’s trade, business, craft or profession.
1.4 We are legally required to remind Consumers that we are under a legal duty to supply goods that are in conformity with the contract. Furthermore, nothing below affects Consumers’ legal rights in relation to goods that are not in conformity with the contract, whether because they are faulty, not as described or otherwise. You can get advice about your legal rights from your local Trading Standards office or Citizens' Advice Bureau.
1.5 Where you communicate with us on behalf of a company / organisation, you promise that you have authority to act on behalf of that entity.
1.6 We may change these terms and conditions at any time. Please check them carefully as they will apply to anything you buy after the effective date shown at the top.
2. BASIS OF CONTRACT
2.1 The Order constitutes an offer by the Customer to purchase Goods in accordance with these Conditions. The Order shall only be deemed to be accepted when ITIR LIMITED issues written or verbal acceptance of the Order or begins to actively fulfil the Order at which point and on which date the Contract shall come into existence (“Commencement Date”). Any Orders for Bespoke Goods must be made in writing and will not be accepted by telephone.
2.2 Any samples, drawings, descriptive matter or advertising issued by ITIR LIMITED and any descriptions or illustrations of the Goods presented on our website or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods described in them. They shall not form part of the Contract or have any contractual force. Images of the Goods on the Our website is for illustrative purposes only. ITIR LIMITED cannot guarantee that a device display of the colours accurately reflects that colours of the Goods.
2.3 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. Any quotation given by ITIR LIMITED and any prices stated in any brochure price list, catalogue or the website shall not constitute an offer, and is only an indication which must be confirmed by ITIR LIMITED.
3. GOODS & BESPOKE GOODS
3.1 The person/s submitting a bespoke order is fully responsible for ensuring that its Order and all measurements, diagrams, dimensions and all other content or information included in the Bespoke Goods Specification is complete and accurate and ITIR LIMITED shall have no liability in respect thereof. ITIR LIMITED reserves the right to amend the Bespoke Goods Specification if required by any applicable statutory or regulatory requirement, and ITIR LIMITED shall use reasonable endeavours to notify the Customer in any such event.
3.2 Where Bespoke Goods are to be manufactured, the Customer shall indemnify ITIR LIMITED against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by ITIR LIMITED arising out of or in connection with any claim made against ITIR LIMITED for actual or alleged infringement of a third party’s Intellectual Property Rights arising out of or in connection with ITIR LIMITED’s use of the Bespoke Goods Specification. This clause 2.2 shall survive termination of the Contract.
4. DELIVERY OF GOODS
4.1 The Customer agrees, acknowledges and accepts that ITIR LIMITED uses a courier service for delivery of the Goods and accordingly cannot guarantee that delivery will be made on the date expected. The Customer agrees to use its best endeavours to mitigate any losses which may be incurred by any late delivery including but not limited to by:
(a) not booking any fitters or other third parties in connection with the delivery, installation or fitting of the Goods until such time as the Goods have actually been received and inspected; and
(b) not arranging to close or delay the opening of any premises for the purposes of such delivery, installation or fitting of the Goods until such time as the Goods have actually been received and inspected.
4.2 for any failure to deliver the Goods (or any part of an Order) to the extent that such failure is caused by a Force Majeure Event or the Customer’s failure to provide ITIR LIMITED with adequate delivery instructions for the Goods, any relevant instruction related to the supply of the Goods or any other Customer default.
4.3 Subject to 4.2
(a) in respect of any deficient delivery or missing Goods subject to an Order, the Customer shall notify ITIR LIMITED by telephone within 24 hours of the date upon which part of the Order was delivered and shall confirm such non delivery in writing within 3 days from the delivery date. ITIR LIMITED’s liability for a failure to deliver all of the Goods subject to an Order shall be limited to providing such missing Goods to the Customer as soon as reasonably practicable; and
(b) in respect of any non-delivery of an Order at all, the Customer shall notify ITIR LIMITED of such missing Order within 7 days of the invoice date and ITIR LIMITED’s liability shall be to provide the Goods under such missing Order as soon as reasonably practicable.
4.4 If ITIR LIMITED is unable to provide the missing Goods under clause 4.3(a) or 4.3(b), its liability shall be limited to the reasonable and proportionate costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods.
4.5 If the Customer fails to notify ITIR LIMITED in accordance with clause 3.9, the Goods shall be deemed to have been delivered in accordance with the terms of the Contract and ITIR LIMITED shall have no liability in respect thereof.
4.6 If the Customer fails to take delivery of the Goods within three (3) Business Days of ITIR LIMITED attempting delivery, then except where such failure or delay is caused by a Force Majeure Event or by ITIR LIMITED’s failure to comply with its obligations under the Contract in respect of the Goods: (a) delivery of the Goods shall be deemed to have been completed at 9.00 am on the third Business Day following the day on which ITIR LIMITED notified the Customer that the Goods were ready; and (b) ITIR LIMITED shall store the Goods until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).
4.7 If ten (10) Business Days after ITIR LIMITED notified the Customer that the Goods were ready for delivery the Customer has not taken delivery of them, ITIR LIMITED may resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Goods or charge the Customer for any shortfall below the price of the Goods. ITIR LIMITED may deliver the Goods by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.
4.8 ITIR LIMITED may (in its sole discretion) permit the Customer to return Goods after delivery provided always that:
(a) the Goods have not been removed from their packaging or in any way handled, modified or installed (such that they are no longer in a saleable condition (in the opinion of ITIR LIMITED))
(b) the Goods are not Bespoke Goods.
(c) the Goods are returned to ITIR LIMITED at the Customer’s cost within 30 days of delivery; and
(d) the Customer pays to ITIR LIMITED a restocking fee of the higher of £15 and 15% of the total price of the Goods being returned.
5. QUALITY OF GOODS
5.1 ITIR LIMITED warrants that on delivery, the Goods shall conform in all material respects with their description and any applicable Bespoke Goods Specification, be free from material defects in design, material and workmanship; be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and be fit for the purpose held out by ITIR LIMITED.
5.2 Subject to clause 5.3, ITIR LIMITED shall, at its option, repair or replace the defective Goods, or refund the price of the defective Goods in full if the Customer gives notice in writing within fourteen (14) days of delivery in respect of a defect that is apparent on visual inspection that some or all of the Goods do not comply with the warranty set out in clause 5.1, ITIR LIMITED is given a reasonable opportunity of examining such Goods, and the Customer (if asked to do so by ITIR LIMITED) returns such Goods to ITIR LIMITED’s place of business at the Customer’s cost.
5.3 ITIR LIMITED shall not be liable for the Goods’ failure to comply with the warranty in clause 5.1 if the Customer makes any further use of such Goods after giving a notice in accordance with clause 5.2, the defect arises because the Customer failed to follow ITIR LIMITED’s oral or written instructions as to the storage, installation, commissioning, cleaning, use or maintenance of the Goods or (if there are none) good trade practice, the defect arises as a result of ITIR LIMITED following any drawing, design or Bespoke Goods Specification supplied by the Customer, the Customer alters or repairs such Goods without the written consent of ITIR LIMITED, the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions, the Goods differ from their description or the Bespoke Goods Specification as a result of changes made to ensure they comply with applicable statutory or regulatory standards.
5.4 The Customer acknowledges that most of our goods are dyed and that batches can vary slightly in colour and shade. ITIR LIMITED shall not be liable for any goods which have minor variations. Accordingly, we cannot guarantee that colour and shade of any goods will be identical to any previous order or to any sample or to the way that the goods are displayed on our website.
5.5 Except as provided in this clause 5, ITIR LIMITED shall have no liability to the Customer in respect of the Goods’ failure to comply with the warranty set out in clause 5.1. The terms of the Conditions shall apply to any repaired or replacement Goods supplied by ITIR LIMITED
6.1 Fabric information (if supplied via Customer): company, colour, reference number, quantity ordered, pattern repeat and swatch.
6.2 If the Customer supplies their own fabric, it is the Customer’s responsibility to clarify correct side of fabric and with pattern in the correct top to bottom position. This is extremely important when fabric is used in conjunction with wallpaper and upholstery.
6.3 Swatches of trims, contrast fabrics and passementerie must also be attached to order sheets.
6.4 ITIR LIMITED reserve the right to charge a fabric handling fee on projects which require large fabric quantities (100m +) if we are not supplying the fabric for the project. Handling fee is calculated at £3 per linear meter or £8 if fabric is to a double width standard (fabric width 200cm or greater).
6.5 ITIR LIMITED will not be responsible for the suitability of the fabric to the treatment. It is the designer's/supplier’s responsibility to choose suitable fabrics and trims, and match them with workable treatments.
6.6 ITIR LIMITED will not be responsible for the present or future behaviour of the treatment/fabric/trims, such as wearing and decoration, stretching, shrinking, staining, clean ability, fading or damage to person or property.
6.7 If ITIR LIMITED is the provider of ANY fabrics/trimmings, professional guidance will be provided to the Customer on fabric/trimming suitability, properties and longevity. Any fabric/trimming issues related to the points stated in section 6.6 will need to be raised with the manufacturer of the goods.
6.8 ITIR LIMITED cannot be held responsible for fabric flaws. If we cannot cut round the fault, the Customer will be notified and may result in delays to project deadline.
6.9 ITIR LIMITED reserves the right to add a surcharge to the make-up costs where fabrics, woven or printed off- grain, require extra time to make and where fabrics and patterns behave unexpectedly. The Customer will be notified of these charges before we proceed with any manufacturing process.
6.10 It is the Customers responsibility to request fabric companies to roll all fabrics on tubes, with no more than one fabric per tube. ITIR LIMITED will do its best to remove creases but this cannot be guaranteed.
6.11 Where printed and woven fabrics will not pattern match accurately, Customers will be informed and asked for further instructions which may result in delays to project deadlines.
6.12 There will be surcharge if we (ITIR LIMITED) are given many small pieces from which to make a product.
6.13 Fabrics sent to our workshop must have Customer’s company name clearly marked on delivery note so that we (ITIR LIMITED) can check, on the Customers behalf, that we have received the correct fabric/s.
7.0 TITLE AND RISK
7.1 The risk in the Goods shall pass to the Customer on completion of delivery (or deemed delivery) or on completion of the installation.
7.2 Title to the Goods shall not pass to the Customer until the earlier of:
(a) ITIR LIMITED receives payment in full (in cash or cleared funds) for the Goods and/or Services that ITIR LIMITED has supplied and/or provided to the Customer in respect of which payment has become due, in which case title to the Goods shall pass at the time of payment of all such sums; and
(b) the Customer resells the Goods, in which case title to the Goods shall pass to the Customer at the time specified in clause 7.4.
7.3 Until title to the Goods has passed to the Customer, the Customer shall:
(a) store the Goods separately from all other goods held by the Customer so that they remain readily identifiable as ITIR LIMITED’s Property;
(b) not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
(c) maintain the Goods in satisfactory condition and keep them insured against all risks for their full price on ITIR LIMITED’s behalf from the date of delivery;
(d) notify ITIR LIMITED immediately if it becomes subject to any of the events detailed in clause 8.1(b) to 8.1(d); and (e) give ITIR LIMITED such information relating to the Goods as ITIR LIMITED may require from time to time.
7.4 If before title to the Goods passes to the Customer the Customer becomes subject to any of the events detailed in clause 8.1(b) to 8.1(d), then, without limiting any other right or remedy ITIR LIMITED may have:
(a) the Customer’s right to resell Goods or use them in the ordinary course of its business ceases immediately;
(b) ITIR LIMITED may at any time: (i) require the Customer to deliver up all Goods in its possession which have not been resold, or irrevocably incorporated into another product; and (ii) if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Goods are stored in order to recover them.
7.5 Subject to clause 7.4, the Customer may resell or use the Goods in the ordinary course of its business (but not otherwise) before ITIR LIMITED receives payment for the Goods. However, if the Customer resells the Goods before that time it does so as principal and not as ITIR LIMITED’s agent and title to the Goods shall pass from ITIR LIMITED to the Customer immediately before the time at which resale by the Customer occurs.
8.0 CHARGES, PAYMENTS AND PRICE
8.1 The price for Goods:
(a) shall be the price set out in the Order (as agreed by ITIR LIMITED) or, if no price is quoted, the price set out in ITIR LIMITED’s published price list as at the date of delivery;
(b) shall be exclusive of all costs and charges of delivery of the Goods, which shall be invoiced to the Customer.
8.2 The Customer shall also be required to pay the Small Order Charge where the Order is of a value which is less than the then current Minimum Order Value.
8.3 ITIR LIMITED reserves the right to increase the price of the Goods, by giving notice to the Customer at any time before delivery, to reflect any increase in the cost of the Goods to ITIR LIMITED that is due to:
(a) any factor beyond the control of ITIR LIMITED (including foreign exchange fluctuations, increases in taxes and duties, and increases in labour, materials and other manufacturing costs);
(b) any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Bespoke Goods Specification;
(c) any delay caused by any instructions of the Customer in respect of the Goods or failure of the Customer to give ITIR LIMITED adequate or accurate information or instructions in respect of the Goods.
8.4 ITIR LIMITED shall invoice the Customer on or at any time after the Order has been accepted by ITIR LIMITED. The Customer shall pay each invoice submitted by ITIR LIMITED in full no later than the 15th day of the month following the month in which the invoice is dated, or in accordance with any credit terms agreed by ITIR LIMITED and confirmed in writing to the Customer.
8.5 All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax chargeable from time to time (“VAT”). Where any taxable supply for VAT purposes is made under the Contract by ITIR LIMITED to the Customer, the Customer shall, on receipt of a valid VAT invoice from ITIR LIMITED, pay to ITIR LIMITED such additional amounts in respect of VAT as are chargeable on the supply of the Services or Goods at the same time as payment is due for the supply of the Services or Goods.
8.6 If the Customer fails to make a payment due to ITIR LIMITED under the Contract by the due date, then, without limiting ITIR LIMITED’s statutory or other rights, the Customer shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause 8.7 will accrue each day at 4% a year above the Bank of England’s base rate from time to time, but at 4% a year for any period when that base rate is below 0%. The Customer shall also reimburse in full, all costs (including legal and other professional fees) incurred by ITIR LIMITED in recovering the overdue amount.
8.7 All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law). shall invoice the Customer on or at any time after the Order has been accepted by ITIR LIMITED. The Customer shall pay each invoice submitted by ITIR LIMITED:
(a) no later than the 15th day of the month following the month in which the invoice is dated, or in accordance with any credit terms agreed by ITIR LIMITED and confirmed in writing to the Customer; and
(b) in full and in cleared funds to a bank account nominated in writing by ITIR LIMITED, and time for payment shall be of the essence of the Contract.
8.9 Customers who do not hold a full credit account are required to make a minimum of 50% non-refundable deposit to accept an order. The balance is due in full on completion of all works (the delivery/installation of all goods). If payment is being made electronically or via cheque, the order will be processed once the payment has been cleared and reaches our account.
8.7 Larger deposits may be requested to confirm orders:
(a) If there are any discounts provided to the customer;
(b) If we are asked to only supply goods and not install these;
(c) If the size of the project is in excess of £50,000.
8.10 ITIR LIMITED reserves the right to apply a charge to repair accidental damage not caused by our company.
9.1 Without limiting its other rights or remedies, ITIR LIMITED may terminate this Contract with immediate effect by giving written notice to the Customer if:
(a) the Customer commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 10 days of that party being notified in writing to do so;
(b) the Customer takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
(c) the Customer suspends, threatens to suspend, ceases or threatens to cease to carry on all or a substantial part of its business; or
(d) the Customer’s financial position deteriorates to such an extent that in ITIR LIMITED’s opinion the Customer’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
9.2 Without limiting its other rights or remedies, ITIR LIMITED may suspend provision of the Goods under the Contract or any other contract between the Customer and ITIR LIMITED if the Customer becomes subject to any of the events listed in clause 9.1(a) to clause 9.1(d), or ITIR LIMITED reasonably believes that the Customer is about to become subject to any of them, or if the Customer fails to pay any amount due under this Contract on the due date for payment.
9.3 Without limiting its other rights or remedies, ITIR LIMITED may terminate the Contract with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under the Contract on the due date for payment.
9.4 On termination of the Contract for any reason the Customer shall immediately pay to ITIR LIMITED all of ITIR LIMITED’s outstanding unpaid invoices and interest notwithstanding any agreed credit terms.
9.5 Termination of the Contract shall not affect any of the parties’ rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of this Contract that existed at or before the date of termination. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
10.0 MEASURMENT, CONSULTATION AND INSTALLATION SERVICES
10.1 If the Customer requests measuring and/or installation services, the Customer agrees to ensure that a member of our services team is given access to the agreed premises at the agreed time and that a person over 18 years old is present at all times while we are on the premises.
10.2 The Customer agrees to provide us (ITIR LIMITED) with a safe place to work and reasonable co-operation. You acknowledge that we are entitled to charge an additional fee if we cannot gain access to your premises under the above conditions at the agreed time.
10.3 The Customer should ensure all surfaces and areas where an installation or measurement service is to be conducted is accessible and all objects and/or obstructions are removed to ensure we (ITIR LIMITED) are able to conduct our works accordingly. If for any reason the Customer is not able or does not provide these circumstances, ITIR LIMITED will not be liable for any damages or loss the Customer may incur caused by the removal of any item or object. ITIR LIMITED reserves the right to charge for such additional services if deemed nessesary. Should the Customer need additional information to asses what would be deemed a chargeable service in relation to this matter, they should contact our office via email to determine if they may be charged on such matters before we (ITIR LIMITED) attend the premises.
10.4 ITIR LIMITED reserves the right to charge Customers for its time to conduct a Measurement or Consultation service/s.
10.5 Installation services are chargeable and is subject to a site survey via a consultation service. Charges for the installation of products may vary significantly:
(a) due to complexity, preparation and accessibility requirements for each site separately;
(b) Customers may also be charged separately for any additional works which require an approved contractor (i.e. electrician, contractor, decorator) in or to perform the required standard of craftmanship for best practice.
10.6 Depending on the works required, ITIR LIMITED reserves the right to charge Customers for the installation services based on per item, project, hours or days required to complete all installation tasks.
10.7 ITIR LIMITED reserves the right to not share any professional measurements obtained by their staff from a measurement or consultation service. If Customers requested ITIR LIMITED to share this information, ITIR LIMITED reserves the right to charge the Customer.
10.8 Repair callouts will be free of charge within the first year from the date of invoice for the product/s in question. Customers will be charged between £100 for local (within A406), £200 (within M25) - £300 (outside M25) for false callouts where products were not broken i.e. child safety component activated or any damage caused by the customer/other to the product in question.
10.9 Subject to 10.7 additional charges may apply:
a) Where the order is complex and/or involves electronic installation (as should be specified in the order confirmation);
b) If the repair cannot be completed during initial visit and we may need to reattend.
c) If the repair takes over 1 hour from the time of arrival.
d) If we are asked to inspect or repair any products which we were not mentioned in initial callout request.
e) We are not responsible for the maintenance of any product/s outside of their warranty period and reserve the right to charge for callouts or for problems caused via excessive use or use without care.
11.0 LIMITATION OF LIABILTY
11.1 Nothing in these Conditions shall limit or exclude ITIR LIMITED’s liability for:
(a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors (as applicable);
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979.
11.2 Subject to clause 11.2:
(a) ITIR LIMITED shall under no circumstances whatsoever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
(b) ITIR LIMITED’s total liability to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 200% of the price of the Goods.
11.3 This clause 9 shall survive termination of the Contract.
12. FORCE MAJEURE
Neither party shall be in breach of the Contract nor liable for delay in performing or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.
13. TELEPHONE CALLS
13.1 Assignment and other dealings
(a) ITIR LIMITED may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
(b) The Customer shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract.
(a) Any notice or other communication given to a party under or in connection with this agreement shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case), sent by fax to its main fax number or sent by email to the address specified or used by the other party.
(b) Any notice or communication shall be deemed to have been received if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address, if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service, if sent by fax or email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause (b), business hours mean 9.00am to 5.00pm Monday to Friday on a day that is not a public holiday in the place of receipt.
(c) This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract
A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.
13.5 No partnership or agency.
Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, constitute either party the agent of the other, or authorise either party to make or enter into any commitments for or on behalf of the other party.
13.6 Entire agreement.
The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misrepresentation based on any statement in the Contract.
13.7 Third parties’ rights.
Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
Except as set out in these Conditions, no variation of the Contract shall be effective unless it is agreed in writing and signed by the parties (or their authorised representatives).
13.9 Governing law and Jurisdiction.
The Contract and any dispute or claim (including noncontractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.
13.10 Third party websites / advertising / services
ITIR LIMITED may link to third party websites which may be of interest to you and/or include third party advertising on our site and/or use third party-provided services on our site. We do not recommend or endorse, nor are we legally responsible for, those sites or services. You use such third-party sites or services at your own risk.
Customers acknowledge and agree that we may process your personal information in accordance with the terms of our Privacy and Cookies policy which is subject to change from time to time.
13.12 Functioning of our website
ITIR LIMITED does not guarantee that our website will be uninterrupted or error-free and we are not responsible for any losses arising from such errors or interruptions. We are entitled, without notice and without liability
(a) to suspend the website for repair, maintenance, improvement or other technical reason and
(b) to make changes to our website.
13.14 Customer Account
If we permit you to create an account on our website, this is for your personal use only and is non-transferable. You must not authorise or permit any other person to use your account. You must take reasonable care to protect and keep confidential your password and other account or identity information. You must notify us immediately of any apparent breach of security such as loss, theft, misuse or unauthorised disclosure or use of a password. You are responsible for third parties who use your account or identity (unless and to the extent that we are at fault).
13.15 Subject to 13.14
We are entitled at any time for any reason and with or without notice to terminate your account on our site including deletion of all data contained therein.