Marine Rescue Technologies Sea Marshall AU9, User Manual

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Sea Marshall AU9 User Manual v2.8
MRT Ltd. © 2014
33
XI • Terms & Conditions of Sale
1 Definitions & Interpretation
(a) The definitions and rules of interpretation in this clause apply
in these Conditions.
Annual Maintenance/Support: an annual programme of
maintenance, repairs and support in respect of marine safety
equipment in accordance with relevant Maintenance Protocols
available from the Supplier under an Annual Maintenance &
Recertification Agreement.
Annual Maintenance & Recertification Agreement: the
Supplier’s separate Annual Maintenance & Recertification Service
Agreement covering Annual Maintenance/Support and Annual
Recertification.
Annual Recertification: means annual recertification of marine
safety equipment as being in Good Working Order by the Supplier
following completion of Annual Maintenance/Support available
from the Supplier under an Annual Maintenance & Recertification
Agreement.
Conditions: these Terms & Conditions of Sale.
Contract: the Customer's order and the Supplier's acceptance of it
in accordance with clause 3(c), which incorporates these
Conditions.
Customer: the person, firm or company who purchases
Equipment from the Supplier.
Equipment: the equipment to be purchased by the Customer
from the Supplier under the Contract, including all hardware and
related Software, and all substitutions, replacements or renewals of
such items and all related accessories, manuals and instructions
provided (including without limitation any part or parts thereof).
Good Working Order: means operation in accordance with
relevant operating manuals, specifications and other manufacturer
documentation.
Intellectual Property Rights: patents, rights to inventions, copyright
and related rights, trade marks, trade names, domain names,
rights in get-up, rights in goodwill or to sue for passing off, unfair
competition rights, rights in designs, rights in computer software,
database rights, topography rights, moral rights, rights in
confidential information (including without limitation know-how
and trade secrets) and any other intellectual property rights, in
each case whether registered or unregistered and including
without limitation all applications for and renewals or extensions of
such rights, and all similar or equivalent rights or forms of
protection in any part of the world.
Maintenance Protocols: the Supplier’s published procedures,
requirements and protocols for routine preventative and corrective
maintenance, repairs and support of marine safety equipment
supplied by it (including hardware maintenance and repair,
Software updates and maintenance) from time to time to ensure it
is in Good Working Order.
Software: means one or more computer programs in object code
format, whether stand alone or bundled with other hardware or
software supplied as part of the Equipment, including embedded
code, and all related documentation supplied under the Contract.
Supplier: Marine Rescue Technologies Limited (Company No.
04202403), Registered Office: Halifax House, 30-34 George Street,
Hull, East Yorkshire HU1 3AJ.
VAT: value added tax chargeable under English law for the time
being and any similar additional tax.
(b) Clause headings shall not affect the interpretation of these
Conditions. References to clauses are to the clauses of these
Conditions
(c) A person includes a natural person, corporate or
unincorporated body (whether or not having separate legal
personality).
(d) A reference to a company shall include any company,
corporation or other body corporate, wherever and however
incorporated or established.
(e) Unless the context otherwise requires, words in the singular
shall include the plural and in the plural include the singular.
(f) Unless the context otherwise requires, a reference to one
gender shall include a reference to the other genders.
(g) A reference to a statute or statutory provision is a reference to
it as amended, extended or re-enacted from time to time.
(h) A reference to writing or written includes faxes and e-mail.
2 Application of Conditions
(a) These Conditions shall:
(i) apply to and be incorporated in the Contract; and
(ii) prevail over any inconsistent terms or clauses contained in or
referred to in the Customer's purchase order, confirmation of
order, or specification, or implied by law, trade custom, practice or
course of dealing.
(b) No addition to, variation of, exclusion or attempted exclusion
of any term of these Conditions shall be binding on the Supplier
unless in writing and signed by a duly authorised representative of
the Supplier.
(c) Each of the Supplier and the Customer warrant to each other
that it has full capacity and authority to enter into and perform the
Contract, and that those signing the Contract are duly authorised
to bind the party for whom they sign.
3 Basis of Sale
(a) Any quotation is valid for a period of 30 days only, and the
Supplier may withdraw it at any time by notice to the Customer.
(b) Each order or acceptance of a quotation for Equipment by the
Customer shall be deemed to be an offer by the Customer subject
to these Conditions. The Customer shall ensure that its order is
complete and accurate.
(c) A binding contract shall not come into existence between the
Supplier and the Customer unless and until the Supplier issues a
written order acknowledgement to the Customer, or the Supplier
delivers the Equipment (as appropriate) to the Customer
(whichever occurs earlier).
(d) The Supplier may deliver the Equipment by separate
instalments. Each separate instalment shall be invoiced and paid
for in accordance with the provisions of the applicable Contract.
Each instalment shall be a separate Contract and no cancellation
or termination by either party of any one Contract relating to an
instalment shall entitle the Customer to repudiate or cancel any
other Contract or instalment.
(e) No order for Equipment which has been acknowledged by
the Supplier may be cancelled by the Customer, except with the
agreement in writing of the Supplier and provided that the
Customer indemnifies the Supplier in full against all loss (including
without limitation loss of profit), costs (including without limitation
the cost of all labour and materials used), damages, charges and
expenses incurred by the Supplier as a result of cancellation.
Details of cancellation charges is available from the Supplier upon
request.
(f) Certain Software products require product activation prior to
being fully enabled. Orders for Software purchases may not under
any circumstances be cancelled after product activation, including
those purchases and/or downloads originating through a
web-based transaction.
(g) The United Nations Convention on Contracts for the
International Sale of Goods shall not apply to any Contract made
subject to these Conditions.
4 Quantity and Description
(a) The quantity and description of the Equipment shall be as set
out in the Supplier's acknowledgement of order or (if there is no
acknowledgement of order) quotation.
(b) All samples, drawings, descriptive matter, specifications and
advertising issued by the Supplier, and any descriptions or
illustrations contained in the Supplier's catalogues or brochures are
issued or published for illustrative purposes only and they do not
form part of the Contract.
(c) Any typographical, clerical or other error or omission in any
sales literature, quotation, price list, acceptance of offer, invoice or
other document or information issued by the Supplier shall be
subject to correction without any liability on the part of the
Supplier.
(d) The Supplier reserves the right (but does not assume the
obligation) to make any changes in the specification of the
Equipment which are required to conform with any applicable
legislation or, where the Equipment is to be supplied to the