In this document the following words shall have the following meanings:
1.1. "Agreement" means these Terms and Conditions;
1.2. “Customer" means the organisation or person who purchases goods and services from the Supplier;
1.3. “Supplier", “We”, or “Our” means Nova Q Ltd. of B21 KCR Estate, Kimmage, Dublin, D12 X278, Ireland;
1.4. "Intellectual Property Rights" means all patents, registered and unregistered designs, copyright, trade marks, know-how and all other forms of intellectual property wherever in the world enforceable;
1.5. “Our website” means www.nova-q.ie;
1.6. “Online Shop” means the products listed on our website which are available for purchase online;
1.7. “Manufacturer” means the original manufacturer of the goods.
2.2. Please read these terms and conditions carefully before ordering any products from our website. You should understand that by ordering any of our products, you agree to be bound by these terms and conditions. You should print a copy of these terms and conditions for further reference.
2.3. Please tick the box marked “I agree to the Nova Q Terms and Conditions” at the end of ordering process if you accept them. Please understand that if you refuse to accept these terms and conditions, you will not be able to order any products from our website.
3.1. The price for the supply of goods are as set out on our website.
3.2. After placing an order, you will receive an e-mail from us acknowledging that we have received your order. Please not that this does not mean that your order has been accepted. Your order constitutes an offer to us to buy a product. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an e-mail that confirms that we have accepted your order. The contract between us will only be formed when we send you the acceptance confirmation.
3.3. The contract will relate only to those products we have confirmed in the acceptance confirmation. We will not be obligated to supply any other products which may have been part of the order until the acceptance of such products has been confirmed in a separate acceptance confirmation.
3.4. Unless expressly quoted as excluding VAT, all prices advertised on the website are inclusive of VAT or any other government taxes or duties, which, if applicable, shall be paid by the customer.
3.5. All prices are exclusive of delivery costs, which will be added to your total order before checkout.
3.6. Prices are liable to change at any time, but changes will not affect orders in respect of which we have already sent you an acceptance confirmation.
3.7. Payment for all products must be by credit or debit card. Authority for payment must be given at the time of order. If there is a problem taking payment for all or part of your order, we may contact you by telephone or e-mail. We shall not despatch any products until we receive cleared funds. No payment shall be deemed to have been received until we have received cleared funds.
Any drawing, photographs, descriptions or advertising we issue, and any photographs, descriptions or illustrations contained on our website, are issued or published solely to provide you with an approximate idea of the Products they describe. They do not form part of the contract between you and us or any other contract between you and us for the sale of the products. For the avoidance of doubt no description, specification or illustration contained in any product pamphlet or other sales or marketing literature of the Supplier and no representation written or oral, correspondence or statement shall form part of the contract.
5.1. The date of delivery specified by the Supplier is an estimate only. Time for delivery shall not be of the essence of the contract and the Supplier shall not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the goods.
5.2. All risk in the goods shall pass to the Customer upon delivery.
6.1. Any claims against the condition of the goods must be made within five (5) days after the customer’s receipt of the goods. All other claims, including claims for defective or out of specification products must be made within thirty (30) days after the customer’s receipt of the goods.
6.2. No claim will be allowed or returned goods accepted if the goods have been treated or processed in any manner, except upon proof satisfactory to the manufacturer of the existence of a latent defect not ascertainable prior to use and then only if such defect is notified in writing within fifteen (15) days after such defect becomes apparent.
7.1. The risk in the goods shall pass from the seller to the buyer upon delivery of such goods to the buyer
7.2. The goods may be disposed of by the customer. Claims for proceeds from the re-sale are deemed to be the property of the company. On demand by the company the customer shall disclose the true ownership in the goods to the sub-purchaser.
7.3. In the event that the goods are mixed or fused with the material belonging to the customer or the third parties in such a way so as to form a new inseparable product, ownership in the new product shall be deemed to arise in the hands of the Supplier to the extent of the value of the contribution of the goods supplied by him to the new product.
7.4. If the goods are processed by the customer so as to form a new product, ownership of the new product shall be deemed to arise in the hands of the Supplier in proportion to the value of the goods supplied by the company.
7.5. Title to the goods and all other goods which have been delivered to the customer but not yet paid for shall not pass to the customer until the other goods have also been paid for in full.
8.1. The Supplier warrants that at the time of sale, it will have title to sell goods to the customer.
8.2. The Supplier warrants that the goods sold to the customer will conform with the specification for them published by the manufacturer.
8.3. Except as expressly stated in this Agreement, all warranties whether express or implied, by operation of law or otherwise, are hereby excluded in relation to the goods and services to be provided by the Supplier.
9.1. The entire liability of the Supplier to the Customer in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the price paid by the Customer to which the claim relates.
9.2. In no event shall the Supplier be liable to the Customer for any loss of business, loss of opportunity or loss of profits or for any other indirect or consequential loss or damage whatsoever. This shall apply even where such a loss was reasonably foreseeable or the Supplier had been made aware of the possibility of the Customer incurring such a loss.
All Intellectual Property Rights produced from or arising as a result of the performance of this Agreement shall, so far as not already vested, become the absolute property of the Supplier, and the Customer shall do all that is reasonably necessary to ensure that such rights vest in the Supplier by the execution of appropriate instruments or the making of agreements with third parties.
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, World Health Organisation (WHO)-declared pandemic or government response to WHO-declared pandemic, or the delay or failure in manufacture, production, or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature and extent of such events.
The Supplier and the Customer are contractors independent of each other, and neither has the authority to bind the other to any third party or act in any way as the representative of the other, unless otherwise expressly agreed to in writing by both parties. The Supplier may, in addition to its own employees, engage sub- contractors to provide all or part of the services being provided to the Customer and such engagement shall not relieve the Supplier of its obligations under this Agreement or any applicable Specification Document.
The Customer shall not be entitled to assign its rights or obligations or delegate its duties under this Agreement without the prior written consent of the Supplier.
Unit B21, KCR Industrial Estate, Kimmage, Dublin, Ireland D12 X278