Terms & Conditions

Introduction

This website www.rejuvenated.co.uk is operated by Rejuvenated Ltd

These terms and conditions together with our Privacy Policy (the Terms) govern your use of the Website. By using the Website, you accept these Terms in full. If you disagree with any part of these Terms, we ask that you do not use the Website.  Terms and Conditions of Sale. We apply a ‘Governing Law and Jurisdiction’ our terms and conditions shall be governed by and construed in accordance with the law of England and Wales and only dealt with under the jurisdiction of the Courts of England and Wales.

Payment

We use worldpay to process card payments and can accept the following card types

Visa

Visa Debit

Maestro

Mastercard

If we do not support your card you can also make payments through pay pal who support all major card providers.

You can sign up for your free account here

Delivery

We ship worldwide from our UK head office. In countries where we have an approved distributor you will receive your products directly from the distributor.

Upon receipt of your payment we will dispatch your order. All orders received before  2 pm will be dispatched where possible the same day. This does not include weekends or bank holidays.

All items are sent by recorded delivery or via a courier – both of which will require a signature on delivery.

UK Delivery

In the Uk all orders under £50 will be charged £2.50 for standard shipping or £6.50 for special delivery. All orders over £50 will be eligible for free standard shipping.

Delivery time in the UK can take 1-2 working days for special delivery or 2-4 working days for standard delivery, although this is not guaranteed. Once it leaves our premises it is down to the carrier. Please allow at least one week for your parcel to arrive before contacting us about it.

EU Delivery

In the EU all orders under £100 will be charged £5 and over £100 will be shipped free of charge. Estimated delivery is within 5 working days, however this is not guaranteed.

All our prices include VAT, however there may be import taxes to pay according to local legislation.

Rest of the World

Delivery prices on all orders up to £150 will be charged £10 postage, all orders over £150 will be shipped free of charge. Estimated delivery is within 7-10 working days, however this is not guaranteed.

All our prices include VAT, however there may be import taxes to pay according to local legislation. Please note that in the case of Canada the amount of import duties is around 25%.

Customer Service

We believe that Customer Service is our forte and like every customer to be satisfied with the service we have provided. If you have any queries, suggestions or comments then please feel free to email us info@rejuvenated.co.uk

Returns Policy

We believe that customer satisfaction is of the utmost importance and we will always do our best to settle any concerns you may have and correct any errors where we may be at fault.

If you are unsure of which products may be suitable for you, please email us first where we can give you advice and guidance. Most of the products are for suitable for all people, however there may be customers with health concerns.

Any items you receive that are damaged or defective will be refunded. If you happen to receive an item/items in this condition, please contact us via email asap and at the very latest within 7 days of receiving the parcel. We will happily send out a replacement product asap, or refund you the amount minus the postage.  You have the right to return any item unopened and unused product within 7 days of receipt and we will provide a full refund via your original purchase method.

Please do not post products back to us without first contacting us via email and a solution being agreed. We will do our best to reach a conclusion where both parties are happy and satisfied. Once we are at this point then products may be returned and we will provide you with full return details.

Intellectual property rights

The Website and all intellectual property protecting the Website ("Content") are the sole and exclusive property of us or our licensors.

You may view the Website on your computer screen and print its contents on your printer for your personal and non-commercial use only. For the avoidance of doubt, anything printed will form part of the Content.

Without our written consent, you may not use, transfer, adapt, copy or reproduce any part of the Content, this Website or its source HTML code in whole or in part, in any form or by any means, electronic, mechanical or otherwise, except for the sole purpose of viewing its content. This includes electronic reproduction by uploading or downloading.

You warrant that it is legal for you to view this Website in the jurisdiction to which you are subject. You are responsible for compliance with all laws of that jurisdiction, in viewing or using the Content.

All Contents of this Website are: © Rejuvenated Ltd.

Licence to use the Website

Provided you are eligible to use the Website you may view, download for caching purposes only, and print pages from the Website for your own personal use, subject to the restrictions below.

You must not without our express written consent:

republish material from the Website (including republication on another website);

sell, rent or otherwise sub-license material on the Website;

reproduce (by downloading or uploading), duplicate, copy or otherwise exploit material on the Website for a commercial purpose.

Restricted access

Access to the My Account section of the Website is restricted to registered users.

You have the ability to register on the Website which may enable you to access restricted areas of the Website or other content or services.

Wherever you are asked to provide information in connection with the Website, you agree to provide true, accurate, current and complete details. You are not obliged to provide us with any optional information requested. You also agree to maintain and promptly update information provided when you registered with the Website and any other information you provide to us, to keep it accurate, current and complete, and to maintain the security of your login and password. Please see our Privacy Policy which forms part of the Terms.

You accept responsibility for all activities that occur under your user account including without limitation your interaction with other users of the Website.

We reserve the right to restrict access to areas of the Website, or indeed the whole Website, at our discretion.

We may disable your account and password at our discretion.

Customer Testimonials

You are solely responsible for any content (in whatever form) that you upload, publish, display, post on, or transmit to or share with other users on the Website (User Content) and we accept no responsibility in relation to the same.

You agree that we are under no obligation to pre-screen or control User Content that is made available on the Website and as such we do not guarantee the suitability, accuracy or quality of such content.

However, we may take such action as we deem appropriate to deal with the posting of unsuitable User Content, including suspending or cancelling your account, restricting your access to the Website, or commencing legal proceedings against you.

Ownership of your User Content, and any intellectual property and proprietary rights in your User Content remains with you. However, by uploading, publishing, displaying, posting or transmitting User Content on the Website, you hereby grant us a worldwide, irrevocable, non-exclusive, royalty-free licence to use, reproduce, adapt, publish, translate and distribute such material in any media, together with the right to sub-licence such rights.

You must not use the Website in any way that causes, or may cause, damage to the Website or impairment of the availability or accessibility of the Website.

You must not use the Website in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.

You must not use the Website for any purposes related to marketing without our express written consent.

You must not use the Website to copy, publish or send mass mailings or spam.

You must not use the Website to copy, publish or send material which is illegal or unlawful, or material which could give rise to legal action under English and other applicable law. All material you copy, publish or send via the Website must not be defamatory, obscene, indecent, hateful, discriminatory or inflammatory; such material must not infringe any person's intellectual property rights or rights of confidence, impinge upon any person's privacy, or constitute incitement to commit a crime; further, material must not be misleading, deceptive, sexually explicit, threatening, abusive, harassing or menacing.

You agree to indemnify us, our officers, employees or licensors in respect of any loss that we or they may suffer as a result, directly or indirectly, of any breach by you of any provision of this section 5.

Limitations of liability

The information on the Website is provided free-of-charge. You agree that you use the Website entirely at your own risk.

Whilst we endeavour to ensure that the information on the Website is correct, we make no warranties, whether express or implied in relation to its suitability, reliability, completeness or accuracy for any purpose; nor do we commit to ensuring that the Website remains available or that the material on the Website is kept up-to-date.

We acknowledge that we may be liable for direct and foreseeable losses arising from our acts or omissions in connection with the Website. However, in all other circumstances we shall not be liable for any damages whatever, including but without limitation to, loss of or damage to property, damages for loss of use, data or profits, arising out of the use or performance of the Website, the provision of or failure to provide services, or for any information obtained through the Website, or otherwise arising out of the use of the Website or interactions betweens users of the Website (whether online or offline), whether based on contract, tort (including negligence), or otherwise, without limitation, even if we have been advised of the possibility of damage.

However, nothing in these terms and conditions shall exclude or limit our liability for fraud, for death or personal injury caused by our negligence, or for any other liability which cannot be excluded or limited under applicable law.

If you are dissatisfied with any portion of the Website, or with any of these terms and conditions, your sole remedy, except as specifically provided in these terms and conditions, is to stop using the Website.

Variation

We may revise these terms and conditions from time-to-time and without individual notice to you. Please check this page regularly to ensure you are familiar with the current version. You will be deemed to have accepted any modifications if you continue to use the Website after they have been posted.

Availability

We reserve the right at any time to modify or discontinue, temporarily or permanently, your access to or use of the Website with or without notice.

Virus Protection and Compatibility

While certain precautions have been taken to detect computer viruses and ensure security, we cannot guarantee that the Website is virus-free and secure.

We shall not be liable for any loss or damage which occurs as a result of any virus or breach of security. We do not give any warranties as to the compatibility of the Website with your computer systems, software and/or hardware.

Entire agreement

These terms and conditions constitute the entire agreement between you and us in relation to your use of the Website, and supersede all previous agreements in respect of your use of the Website.

General

A failure or delay by us in enforcing compliance with these terms and conditions shall not be a waiver of that or any other provision of these terms and conditions.

If any of these terms and conditions shall be unlawful, void or for any reason unenforceable then that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

None of these terms and conditions shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by any third party.

Law and jurisdiction

These terms and conditions will be governed by and construed in accordance with English law, and any disputes relating to these terms and conditions shall be subject to the exclusive jurisdiction of the courts of England.

Trading Name

Collagen Shots is a trading name of Rejuvenated Ltd. Registered in England No. 4877342 Registered address: Fern Glen B, Hathersage Road, Sheffield, S17 3AB. Our contact details: info@rejuvenated.co.uk

If you have any questions about these terms and conditions, please write to us by email to info@rejuvenated.co.uk or by post to:
Fern Glen B, Hathersage Road, Sheffield, S17 3AB

Alternatively you can contact us by telephone on +44 (0)114 2356585

Stockist Terms & Conditions

1)

Interpretation

1.1)

Definitions. In these Conditions, the following definitions apply:

• Business Day: a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.

• Conditions: the terms and conditions set out in this document as amended from time to time in accordance with clause 11.6.

• Contract: the contract between the Supplier and the Customer for the sale and purchase of the Goods in accordance with these Conditions.

• Customer: the person or firm who purchases the Goods from the Supplier.

• Force Majeure Event: has the meaning given in clause 10.

• Goods: the goods (or any part of them) set out in the Order.

• Order: the Customer's order for the Goods, as set out in the Customer's purchase order form, the Customer's written acceptance of the Supplier's quotation, or overleaf, as the case may be.

• Specification: any specification for the Goods that is agreed in writing by the Customer and the Supplier.

• Supplier: Rejuvenated Limited (registered in England and Wales with company number 04877342).

• Trademarks: “Rejuvenated”, “Rejuvenated Limited” “Collagen Shots” “H30 Night Repair” “Be Skinny Eat Me” “Be Skinny Bites” “Be Skinny Re-set” registered to the Supplier and any further trademarks which the Supplier may, by express notice in writing, permit or procure permission for the Customer to use in marketing the Goods.

1.2)

Construction. In these Conditions, the following rules apply:

• A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).

• A reference to a party includes its personal representatives, successors or permitted assigns.

• A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.

• Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.

• A reference to writing or written includes faxes.

2)

Basis of contract

2.1)

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.

2.2)

The Order constitutes an offer by the Customer to purchase the Goods in accordance with these Conditions. The Customer is responsible for ensuring that the terms of the Order and any applicable Specification (if any) submitted by the Customer are complete and accurate.

2.3)

The Order shall only be deemed to be accepted when the Supplier issues a written acceptance of the Order, at which point the Contract shall come into existence.

2.4)

The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of the Supplier which is not set out in the Contract.

2.5)

Any samples, drawings, descriptive matter, or advertising produced by the Supplier and any descriptions or illustrations contained in the Supplier's catalogues or brochures or displayed on the Supplier’s website are produced 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.

3)

Goods, promotion and Trademarks

3.1)

The Goods are described in the Supplier's catalogue and on the Suppliers website, as modified by any applicable Specification.

3.2)

The Supplier reserves the right to amend the specification of the Goods and any Specification if required by any applicable statutory or regulatory requirements.

3.3)

The Supplier grants to the Customer a non-exclusive right to use the Trademarks for the promotion, advertisement and sale of the Goods which may be revoked by the Supplier at any time by the Supplier providing the Customer with 3 months notice in writing of such revocation.

3.4)

All marketing and promotional material or including the Trademark(s) or any of them or any representations of the Trademark that the Customer intends to use must be approved in writing by the Supplier before use.

3.5)

The Customer shall not alter or make any addition to the labelling or the packaging of the Goods nor will it remove any of the Trademarks from the Goods prior to re-sale without the prior written consent of the Supplier.

3.6)

The Customer shall not re-sell the Goods through E-Bay, Amazon or any similar online market place.

3.7)

The customer shall not use the Trademarks or brand names of the goods to market any other products.

4)

Delivery and export

4.1)

The Supplier shall ensure that:

• Each delivery of the Goods is accompanied by a delivery note which shows the date of the Order, all relevant Customer and Supplier reference numbers, the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Order is being delivered by instalments, the outstanding balance of Goods remaining to be delivered; and

• If the Supplier requires the Customer to return any packaging materials to the Supplier, that fact is clearly stated on the delivery note. The Customer shall make any such packaging materials available for collection at such times as the Supplier shall reasonably request. Returns of packaging materials shall be at the Supplier's expense.

4.2)

The Supplier shall deliver the Goods to the location set out in the Order or such other location as the parties may agree (Delivery Location).

4.3)

Delivery of the Goods shall be completed upon delivery of the Goods to the Delivery Location.

4.4)

Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. The Supplier shall not be liable for any delay in delivery of the Goods that is caused by a Force Majeure Event or the Customer's failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

4.5)

If the Supplier fails to deliver the Goods, its liability shall be limited to a refund of the amount paid by the Customer to the Supplier. The Supplier shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event or the Customer's failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

4.6)

The Customer shall not be entitled to reject the Goods if the Supplier delivers up to and including 10% more or less than the quantity of Goods ordered, but a pro rata adjustment shall be made to the Order invoice on receipt of notice from the Customer that the wrong quantity of Goods was delivered.

4.7)

The Supplier 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)

The Customer shall be responsible for complying with any legislation or regulation governing the importation of the Goods into the country of destination and for the payment of any applicable duties.

5)

Quality

5.1)

The Supplier warrants that on delivery, the Goods shall:

• Conform in all material respects with their description and any applicable Specification;

• Be free from material defects in design, material and workmanship; and

• Be fit for any purpose held out by the Supplier.

5.2)

Subject to clause 5.3, if:

• The Customer gives notice in writing to the Supplier within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in clause 5.1;

• The Supplier is given a reasonable opportunity of examining such Goods; and

• The Customer (if asked to do so by the Supplier) returns such Goods to the Supplier's place of business at the Supplier's cost,

• The Supplier shall, at its option, repair or replace the defective Goods, or refund the price of the defective Goods in full.

5.3)

The Supplier shall not be liable for Goods' failure to comply with the warranty set out in clause 5.1 in any of the following events:

• The Customer makes any further use of such Goods after giving notice in accordance with clause 5.2;

• The defect arises because the Customer failed to follow the Supplier's oral or written instructions as to the storage, or use of the Goods;

• The Customer alters the Goods without the written consent of the Supplier;

• The defect arises as a result of wilful damage, negligence, or abnormal storage; or

• The Goods differ from their description or the Specification (if any) as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.

5.4)

Except as provided in this clause 5, the Supplier shall have no liability to the Customer in respect of the Goods' failure to comply with the warranty set out in clause 5.1.

5.5)

The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.

5.6)

These Conditions shall apply to any replacement Goods supplied by the Supplier.

6)

Title and risk

6.1)

The risk in the Goods shall pass to the Customer upon delivery to the Delivery Port of your choice.

7)

Price and payment

7.1)

The price of the Goods shall be the price set out in the Order, or, if no price is quoted, the price set out in the Supplier's published price list in force as at the date of delivery.

7.2)

The Supplier may, by giving notice to the Customer at any time up to 2 Business Days before delivery, increase the price of the Goods to reflect any increase in the cost of the Goods that is due to:

• Any factor beyond the Supplier's control (including foreign exchange fluctuations, increases in taxes and duties, and increases in labour, materials and other manufacturing costs);

• Any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Specification; or

• Any delay caused by any instructions of the Customer or failure of the Customer to give the Supplier adequate or accurate information or instructions.

7.3)

The price of the Goods is exclusive of the costs and charges of packaging, insurance and transport of the Goods, which shall be invoiced to the Customer.

7.4)

The price of the Goods is exclusive of amounts in respect of value added tax (VAT). The Customer shall, on receipt of a valid VAT invoice from the Supplier, pay to the Supplier such additional amounts in respect of VAT as are chargeable on the supply of the Goods.

7.5)

The Supplier may invoice the Customer for the Goods on or at any time after the completion of delivery.

8)

Termination and suspension

8.1)

If the Customer becomes subject to any of the events listed in clause 8.2, the Supplier may terminate the Contract with immediate effect by giving written notice to the Customer.

8.2)

For the purposes of clause 8.1, the relevant events are:

• The Customer suspends, or threatens to suspend, payment of its debts, or is unable to pay its debts as they fall due or admits inability to pay its debts, or (being a company or limited liability partnership) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986, or (being an individual) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986, or (being a partnership) has any partner to whom any of the foregoing apply;

• The Customer commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors [other than (where the Customer is a company) where these events take place for the sole purpose of a scheme for a solvent amalgamation of the Customer with one or more other companies or the solvent reconstruction of the Customer];

• (being a company) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of the Customer, other than for the sole purpose of a scheme for a solvent amalgamation of the Customer with one or more other companies or the solvent reconstruction of the Customer;

• (being a company) an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over the Customer;

• (being a company) the holder of a qualifying floating charge over the Customer's assets has become entitled to appoint or has appointed an administrative receiver;

• A person becomes entitled to appoint a receiver over the Customer's assets or a receiver is appointed over the Customer's assets;

• (being an individual) the Customer is the subject of a bankruptcy petition or order;

• A creditor or encumbrancer of the Customer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and such attachment or process is not discharged within 14 days;

• Any event occurs, or proceeding is taken, with respect to the Customer in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 8.2(a) to clause 8.2(f) (inclusive);

• The Customer suspends, threatens to suspends, ceases or threatens to cease to carry on all or a substantial part of its business;

• The Customer's financial position deteriorates to such an extent that in the Supplier's opinion the Customer's capability to adequately fulfil its obligations under the Contract has been placed in jeopardy; and

• (being an individual) the Customer dies or, by reason of illness or incapacity (whether mental or physical), is incapable of managing his or her own affairs or becomes a patient under any mental health legislation.

8.3)

Without limiting its other rights or remedies, the Supplier may suspend provision of the Goods under the Contract or any other contract between the Customer and the Supplier if the Customer becomes subject to any of the events listed in clause 8.2(a) to clause 8.2(l), or the Supplier 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.

8.4)

Termination of the Contract, however arising, shall not affect any of the parties' rights, remedies, obligations and liabilities that have accrued as at termination.

8.5)

Clauses which expressly or by implication survive termination of the Contract shall continue in full force and effect.

9)

Limitation of liability

9.1)

Nothing in these Conditions shall limit or exclude the Supplier's liability for:

• Death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors (as applicable);

• Fraud or fraudulent misrepresentation;

• Breach of the terms implied by section 12 of the Sale of Goods Act 1979;

• Defective products under the Consumer Protection Act 1987; or

• Any matter in respect of which it would be unlawful for the Supplier to exclude or restrict liability.

9.2)

Subject to clause 9.1:

• The Supplier shall under no circumstances whatever 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

• The Supplier'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 100% of the price of the Goods.

• The Supplier shall not be liable where the Supplier provides the Customer with product information (including but not limited to labelling) about any conditions, recommendations or warnings necessary to ensure that the Goods will be safe but the Customer ignores, removes or changes (whether in writing or orally) the product information. For the avoidance of doubt this limitation includes but is not limited to circumstances where the Customer exceeds the recommended daily intake of any of the Goods.

10)

Force majeure

• Neither party shall be liable for any failure or delay in performing its obligations under the Contract to the extent that such failure or delay is caused by a Force Majeure Event. A Force Majeure Event means any event beyond a party's reasonable control, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including strikes, lock-outs or other industrial disputes (whether involving its own workforce or a third party's), failure of energy sources or transport network, acts of God, war, terrorism, riot, civil commotion, interference by civil or military authorities, national or international calamity, armed conflict, malicious damage, breakdown of plant or machinery, nuclear, chemical or biological contamination, sonic boom, explosions, collapse of building structures, fires, floods, storms, earthquakes, loss at sea, epidemics or similar events, natural disasters or extreme adverse weather conditions, or default of suppliers or subcontractors.

11)

General

11.1)

Assignment and other dealings.

• The Supplier may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract.

• The Customer may not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights or obligations under the Contract without the prior written consent of the Supplier.

11.2)

Notices.

• Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service, commercial courier or fax.

• A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 11.2(a); 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; if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or, if sent by fax, one Business Day after transmission.

• The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

11.3)

Severance.

• 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.

• If any provision or part-provision of this Contract is invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.

11.4)

Waiver. A waiver of any right or remedy under the Contract or law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. No failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

11.5)

Third party rights. A person who is not a party to the Contract shall not have any rights to enforce its terms.

11.6)

Variation. Except as set out in these Conditions, no variation of the Contract, including the introduction of any additional terms and conditions, shall be effective unless it is in writing and signed by the Supplier.

11.7)

Governing law. The Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with the law of England and Wales.

11.8)

Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).