Terms

FiltaCool (UK) Limited

Trading Terms and Conditions

1. These Terms and Conditions (this 'Agreement' or these Terms') set out the agreement between You and Us under which We will provide the Services to You. You should read this document carefully, as by receiving and accepting these Terms and submitting an Order, You are accepting the Terms in their entirety. If You do not agree with anything contained in this Agreement, We cannot provide Services to You unless an agreed amendment to these terms and conditions is provided to You in writing.

2. We may, from time to time, change some or all of the terms of this Agreement. The terms which will apply to You are as those which appear on Our website at www.filtacool.co.uk (the 'Site') on the date on which You order Services from Us (Your 'Order') and You should print out and retain a copy of those terms at the time at which You give Us Your Order.

3. Within these Terms & Conditions, references to FiltaCool and to 'We' 'Our1 and 'Us', mean FiltaCool (UK) Ltd or anyone acting on behalf of FiltaCool (UK) Ltd. "FiltaCool" is a trading name of FiltaCool (UK) Ltd, who can be contacted at FiltaCool (UK) Ltd, The Locks, Hillmorton, Rugby CV21 4PP or by email to info@filtacool.co.uk .

4. References to 'the Customer1 and to 'You' and 'Your(s)' mean any individual or company agreeing to purchase Services from FiltaCool (UK) Ltd or anyone acting for or on behalf of any such purchaser. For the purpose of this Agreement, 'Services' means the provision of chilled room services / provision of filters to You by Us in accordance with the order placed by You (Your 'Order').

The Order Process

5. Full details of the Order process for the Services that We provide, as well as for the submission of orders, as explained by our authorised persons.

6. When You place Your Order for Services, You have an opportunity to check the details and correct any errors in the information You have entered. As soon as You 'accept' Your Order by signing in the appropriate place on the order form, the contract between You and Us will be concluded.

7. Orders submitted by You without a prior quote or proposal from Us will be treated as an offer to buy which will be acknowledged, until We confirm acceptance of Your order, no contract exists.

8. This Agreement starts when We accept Your Order under sections 8 and 9 and will continue unless and until either: a. Your monthly subscription expires and is not renewed (if You have purchased for an agreed term only) b. Either party giving one calendar months notice

Cancellation

9. You have the right to cancel the Services within 24 hours of signing the confirmation, provided no filters have been fitted or work carried out. After 24 hours, there is no further right to cancel the Services other than in line with the agreed notice period and the Price shown in Our agreement is payable in full. If You wish to exercise Your right to cancel under this section, You should email Us at info@filtacool.co.uk within 24 hours of signature of Your Order / agreement.

Prices

10. VAT is applicable and added to all prices at the prevailing rate at the time of charging.

Payment

11. All payments are due in advance by Standing Order payable on the 1st day of each month, directly to Our bank, details of which are on the Standing Order Mandate provided, we will issue an invoice on receipt of payment into our bank, which will be sent to you electronically by e-mail unless otherwise agreed.

12. All payments must be made in UK Pounds Sterling.

13. If You fail to make any payment within 14 days We will be entitled to suspend provision of any and all further Services until payment is made in full, if it is deemed there is a pur poseful failure to pay, this may result in legal proceedings being brought against You and/or Your organisation.

Retention of Title

14. FiltaCool panels are supplied on a monthly rental basis, with title to the FiltaCool panels, and any other equipment provided by FiltaCool, remaining with FiltaCool at all times. In the event of the cancellation of any agreement You will allow reasonable access to FiltaCool staff to collect all items belonging to FiltaCool.

Your obligations

15. By utilising any or all of Our services, You grant Us a perpetual, royalty-free non­exclusive licence to reproduce, modify and make available any case studies / testimonials in whole or in part, resulting from the provision of the services to You. If you do not wish to grant this licence you must inform us, in writing, and obtain a written acceptance that this clause does not apply.

16. Your use of the Services We provide does not entitle You to any rights in relation to any of Our Intellectual Property Rights and; in particular, to use the trading style of "FiltaCool" in any way whatsoever without Our prior written consent.

17. You may not misuse any equipment provided. 'Misuse' includes (without limitation) by any means in any event.

18. You agree to indemnity and hold Us harmless from all claims, costs and reasonable expenses (including legal expenses) that arise as a result of any breach or alleged breach of any of Your obligations under this Agreement.

Our obligations

19. We undertake to ensure that Your services / filters are provided on Your premises in a timely manner and We will use all reasonable endeavours to ensure that service quality is maintained, though We will not be liable if for any reason access to Your premises is unavailable at any time or for any period.

20. Service provision may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond Our control.

21. We may at any time without notification make changes to the service in order to comply with applicable regulatory or statutory requirements or Codes of Practice.

Force Majeure

22. Whilst We will use Our reasonable endeavours to complete Our obligations under this Agreement. We will not be liable to You or be deemed to be in breach of this Agreement if We need to cancel this Agreement due to Our inability to secure labour, materials or supplies or as a result of any act of God, war, strike or other labour dispute, fire, flood, drought, legislation, criminal damage, equipment or technical failures, including the unavailability of third party telecommunications, services, lines or other equipment, or other causes beyond Our control.

Indemnity

23. You will fully indemnify Us for any loss or damage suffered by Us for breach of the terms of the agreement.

Limitation of Liability

24. Other than set out in this Agreement, We make no representations, (and expressly disclaim all) warranties, conditions and other terms express or implied by statute, collaterally or otherwise, with respect to the service provisions.

25. To the fullest extent permissible by law, We will not be liable for damages arising out of or in connection with the provision of the Services. Whilst this is a comprehensive limitation of liability applying to any and all losses, damages or costs of any kind including (without limitation) direct, indirect or consequential damages, loss of data, income or profit, loss of or damage to property and claims of third parties. We do not limit Our liability if, as a result of Our negligence You die or are injured, or if You suffer loss as a consequence of any fraud by Us.

Amendment of Terms

26. We may, at any time, revise these Terms by updating these Terms. As and when such amendments are proposed you will be informed in writing, by e-mail, and supplied with a revised copy of these Trading Terms and Conditions. Certain pro visions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages at this Site.

Language & Filing

27. These Terms will be concluded in English and will not be filed.

Jurisdiction

28. This Agreement will be governed by and construed in all respects in accordance with English law and the parties agree to submit to the exclusive jurisdiction of the English courts.