C&L Aerospace Pty Ltd,Terms of Service
1. Your relationship with C&L Aerospace Pty Ltd , an Australian corporation (“C & L”)
1.1 Your use of C & L’s website (the “Website”) is subject to the terms of this agreement between you and C & L.
1.2 Unless otherwise agreed in writing with C & L, your agreement with C & L will always include, at a minimum, the terms and conditions set out in this document. These are referred to below as the “Terms”.
1.3 The Terms form a legally binding agreement between you and C & L in relation to your use of the Website. It is important that you take the time to read them carefully.
2. Accepting the Terms
2.1 In order to use the Website, you must first agree to the Terms. You may not use the Website if you do not accept the Terms.
2.2 You accept the Terms by actually using the Website. In this case, you understand and agree that C & L will treat your use of the Website as acceptance of the Terms from that point onwards.
2.3 You may not use the Website and may not accept the Terms if (a) you are not of legal age to form a binding contract with C & L, (b) you are a person barred from using the Website under the laws of the United States; or (c) you are using the Website on behalf of an entity and do not have the consent or authority to bind the entity to these Terms and Conditions.
2.4 Before you continue, you should print off or save a local copy of the Terms for your records.
2.5 You acknowledge and agree that your IP Address may be monitored by C & L to insure compliance with these Terms and Conditions.
3. Provision of the Website by C & L
3.1 You acknowledge and agree that C & L may stop (permanently or temporarily) making the Website available to you or to users generally at C & L’s sole discretion, without prior notice to you. You may stop using the Website at any time. You do not need to specifically inform C & L when you stop using the Website.
4. Use of the Website by you
4.1 In order to access the Website, you may be required to provide information about yourself (such as identification or contact details), or as part of your continued use of the Website. You agree that any registration information you give to C & L will always be accurate, correct and up to date.
4.2 You agree to use the Website only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
4.3 You agree that you will not engage in any activity that interferes with or disrupts the Website.
4.4 Before continuing to access and use the Site, you must obtain all required consents and approvals from your Company and from any customers, clients and other third parties who may be affected by, or may need to consent to, your access to and use of the Site and any of the materials, products and services provided through the Site, whether such consents and approvals are required by law or otherwise.
4.5 You agree that you are solely responsible for (and that C & L has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which C & L may suffer) of any such breach.
4.6 You agree that any product orders initiated by C & L based on your Website activities are your responsibility. You agree to pay for all products authorized through the Website at C & L’s standard prices or your current set pricing agreement with C & L.
4.7 You access and use the Site and the materials, products and services available on or through the Site or C&L at your own initiative and risk. In connection with your access to and use of the Site and that of any person authorized by you to use the Site, you are responsible for compliance with all applicable laws, regulations and policies of all relevant jurisdictions. Recognizing the global nature of the Internet, you agree to comply with all applicable local rules regarding online conduct and acceptable content. These assurances and commitments by you shall survive termination of this Agreement.
4.8 You agree to keep your login information and password confidential and not to provide or allow access to the Website to any unauthorized persons.
5. Privacy and Confidentiality
5.1 C & L agrees to keep personal data confidential and will not share such information with any third party without your consent.
5.2 You agree to the use of your data in accordance with C & L’s privacy policies.
5.3 You acknowledge that the Website contains confidential and proprietary information concerning the C & L’s business and services. Such confidential and proprietary information includes, without limitation, data and information relating to the C & L’s pricing, stock levels, repair vendors, and other technical, business, financial, and product development plans, forecasts, strategies and information. You agree not to disclose such confidential and proprietary information to any other party and that such information will be kept confidential.
6.1 You should be aware that Content presented to you through the Website may be protected by intellectual property rights which are owned by C & L or by an independent Content provider. You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by C & L or by the owners of that Content, in a separate agreement.
6.2 The Website may include hyperlinks to other web sites or content or resources. Your use of other web sites, and the offer or purchase of products or services on or through such other web sites, is subject to the terms and conditions thereof. Links do not imply that C&L is affiliated or associated with, or is legally authorized to use any trademark, tradename, logo or copyright symbol displayed in connection with or accessible through such links, or that any linked site is authorized to use any trademark, trade name, logo or copyright symbol of C&L or any of its affiliates.
6.3 You acknowledge and agree that C & L is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products, representations, warranties or other materials on or available from such web sites or resources.
6.4 You acknowledge and agree that C & L is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, representations, warranties, products or other materials on, or available from, such web sites or resources. You agree that you will bring no suit or claim against C&L arising from or based on your use of, or the offer or purchase of products or services on or through, such other web sites.
7. EXCLUSION OF WARRANTIES
7.1 NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT C & L’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
7.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK AND THAT THE WEBSITE IS PROVIDED "AS IS" AND “AS AVAILABLE.”
7.3 IN PARTICULAR, C & L, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:
(A) YOUR USE OF THE WEBSITE WILL MEET YOUR REQUIREMENTS,
(B) YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
(C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE WEBSITE WILL BE ACCURATE OR RELIABLE, AND
(D) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF THE WEBSITE WILL BE CORRECTED.
7.4 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM C & L OR THROUGH OR FROM THE USE OF THE WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
7.5 C & L FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
8. LIMITATION OF LIABILITY
8.1 SUBJECT TO OVERALL PROVISION IN PARAGRAPH 7.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT C & L, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:
(A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS.
8.2 THE LIMITATIONS ON C & L’S LIABILITY TO YOU IN PARAGRAPH 8.1 ABOVE SHALL APPLY WHETHER OR NOT C & L HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
9. Changes to the Terms
9.1 This Agreement may be updated by C&L from time to time, and may be amended to incorporate additional terms specific to certain additional C&L products or services, which you choose to purchase. All such updates and changes are effective immediately upon notice thereof, which we may give by any means, including, but not limited to, posting a revised version of this Agreement or other notice on this Site. You should view this Agreement often to stay informed of changes that may affect you, as your continued use of this Site signifies your continuing consent to be bound by the terms of this Agreement. We expressly reserve the right to make any changes to this Agreement, or to the Site and its contents, at any time without prior notice to you.
9.2 You understand and agree that if you use the Website after the date on which the Terms have changed, C & L will treat your use as acceptance of the updated Terms.
10. General legal terms
10.1 The Terms constitute the whole legal agreement between you and C & L and govern your use of the Website and completely replace any prior agreements between you and C & L in relation to the Website.
10.2 You agree that if C & L does not exercise or enforce any legal right or remedy which is contained in the Terms (or which C & L has the benefit of under any applicable law), this will not be taken to be a formal waiver of C & L’s rights and that those rights or remedies will still be available to C & L.
10.3 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
10.4 The Terms, and your relationship with C & L under the Terms, shall be governed by the laws of the State of Maine without regard to its conflict of laws provisions. You and C & L agree to submit to the exclusive jurisdiction of the courts located within the county of Penobscot, Maine to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that C & L shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
11. Governing Law; Dispute Resolution
11.1 You agree that all matters relating to your access to or use of the Site, including all disputes, will be governed by the laws of the United States and by the laws of the State of Maine without regard to its conflicts of laws provisions.
11.3 No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees.
11.4 In the event of any controversy or dispute between C & L and you arising out of or in connection with your use of the Site, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.
12. Void Where Prohibited
12.1 C & L administers and operates the Site from its location in Bangor, Maine, USA. Although the Site is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Site are available to all persons or in all geographic locations, or appropriate or available for use outside the United States.
12.2 C & L reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area.
12.3 Any offer for any feature, product or service made on the Site is void where prohibited.
12.4 If you choose to access the Site from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.
13. Entire Agreement; Proposal Supersedes:
13.1 This contract is the entire agreement between C & L and you regarding the work which is the subject of this proposal and supersedes any prior written or oral communication regarding the same.
13.2 The terms of this contract shall supersede all other terms and conditions , including those appearing on either your purchase orders or in any other documents forwarded by you incidental to any work authorization.
14. Electronic Contracting; Acceptance of Contract
14.1 THESE TERMS AND CONDITIONS GOVERN YOUR PURCHASE OF PARTS AND MAINTENANCE FROM C & L. TO AGREE TO THESE TERMS, CLICK “AGREE.” IF YOU DO NOT AGREE TO THESE TERMS, DO NOT CLICK “AGREE,” AND DO NOT USE THIS WEBSITE.
14.2 THIS IS A LEGALLY BINDING CONTRACT WITH C & L ON THE TERMS AND CONDITIONS PROVIDED, IF YOU HAVE ANY QUESTIONS OR DO NOT UNDERSTAND THESE PROVISIONS, PLEASE CONSULT AN ATTORNEY.