United States

1. Definitions

“We/our/us” means Renishaw plc

“You/your” means either:

(a) the person who places the order on the RenishawDirect.com website if that person is a sole trader; or
(b) the employer of the person who places the order on the RenishawDirect.com website if that person is acting in the course of employment

“Goods” means the goods that you have ordered and which we agree to sell to you from the RenishawDirect.com website

2. Orders

2.1 When you place an order to purchase Goods from RenishawDirect.com we will send you an e-mail confirming receipt of your order and containing the details of your order. Your order represents an offer to us to purchase Goods which is accepted by us when we send dispatch the Goods to you.

2.2 We may choose not to accept an order for any reason, in which case we will refund any money that you have already paid to us for that order or we may contact you to discuss a variation to the order.

3. Delivery

3.1 If we accept your order, Goods will normally be despatched within 1 working day subject to availability. We will use reasonable endeavours to meet delivery estimates but in no circumstances shall we be liable for non-delivery or late delivery.

3.2 Goods will normally be despatched by United Parcel Service (UPS) standard delivery to the delivery address stated in your order. We will only deliver Goods to an address in the United States.

3.3 Title and risk in the Goods will pass to you upon receipt of the Goods by you.

4. Defective Goods

4.1 You must inspect the Goods as soon as is reasonably practicable after delivery. We shall not be liable for any defect in the Goods unless written notice is given to us within 7 days of receipt by you of the Goods and the Goods are returned to us at your risk and expense.

4.2 Subject to Conditions 4.1 and 4.3 we will make good, by repair or, at our option, by the supply of a replacement, defects which under proper use appear in the Goods within a period of 30 days after the Goods have been delivered and which arise solely from faulty materials or workmanship.

4.3 We are not liable for any defect if after delivery the Goods have been:

4.3.1 used for any purpose other than that for which they were designed;
4.3.2 installed, used or stored otherwise than in accordance with our instructions for use;
4.3.3 used with equipment for which the Goods are not intended;
4.3.4 damaged, misused, neglected, not properly cleaned and stored after use or had any of their identification marks or numbers altered or removed;
4.3.5 modified or altered in any way without our prior written authorisation; or
4.3.6 damaged as a result of use or operation after any defect in them has become apparent.

4.4 Our decision on all matters governed by this Condition 4 and in particular (but without limitation) as to the nature and cause of any defect or malfunction, shall be conclusive and binding on you.

5. Limitation of Liability

NOTE - THE FOLLOWING PROVISIONS SET OUT OUR ENTIRE FINANCIAL LIABILITY FOR ANY BREACH OF CONTRACT AND ANY REPRESENTATION OR NEGLIGENCE UNDER THE CONTRACT.

5.1 All warranties, conditions and terms implied by law are excluded to the fullest extent possible.

5.2 Nothing in these Conditions excludes or limits our liability for death or personal injury caused by our negligence.

5.3 We are not liable for any delay or failure to comply with our obligations under these Conditions if the delay or failure arises from any cause which is beyond our reasonable control.

5.4 Subject to Conditions 5.1 to 5.3 above our total liability in contract, tort (including negligence and breach of statutory duty), misrepresentation or otherwise arising in connection your order is limited to $50,000. In addition, and subject to such total liability:

5.4.1 our liability for breach of obligations under Condition 4.2 is limited to the price of the relevant part of the Goods in question;
5.4.2 our liability for damage to tangible property is limited to making good or replacing damaged property;
5.4.3 we are not liable for any indirect or consequential loss or damage (including but not limited to loss of data, profits, business, goodwill or otherwise) or any claims of third parties; and
5.4.4 we are not liable for any claim unless full details of the claim have been given to us within one month of you becoming aware of the matters giving rise to the claim.

5.5 Where you resell the Goods by incorporation into your products you shall indemnify us against any third party claims arising out defects in your products. This does not apply where the defect is caused by the Goods.

6. Governing law and jurisdiction

These Conditions are governed by English law. You agree to submit to the exclusive jurisdiction of the English courts.

7. Amendments

We may alter these Conditions at any time, but this shall not affect the Conditions accepted by you upon placing an order.

8. Export control

8.1 If you intend to export or re-export any item after receipt from us (including deemed exports), you shall request and obtain all necessary licences for the use and/or export of said items.

8.2 In complying with applicable export controls we and our suppliers may need to seek an export licence and/or make a rating enquiry to the applicable government(s), which may delay a shipment. You agree that in such cases we are not liable for such delay.

Conditions of Sale (RenishawDirect.com)
Issue 2/ 7 January 2008

Renishaw plc, New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR, United Kingdom

Registered in England and Wales under number 1106260. Regulated by the Financial Services Authority and listed on the London Stock Exchange. VAT number GB 422-9005-81.