Goods and Services Agreement

PRIVACY

1. Please refer to our Privacy Policy for more information on how Codemaker collects, uses and shares the information we receive from you. The Privacy Policy forms part of these Terms and Conditions.
2. You consent that in order to process your order and to protect you and Codemaker from fraudulent transactions, Codemaker may provide your order information to reputable third parties to perform address verifications and to assist in fulfilling or delivering your order.

ORDERING AND CONCLUSION OF AGREEMENT

1. Unless specified to the contrary elsewhere herein, this Agreement shall come into force when we accept your order for Goods or Services which we will acknowledge by emailing a confirmation notice to the email address you provide to us.
2. Codemaker reserves the right to reject your order. For example, Codemaker may reject your order if you do not live in a country for which Services may be offered (currently, Codemaker offers its Goods and Services within the Republic of Ireland and the United Kingdom) or if we do not have enough stock to fulfill your order.
3. We will send you without delay an email confirming receipt of your order and an order number that you should refer to if you have any follow-up queries. You should check and amend any errors before submitting your order to us.

PAYMENT

1. When you place an order for Goods or Services from Codemaker, you permit Codemaker to charge the credit card, debit card or other payment method you have chosen for your purchase in the total amount of your order (including any shipping charges and taxes).
2. Charges for Goods or Services are inclusive of any third-party payments that we may make on your behalf, for example cloud storage fees payable to a cloud storage provider.
3. VAT and other taxes and duties (where applicable) are payable in addition to the charges for our Goods or Services.
4. If you do not make payment on the due date, we will:
1. be entitled to suspend our Services until payment is made in full, and/or
2. terminate this Agreement in whole or in part and cease providing our Goods or Services.

TERMINATION

1. The Customer may terminate this Agreement on the following grounds:
1. By opting not to renew the service at the renewal date;
2. Where Codemaker is in material breach of any obligation under the contract and, where notice has been provided by the customer to Codemaker of the material breach and, where Codemaker can remedy that breach but have failed to do so within 14 days of you having notified the breach.
2. Codemaker may terminate this Agreement on the following grounds:
1. by providing written notice of termination, if you are in material breach of any obligation under the Agreement and, where you can remedy that breach but have failed to do so within 14 days of us having notified you of that breach and the proposed remedy.
2. with immediate effect with written notice to you if:
1. you provide false or misleading information or if you fail to correct material errors or omissions relating to any information supplied by you, resulting in that information becoming false, inaccurate, incomplete or misleading;
2. have a receiver or examiner appointed over the whole or any part of your assets, enter into any composition with creditors, or have an order made or resolution passed to be wound up (otherwise than for the purposes of a scheme for solvent amalgamation or reconstruction) or, where you are an individual or partnership, if you become bankrupt, make a voluntary arrangement with your creditors or have a receiver or administrator appointed;
3. on giving you notice if the supply of our Goods or Services and/or additional services to you may (in our reasonable opinion) expose us to the risk of litigation or other civil or criminal proceedings.

PRICES

1. All prices displayed on the Codemaker website are subject to change at any time without notice.
2. In the unlikely event that a pricing mistake occurs, you agree that Codemaker will not be bound by that incorrect price, unless your credit card, debit card or other payment method has already been charged. If a mistake is discovered and you haven't been charged yet, we will let you know the correct price and you will be given the option to continue with your order at the correct price or to cancel your order.

WARRANTIES

1. Codemaker warrants that in providing Goods or Services it shall use reasonable skill and care.
2. Codemaker represents and warrants to the Customer (for as long as the Customer exists) in relation to the software or other information provided as part of the Goods or Services that:
   1. Codemaker has and will continue to have the right for the duration of the Agreement, and as far as is practical, to grant all the rights and licences it grants or purports to grant to the Customer pursuant to and on the terms of this Agreement;
   2. Codemaker has obtained all consents, permissions and licences necessary to enable the Customer to exercise the rights granted or purported to be granted to it by Codemaker and to use material, data, software or other information provided as part of its Goods or Services pursuant to and on the terms of this Agreement and always in accordance with the laws of the Republic of Ireland.
3. The Customer agrees that Codemaker’s liability for damages under or in connection with this Agreement, howsoever arising (including, without limitation, for breach of contract, for negligence or other tort, or concerning the use or inclusion of any software, document, material, idea, data or other information in its Goods or Services), shall in no circumstances exceed the sum of €100 provided however that Codemaker shall have no liability under or in connection with this Agreement, howsoever arising, for damages in respect of loss of profits or contracts or for indirect or consequential loss or damage.
4. No warranties shall be given or provided by Codemaker in respect of any computers or devices such as motherboards, microprocessors, memory devices, power supply units, monitors, hard drives, or computer peripherals such as mice, keyboards or cables provided to the Customer under this Agreement. The Customer agrees that it shall rely exclusively on the warranties given by the manufacturer of such computers and devices supplied by Codemaker as part of Codemaker’s Goods or Services.
5. Except as aforesaid, Codemaker gives no other warranties or conditions, express or implied including but not limited to warranties or conditions of merchantable quality or fitness for particular purpose. Codemaker does not give any warranties regarding the suitability and fitness of any supplied Linux operating system, open source software or proprietary software solution provided to the Customer for any purpose whatsoever.
6. If you are a consumer, nothing in this section affects your legal rights.

NOTICES AND COMMUNICATIONS

1. All notices made to Codemaker by the Customer shall be deemed sufficently given if made by email to info@codemaker.ie
2. All notices made by Codemaker to the Customer shall be deemed sufficiently given if it is made by email to the customer’s email address as provided at the time of purchase of the services or to such other email address as the Customer may advise in writing.

GOVERNING LAW AND JURISDICTION

1. The laws of Ireland apply to these Terms and Conditions and will apply to any disputes arising out of or relating to these Terms and Conditions. Claims will be subject to the exclusive jurisdiction of the Irish courts. Notwithstanding this, Codemaker reserves the right to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

CHANGES TO THE TERMS AND CONDITIONS

1. The Terms and Conditions in effect at the time the Customer places an order for Goods or Services will apply to that order. Codemaker reserves the right to make changes to these Terms and Conditions from time to time, and any such changes will apply to future orders.

EVENTS BEYOND REASONABLE CONTROL

1. Neither party will be responsible for any delay or failure to comply with these Terms if the delay or failure arises from any cause which is beyond its reasonable control.

WAIVER AND SEVERABILITY

1. No delay or failure of either party in enforcing against the other party any Terms or Conditions of this Agreement, and no partial exercise by either party of any right hereunder, shall be deemed to be a waiver of any right of that party under this Agreement.
2. If it turns out that a particular term of these Terms and Conditions is not enforceable, this will not affect the validity of any other terms.