Contents

These Terms and Conditions ('Terms') set out the basis on which we supply our Headphones ('Headphones') to you on our website ('site'). These Terms also incorporate the Phonaudio Privacy & Cookie Policy.

Please read these Terms carefully before ordering any Headphones from our site. By ordering any of our Headphones, you agree to be bound by these Terms.

If you refuse to accept these terms and conditions, you will not be able to order any Headphones from our site.

For the purposes of these Terms, a working day is any day other than a Saturday, Sunday or public holiday in England and Wales ('Working Day').

1. INFORMATION ABOUT US

This site is operated by Phonaudio Electronics Limited ('Phonaudio', 'we', 'our', 'us'). We are registered in England and Wales under company number 09591736 with our registered office located at 1650 Arlington Business Park, Theale, Reading, Berkshire, United Kingdom, RG7 4SA.

2. LICENCE TO USE OUR SITE

2.1. Unless otherwise stated, Phonaudio and/or its licensors own the intellectual property rights in the website and its contents exclusively. Subject to the provisions in this clause 2, all these intellectual property rights are reserved exclusively to Phonaudio.

2.2. You may view, download (for caching purposes only), and print pages from the website for your own personal use, subject to the restrictions set out below and elsewhere in these Terms.

2.3. You must not:

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

2.3.2. sell, rent or sub-license material from this website;

2.3.3. show any material from this website in public;

2.3.4. reproduce, duplicate, copy or otherwise exploit material on the website for a commercial purpose;

2.3.5. edit or otherwise modify any material on this website; or,

2.3.6. redistribute material from the website (except for content specifically and expressly made available for redistribution).

3. YOUR STATUS

3.1. By placing an order through our site, you warrant that:

3.1.1. you are legally capable of entering into binding contracts;

3.1.2. you are at least 18 years old or the age of majority in your jurisdiction, whichever is greater; and,

3.1.3. you are a 'consumer' as defined by the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

3.2. These Terms do not apply to customers buying headphones in the course of business. If you are a business customer, you should not use this site.

4. ACCOUNTS

4.1. In order to purchase Headphones on this site you are required to create an account ('Account') which will contain certain personal details and payment information, which may vary based upon your use of the site, as we may not require payment information until you wish to make a purchase. By continuing to use this site you represent and warrant that:

4.1.1. all information you submit is accurate and truthful;

4.1.2. you have permission to submit payment information, where permission may be required; and,

4.1.3. you will keep this information accurate and up-to-date.

4.2. Your creation of an Account is further affirmation of your representation and warranty.

4.3. It is recommended that you do not share your Account details, particularly your username and password. Phonaudio accepts no liability for any losses or damages incurred as a result of your Account details being shared by you. If you use a shared computer, it is recommended that you do not save your Account details in your internet browser.

4.4. If you have reason to believe that your Account details have been obtained by another without consent, you should contact Phonaudio immediately to suspend your Account and cancel any unauthorised purchases.

5. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US

5.1. No contract exists between you and us for the sale of any headphones until we have received and accepted your order.

5.2. After placing an order, you will receive confirmation from us in writing or by e-mail to the address or e-mail address that you have provided, acknowledging that we have received and accepted your order ('Confirmation').

5.3. Your order constitutes an offer to us to buy the Headphones. Once we have sent the Confirmation, there is a binding legal contract between you and us ('Contract'), subject to these Terms.

5.4. Receipt of payment does not mean that we have accepted your order, and we reserve the right to return your payment to you if your order is not accepted.

6. TERMINATION

6.1. Either Phonaudio or you may terminate your Account. If Phonaudio terminates your Account, you will be notified by e-mail and an explanation for the termination will be provided. Notwithstanding the foregoing, we reserve the right to terminate without giving reasons.

6.2. If Phonaudio terminates your Account, this will not affect any current or pending purchases on your Account, which will not be cancelled and will be dispatched.

6.3. Phonaudio reserves the right to cancel purchases without stating reasons, for any reason prior to processing payment and dispatch.

6.4. If you terminate your Account any non-dispatched purchases will be cancelled and you will be refunded any monies paid in relation to those purchases.

7. CANCELLATION

7.1. You may cancel a Contract at any time within fourteen (14) days, beginning on the day after you received the Headphones; in which case, you will receive a refund of the purchase price paid for the Headphones, less our delivery and postage and packing costs.

7.2. To cancel a Contract, you must inform us in writing by fax, e-mail or post, using the returns form that can be downloaded from our site. You must include on the form your details and details of the Headphones ordered. You must also return the Headphones to us immediately, in the same unused condition in which you received them and with all original packaging, at your own cost and risk. We may, in our absolute discretion, arrange to collect the Headphones from you instead, using our delivery agent or contractor.

7.3. You have a legal obligation to take reasonable care of the Headphones whilst they are in your possession. If you fail to comply with this obligation, we may have a right of action against you for compensation or damages.

7.4. You will not have any right to cancel a Contract for the supply of any of the following Headphones:

7.4.1. an opened or unsealed Headphones;

7.4.2. Headphones made to your specifications;

7.4.3. any Headphones that have had contact with your mouth, your nose, or your inner ear.

7.5. If you have cancelled the Contract between us in accordance with this clause 7, we will process the refund due to you as soon as possible and, in any case, within thirty (30) days of the day you have given notice of your cancellation. We will refund the purchase price of the Headphones in full, but you will be responsible for the cost of returning the item to us and for reimbursing our delivery costs, which we will deduct from your refund.

8. AVAILABILITY

8.1. Whilst every effort has been made to ensure that all graphical representations and descriptions of Headphones available from Phonaudio correspond to the actual Headphones, Phonaudio is not responsible for any variations from these descriptions. This does not exclude our liability for mistakes due to negligence on our part and refers only to variations of the correct Headphones, not different Headphones altogether.

8.2. Where appropriate, you may be required to select the required size, model, colour, number, and/or other features of the Headphones that you are purchasing.

8.3. Phonaudio does not represent or warrant that such Headphones will be always available. Stock indications will be provided on the site.

9. ACCOUNTS AND PRICING POLICY

9.1. In order to use the website and order from us, you must create an account, which will contain certain personal details. By creating an account you represent and warrant that:

9.1.1. all information you submit is accurate and truthful; and

9.1.2. you will keep this information accurate and up-to-date.

9.2. Sharing of accounts is not permitted unless expressly authorised in writing by Phonaudio. You must keep your account details confidential and should not reveal your username or password to any unauthorised third parties.

9.3. Prices for products are given in the product listings. Payments will be via an online payment gateway with an external payment provider, to whom you must supply your credit or debit card details or PayPal address.

9.4. Prices for products and fees for postage, packing and delivery will be as specified on the website, however Phonaudio reserves the right to change its prices from time to time and request payment from you of any balance owing.

10. PRICE AND PAYMENT

10.1. Payment for the Headphones and delivery charges can be made by any method shown on our website at the time you place your order.

10.2. The price of any Headphones will be as quoted on our site from time to time, except in cases of obvious error. Subject to the exceptions in, respectively, clauses 10.6, 10.7, 10.8, 10.9 below, all pricing information on the site is correct at the time of going online.

10.3. Phonaudio reserves the right to change prices and alter or remove any special offers from time to time and as necessary. All pricing information is reviewed and updated as and when necessary.

10.4. Our prices include VAT. Phonaudio's VAT number is GB215367026.

10.5. Our prices exclude delivery costs, which will be added to the total amount due and will be indicated at the point-of-sale.

10.6. Prices are liable to change at any time, but changes will not affect orders in respect of which we have already sent you a Confirmation.

10.7. You will be notified of any change in the prices of Headphones that take place between the time you place your order and the time we send Confirmation of your order and you will be asked to pay any balance due before we can fulfil your order.

10.8. Our site contains a large number of Headphones and it is always possible that, despite our best efforts, some of the Headphones listed on our site may be incorrectly priced when you place your order. If Headphones are found to be incorrectly priced, we will inform you as soon as possible and offer you the option of reconfirming your order at the correct price or cancelling your order. If you choose to cancel your order we will refund or re-credit you for any sum that has been paid by you or debited from your credit card for the Headphones.

10.9. We are under no obligation to provide the Headphones to you at an incorrect lower price, even after we have sent you a Confirmation, even if the pricing error is not obvious.

10.10. We reserve the right to provide you with Headphones of an equal or higher specification than the Headphones ordered at the same price as the Headphones ordered.

11. DELIVERY

11.1. Phonaudio will notify you by way of e-mail when your Headphones are to be dispatched to you. The message will contain details of estimated delivery times in addition to any reasons for a delay in the delivery of the Headphones purchased by you.

11.2. If Phonaudio receives no communication from you, within seven (7) days of delivery, regarding any problems with the Headphones, you are deemed to have received the Headphones in full working order and with no problems.

11.3. Your order will be fulfilled by the delivery date set out in the Confirmation or, if no delivery date is specified, then within seven (7) days of the date of the Confirmation, unless there are exceptional circumstances.

114. The Headphones will be delivered to the address that you provide at the time of placing your order. You acknowledge that we will rely upon the accuracy of address supplied by you.

11.5. If there is no-one at the address supplied by you who is able to accept delivery of the Headphones, we or our delivery agents or sub-contractors will notify you of an alternative delivery date or a place from which you can collect the Headphones.

11.6. If delivery cannot be made to the address that you provide, we or our delivery agents or sub-contractors will inform you as soon as possible, and you will be required to provide an alternative delivery address.

11.7. Should we be unable to successfully deliver to your specified delivery address after making at least two (2) attempts, we will refund you as per clause 14 below, less the deductions specified in that clause.

11.8. The Headphones are subject to availability. If on receipt of your order the Headphones you have ordered are not in stock or we cannot deliver the Headphones within seven (7) days of the Confirmation being sent to you, we will inform you as soon as possible and refund or re-credit you for any sum that has been paid by you or debited from your credit card for the headphones within thirty (30) days of your order.

12. NON-DELIVERY

12.1. The quantity of any consignment of Headphones as recorded by us on dispatch from our place of business shall be conclusive evidence of the quantity received by you on delivery, unless you can provide conclusive evidence proving the contrary.

12.2. We shall not be liable for any non-delivery of Headphones (even if caused by our negligence or that of our delivery agents or sub-contractors) unless you give us written notice of the non-delivery within thirty (30) days of the date the order was placed.

12.3. Any liability of us for non-delivery of the Headphones shall be limited to replacing the Headphones within a reasonable time or issuing a refund for the purchase price of the Headphones and the price of postage for the Headphones.

13. RISK AND TITLE

13.1. The Headphones will be at your risk from the time of delivery, and for the avoidance of doubt, delivery will be deemed to have taken place seven (7) days after dispatch of the Headphones to your specified delivery address, unless we are notified to the contrary, either by you or our delivery agent or sub-contractor.

13.2. Ownership of the Headphones will only pass to you when we receive full payment of all sums due in respect of the Headphones, including delivery charges.

14. REFUNDS & REPLACEMENTS

14.1. Phonaudio aims to always provide high quality Headphones that are fault free and undamaged. On occasion however, headphones may need to be returned. Returns are governed by these Terms.

14.2. If you receive Headphones which do not match those that you ordered, then (unless the Headphones are accompanied by an explanatory note detailing the changes, stating reasons for the changes and setting out your options), you should contact us within fourteen (14) days of delivery to arrange collection and return.

14.3. If any Headphones you have purchased have faults when they are delivered to you, you should contact Phonaudio within fourteen (14) days to arrange collection and return.

14.4. If any Headphones delivered to you develop faults within their warranty period, you are entitled to a repair of the relevant Headphones under the terms of our warranty and guarantee in clause 15 below.

14.5. If Headphones are damaged in transit and the damage is apparent on delivery, you should sign the delivery note to the effect that the headphones have been damaged. In any event, you should report such damage to Phonaudio within fourteen (14) days of delivery and arrange collection and return.

14.6. If you wish to return Headphones to Phonaudio for any of the above reasons, in all cases:

14.6.1. it is a condition of any refund or replacement that you please contact us to make the appropriate arrangements prior to returning the Headphones to us;

14.6.2. our co-operation in arranging the return of the Headphones (including, without limitation, collection of the Headphones by our delivery agent or contractor, if we so choose) should not be taken to imply acceptance of your return, which is a matter for us to decide in our reasonable discretion only after the Headphone has been returned to us by you;

14.6.3. Phonaudio is not responsible for paying shipment costs, however we may in our absolute discretion arrange for collection of the Headphones from you by our delivery agent or contractor;

14.6.4. the Headphones must be returned in their original condition with all packaging and documentation.

14.6.5. upon receipt of the Headphones from you, and subject to our discretion to refuse a refund or replacement (as per clause 14.7 below), you will be given the option to have the Headphones replaced with those ordered (if available) or to be refunded;

14.6.6. refunds will be made via the payment method used by you on purchase. Should you require your refund to be processed using a different payment method, you must notify us at least seven (7) days in advance of the payment being made to you;

14.6.7. for the avoidance of doubt, we emphasise that refunds and replacements, as the case may be, will be issued only upon our receipt of the returned Headphones.

14.7. Phonaudio reserves the right to exercise its reasonable discretion with regard to allowing or disallowing any returns under these Terms. Factors which may be taken into account in the exercise of this discretion include, but are not limited to:

14.7.1. any evidence of use or enjoyment that you may have already had out of the Headphones;

14.7.2.any characteristics of the Headphones which may cause them to deteriorate or expire rapidly;

14.7.3.any discounts that may have formed part of the purchase price of the Headphones, to reflect any lack of quality made known to you at the time of purchase;

such discretion to be exercised only within the confines of the law.

14.8. When you return Headphones to us, we will examine the returned Headphones and notify you of our decision as to whether you will receive a refund via e-mail within a reasonable period of time. If we decide that a refund is due to you, we will usually process the refund as soon as possible and, in any case, within thirty (30) days of the date we confirmed to you via e-mail that you were entitled to a refund.

14.9.If you are:

14.9.1. in the UK (except UK offshore and Scottish Highlands), a refund will include:

14.9.1.1.the price paid when you purchased the Headphones from us;

14.9.1.2. our postage, packing and delivery costs in sending the Headphones to you on purchase; and,

14.9.1.3. your reasonable postage and packing costs (where we have not collected the Headphones) in returning the Headphones to us.

14.9.2. anywhere else, a refund will include:

14.9.2.1. the price paid when you purchased the Headphones from you; and,

14.9.2.2. our postage, packing and delivery costs in sending the Headphones to you on purchase;

but will NOT include your costs (if any) in returning the Headphones to us.

15. OUR WARRANTY & GUARANTEE

15.1. We warrant to you that any Headphones purchased from us through our site is:

15.1.1. of satisfactory quality, and reasonably fit for all the purposes for which headphones of the kind are commonly supplied; and,

15.1.2. free from defects for twelve (12) months from the date of purchase from our site.

15.2. We guarantee that if any Headphones are found to have faults or defects due to faulty design, materials or workmanship, we will, without charge, repair any such Headphones (to include free parts) and then return the repaired Headphones to you free-of-charge, PROVIDED THAT:

15.2.1. the fault or defect is reported within the warranty period given in clause 15.1 above;

15.2.2. the relevant Headphones have been registered for this warranty & guarantee online; www.phonaudio.com/product-registration;

15.2.3. our liability for losses suffered by you will in no event exceed the purchase price of the Headphones; and,

15.2.4. the repair of your Headphones shall constitute an entire discharge of our liability to you under these Terms (including, among others, this clause 15).

15.3. The warranty and guarantee in clause 15.1 above is conditional upon you taking the following steps:

15.3.1. you will inspect the Headphones promptly upon delivery;

15.3.2. you will inform us in writing by fax, e-mail or post of any problem or defect within three (3) days of delivery, giving details of the Headphones and the problem or alleged defect; and,

15.3.3. you will allow us a reasonable opportunity to inspect the Headphones and, if we request, you will return the allegedly defective Headphones to our place of business for inspection and testing at your own cost and risk, or we will in our absolute discretion arrange for collection of the Headphones from you by our delivery agent or contractor.

15.3.4. if upon inspection, it is deemed the product Is not faulty and due to customer error, we will charge return postage which must be paid before the product can be returned.

15.4. We shall not be liable for a breach of the warranty and guarantee in this clause 15 if:

15.4.1. the fault or defect results from improper use of the Headphones, including (without limitation) faults and defects that develop due to mechanical damage caused by you or use of the Headphones at the incorrect operating voltage;

15.4.2. you continue to use the Headphones after giving notice of the fault or defect to us;

15.4.2. the fault or defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Headphones or (if there are no such instructions) good trade practice;

15.4.3. you alter, modify or repair the Headphones without our written consent (irrespective of whether this relates to a fault or defect that is otherwise within the remit of the warranty and guarantee);

15.4.4. damage to the Headphones has been caused by you or any third party (irrespective of whether this is the fault or defect complained of);

15.4.5. if the Headphones are otherwise tampered with by unauthorised persons;

15.4.6. the faults arise due to wear and tear;

15.4.7. the faults arise due to force majeure; or,

15.4.8. you were already aware of the faults or defects at the time of purchase.

15.5. In addition to the exclusions in clause 15.4 above, the removal or alterations of product labelling, other identification labels, serial numbers or safety labels on the product or its parts will be considered sufficient to void this warranty and guarantee.

15.6. This clause 15 does not include or limit in any way our liability:

15.6.1. for death or personal injury caused by our negligence;

15.6.2. under section 2(3) of the Consumer Protection Act 1987;

15.6.3. for fraud or fraudulent misrepresentation; or,

15.6.4. for any matter for which it would be illegal for us to exclude, or

attempt to exclude, our liability.

15.7. We shall not be liable to you for:

15.7.1. loss of profit;

15.7.2. loss of revenue;

15.7.3. loss of actual or anticipated savings;

15.7.4. loss of business; or,

15.7.5. depletion of goodwill;

whether direct, indirect or consequential, nor will we be liable for any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with any Contract.

16. IMPORT DUTY

16.1. If you order Headphones from our site for delivery outside the UK, they may be subject to import duties and taxes which are levied when the delivery reaches the specified destination. You will be responsible for payment of any such import duties and taxes and we undertake to make no calculations or estimates in this regard. In any event, we have no control over these charges and cannot predict their amount. Please contact your local customs office for further information before placing your order.

16.2. Please also note that you must comply with all applicable laws and regulations of the country for which the Headphones are destined. We will not be liable for any breach by you of any such laws. As the purchaser of the Headphones, you will also be the importer of record and as such should ensure that your purchase is in full compliance with the laws of the country into which the Headphones are being imported. Please be aware that headphones may be inspected on arrival at port for customs purposes and we cannot guarantee that the packaging of your Headphones will be free of signs of tampering.

17. LINKS TO OTHER WEBSITES

The website may contain links to other sites. Unless expressly stated, these sites are not under the control of Phonaudio or that of our affiliates. We assume no responsibility for the content of such sites and disclaim liability for any and all forms of loss or damage arising out of the use of them. The inclusion of a link to another site on the website does not imply any endorsement of the sites themselves or of those in control of them.

18. ACCEPTABLE USE

18.1. 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 this website; or in any way which is unlawful, illegal, fraudulent, offensive or harmful, or in connection with any unlawful, illegal, fraudulent, offensive or harmful purpose or activity.

18.2. You must not use the website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.

18.3. You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to the website without our express prior written consent.

18.4. You must not use the website to transmit or send unsolicited commercial communications.

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

18.6. You must not use the website for your own profit or commercial gain without our expression prior written consent.

19. RESTRICTED ACCESS

19.1. Access to certain areas of the website is restricted. We reserve the right to restrict access to areas of the website, or indeed this entire website, in our absolute discretion.

19.2. Should we provide you with a user ID and password to enable you to access restricted areas of the website or other content or services, you must ensure that the user ID and password are kept confidential.

19.3. We may disable your user ID and password in our absolute discretion without notice or explanation.

20. USER CONTENT

20.1. In these Terms, "your user content" means material (including without limitation text, images, audio material, video material and audio-visual material) that you submit to the website, for whatever purpose.

20.2. You grant to Phonaudio a worldwide, irrevocable, non-exclusive, royalty-free license to use, reproduce, adapt, publish, translate and distribute your user content in any existing or future media. You also grant to Phonaudio the right to sub-license these rights, and the right to bring an action for infringement of these rights.

20.3. Your user content must not be illegal or unlawful, must not infringe any third party's legal rights, and must not be capable of giving rise to legal action whether against you or Phonaudio or a third party (in each case under any applicable law).

20.4. You must not submit any user content to the website that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.

20.5. Phonaudio reserves the right to edit or remove any material submitted to the website, or stored on our servers, or hosted or published upon the website.

20.6. Notwithstanding Phonaudio's rights under these Terms in relation to user content, we does not undertake to monitor the submission of such content to, or the publication of such content on, the website.

21. DISCLAIMER OF WARRANTIES

21.1. USE OF THE SITE AND/OR THE SERVICE IS AT YOUR SOLE RISK. THE INFORMATION, MATERIALS AND SERVICES PROVIDED ON OR THROUGH THIS WEBSITE ARE PROVIDED "AS IS" WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. NEITHER PHONAUDIO NOR ANY OF ITS RESPECTIVE AFFILIATES OR SUBSIDIARIES WARRANT THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY CONTENT AVAILABLE THROUGH, OR THE PERFORMANCE OF, THE SITE OR THE SERVICE. YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION BEFORE RELYING ON IT. USE OF THE SITE AND/OR THE SERVICE IS AT YOUR SOLE RISK. THE INFORMATION, MATERIALS AND SERVICES PROVIDED ON OR THROUGH THE WEBSITE MAY BE OUT OF DATE, AND NEITHER PHONAUDIO, NOR ANY OF ITS RESPECTIVE AFFILIATES OR SUBSIDIARIES MAKES ANY COMMITMENT OR ASSUMES ANY DUTY TO UPDATE SUCH INFORMATION, MATERIALS OR SERVICES. THE FOREGOING EXCLUSIONS OF IMPLIED WARRANTIES APPLY TO THE EXTENT PERMITTED BY LAW. PLEASE REFER TO YOUR LOCAL LAWS FOR ANY SUCH PROHIBITIONS.

21.2. No part of the website is intended to constitute advice and the content of the website should not be relied upon when making any decisions or taking any action of any kind.

21.3. Whilst every effort has been made to ensure that all product descriptions correspond to the actual products available, Phonaudio is not responsible for any variations from these descriptions.

21.4. Whilst Phonaudio uses reasonable endeavours to ensure that the website is secure and free of errors, viruses and other malware, all users are advised to take responsibility for their own security, that of their personal details and their computers.

21.5. Phonaudio accepts no liability for any disruption or non-availability of the website resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, power failure, natural events, acts of war or legal restrictions and censorship.

21.6. Phonaudio reserves the right to alter, suspend or discontinue any part (or the whole of) the website including, but not limited to, the products and/or services available. These Terms shall continue to apply to any modified version of the website unless it is expressly stated otherwise.

22. LIMITATION OF LIABILITY

22.1. Phonaudio will not be liable to you (whether under the law of contact, the law of torts or otherwise) in relation to the contents of, or use of, or otherwise in connection with, the website:

22.1.1. to the extent that the website is provided free-of-charge, for any direct loss;

22.1.2. for any indirect, special or consequential loss; or,

22.1.3. for any business losses, loss of revenue, income, profits or anticipated savings, loss of contracts or business relationships, loss of reputation or goodwill, or loss or corruption of information or data.

22.2. These limitations of liability apply even if Phonaudio has been expressly advised of the potential loss.

23. EXCEPTIONS

Nothing in these Terms will exclude or limit any warranty implied by law that it would be unlawful to exclude or limit; and nothing in the website disclaimer will exclude or limit Phonaudio's liability in respect of any:

23.1. death or personal injury caused by Phonaudio's negligence;

23.2. fraud or fraudulent misrepresentation on the part of Phonaudio; or,

23.3. matter which it would be illegal or unlawful for Phonaudio to exclude or limit, or to attempt or purport to exclude or limit, its liability.

24. REASONABLENESS

By using the website, you agree that the exclusions and limitations of liability set out in these Terms are reasonable. If you do not think they are reasonable, you must not use the website.

25. OTHER PARTIES

25.1. You accept that, as a limited liability entity, Phonaudio has an interest in limiting the personal liability of its officers and employees. You agree that you will not bring any claim personally against Phonaudio's officers or employees in respect of any losses you suffer in connection with the website.

25.2. Without prejudice to the foregoing paragraph, you agree that the limitations of warranties and liability set out in the website disclaimer will protect Phonaudio's officers, employees, agents, subsidiaries, successors, assigns and sub-contractors as well as Phonaudio.

26. UNENFORCEABLE PROVISIONS

Whilst every effort has been made to ensure that these Terms adhere strictly with the relevant provisions of the Unfair Contract Terms Act 1977, in the event that any of these Terms are found to be unlawful, invalid or otherwise unenforceable, that term is to be deemed severed from these Terms and shall not affect the validity and enforceability of the remaining Terms. This term shall apply only within jurisdictions where a particular term is illegal.

27. INDEMNITY

You agree to indemnify and hold Phonaudio and its employees and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against Phonaudio arising out of any breach by you of these Terms or other liabilities arising out of your use of this website.

28. WRITTEN COMMUNICATIONS

28.1. Applicable laws require that some of the information or communications we send to you should be in writing. When using our site, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website.

28.2. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

29. NOTICES

29.1. We may give notice to you at either the e-mail or postal address you provide to us when placing an order, or in any of the ways specified in this clause 29.

29.2. You may give notice to us in writing by letter, e-mail or fax. Our address for service of notices is:

Phonaudio Electronics Limited,
1650 Arlington Business Park,
Theale,
Reading,
Berkshire,
RG7 4SA,
United Kingdom.

E-mail: info@phonaudio.com

29.3. Any notice shall be deemed to be received:

29.3.1. if delivered personally, at the time of delivery;

29.3.2. in the case of fax, at the time of transmission;

29.3.3. in the case of e-mail, at the time of sending;

29.3.4. in the case of first-class, recorded delivery or registered post, two Working Days from the date of posting;

29.3.5. in the case of registered airmail, five (5) Working Days from the date of posting; and,

29.3.6. if deemed receipt under this clause 29 is not within business hours (meaning 9.00 am to 5.30 pm Monday to Friday on a day that is a Working Day in the place of receipt), when the business next starts in the place of receipt.

29.4. To prove service, it is sufficient to prove that the notice was transmitted by fax to the fax number of the relevant party or, in the case of e-mail that the notice was sent to the specified e-mail address of the relevant party or, in the case of personal delivery or post, that the envelope containing the notice was properly addressed and delivered to that address.

29.5. The provisions of this clause shall not apply in relation to the service of any process in any legal proceedings.

30. TRANSFER OF RIGHTS AND OBLIGATIONS

30.1. The Contract between you and us is binding on you and us and on our respective successors and assigns.

30.2. You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.

30.3. We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

31. EVENTS OUTSIDE OUR CONTROL

31.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (a 'Force Majeure Event').

31.2. A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:

31.2.1. strikes, lock-outs or other industrial action;

31.2.2. civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;

31.2.3. fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;

31.2.4. impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport;

31.2.5. impossibility of the use of public or private telecommunications networks;

31.2.6. the acts, decrees, legislation, regulations or restrictions of any government.

31.3. Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.

31.4. If the Force Majeure Event continues for a continuous period of more than thirty (30) days, you shall be entitled to give notice in writing to us, in accordance with clause 29 above, to terminate the Contract.

32. WAIVER

32.1. If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these Terms, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

32.2. A waiver by us of any default shall not constitute a waiver of any subsequent default.

32.3. No waiver by us of any of these Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 29 above.

33. SEVERABILITY

If any of these Terms or any provisions of a Contract are found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable, then the Terms or Contract shall, to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness, be deemed severable, and the remaining provisions of these Terms or Contract, and the remainder of such provision, shall continue in full force and effect.

34. ENTIRE AGREEMENT

34.1. These Terms and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.

34.2. We and you each acknowledge that, in entering into a Contract, neither has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between you and us prior to such Contract except as expressly stated in these Terms.

34.3. Neither you nor us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party´s only remedy shall be for breach of contract as provided in these Terms.

35. RIGHTS OF THIRD PARTIES

Nothing in these Terms and Conditions shall confer any rights upon any third party. The agreement created by these Terms is between you and Phonaudio.

36. OUR RIGHT TO VARY THESE TERMS

36.1. We have the right to revise and amend these Terms from time-to-time.

36.2. You will be subject to the policies and Terms in force at the time that you order headphones from us, unless any change to those policies or these Terms is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these Terms before we send you the Confirmation (in which case we have the right to assume that you have accepted the change to the Terms, unless you notify us to the contrary within seven (7) working days of receipt by you of the Headphones).

37. LAW AND JURISDICTION

Contracts for the purchase of Headphones through our site will be governed by English law. Any dispute arising from, or related to, such Contracts shall be subject to the non-exclusive jurisdiction of the courts of England & Wales.

38. OUR CONTACT DETAILS

Our address for service is:

PHONAUDIO ELECTRONICS LIMITED,
1650 ARLINGTON BUSINESS PARK,
THEALE,
READING,
BERKSHIRE,
RG7 4SA,
UNITED KINGDOM.

You can contact us by e-mail to info@phonaudio.com