8.1 The parties agree that this Agreement is entered into for the benefit of Dyson and Dyson’s group companies.
8.2 Notices must be sent in writing to the address in the Purchase Order or to such other address as a party may specify in writing. Notices may be sent by hand, by email, by registered post, or by courier (except that any notice of termination or breach may not be served by email).
8.3 Except to the extent the breach triggers any termination rights, a party will not be in breach of its obligations under this Agreement to the extent that it is prevented from performing those obligations by any circumstance beyond its control, provided always that (i) such circumstance could not reasonably have been foreseen by the affected party, and (ii) the affected party shall use all reasonable efforts to mitigate the impact of such circumstance on its ability to perform the relevant obligations. Circumstances beyond a party’s control will not include an act or failure of a party’s personnel, suppliers, or service providers, a shortage of raw materials, or price or cost fluctuation.
8.4 Dyson may assign, subcontract or transfer any or all of its rights or responsibilities under this Agreement to any Dyson group company. Supplier is not permitted to assign, subcontract or transfer to any third party its rights and/or responsibilities under this Agreement, in whole or in part, except with the prior written consent of Dyson.
8.5 If any court finds that any part of this Agreement is illegal, invalid or unenforceable, that part will be considered removed, but no other part of this Agreement will be affected.
8.6 All terms or conditions of Supplier are excluded from this Agreement and the terms of this Agreement may only be amended or varied by a written and signed agreement. This Agreement contains the whole agreement between the parties and replaces all prior arrangements relating to its subject matter. However, if there is any conflict between the terms of this Agreement and any other written and signed agreement between the parties relating to the provision of the Goods/Services then the terms of the other agreement will prevail.
8.7 Any right or remedy granted to a party under this Agreement, or the exercise of any such right or remedy, does not prejudice, limit or exclude any other right or remedy to which that party is or may become entitled. A party's failure or delay in exercising any right or remedy will not waive such right or remedy.
8.8 This Agreement may be executed in any number of counterparts.
8.9 The parties acknowledge that they understand the language and content of this Agreement.
8.10 Any dispute or claim arising out of or in connection with this Agreement will be governed by and construed in accordance with the laws of Mexico, without giving effect to the principles of conflicts of laws. The courts of Mexico will have exclusive jurisdiction over any dispute or claim arising out of or in connection with this Agreement.