Terms and Conditions of Sale:
Please read these terms and conditions carefully. If you have any questions please contact us.
1. ACCEPTANCE OF ORDERS
. 1.1 You make an offer to buy by signing the quotation or by placing an order which we accept when we receive the first instalment of the price of the goods.
. 1.2 We are not bound to accept your order. If we accept your order you are responsible for its accuracy and for the specification contained within it.
. 1.3 The quantity, quality, description and any specification of the goods shall be as set out in the quotation or the order. If there is any inconsistency between a quotation and an order, the order will apply.
2. RELIANCE ON CONDITIONS/REPRESENTATIONS
. 2.1 The contract shall be on these conditions only, unless any change is agreed in writing and signed by you and us. This does not prevent us from correcting typographical or other errors or omissions in documents or information issued by us.
. 2.2 You should not rely on promises or claims made by anyone other than us.
. 2.3 Please read any literature we provide and follow any advice or recommendations.
. 3.1 Except where it is provided by you, all intellectual property rights in the specification are owned by us.
. 3.2 Changes to the design specification may only be made up to 5 weeks before the delivery date agreed at the time the order is placed. After this point i.e. 5 weeks before the original delivery date, no further changes may be made, regardless as to whether the delivery date has been changed subsequently.
4. PRICE AND PAYMENT
. 4.1 Except as explained in clauses 4.2 to 4.4 the price of the goods is as set out in the quotation plus VAT. The price is valid for 30 days from the date of the quotation.
. 4.2 You must pay the price for the goods in 2 instalments.
4.2.1 The first instalment of 50% is payable on signing the quotation or placing the order. THIS DEPOSIT IS NON-REFUNDABLE.
4.2.2 The second instalment of 50% is payable on notification that the goods are ready for despatch and must be paid no less than 1 week prior to the agreed delivery date.
. 4.3 If you fail to take delivery of the goods on the agreed delivery date we may invoice you at any time after.
. 4.4 If you fail to make payment on the due date, we shall be entitled to a) cancel the contract and/or b) charge you interest on the amount unpaid at the rate of 3% interest above Barclays Bank base rate and/or c) make a claim against you for the unpaid amount.
. 4.5 We may reclaim from you any reasonable costs incurred in collecting outstanding sums including lawyers’ fees and bank charges for returned cheques.
. 5.1 Delivery takes place at your premises (or such other location recorded in the quotation or order). You become responsible for the goods upon delivery.
. 5.2 We will try to deliver the goods on any agreed delivery date or within a reasonable time.
. 5.3 We will not be liable to you for any unforeseeable loss, damage or expense you suffer which arises directly or indirectly from any delay in the delivery of the goods which arises from circumstances outside of our control.
. 5.4 A delivery note signed by you is proof of delivery of the goods.
. 5.5 If you fail to take delivery of the goods or we cannot deliver them because you fail to give adequate instructions, permission and/or access, our responsibility (except for damage caused by our negligence) will end on the agreed delivery date and you will pay our reasonable costs (including insurance) of storage until actual delivery.
. 5.6 If you do not take delivery within 21 days from the agreed delivery date we may sell the goods at the best possible price.
.5.7 We will only be liable for non-delivery of goods if you give us written notice within 7 days of the agreed delivery date. Our liability is limited to replacing the goods within a reasonable time or issuing a credit note against invoices raised for them.
. 6.1 You must ensure that the premises are ready for installation on the agreed delivery date. If we are forced to provide labour to do this, you will pay our proper charges for the work. You will give us and the workmen involved, access to the premises and free use of any necessary services all at reasonable times to complete the installation.
. 6.2 After delivery, you will care for the goods and any materials left at the premises and will insure against any loss or damage which might occur to them.
. 6.3 Our suggestions that any person acts as an installer are made in good faith. All installers act as independent contractors and not as our agent.
. 6.4 You will obtain all the consent necessary for the installation and storage of any goods and satisfy yourself that the installation and storage of such goods is in accordance with the provisions of any relevant by-laws regulations or laws.
. 6.5 We will not attempt to determine that any part of the existing structure is suitable for the installation and we will not be responsible for any damage to the premises (except for any damage caused by our negligence or breach). We will not carry out any structural alterations, building, decorating, electrical, plumbing or heating work, to or at the premises. We will only be responsible for damage caused to plastering, tiling or decorations if such damage is beyond what is reasonably commensurate with the installation of the goods and caused by our negligence.
. 7.1 The quality and finish of the goods will be reasonably compliant with the generally recognised standards in the trade as decided by an independent expert.
. 7.2 If a colour or finish specified in the contract is by reference to a sample or description, it is possible that the goods may not be a perfect match. If you notify us of this within 7 days of delivery of the goods we will replace or refund any part of the goods which are not a commercial match as decided by an independent expert.
.7.3 Warranty - We warrant to you that on the Collection Date any Product purchased from Us will conform in all material respects with its description, be of satisfactory quality, and be reasonably fit for all the purposes for which products of that kind are commonly supplied.
8. TITLE AND RISK
. 8.1 Until you have paid for the goods in full you agree to a) store the goods separate to other property so that they are readily identifiable as our property b) not destroy or obscure any identifying mark or packaging on the goods and c) maintain the goods in a satisfactory condition and insure them accordingly. In the event of loss or damage to the goods, you shall hold the proceeds of such insurance on our behalf.
. 8.2 If you do not pay for the goods by the due date you agree that we may, upon giving reasonable notice, enter the premises in order to inspect the goods or if you are no longer entitled to possess the goods, to recover them from your premises.
9. OUR LIABILITY
. 9.1 You agree to examine the goods after delivery and notify us in writing of any apparent damage, defect or shortage as soon as reasonably possible. If we do not receive any such written notification we will be deemed to have properly performed our obligations under the contract.
. 9.2 We will not be liable for any loss, damage, costs, expenses or liability you incur arising out of any infringement of any intellectual property rights of any other person or any claim of illegality resulting from our use of any specification, materials or information supplied by you.
. 9.3 We will not be liable to you for any defects in the goods brought about by your failure to properly store the goods in accordance with clause 6.2.
. 9.4 We will not be responsible for loss of or damage to the goods arising from fair wear and tear, wilful damage caused by you or any third party, accident or negligence by you or any third party, use of the goods other than as recommended by us, failure to follow our instructions, or alteration or repair carried out without our approval.
. 9.5 Subject to clauses 9.3, 9.4 and 9.6 our liability for defective goods will be limited at your option to a) replacing the goods b) rectifying such defects at our own expense (provided that you give us full facilities all at reasonable times to remedy such defects) or c) granting you a full or partial refund or credit note for the appropriate part of the price of the goods.
. 9.6 Nothing in the conditions excludes or limits our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, under section 2(3) of the Consumer Protection Act 1987 or for any other liability that cannot be restricted by law.
10. YOUR CANCELLATION RIGHTS
.10.1 You have the right to cancel the contract within 14 days a) as per the Consumer Contracts Regulations 2013 by giving written notice or b) if we do not fulfil our obligations under the contract.
.10.2 If you cancel the contract under clause 10.1 we will return any instalments of the price for the goods which you have already paid to us.
11. OUR CANCELLATION RIGHTS
.11.1 If you commit a serious breach of the contract which is not remedied within 21 days of receiving notice from us, we may cancel the contract immediately on written notice.
.11.2 If you fail to make payment on the due date we may cancel the contract or suspend further deliveries to you on giving you 14 days written notice.
.11.3 We may cancel the contract in relation to future deliveries if a) you are or propose to become the subject of a bankruptcy petition or order, or you make or propose to make an arrangement or composition with your creditors, b) acting reasonably we have serious doubts as to your solvency or c) upon your death or mental incapacity.
.11.4 If we cancel the contract under clauses 11.1, 11.2 or 11.3, a) you will immediately pay any outstanding sums owed to us, along with any reasonable expenses incurred by us in performing all or part of the contract b) we may cancel any other contract made by us with you and c) we have the right, on giving reasonable written notice, to enter the premises and remove any goods and materials which belong to us.
.11.6 Our rights under these conditions do not prevent us from exercising any other rights to recover amounts due to us for goods delivered to date and any loss, damage, costs, expenses or liability that we have sustained.
.12.1 We endeavour to ensure that the information on Our Website is correct. We do not however warrant the accuracy and completeness of the material on Our Website. We may make changes to the material on Our Website or to the Products and prices described on it at any time without notice. The material on Our Website may at any time be out of date, and We make no commitment to update such material.
.12.2 The material on Our Website is provided on an "as is" basis, without any conditions, warranties or other terms of any kind. Accordingly, to the maximum extent permitted by law, We provide you with Our Website on the basis that We exclude all representations, warranties, conditions and other terms (including, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill) which, but for this legal notice, might have effect in relation to Our Website.
13. INTELLECTUAL PROPERTY
.13.1.1 modify any documents or related graphics on Our Website in any way;
.13.1.2 modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
.13.2 Our status (and that of any identified contributors) as the authors of material on Our Website must always be acknowledged.
13.3 Unless otherwise stated, the copyright and other intellectual property rights in all material on Our Website (including without limitation photographs and graphical images) are owned by Us or Our licensors. Any use of extracts from Our Website other than in accordance with clause 26.1 above for any purpose is prohibited. If you breach any of the terms of this clause 26, your permission to use Our Website automatically terminates and you must immediately destroy any downloaded or printed extracts from Our Website.
.13.4 Subject to clause 26.1 above, no part of Our Website may be reproduced or stored in any other website or included in any public or private electronic retrieval system or service without Our prior written permission.
.13.5 Any rights not expressly granted in these terms are reserved.
.13.6 We are the owner or the licensee of all intellectual property rights in Our Website, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
.13.7 You must not use any part of the materials on Our Website for commercial purposes without obtaining a licence to do so from Us or Our licensors.
.13.8 If you print off, copy or download any part of Our Website in breach of these terms and Our Policies, your right to use Our Website will cease immediately and you must, at Our option, return or destroy any copies of the materials you have made.
.14.1 We are not liable to you for any delay or failure to perform our obligations under the contract if it is due to an event beyond our reasonable control.
.14.2 If a court finds any part of these conditions void or unenforceable, that clause or part will be deleted and the remaining provisions will continue to apply in full.
.14.3 If we do not fully exercise one or more of our rights under these conditions, this does not prevent us from exercising any other rights in the future.
.14.4 The contract is personal to you and cannot be transferred without prior written consent from our Directors, which will not be refused without good reason.
.14.5 Unless we notify you otherwise, any notice to be given under the contract should be in writing addressed to us at the address below. We will send any notices to you to the address shown in the documents forming the contract.
.14.6 No party except you or us may exercise any rights in respect of this contract under the Contracts (Rights of Third Parties) Act 1999 (as may be amended or extended).
.14.7 These conditions and the contract are governed by English Law and both you and us submit to the exclusive jurisdiction of the Courts of England and Wales. “We/Us/Our” means Chisholm Design and Consultancy Ltd, Company No 11169861 whose registered office address is 3 Ernest Close, Farnham, Surrey, GU10 3NL. “The Contract” means the contract for the provision of goods made between you and us, which includes these conditions, the quotation and any special terms and conditions agreed between you and us. “You/Your” means the person(s) who purchase the goods from us. “The goods” means any goods agreed in the contract to be supplied by us to you. “Order” means any order for the goods submitted by you to us. “Quotation” means our standard form written quotation for the goods. “The premises” means the premises in which the goods are to be installed. “VAT” means value added tax and other taxes in force: and “Writing” includes facsimile transmission and emails.