Orders are accepted on condition that the following Conditions of sale are accepted
by the Customer to the exclusion of the Customer’s conditions and any other conditions
of business written or implied and that in the event of resale the Customer undertakes
the responsibility of ensuring that the Ultimate Purchaser is fully acquainted with
the said Conditions of Sale.
1 INTERPRETATION
For the purpose of the contract the terms listed shall bear the meanings ascribed
thereto.
(a) “LSDG Ltd” means Leicester Star Double Glazing Limited.
(b) The “Customer” means the person, firm or company or corporation with whom the
contract is made.
(c) The “Contract” means the contract for the sale of goods between LSDG Ltd and
the customer set out in the Acknowledgement of Order of which these terms and conditions
form part.
(d) The “goods” means all or any of the goods or services described in the contract
or any goods or services in replacement thereof.
(e) The “Ultimate Purchaser” means the person, firm or company or corporation who
receives the goods produced by LSDG Ltd.
2 QUOTATION
(a) LSDG Ltd shall supply to the customer a quotation that is ex-works and net of
Value Added Tax or any other similar tax or levies.
(b) Where a fixed price is quoted such price will be the Contract price (unless
varied in accordance with the provisions production bends is completed within 60
days of the date of the quotation.
(c) LSDG Ltd quotations (excluding fixed price quotations) are based upon the cost
of materials, labour, transport, fuel, other relevant factors and statutory obligations
applying at the time of the quotation, if between that date and the date of actual
delivery variations shall occur, and then the contract price shall be amended to
provide for these variations.
3 TEMPLATES, DRAWINGS, SPECIFICATION
The Customer shall provide LSDG Ltd with a written order giving details of the materials
to be processed together with the specification of the work to be carried out to
the reasonable requirements of LSDG Ltd. The Customer acknowledges that the process
entails an element of trialling that may produce wastage and accepts that a greater
quantity of the material may be required to comply with the order than originally
estimated by the Customer. Where the Customer provides a template and specification
it is agreed that the specification shall apply to the preclusion of the template.
Where the customer provides a template without specification or where not all the
specifications are provided, LSDG Ltd reserves the right to require full specifications
as a precondition to proceeding.
4 STATUTORY OBLIGATIONS
(a) The responsibility for the observance of the requirements of all obligations
the performance of which are necessary to comply with the Law of the Country where
the Goods are to be sold or further processed rests with the Customer, who hereby
agrees to indemnify and keep indemnified LSDG Ltd from and against all liability
for loss, claims, damages. costs, interests and other liability whatsoever (on a
full indemnity basis) which LSDG Ltd may suffer pursuant to all statutory obligations
under the said law or by reason of non-compliance with any of the said obligations.
5 THE PRODUCTION PROCESS
(a) Trials (i) Orders are accepted conditional to the production of satisfactory
trial bends. Upon completion of the trials LSDG Ltd may elect to proceed with the
production bends or where considered applicable by LSDG Ltd request inspection and
approval by the customer of the trial bends. (ii)If the trial bends do not meet
the specification either of either the Customer or LSDG Ltd may elect that the contract
be terminated, in this case all costs incurred by LSDG Ltd including tooling, will
become payable by the customer. (b) Production bends (i) upon receipt of the materials
and/or order to be processed LSDG Ltd shall provide an estimated date of completion
in respect of the production bends. Such estimated dates are business estimated
only and time shall not be of the essence and LSDG Ltd shall not be liable to the
customer for any loss of damage sustained by the Customer as a result of LSDG Ltd
failure to comply with such completion dates. (ii) When the goods, the subject of
the contract, are complete LSDG Ltd shall notify the customer as soon as possible.
(iii) LSDG Ltd shall be responsible only for ensuring that the production bends
are carried out to within reasonable limits of the specification. (it is herewith
agreed that any bend within 2.5mm or 0.5% of the inside radius whichever is the
greater either way of the specification shall be deemed to comply with the specification).
LSDG Ltd shall have no further responsibility with regard to the production bends
and the customer shall not be entitled to reject the goods or claim any breach of
contract in respect thereof. (iv) Where any of the goods do not conform to the specification,
the Customer must advise LSDG Ltd in writing within 3 days of receipt, of the Goods.
LSDG Ltd may elect to re-process any such goods or otherwise treat them to bring
them to such conformity. [a] Where notwithstanding any such treatment of any of
the goods which do not conform (“the rejected pieces”) the customer shall accept
all the Goods that so conform whereupon the full production bends fee shall be payable
in respect of each of the Goods which do not conform and either: [b] Require LSDG
Ltd to process further pieces of material to be supplied by the customer equal in
number to the rejected pieces in which event the provisions in clause 5(b) (i-iv)
shall apply to the materials and goods. [c] Elect to treat the contract at an end.
(v) It is herewith accepted by the customer that additional material may be required
for the following:- [a] trialling purposes, [b] setting up of machines for each
batch quantity, [c] rejects during production. (vi) The title to all materials supplied
to LSDG Ltd which do not produce approved goods shall vest in LSDG Ltd and no credit
shall be allowed to the customer therefore. (vii) No fee shall be payable by the
customer for each original rejected piece. Where the customer elects to require
reprocessing in accordance with sub-clause 5(b)(iv) hereof then full production
bend fee shall become payable in respect of all subsequent rejected piece (other
than the original) a fee equivalent to the test bend fee shall become immediately
due and payable by the customer upon inspection by the customer or its agents.
6 CUSTOMERS MATERIALS
(A) Whilst LSDG Ltd undertakes to take all reasonable care of the Customers materials
in its possession, LSDG Ltd accepts no responsibility for any distortion, damage,
defects or faults therein which appear or develop during the course of the work
undertaken by LSDG Ltd. Without prejudice to the generality of this clause where
the customer supplies painted or anodised materials for processing LSDG Ltd accepts
no responsibility for any distortion, damage, defects or faults which appear in
or to the paint or anodising notwithstanding the otherwise successful bending of
such materials. All materials received by LSDG Ltd for processing or otherwise are
held by LSDG Ltd at the customers risk as regards damage or loss except the cause
of the damage or loss was the result of the negligence of LSDG Ltd and its servants
or agents. (b) When processing customers materials every effort is made to meet
the requirements of the customer from the information supplied by them. When materials
are supplied by the customer and it is the customer and not LSDG Ltd who is in a
position to establish the precise composition of such materials no responsibility
is accepted by LSDG Ltd as to the suitability of the materials for processing.
7 COMPLETION DATES
(a) Whilst delivery and completion dates are given in good faith based on the information
available to LSDG Ltd at that time, such dates are not guaranteed and LSDG Ltd shall
not be liable to the customer for any loss or damage sustained by the customer or
any third party as a result of LSDG Ltd failure to comply with such delivery or
completion dates and no delay shall entitle the customer to reject any delivery
or further instalment or part of the order or to repudiate the contract of part
thereof or to claim and damages or compensation in respect of the delay. (b) LSDG
Ltd shall not be liable for any loss or damage caused by delay in the performance
or non-performance of any of its obligations hereunder where the same is occasioned
by any cause whatsoever that is beyond LSDG Ltd’s control including but not limited
to act of God, force majeure, fire, flood, strikes (whether involving LSDG Ltd’s
employees of those of another party,) lockout or other labour dispute, accident
to or breakdown of machinery, shortage of labour or materials or delay in transport,
civil commotion, insurrection, embargoes, quotas, acts or restrictions of government,
import or export regulations or any other event beyond the control of LSDG Ltd.
(c) Where the customer requests LSDG Ltd that delivery be advanced by the working
of overtime by LSDG Ltd then unless the quotation expressly includes such overtime,
the contract price shall be adjusted to include such amounts as shall indemnify
LSDG Ltd for all extra costs, wages and overheads so incurred.
8 ACCEPTANCE & STORAGE
(A) The customer shall promptly accept the goods when they are delivered or tendered
for delivery in accordance with the contract. In the event of the customer failing
to so accept the goods or giving LSDG Ltd forwarding instructions within one month
after notification that the goods are ready, the customer shall (in addition to
any other liabilities which it may have to LSDG Ltd) be fully liable for all costs,
charges and expenses, incurred as a result directly or indirectly of its failing
to accept the goods. (b) Whilst it is LSDG Ltd normal policy to deliver or make
available goods in on lot the customer shall accept delivery or availability by
instalments or split deliveries and each instalment or part delivery shall be considered
a separate transaction which shall not affect the rights or liabilities of either
party under the contract as to the other instalments or part deliveries.
9 DELIVERY
(A) Delivery of the goods will take place when (i) the customer or his agent signs
the delivery note, and all risk will thereupon pass to the customer. (ii) five days
from written notification by LSDG Ltd to the customer that the goods are completed.
(b) LSDG Ltd accepts no responsibility for loss or damage to the goods howsoever
arising after delivery has taken place. (c) Where LSDG Ltd itself has agreed to
undertake transport LSDG Ltd accepts responsibility only for repair or replacement
of damaged or lost goods where the cause of damage or loss was the negligence of
LSDG Ltd employees. Customers are strongly recommended to make suitable insurance
arrangements in respect of goods in transit out of LSDG Ltd works by carriers. Claims
in respect of loss or damage should be made direct to the carrier concerned. (d)
Carriage to and from LSDG Ltd will be sent at customers expense.
10 PACKAGING
LSDG Ltd will provide standard packing to the goods prior to despatch from its works.
The customer or its agents shall have the opportunity to inspect the packing upon
collection, and may request special packing in lieu of LSDG Ltd standard packing.
The customer may be charged extra for all special packing. In all circumstance LSDG
Ltd accepts no liability whatsoever for the adequacy or suitability of the packing
whether standard or special, and whether authorised as agents for the customer under
clause 9(c).
11 TITLE TO GOODS
(a) It is hereby expressly agreed by the customer that the property in all materials
shall pass to LSDG Ltd upon its delivery to LSDG Ltd as security for the customer’s
liabilities to LSDG Ltd arising under these conditions of sale. (b) Notwithstanding
the delivery of the goods or any part thereof in pursuance of this contract, the
goods shall remain the sole and absolute property of LSDG Ltd as legal and beneficial
owner until such time as the customer shall have paid in full all sums due to LSDG
Ltd under these conditions of sale. (c) LSDG Ltd reserves the right to determine
the contract for the processing of materials at any time after payment has become
due and before payment in full has been received by ABS Ltd and in that event LSDG
Ltd or its authorised agents reserves the right to enter any premises in which any
goods are kept and recover possession of such goods. (d)Notwithstanding that the
agreed price has not been paid and that the customer holds the goods as bailee,
the customer shall have a licence to sell the goods in the normal course of its
business provided that any goods received in exchange for the goods, or any proceeds
of sale therefore are held by the customer as trustee for LSDG Ltd in a separate
bank account, and the customer shall assign to LSDG Ltd absolutely the benefit of
any such contract of sale. (e) In the event that the customer has not received the
benefit of such sale or disposal he will if called upon to do so assign LSDG Ltd
within 7 days of being called upon to do so all rights the customer has against
any third party in respect of the sale or disposal.
12 PAYMENT
(a) unless otherwise stated all prices are net ex-works. (b) Unless agreed in writing
with LSDG Ltd contracts with new customers are paid on a pro-forma basis and all
orders with a net value of £1,000 or less are subject to payment on collection.
(c) In all other cases, subject to credit being approved the customer shall make
payment not later than 30 days from the date of invoice. (d) Where goods are delivered
or are available by instalments each consignment will be invoiced as delivered and
each months invoices will be treated as a separate account and be payable accordingly.
(e) If any payment to be made hereunder by the customer is overdue, interest shall
be chargeable there on from the day any sum becomes overdue until the sum due is
paid with interest. Interest shall be paid at the rate of 4% above base rate from
time to time of Barclays Bank Plc. (f) LSDG Ltd reserves the right where a customer
fails to abide strictly to the payment terms herein or where genuine doubts arise
as to the customers financial position to suspend delivery under this contract or
any part or instalment thereof without liability, until payment or satisfactory
security for payment has been received. (g) Time of payment shall be of the essence
and failure to make payment on the due date shall entitle LSDG Ltd at its option
to treat the contract as repudiated and act accordingly. Without prejudice to the
foregoing failure by the customer to pay for any goods on the due date applicable
thereto shall (without prejudice to any other remedies which it may have) entitle
LSDG Ltd at its option to cancel or delay any undelivered goods of works whether
under this or any other contract. (h) LSDG Ltd may having given the customer 30
days notice thereof sell by public auction or private treaty sufficient of any of
the goods or materials then in the custody of LSDG Ltd on this or any other contract
to discharge such overdue account (provided that LSDG Ltd shall account to the customer
for any costs of such sale in excess of the overdue amount and interest thereon)
without prejudice to any other rights LSDG Ltd may have. (I) Payment for goods delivered
outside the United Kingdom must be made against delivery of the goods or shipping
documents F.O.B. UK port unless credit arrangements approved by LSDG Ltd have been
agreed in writing.
13 LICENCES
The customer shall be responsible in all instances for obtaining and necessary import/export
licences, permits or authority necessary and to ensure compliance with all regulations
governing admission or transfer of the goods into the country of destination and
for payment of all duties, levies or charges howsoever incurred.
14 PATENTS
The customer shall fully indemnify LSDG Ltd against all actions, costs (including
the cost of defending any legal proceedings) claims, proceedings, accounts and demands
in respect of any infringement of patent rights, copy rights, registered design
or other intellectual property or protected rights which result from compliance
with the customers instructions whether expressed or implied.
15 RESTRICTIONS ON LSDG Ltd LIABILITY
(a) LSDG Ltd accepts no responsibility for damages, direct consequential, contingent
or resulting loss, loss of profit, costs, charges, expenses or other liability,
whether of the customer or any other party, howsoever arising, but within the bounds
or reasonableness, LSDG Ltd’s responsibility being strictly limited to rectification
or replacement as set out in these conditions of sale. In no circumstances shall
any such responsibility arise after the customer or his agents has begun to erect,
assemble or use any of the goods or subject them to any process of any nature whatsoever.
Such rectification or replacement shall be made as quickly as possible, but LSDG
Ltd shall require a reasonable time to affect this. A claim in respect of any defect
or failure to comply with the specification or in respect of and delivery or instalment
of an order or any part thereof shall not entitle the customer to cancel or refuse
delivery of or payment for any other order, delivery or instalment or any part of
the same order delivery or instalment. (b) Subject to the aforesaid, all expressed
or implied warranties, conditions, representations, undertaking or liabilities,
whether imposed by statute, common law, custom or otherwise regarding damages or
loss are hereby expressly excluded in so far that such matters are within the bounds
of reasonableness and in light of these conditions of sale, in particular without
impairing the generality of the foregoing, no statement or description contained
in any catalogue, or advertisement issued by LSDG Ltd or its agent, or any other
communication from LSDG Ltd made verbally or in writing by any LSDG Ltd employee,
agent, representative or officer, shall give or imply or be construed as giving
or implying any such warranty, condition, representation, undertaking or liability
as aforesaid nor shall such statement of description enlarge vary or override or
be construed to enlarge vary or override in any way the conditions herein contained.
16 MISCELLANEOUS
(a) The invalidity, illegality or unenforceability for any reason of any part of
the contract shall not affect the validity, legality, or enforceability of the remainder.
(b) Any notice or other communication required or permitted to be given under the
contract shall be in writing and shall be served on LSDG Ltd and the customer respectively
by delivering the same or sending it by facsimile transmission or by first class
post, to the normal office of the respective party. Such notice shall be deemed
to have been served at the expiration of forty eight hours after posting of the
same correctly addressed has been put in the post or at the expiration of twenty
four hours after transmission in the case of a facsimile transmission. (c) The headings
used in these terms and conditions are for the purpose of convenience and identification
and are not to be taken as limiting in any way the scope or possible construction
of any clause. (d) These terms may be varied only by agreement in writing between
the parties and such agreement must be made on behalf of LSDG Ltd by a person authorised
(being a director of LSDG Ltd and known to the customer to be so authorised) by
LSDG Ltd and no other action on the part of LSDG Ltd (whether delivery of the goods
or otherwise), shall be construed as an acceptance of any other terms and conditions
whatsoever. (e) LSDG Ltd reserves the right to subcontract without prior consent
of the customer.
17 GOVERNING LAW
The contract and the rights of the parties hereto shall be governed by and interpreted
in accordance with English law. The customer hereby irrevocably agrees to submit
to the jurisdiction of the English courts and waives any objection to any legal
proceedings in the said courts on the grounds of venue of forum non convenience.
Retail Terms & Conditions of Sale
1. Interpretation
1.1 The definitions in this clause apply to these Terms: Estimated Delivery Date:
the date upon which we will aim to deliver the Goods and provide the Installation
Services, as stated in the Order.
Goods: the products that we are selling to you as set out in the Order. Installation
Services: the installation services as detailed in the Order, which you agree to
purchase from us.
Order: your order for the Goods and Installation Services, as set out overleaf,
to include (where applicable) the description of the Goods, Specification, Price,
address of the Property and Estimated Delivery Date (or any other information which
we deem necessary).
Order Confirmation: our written acceptance of the Order.
Price: the price of the Goods and Installation Services, as set out in the Order,
which is subject to Survey.
Property: the property in respect of which the Goods and Installation Services are
to be provided.
Specification: the specification for the Goods, including any samples, drawings,
illustrations contained in our catalogues or brochures and related plans that are
agreed in writing by you and us, as set out in the Order.
Survey: a survey by us or on our behalf of that part of the Property at which the
Goods and Installation Services are to be provided.
Survey Fee: 2.5% (two and a half percent) of the Price.
Terms: the terms and conditions set out in this document and any special or additional
terms and conditions agreed in writing by us and you recorded overleaf.
You or your: the customer ordering the Goods and Installation Services from us,
as detailed in the Order.
We, us or our: Leicester Star Double Glazing Company number 10221626 whose registered
address is 244 Green Lane Leicester LeicestershireLE5 4PB.
1.2 Headings do not affect the interpretation of these Terms.
1.3 A reference to “writing” or “written” in these Terms includes fax and email.
1.4 Any phrase introduced by the terms “including”, “include”, “in particular” or
any similar expression shall be construed as illustrative and shall not limit the
sense of the words preceding those terms.
2. These Terms
2.1 These Terms are the terms and conditions on which we supply the Goods and Installation
Services to you.
2.2 Please ensure that you read these Terms carefully, and check that the details
on the Order are complete and accurate, before you sign and submit the Order to
us. If you think that there is a mistake, please contact us to discuss. Any changes
required to an Order submitted to us must be agreed by us in writing.
2.3 We intend to rely on these Terms and your Order. If you require any changes,
please make sure you ask for them to be put in writing. This can help to avoid any
problems about what you expect from us and what we expect from you.
2.4 These Terms will apply to any repaired or replacement Goods we supply to you.
3. Our contract with you
3.1 The Order is an offer by you to enter into a binding contract, which we are
free to accept or decline at our absolute discretion.
3.2 These Terms shall become binding on you and us when we issue you with an Order
Confirmation, at which point a contract shall come into existence between us.
4. Specification
4.1 The Goods are described in the Specification.
4.2 Any samples, drawings, or advertising we issue, and any illustrations contained
in our catalogues or brochures or on our website, are produced solely to provide
you with an approximate idea of the goods they describe. The Goods will be manufactured
according to the Specification, subject to clauses 4.3 and 4.4. Although we have
made every effort to display the colours accurately, we cannot guarantee that the
printed pictures contained in our catalogues or a brochure accurately reflects the
colour of the Goods. The Goods may vary slightly from those images.
4.3 All specifications are approximate only and are subject to normal margins of
tolerance for the materials and installation in question.
4.4 We reserve the right to amend the Specification if required by any applicable
statutory or regulatory requirements.
5. Your rights to make changes
If you wish to make a change to the Goods ordered please contact us. We will let
you know if the change is possible. If it is possible we will let you know about
any changes to the Price, the Estimated Delivery
Date or anything else which would be necessary as a result of your requested change
and you shall confirm to us whether you wish to go ahead with the change.
6. Our rights to make changes
6.1 Minor changes to the Goods. We may change the Goods: (a) to reflect changes
in relevant laws and regulatory requirements; and (b) to implement minor technical
adjustments and improvements. These changes will not adversely affect your use of
the Goods.
6.2 More significant changes to the Goods. If we need to make more significant changes
to the Specification (for example changes not foreseen or made aware to you in the
pre-contract information provided) or, following the Survey, any changes to the
Price we will notify you and you may then contact us within 14 days of the date
of such notice to either agree to such changes or end the contract and receive a
full refund or any monies paid to us in accordance with clause 11.3, subject to
us deducting the Survey Fee. If you do not contact us within 14 days from the date
of our notice to you, we will end the contract and refund to you any monies paid
to us in accordance with clause 11.3, subject to us deducting the Survey Fee.
6.3 Changes to these Terms. We reserve the right to revise and amend these Terms
from time to time. You will be subject to the Terms in force at the date of the
Order.
7. Delivery
7.1 Any delivery costs will be included in the Price.
7.2 If you are purchasing Goods and Installations Services, we will complete the
Installation Services on or about the Estimated Delivery Date (unless otherwise
agreed in writing by you and us).
7.3 We will endeavour to meet the Estimated Delivery Date. In the event of delays
in delivering the Goods and completing the Installation Services by an event outside
our control (in accordance with clause 15), you will be contacted as soon as possible
and we will take steps to minimise the effect of the delay. Provided we do this,
we will not be liable for the delays caused by such events, but if there is a risk
of substantial delay you may contact us to end the contract and receive a refund
for any payments already made in respect of the Goods which you have not received.
7.4 We may have to suspend the supply of the Goods (or any part thereof) to:
(a) deal with technical problems or make minor technical changes; (b) update the
Goods (or any parts thereof) to reflect changes in relevant laws and regulatory
requirements; or (c) make changes to the Goods as requested by you or notified by
us to you (in accordance with clause 6).
7.5 We will contact you in advance to tell you we will be suspending supply of theGoods,
unless the problem is urgent or an emergency. You may contact us to end the contract
for the Goods if we suspend it, or tell you we are going to suspend it, in each
case for a period of more than 60 days from the Estimated Delivery Date and we will
refund any sums you have paid in advance for the Goods in respect of the period
after you end the contract.
7.6 We may suspend the supply of the Goods if you do not pay us for the Goods when
you are supposed to (in accordance with clause 11) until such amounts outstanding
have been paid. We will contact you to confirm we are suspending the supply of the
Goods. We will not charge you for the Goods during the period for which they are
suspended. As well as suspending the Goods, we can also charge you interest on your
overdue payments (in accordance with clause 11.5).
8. Installation Services
8.1 We will carry out only the Installation Services and on any final survey sheet
(if applicable).
8.2 You will permit us (and our agents, employees and contractors) access to the
installation site at all reasonable times so that we may complete the Installation
Services between the hours of 8.00am and 5.00pm.
8.3 If you do not allow us access to your property to perform the Installations
Services as arranged (and you do not have a good reason for this) we may charge
you additional costs incurred by us as a result. If, despite our reasonable efforts,
we are unable to contact you or re-arrange access to your property we may end the
contract.
8.4 Neither us (nor our agents, employees or contractors) will be responsible for
any structural defects or underground obstructions existing in the installation
site at the time of commencement of the Installation Services and which become evident
as the Installation Services progress.
8.5 We will make good any damage to your property caused by us, our agents, employees
or contractors during the Installation Services. However, we are not responsible
for the cost of repairing any pre-existing faults or damage to your property that
we discover while providing the Installation Services.
8.6 It is your responsibility to remove and replace curtains, blinds and pelmets.
We will not be required to remove existing fittings and materials so that they may
be capable of re-use.
8.7 We can provide, at additional cost, a skip for the removal of waste material
from the site. If you make alternative arrangements for the removal of waste material,
we cannot accept liability in respect of any accident, injury or damage resulting
from your inability to arrange for the safe disposal of such waste material.
8.8 We are not permitted to move telephone cables and junction boxes attached to
existing window frames. It is your responsibility to arrange with your telephone
provider for the relocation of these, either before or during the Installation Services.
8.9 It is your responsibility to ensure that any alarm systems attached to doors
or windows which are to be replaced are disconnected before the Installation Services
(and replaced and connected following the Installation Services).
9. Approvals
9.1 We will arrange CPS certification and electrical safety certification in accordance
with "Part P" of the building regulations, where appropriate.
9.2 Unless otherwise agreed in writing between us and you, it is your responsibility
to obtain all relevant and necessary approvals, including but not limited to any
deed of covenant or landlord approval and/or those from local authorities in respect
of building regulations, planning permission, alterations to listed buildings or
alterations carried out in a conservation area. We cannot be held responsible for
any delay in completion of the contract, or other loss directly arising from your
failure or delay in obtaining any of the above. Any costs associated with taking
down or removing an installation in these circumstances will be the chargeable to
you.
10. Title and risk
10.1 The Goods will be your responsibility from the time of delivery to the address
you give us.
10.2 Ownership of the Goods will pass to you when we receive payment of the Price
in full.
11. Price and payment
11.1 The price of the Goods and Installation Services shall be the Price (unless
another price has been agreed by you and us in writing).
11.2 The Price is subject to adjustment by us following the Survey if additional
costs of supplying or installing the Goods are identified as a result of the Survey.
11.3 The Price shall be paid as follows:
(a) For conservatories (including Installations Services): (i) a deposit of 25%
of the Price payable upon receipt of our Order Confirmation; and (ii) 75% on completion
of the Installation Services. (b) For windows (including Installation Services):
(i) a deposit of 25% of the Price payable upon receipt of our Order Confirmation;
and (ii) 75% of the Price payable on completion of the Installation Services. (c)
For all Goods not including Installation Services: (i) a deposit of 25% of the Price
payable upon receipt of our Order Confirmation; and (ii) 75% of the Price payable
no later than 3 days prior to delivery.
11.4 The Price is inclusive of VAT. However, if the rate of VAT changes between
the date of the Order and the date of delivery, we will adjust the VAT you pay,
unless you have already paid for the Goods in full before the change in the rate
of VAT takes effect.
11.5 If you do not make any payment due to us by the due date for payment, we may
charge interest to you on the overdue amount at the rate of 4% a year above the
base rate of Lloyds TSB plc from time to time. This interest shall accrue on a daily
basis from the due date until the date of actual payment of the overdue amount,
whether before or after judgment. You must pay us interest together with the overdue
amount.
11.6 In the event of any minor defect with or damage to components such as, but
not limited to, profile, glass, handles, hardware, weather seals and the like under
these Terms the Installation Services will be deemed practically complete and the
final balance will become payable. We will accept you withholding a retention of
5% of the outstanding balance of the Price in these circumstances until the defect
is resolved, upon which payment of such retained amount is required without delay.
12. Defective Goods
12.1 If you have any questions or complaints about the Goods please contact us in
accordance with clause
12.2 We agree to fully investigate any alleged defect notified to us by you provided
we have received full payment of all sums due and payable to us by you.
12.3 We will not be responsible for:
(a) any colour variation on windows and conservatories made from wood, including
when finished wood stains are applied; (b) any imperfections of a minor or insignificant
nature; (c) any defect arising from your actions following delivery of the Goods
and performance of the Installation Services; (d) any defect arising from your failure
to follow our oral or written instructions as to the use and maintenance of the
Goods; (e) any defect arising from any alterations or repairs (or attempts to alter
or repair) made by you or by someone else at your request; (f) any defect arising
as a result of fair wear and tear or wilful damage caused by you; or (g) the Goods’
suitability for any particular purpose required by you (whether or not the particular
purpose was known or communicated to us).
12.4 We are unable to guarantee that condensation will be eliminated following installation
as condensation is a ventilation issue and cannot be resolved unless a free flow
of air is allowed to circulate.
12.5 If we deem that the Goods are defective we will (subject to your agreement
in writing):
(a) provide you with a full or partial refund; (b) replace the Goods; or (c) repair
the Goods.
13. Our liability to you
13.1 Subject to clause 13.2 below, if we fail to comply with these Terms, we are
responsible for loss or damage you suffer that is a foreseeable result of our breach
of the Terms or our negligence, but we are not responsible for any loss or damage
that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence
of our breach or if they were contemplated by you and us at the time we entered
into this contract.
13.2 We only supply the Goods for domestic and private use. If you use the Goods
for any commercial, business or re-sale purpose, we will have no liability to you
for any loss of profit, loss of business, business interruption, or loss of business
opportunity.
13.3 Our total liability to you in respect of all losses arising under or in connection
with these Terms or the contract shall not exceed the total amount paid by you under
the contract.
13.4 We do not exclude or limit in any way our liability for:
(a) death or personal injury caused by our negligence or the negligence of our employees,
agents or subcontractors; (b) fraud or fraudulent misrepresentation; and (c) which
we cannot exclude or limit our liability under applicable laws.
14. How we may use your personal information
14.1 We will use the personal information you provide to us to:
(a) supply the Goods and perform the Installation Services to you; (b) to process
your payments for the Goods and Installation Services; and (c) to inform you about
similar goods that we provide, but you may stop receiving these at any time by contacting
us.
14.2 We will only give your personal information to third parties where the law
either requires or allows us to do so.
15. Events outside our control
15.1 We will not be liable or responsible for any failure to perform, or delay in
performance of, any of our obligations under these Terms that is caused by events
outside our reasonable control.
15.2 An “event outside of our control” includes any act, event, non-occurrence,
omission or accident beyond our reasonable control and includes, in particular (without
limitation), the following:
(a) civil commotion, civil war, riot, invasion, armed conflict, terrorist attack
or threat of terrorist attack, war (whether declared or not) or threat or preparation
for war; (b) acts of God, collapse of buildings, fire, explosion, inclement weather,
storm, flood, earthquake, subsidence, drought, epidemic or other natural disaster;
(c) impossibility of the use of railways, shipping, aircraft, motor transport or
other means of public or private transport; (d) impossibility of the use of public
or private utility networks; (e) the acts, decrees, legislation, regulations or
restrictions of any government; or (f) strikes or labour unrest (other than in relation
to our own employees); or (g) default by one of our suppliers or sub-contractors.
15.3 Our obligations under these Terms are suspended for the period that such event
outside of our control continues, and we will have an extension of time to perform
these obligations for the duration of that period. We will take reasonable steps
to bring such an event to a close or to find a solution by which our obligations
under these Terms can be performed despite such an event.
16. Transfer of rights and obligations
16.1 We may transfer our rights and obligations under these Terms to another organisation.
We will always tell you in writing if this happens and we will ensure that the transfer
will not affect your rights under these Terms.
16.2 You may not transfer your rights and obligations under these Terms to any other
person without our written consent.
17. Notices and communications
17.1 If you wish to contact us in writing, or if any clause in these Terms requires
you to give us notice in writing (for example, to cancel the contract), you can
send this to us by hand or by pre-paid post to Ideal Window Solutions Limited, Unity
Building, Fort Fareham Newgate Lane, PO14 1AH, or by email to enquiries@idealwindowsolutions.co.uk.
We will confirm receipt of this by contacting you in writing.
17.2 If you wish to contact us by telephone, our contact number is 01329 238399.
17.3 If we have to contact you or give you notice in writing, we will do so by e-mail,
by hand, or by pre- paid post to the address or email address you provide to us
in the Order.
18. General
18.1 If any court or competent authority decides that any of the provisions of these
Terms are invalid, unlawful or unenforceable to any extent, the term will, to that
extent only, be severed from the remaining terms, which will continue to be valid
to the fullest extent permitted by law.
18.2 If we fail, at any time while these Terms are in force, to insist that you
perform any of your obligations under these Terms, or if we do not exercise any
of our rights or remedies under these Terms, that will not mean that we have waived
such rights or remedies and will not mean that you do not have to comply with those
obligations. If we do waive a default by you, that will not mean that we will automatically
waive any subsequent default by you. No waiver by us of any of these Terms shall
be effective unless we expressly say that it is a waiver and we tell you so in writing.
18.3 This contract is between you and us. No other person shall have any rights
to enforce any of these Terms. Neither of us will need to get the agreement of any
other person in order to end the contract or to make any changes to these Terms.
18.4 These Terms shall be governed by English law and we both agree to the exclusive
jurisdiction of the English courts.
Retail Conditions of Sale
1. General
a) In these conditions the person signing the acceptance slip or contract is referred
to as the Customer and the company who is supplying the products detailed in the
schedule is referred to as ‘The Company’. b) The customer is contracting direct
with the company for the supply and installation (where necessary) of the products
and services detailed and payments must be paid directly to the company. c) The
description of the company’s products and their effect is set out in the company’s
current literature which is freely available. No additional representation shall
bind the company unless the same has been put into writing by a director. From time
to time improvements and changes are made to the company’s products. The customer
acknowledges and agrees that he shall receive delivery of products which comply
with the company’s latest basic design and specification may be affected without
notice to the customer provided that the product shall be of equal or greater to
the customer. d) This contract contains all the terms and conditions agreed between
the company and the customer and no variations of these terms and conditions shall
bind either party unless previous agreement in writing signed by both the customer
and a director of the company. e) No omission by the company whether by way of indulgence
or otherwise of failure to enforce or delay in enforcing the company’s rights here
under shall be constructed as a waver of any of the company’s rights.
2. Survey
a) This agreement is subject to a detailed survey being carried out by the company
or its agents and the company alone may as a result thereof in its absolute discretion
and without ascribing any reason cancel all or part of this contract at any time
to the installation commencing. b) If it is found during the survey that additional
work is necessary which is not covered by this contract to ensure that the completed
installation is up to the company’s standard then the cost of such additional work
will be notified to the customer before the installation commences. If the customer
is not prepared to bear this additional cost then the company reserves the right
to vary the terms of its guarantee or to cancel the contract as in 2a. c) Building
and base works are subject to ground conditions. These are not exposed until work
commences, so these works cannot be assessed during survey. For conservatory estimates,
our estimate includes for a 600mm deep strip concrete foundation (unless stated
otherwise). Should conditions dictate that additional works are required, the customer
will be informed of any additional cost. If the customer will not meet the additional
cost, the customer must pay for work to date and any re-instatement of the site.
3. Delivery
a) The company will use its best endeavours to install the products scheduled within
the period quoted to the customer. If the work specified is not completed within
this period, the customer may serve a notice on the company requiring that the work
be completed within such a reasonable period as the customer my specify (in general
the company would accept six weeks as being reasonable). If the work is not completed
within such as extended period the customer may cancel the uncompleted work covered
by this contract by the service of written notice to that effect on the company
as its Registered Office b) Notwithstanding the foregoing i) the company shall not
be liable for any delay that arise from circumstances beyond the reasonable control
of the company and in the event that time has been made in the essence of the contract
time shall not run during any period when delay on that account is operating and
ii) cancellation of any uncompleted work shall be without prejudice to the customers’
liability to pay for such part of the work as has been completed. c) The property
in the products, the title to the products and the ownership of the products shall
remain with the company and will not pass to the customer until the total price
has been paid to the company. No work will be carried out by the company under the
guarantee until the total price has been paid to the company.
5. Guarantee
a) All glass used shall be of good quality but the company shall be under no liability
whatsoever in respect of minor blemishes or imperfections which are not guaranteed
by the glass manufacturers (not noticeable at a distance of 1.5m) b) The company
does not guarantee that the installation of the products specified will affect the
incidence of condensation in the building and a leaflet describing the causes and
remedies of condensation is available from the company. The company does guarantee
that condensation will not form between the panes of the double glazed sealed units
during the period of the guarantee. c) The company undertakes to replace or repair
free of charge any hardware product that proves defective as a result of faulty
materials or workmanship within a period of 5 years from the date of installation.
d) Our guarantee is for 10 years against the failure of the framing materials, sealed
units or any aspect of the fitting from the above date. Sealed units glazed into
Hardwood or Aluminium is guaranteed for 5 years. The fittings such as hinges, handles,
locks and restrictors are guaranteed for 5 years. e) Notwithstanding the foregoing
the company shall not be liable to repair or replace any item which in its opinion
has suffered damage due to misuse accident or premature deterioration due to the
customers failure to satisfactorily maintain the product. The principle of fair
wear will be applied in all cases. f) These conditions state the full liability
of the company in respect of disputes and the company shall not be liable for consequential
loss of any nature whatsoever including loss of earnings. No further guarantee warranty
or representation is given or made as to the products or installation of them by
the company or its agents.
6. Liability
a) The company shall not be liable to pay for any work carried out by any other
person firm or company engaged by the customer whether by way of rectification completion
to or in respect of the contract works to be performed by the company unless such
an engagement shall have been agreed by a director of the company in writing. b)
Liability whether is respect of one claim or in the aggregate arising from the installation
of the company’s product shall not in any event exceed the cash price stated.
7. Installation
a) The company will make good any damage caused in the course of installation to
plaster floor rendering or brickwork immediately surrounding any window or door
installed by the company but under no circumstances can the company undertake to
provide matching ceramic or other tiles or specialised finishes such as Tyrolean
or Pebble-dash, nor can the colour of the making good or rendering be guaranteed
to match the existing rendering. The company does not provide or apply any decorative
finish to such making good. b) The company and its servants will do their utmost
to keep any damage to a minimum but it cannot guarantee to avoid damage to wallpaper
or paintwork surrounding the installation and any redecoration as a result of such
damage shall be the responsibility of the customer. c) The company will not be liable
for damage of any description arising from the installation or use of the products
where such damage is due to defects in the fabric of the building which existed
prior to the installation of the company’s products whether such damage was detected
at survey or not. The company will notify the customer of any such defect if it
is thought that the defect will prejudice the performance of the company’s products.
d) Curtain/blind removal and replacement. It is not part of our costing, unless
you have specifically asked us to carry out this work. Our installers will, if asked,
try to leave you with some screening at bedroom windows. If you are concerned after
talking to our surveyor about any delicate, expensive or complicated curtains, blinds
or pelmets, please contact your installer to carry out the removal and replacement.
Merstham Glass will not be held responsible for damage to curtains or blinds that
are present during the installation process. e) We wish to make you aware that during
replacement work there is a risk of damage to cables run on, or through, frames
to be removed. If any damage occurs you are liable for any resulting costs.. You
could elect to have the cables removed and replaced by your supplier’s. This will
involve costs and inconvenience as you could be without these services until the
work is complete. (unless you re-site the cable/s away from the frames). In most
cases we think leaving the cables for us to try and re-route behind the new frames
is an acceptable risk as usually no damage occurs, but as always, the decision is
yours.
8. Finance and Payment
a) It is hereby agreed and declared that the agreement is neither hire purchase
nor a credit sales agreement b) Payment of the final balance is due on practical
completion and inspection by the customer or its agents or on delivery of the products
or any of them in the case of ‘Supply Only’ contracts. Payment must be by way of
cash, bankers draft, cheques, debit cards or money orders payable to Leicester Star
Double Glazing Ltd and crossed ‘A/C Payee only’. The customer shall not be entitled
to withhold payment by reason for any alleged minor effect which would normally
be dealt with under the guarantee. If payment is not made by the customer as above
on completion of installation, interest shall accrue on the amount of payment outstanding
to the company from that date to the date of actual payment at the rate of 2% per
month above base rate of Barclays Bank PLC prevailing at the time, accruing day
by day. c) Credit card payments are accepted subject to 2% add to cover additional
cost.
9. Access
a) The customer agrees to provide the company and its servants or agents with reasonable
access to the customer’s premises between 8.00am and 5pm on Monday to Friday until
the installation has been complete and the products paid in full. In the event of
the customer failing to give the company its servants or agents access to the premises
for a period of twenty eight days from a request in writing by the company shall
be entitled to terminate the agreement at the expiry of such period but without
prejudice to its rights and liabilities hereunder and in particular to its right
to receive payment for any works done or products manufactured, purchased or supplied
to that date.
10. Cancellation
a) Upon signing by the customer the acceptance document a binding contract shall
be created details which are given and such contract shall not be subject to cancellation
by the customer although the company reserves the right to cancel the contract within
the conditions above and in such circumstances alone return any deposit paid in
full and without interest. b) Without prejudice to its right to claim damages for
breach of contract the company may at its sole discretion in appropriate cases agree
to the cancellation of a contract by the customer upon payment to the company for
all expenses incurred by it prior to the date of cancellation such an agreement
to be set in writing and signed by a director of the company and countersigned by
the customer.
