The Customer’s attention is particularly drawn to the provisions of Clauses 3, 4, 5 (Limitation of liability) and 9 (Right to Cancel).
By signing the Customer Order the Customer confirms they have read or had exposure to and understood these Conditions
The following definitions and rules of interpretation apply in this agreement.
Conditions: the conditions on the Supplier’s website or in printed form or another written form or by these conditions being read and explained to them
Contract: the contract between the Supplier and the Customer for the supply of Goods and/or Services in accordance with these conditions.
Customer: the person(s) or legal entity who purchases the Goods and/or Services from the Supplier.
Customer Order: the quotation form signed by the Customer (or deemed to have been accepted by the Customer in accordance with clause 2.2 below.
Customer’s Premises: the Customer’s property where the Goods and Services will be provided as set out in the Customer Order
Goods: means any goods to be supplied by the Supplier as set out in the Customer Order.
Quotation: The written quotation provided by the Supplier to the Customer
Supplier: Hertford Flooring Limited registered in England and Wales with company number 9288728
Services: the services supplied by the Supplier to the Customer as set out in the Customer Order.
- BASIS OF CONTRACT
2.1 The Supplier providing a Quotation to the Customer constitutes an offer by the Supplier to provide the Goods and/or Services to the Customer in accordance with these Conditions.
2.2 The Quotation shall be deemed to be accepted by the Customer and the Contract shall come into existence either when the Customer returns the Customer Order to the Supplier or when the Customer pays to the Supplier a 50% deposit (“the Deposit”) for the price set out in the original Quotation, whichever is earlier.
2.3 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
- CUSTOMER’S OBLIGATIONS
3.1 The Customer shall:
(a) ensure that the terms of the Quotation are complete and accurate;
(b) co-operate with the Supplier in all matters relating to the Services;
(c) provide the Supplier with such information and materials as the Supplier may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;
(d) inform the Supplier of any relevant health and safety or site specific policies in advance;
(e) unless agreed with the Supplier prior to the supply of services, prepare the Customer’s premises for the supply of the Services, including clearing the relevant area where Goods are to be fitted prior to the supply of Services, and moving any old flooring or floor coverings, furniture and appliances ready for the Supplier to supply the Services;
(f) provide the Supplier, its employees, agents and subcontractors, with access to the Customer’s Premises, office accommodation and other facilities as reasonably required by the Supplier to provide the Services, and if the supply of Services takes longer than one working day to agree a day and time with the Supplier for access to the Customer’s premises and to provide the Supplier with access at the agreed time for completion of the supply of Services;
(g) provide the Supplier with 48 hours’ notice to rearrange an agreed date for the supply of Services subject to clause 9.
- CHARGES AND PAYMENT
4.1 The price for the supply of the Goods and Services shall be the price set out in the Quotation.
4.2 Where the Contract is formed by a Customer Order being made, the Customer agrees to pay the Supplier the Deposit of 50% of the price set out in the Quotation immediately following formation of the Contract in accordance with clause 2.2.
4.3 The Customer shall pay the Supplier the price set out in the Quotation minus the Deposit and other costs already paid by the Customer within 5 days of the date of the supply of the Goods and Services and time for payment shall be of the essence of the Contract.
4.4 The Supplier reserves the right to charge the Customer the costs of the fitter at a rate of £200.00 per day plus VAT in the event that the Customer requests to rearrange the date for the supply of Services by giving less than 48 hours’ notice subject to clause 9 (The Right to Cancel).
4.5 Subject to clauses 9 and 10, in the event that the Customer terminate the Contract entirely the Supplier reserves the right to charge the Customer 20% of the Goods costs as set out in the Quotation in addition to an administration fee of £100.00 plus VAT.
4.6 If the Customer fails to pay the Supplier any sum due pursuant to the Contract the Supplier may (without prejudice to any other rights available to it at law or otherwise) charge the Customer interest on such sum from the due date for payment at the annual rate of 4% above the base lending rate from time to time of Barclays Bank and accruing on a daily basis until payment is made, whether before or after any judgment. The Supplier further reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.
- LIMITATION OF LIABILITY: THE CUSTOMER’S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE
5.1 Save in relation to the negligence of the Supplier, its agent, employees or sub-contractors the Supplier shall not be held liable for any damage caused to the Customer’s Premises, chattels, fixtures or fittings, which may
occur in the course of the Supplier assisting the Customer in clearing or restoring the Customer’s Premises provided the Supplier shall not be obligated to provide such assistance unless otherwise agreed in writing.
5.2 Nothing in these Conditions shall limit or exclude the Supplier’s liability for:
(a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession);
(d) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
(e) defective products under the Consumer Protection Act 1987.
5.3 Subject to Clause 5.3, the Supplier shall not be liable to the Customer, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for any indirect or consequential losses.
5.4 Without prejudice to clause 5.3, the Supplier’s total liability arising under or in connection with the Contract (whether arising in contract, tort or otherwise) or for breach of statutory duty or misrepresentation shall be limited to the higher of the Contract value or the limit of the Supplier’s relevant insurance policy (less any excess payable by the Supplier).
5.5 The Supplier confirms it has public liability insurance of £5million and employer’s liability insurance of £5million.
- SUPPLY OF GOODS AND SERVICES
6.1 The Supplier shall supply the Goods and Services to the Customer in accordance with the Customer Order in all material respects and with all skill and care in accordance with good industry practice.
6.2 The Supplier warrants that on delivery, and for a period of 12 months from the date of delivery (warranty period), the Goods shall:
(a) conform in all material respects with their description in the Customer Order and any applicable goods specification;
(b) be free from material defects in design, material and workmanship;
(c) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and
(d) be fit for any purpose held out by the Supplier.
6.3 The Supplier shall use all reasonable endeavours to meet any performance dates for the Services specified in the Customer Order, but time shall not be of the essence for the performance of the Services.
6.4 The Supplier reserves the right to amend the Services set out in the Customer Order if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Services, and the Supplier shall notify the Customer in any such event.
6.5 The Supplier shall, at its option, repair defective work, or refund the price of the defective Goods in full if:
(a) the Customer gives notice in writing within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in Clause 6.1; and
(b) the Supplier is given a reasonable opportunity of examining such defective Goods to ascertain its liability.
7.1 Without affecting any other right or remedy available to it and except where clauses 9 and 10 below apply, either party may terminate the Contract:
(a) by giving the other party not less than 48 hours’ notice;
(b) with immediate effect by giving written notice to the other party if
(i) the other party commits a material breach of its obligations under the Contract and (if such breach is remediable) fails to remedy that breach within 28 days after receipt of notice in writing to do so;
(ii) the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business, or (in the case of an individual is declared bankrupt or enters into a creditors voluntary arrangement;
(iii) the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
(iv) the other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
7.2 Without affecting any other right or remedy available to it, the Supplier may terminate the Contract with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under the Contract on the due date for payment.
7.3 Without affecting any other right or remedy available to it, the Supplier may suspend the supply of Services or all further deliveries of Goods under the Contract or any other contract between the Customer and the Supplier if the Customer fails to pay any amount due under the Contract on the due date for payment, the Customer becomes subject to any of the events listed in Clause 7.1(b) (i) to (iv).
7.4 Without affecting any other right of remedy available to it, the Supplier may retain the Deposit paid by the Customer if the Customer terminates the Contract or is at fault.
- CONSEQUENCES OF TERMINATION
8.1 On termination of the Contract the Customer shall immediately pay to the Supplier all of the Supplier’s outstanding unpaid invoices and interest and, in respect of Services and Goods supplied but for which no invoice has been submitted, the Supplier shall submit an invoice, which shall be payable by the Customer immediately on receipt.
- RIGHT TO CANCEL
9.1 Where the Contract is made in circumstances to which the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (SI 2013/3134) apply:
(a) The Customer shall have the right to cancel this contract within 14 days without giving any reason.
(b) The cancellation period will expire after 14 days from the day of the conclusion of the contract in accordance with clause 2.2
(c) To exercise the right to cancel, the Customer must inform the Supplier, Hertford Flooring Limited, 111 Fore Street Hertford SG14 1AS, telephone 01992 911200, email@example.com of the Customer’s decision to cancel the Contract by a clear written statement (e.g. a letter sent by post or e-mail).
(d) To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right to cancel before the cancellation period has expired.
- EFFECTS OF CANCELLATION OR TERMINATION
10.1 If the Customer cancels this contract in accordance with clause 9, the Supplier will reimburse to the Customer all payments received.
10.2 The Supplier will make the reimbursement without undue delay, and not later than 14 days after the day on which the Supplier is informed by the Customer about the Customer’s decision to cancel the contract.
10.3 The Supplier will make the reimbursement using the same means of payment as the Customer used for the initial transaction, unless the Customer and Supplier have expressly agreed otherwise; in any event, the Customer will not incur any fees as a result of the reimbursement
- FORCE MAJEURE
11.1 Neither party shall be in breach of the Contract nor liable for delay in performing or failure to perform, any of its obligations under the Contract if such delay or failure results from events, circumstances or causes beyond its reasonable control.
12.1 The Customer shall not, without the prior written consent of the Supplier, assign, transfer, charge, sub-contract, declare a trust over or deal in any other manner with all or any of its rights or obligations under this agreement.
12.2 The Supplier may at any time assign, transfer, charge, sub-contract, declare a trust over or deal in any other manner with all or any of its rights or obligations under this agreement.
13.1 Any notice or other communication given to a party under or in connection with this Contract shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service to the address for the party given in the Customer Order.
13.2 Any notice or communication shall be deemed to have been received:
(a)if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
(b)if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service.
14.1 If any provision or part-provision of this agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this agreement.
15 WAIVER RIGHTS AND REMEDIES
15.1 No failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
15.2 Except as expressly provided in this agreement, the rights and remedies provided under this agreement are in addition to, and not exclusive of, any rights or remedies provided by law.
16 THIRD PARTY RIGHTS
16.1 This agreement does not confer any rights on any person or party (other than the parties to this agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
17.1 Except as set out in these Conditions, no variation of the Contract shall be effective unless it is agreed in writing and signed by the parties (or their authorised representatives).
19 GOVERNING LAW
19.1 This agreement and any disputes or claims arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) are governed by and construed in accordance with the law of England.
20.1 Each party irrevocably agrees that the courts of England have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims).
This agreement has been entered into on the date stated at the beginning of it.