Terms & Conditions

APPLICABILITY.

 

The Buyer may place orders (“Order(s)”) with Seller for Seller products and all such Orders will be governed solely by this Agreement, unless otherwise mutually agreed. Any oral understandings are expressly excluded. Seller shall not be deemed to have waived terms and conditions contained herein if it fails to object to provisions appearing on, incorporated by reference in, or attached to any Buyer order form, and those provisions are hereby expressly rejected. No contrary or additional terms or conditions contained in any Buyer order form shall apply unless agreed to in writing and signed by an authorised representative of Seller. Additionally, Seller reserves the right to reject any Order submitted to it by Buyer.

 

DELIVERY.

 

Every effort will be made to ensue delivery is made within the quoted lead time upon order. Transportation charges are included in the prices quoted.. Seller shall have the right to make early/accelerated and/or partial shipments in advance of the contractual delivery schedule, in its sole and absolute discretion. The seller does not take responsibility for any delays in shipping, which are out of their control. Buyer will be updated on the status of their order regularly,

 

INSPECTION.

 

The Buyer shall inspect and accept, or reject products delivered pursuant to the Order immediately after Buyer takes custody of  such products. In the event the products do not comply with the applicable Seller specifications, the Buyer shall notify the Seller  of such non-conformance and give the Seller a reasonable opportunity to correct any such non-conformance. The buyer agrees  to the fact radiators may vary in shade/veining to the samples and/or another radiator in the same colour, due to the fact that they are produced from natural stone, which varies in shade/veining. Variance in shade/veining is not a legitimate reason to reject the goods. The Buyer is advised to confirm with the Seller upon ordering. If the Product that arrives is different to the one which was ordered, due to the Buyer's negligence, this is not a legitimate reason to reject it. The Buyer shall be deemed to have accepted any products delivered here-under and to have waived any such non-conformance in the event Seller does not receive notification that the products delivered here-under do not comply with the Seller’s specifications, within three (3) days after the Buyer takes custody  of such products. Unless otherwise agreed, Buyer shall have no right to conduct inspection at Seller’s facility. In the event the parties hereto mutually agree that Buyer may inspect Seller’s product at Seller’s facility, any such inspection shall be conducted  with reasonable prior notice by Buyer to Seller and at reasonable times, on a non-interference basis, and such inspection shall not include the right to establish mandatory inspection points or enter proprietary or competition-sensitive areas of Seller’s facility.

 

CHANGES.

 

Seller at all times reserves the right, and is entitled in its sole discretion, to make changes, additions or improvements to the  products being delivered under an Order without liability or any obligation to incorporate such changes, additions or improvements into any item or product manufactured, sold or delivered prior to incorporation of the change, addition or improvement. The Seller agrees to give notice of any changes as soon as it is possible.

 

PRICES AND PAYMENTS.

 

Prices and payments will be in Great British Pounds, and payment shall be made in Great British Pounds currency.. Prices quoted are believed to be accurate; however, Seller reserves the right to correct any inadvertent errors in these prices prior to acceptance of the Order. The Seller will not process any Order until full Payment has been made. Delivery will not be authorised until the balance has cleared in our account. Payment can currently only be made via BACS.

 

SETOFF.

 

All amounts that Buyer owes Seller under an Order shall be due and payable according to the terms of an Order. Buyer is prohibited from and shall not set off such amounts or any portion thereof, whether or not liquidated, against sums which Buyer assets are due it, from its parent affiliates, subsidiaries or other divisions or units under other transactions with Seller, its parents, affiliates, subsidiaries or other divisions or units.

 

GUARANTEE.

 

As used in this Section “Non-conformance” means a failure to comply with or failure to operate due to noncompliance with applicable Seller specifications or having defects in workmanship or material. Normal wear and tear and the need for regular  overhaul and periodic maintenance shall not constitute a

Non-conformance.

 

Seller warrants that at time of delivery to Buyer, its Products will comply with applicable Seller specifications and will be free from defects in workmanship and material. These warranties shall run to the Buyer, its successors, and assigns. Customer guarantees along with the Installation Manual are emailed to you upon order being placed. It is the Buyer's sole responsibility to do this. If the buyer does not follow the Installation Manual and in turn damages the Product, their guarantee is therein invalid.

 

Buyer must notify Seller in writing of the Non-conformance of any Product within the warranty period and return the Product to Seller within seven (7) days after such discovery. The Buyer must provide at least two (2) photographs of the defect. Prior to return of the Product to Seller, Buyer must obtain a Return Material Authorization (RMA) from Seller. Seller reserves the right to  return to Buyer any Product received without a valid RMA. In the event Seller is unable to confirm Buyer’s reported Non- conformance, Buyer agrees to pay Seller an Evaluation/No Defects Found Charge, the amount of which shall be as specified in Seller’s Return Material Authorization. Seller’s obligation and Buyer’s remedy under this warranty is limited to either repair or replacement, by Seller’s election, of any Product Non-conformance. Seller agrees to assume round trip transportation costs for a nonconforming Product in an amount not to exceed normal shipping charges to the nearest facility designated herein for warranty repair of products delivered under an Order. The risk of loss or damage to all Products in transit shall be borne by the party initiating the transportation of such Products.

 

Seller shall not be liable under this warranty if the Product has been exposed or subjected to:

 

Any maintenance, repair, installation, handling, transportation, storage, operation or use which is improper or otherwise not in compliance with Seller’s instruction; or

 

Any alteration, modification or repair by anyone other than Seller or those specifically authorized by Seller; or

 

Any accident, contamination, foreign object damage, abuse, neglect or negligence after delivery to Buyer; or

 

Any damage precipitated by failure of a Seller supplied Product not under warranty or by any Product not supplied by Seller.

 

Any remarks on colour, structure and pattern of natural stone or

 

Any small changes in the material structure like shade of colour due to temperature change while the radiators are functioning

 

Any changes resulting from the improper use of the product.

 

Any objections arising from the striking and/or putting pressure on the products

 

 

THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANT- ABILITY OR FITNESS FOR PARTICULAR PURPOSE WHICH ARE HEREBY EXPRESSLY DISCLAIMED. IN NO EVENT SHALL SELLER BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES OF ANY KIND. NO EXTENSION OF THIS WARRANTY SHALL BE BINDING UPON SELLER UNLESS SET FORTH IN WRITING AND SIGNED BY SELLER’S AUTHORIZED REPRESENTATIVE.

 

EXCUSABLE DELAY.

 

The Seller shall be excused from delays in delivery and performance of other contractual obligations under this Order caused by acts or omissions that are beyond the reasonable control and without the fault or negligence of Seller including but not limited to  Government embargoes, blockades, seizure or freeze of assets, delays or refusals to grant an export license or the suspension or revocation thereof, or any other acts of any Government, fires, floods, severe weather conditions, or any other acts of God, quarantines, labor strikes or lockouts, riots, strife, insurrection, civil disobedience, war, material shortages or delays in deliveries to Seller by third parties. If the excusable delay circumstances extend for six months, either party may, at its option, terminate this Order without penalty or liability and without being deemed in default or in breach thereof.

 

CANCELLATION.

 

Buyer reserves the right to cancel any portion of this Order affected by a default of Seller or any insolvency or suspension of Seller’s operations or any petition filed or proceeding commenced by or against Seller under any state or federal law relating to bankruptcy, arrangement, reorganization, receivership or assignment for the benefit of creditors.

 

Due to the bespoke nature of the product, once Buyer has returned the signed order to Seller, and Seller has returned an Order Confirmation, the Order cannot be Cancelled.

 

DISPUTES.

 

Except as otherwise specifically agreed in writing by Buyer and Seller, any dispute relating to an Order placed by a Buyer incorporated in the United Kingdom & Eire which is not resolved by the parties shall be adjudicated by any court of competent  jurisdiction.

 

APPLICABLE LAW.

 

This Agreement shall be interpreted in accordance with the laws of the jurisdiction in which the Seller’s facility accepting the Order hereunder is located, exclusive of any choice of law provisions. The Seller and Buyer expressly agree to exclude from this Agreement the United Nations Convention on Contracts for the International Sale of Goods, 1980, and any successor thereto.

 

 

EXPORT.

 

Unless otherwise agreed, Buyer shall be responsible for compliance with the export control laws and regulations of the United Kingdom, and when required by such laws and regulations shall obtain validated export and re-export licenses required for goods, services and technical data delivered under this Order. Seller shall not be liable to Buyer for any failure to provide goods, services or technical data as a result of any of the following United Kingdom Government actions: (1) refusal to grant export or re-export license; (2) cancellation of export or re-export license; or (3) any subsequent interpretation of UK export laws and regulations, after the date of this order, that limits or has a material adverse effect on the cost of Seller’s performance on this Order.

 

LIMITATION OF LIABILITY.

 

Seller’s liability on any claim for loss or damage arising out of, connected with, or resulting from an Order, or from the performance or breach thereof, or from the manufacture, sale, delivery, resale, repair or use of any product covered by or furnished under an Order shall in no case exceed the price allocable to the product or part thereof which gives rise to the claim, except as provided in the paragraph entitled “Patent Indemnity.” In no event shall Seller be liable for special, incidental or consequential damages. Except as herein expressly provided to the contrary, the provisions of this Order are for the benefit of the parties to the Order and not for the benefit of any other person.

 

NONDISCLOSURE AND NON-USE OF SELLERS INFORMATION

 

Buyer agrees that it will not use Seller’s data for the manufacture or procurement of products which are the subject of this Order  or any similar products, or cause said products to be manufactured by or procured from any other source or reproduce said data and information or otherwise appropriate them without the written authorisation of the Seller. Buyer agrees that it will not disclose or make available to any third party any of Seller’s data or other information pertaining to this Order which is proprietary  to Seller without obtaining Seller’s prior written consent.

 

 

ASSIGNMENT.

 

Neither party shall assign this Order or any portion thereof without the advance, written consent of the other party, which consent shall not be unreasonably withheld. The non-assigning party shall not have any obligation to an assignee of the assigning party unless such consent is obtained.

 

WAIVER.

 

Failure by Seller to assert all or any of its rights upon any breach of this Order shall not be deemed a waiver of such rights either  with respect to such breach or any subsequent breach, nor shall any waiver be implied from the acceptance of any payment or service. No waiver of any right shall extend to or affect any other right Seller may possess, nor shall such waiver extend to any subsequent similar or dissimilar breach.

 

 

SEVERABILITY.

 

If any provision of these Conditions of Sale is determined to be illegal, invalid, or unenforceable, for any reason, then such provision shall be deemed stricken for purpose of the dispute in question, and all other provisions shall remain in full force and effect.

 

The Buyer agrees that by signing the Account Application Form they do accept these Terms & Condition