Europa Lifestyle Ltd – Terms And Conditions Of Sale 2015
“Seller” means Europa Lifestyle Limited
“Buyer” means the person or company to whom it is agreed the Goods are to be sold.
“Goods” means the goods that are the subject of the contract.
“The Special Conditions” means the terms and conditions (in addition to the General Conditions) set out in the Sellers Acceptance Documentation or otherwise in writing signed by a duly authorised representative of the seller.
“The General Conditions” means these Conditions of Sale as from time to time amended by the seller and which shall apply to all contracts for the sale or supply of Goods by the Seller.
“The Contract” means the contract on the terms of these General Conditions and (if any) the Special Conditions for the sale or supply by the Company to the Buyer of any Goods. The Contract is constituted by the Sellers acceptance, whether by the Sellers Acceptance Documentation or otherwise, of the Buyers order.
(a) The Sellers quotation is without engagement on its part and is subject to written confirmation by the Seller of its acceptance of the Buyers order. Quotations are subject to withdrawal at any time before the Sellers written confirmation of acceptance is given to the Buyer and shall be deemed to be withdrawn unless so accepted within 3 months from their date.
(b) All quotations are given and all orders in whatever terms are accepted subject to these terms and conditions, which no person save a director of the Seller has power to vary, and which supersede any terms appearing in the sellers promotional material or elsewhere, and override and exclude any other terms stipulated or referred to by the Buyer. Previous dealings between the parties shall not vary or replace these terms nor be deemed in any circumstances to do so. Acceptance of the Goods by the Buyer shall be conclusive evidence before any court of law or arbitrator. All orders hereafter made by the Buyer shall be deemed to be made subject to these General Conditions.
(a) All prices are net cash prices exclusive of VAT or any similar taxes, levies or duties, which will be charged at the rate applicable when invoiced.
(b) All prices are quoted on the understanding that the whole of the Goods quoted for will be ordered and supplied, unless otherwise indicated in the quotation supplied by the Seller.
4. Settlement Of Accounts.
(a) Unless otherwise agreed in writing, accounts are pro-forma. We may offer stage payments up to and before goods are delivered. Stage payments are only applicable if confirmed in writing by the seller.
(b) If payment is not made by the Due Dates set out in the sellers documents, the Seller shall have the right to cancel or hold any orders received from the Buyer for all Goods.
(c) The legal title of the goods shall not pass to the buyer until full payment has been received.
(d) Payments by credit card are subject to a surcharge, between 2% – 3% (as at 1.10.15)
(a) The Seller will make good, by repair or at the Sellers option by the supply of a replacement, defects which under proper use appear in such part or parts of the Goods as are of the Sellers manufacture within a period of (see our warranty document) after the delivery date and which arise solely from faulty materials or workmanship. At the termination of the said period all liability on the part of the Seller shall cease. The Seller shall not be liable under this Warranty or otherwise for any direct or indirect loss whatsoever arising out of any defect in the Goods or any part thereof.
(b) The Buyer’s rights under this Warranty are subject to and conditional upon observance of the following condition:
(i) The warranty shall not be assigned or transferred unless the Seller’s consent in writing has first been obtained.
(ii) The Seller shall be notified at the time the defect is discovered and shall be given an opportunity to examine the Goods concerned before they are removed from the operating location.
(c) This warranty will not affect the statutory rights of consumers.
(d) This warranty will only come into effect once all payments due are made.
6. Delivery & Installation.
(a) Delivery to the Buyer will be in accordance with instructions given and the Seller may at its sole discretion make such additional charges as fair and reasonable in respect of such delivery.
(b) Whenever possible Goods will be delivered by road vehicle to the Buyer’s warehouse, works or specified address. Additional carriage charges in accordance with rates current at the time of despatch may be applied if special delivery arrangements (e.g. packed consignments to destinations other than to the Buyer’s normal warehouse, works, specified address, to remote areas, or in small batches) are required. Delivery is to road “kerb side” only.
(c) The Seller will deliver goods within the standard tolerances stated within the Sellers literature.
(d) Where delivery is affected by the Seller it will be deemed to have been completed when the Goods are ready to be off-loaded at the place of delivery. Off-loading shall be the entire responsibility of the Buyer, and the Seller accepts no liability for damage to the Goods during off-loading.
(e) Where delivery is undertaken by the Seller any complaint in respect of short delivery or for damaged goods must be notified within 24 hours of receipt and confirmed in writing at that time and any claim for non-delivery must be made within three days of delivery date.
(f) The Buyer must examine the goods before signature of any packing note and failure by the Buyer to express dissatisfaction with the Goods having given a clear signature for them will disentitle the Buyer from making any claim against the Seller or the carrier in respect of any damage to the Goods.
(g) The Seller reserves the write to make a charge to the Buyer for the storage cost for all or part of the Buyers order if at the time of despatch the Buyer requests that the delivery of the Goods be delayed by longer than fourteen days from the specified delivery date. A charge of £25.00 per square metre per week will be charged thereafter to store the Buyers Goods.
(h) Where the contact between the Seller and the Buyer includes the installation of the Goods by the Seller at the Buyers or associated third party premises, the Seller reserves the right to make a charge of £175.00 per man per visit plus reasonable travel expenses to the Buyer for any failed, aborted or cancelled visits to the Buyers or third party premises where the Buyer or its third parties are deemed to be responsible for the Sellers representative(s) having to withdraw from site without having completed the works as per the Contract between the Seller and Buyer.
(a) All sizes are quoted in metric measurements. Imperial sizes will be translated to the nearest metric equivalent.
(b) The seller shall provide works factory production drawings and specifications for your approval and “sign off”. We shall not be responsible for any errors or omissions once you have “signed off”.
(a) All Goods supplied by the Seller are supplied on the basis that they are not required for any special purpose different from the usual purpose for which such goods or services are supplied and the Buyer shall be deemed to have full knowledge of the nature and properties of the Goods supplied and any hazards they involve and the proper treatment, storage and handling thereof. In particular Goods are supplied on the basis that they shall be used in normal conditions appropriate for such Goods and shall be properly maintained. Guidelines for handling, storage and installation of the Goods are available from the Seller.
(b) The quality of any glass supplied by the Seller shall be inspected and deemed to be acceptable in accordance with the ‘Quality of Vision – Double Glazing’ document published by the Glass and Glazing Federation (GGF).
9. Delivery Dates.
(a) The Seller will use its best endeavours to despatch by the time arranged, but all delivery dates are estimates only and the time of delivery shall not be of the essence of the contract. The Seller will not be liable for any loss, damages or expenses sustained by the Buyer in consequence of failure to deliver by the estimated date or in consequence of any delay in delivery howsoever caused.
(b) If for any reason the Buyer is unable to accept delivery of the Goods at the time when the Goods are delivered or are ready for delivery the Seller will, if its storage facilities so permit and at its sole option, store the Goods until actual delivery and the Buyer shall pay to the Seller the cost of such storage, including any additional handling and transport costs. This provision shall be in addition to and not in substitution for any other payment or damages for which the Buyer may become liable due to his failure to take delivery at the appropriate date.
(c) If the manufacture, supply or delivery of Goods or services shall be delayed as a result of circumstances beyond the control of the Seller, the obligations of the Seller shall be suspended for so long as such circumstances prevail. By way of illustration only and without limiting the generality of the forgoing, such circumstances include war, civil commotion, strikes, lock outs, industrial dispute, shortage of materials, fuel or labour, failure of plant, acts of competent authority, fire and the elements whether affecting the Seller directly or any supplier to or haulier for the Seller. Should any delay continue for more than four months, the Seller may terminate the contract by notice to the Buyer, but the Seller shall in no circumstances be liable to compensate the Buyer in damage or otherwise for late delivery, and by return only of any deposit paid for non-delivery of the Goods or any of them for whatever reason for any loss consequential or otherwise arising there from.
10. Specification & Information.
(a) Where the Contract provides that the Seller is to supply manufacture or perform Goods to the Buyer’s specification the Buyer shall be under an obligation to provide the Seller with sufficient accurate information drawings and the like to enable the Seller to perform the contract. The Seller shall not be liable for any defect in such Goods, which arise out of any failure, or defect in the design or specification and the warranty herein before contained shall not apply to such Goods.
(b) The Seller shall not be under any liability in respect of descriptions, specification weights or dimensions or other matters in relation to Goods contained in any material such as forwarding specifications, drawings, price lists, catalogues, trade publications and advertising matters, other than in the contract itself.
(c) The Seller’s policy is one of continuous improvement. It therefore shall be entitled without notice (save where the Seller is working to the Buyer’s specification as provided in (a) above in which case it shall consult with the Buyer) to make changes in dimensions, materials and design, which it thinks reasonable or desirable without affecting the validity of the contract. The Buyer shall have no cause of action in respect of any such change.
(d) The Seller reserves the write to make a charge of £100.00 in addition to all incurred costs to the Buyer for all or any changes in the type, specification, size, colour and any other changes to the Goods after the Seller has received from the Buyer a signed Order Confirmation sheet.
(a) It is the Buyers responsibility to scrutinise order acknowledgements to ensure that his requirements have been correctly interpreted as after manufacture has commenced alterations may be impossible,
Subject to clause 5 and except and in so far as the Seller is prevented by statute from doing so, it is expressly understood that the Seller gives no warranties or conditions (whether expressed or implied) as to the quality or fitness of Goods for any specific purpose even if that purpose is known to the Seller, and save as provided in these general conditions and except as aforesaid the Seller shall not be under any liability, whether in contract, tort, or otherwise, in respect of defects in the Goods or failure to correspond to specification or sample or for any damage or loss resulting from such defects or failure or from any work done in connection therewith.
(b) In any circumstances that the seller is required to install the goods on site all attendances, including any lifting equipment required, will be supplied by the buyer. The Seller takes no responsibility for the arrangement of site services/equipment.
(c) It is the buyers responsibility to ensure the goods ordered comply with current building regulations in their entirety.
(a) The Buyer will indemnify the Seller against any loss or damaged suffered by the Seller as a result of any failure by the Buyer to perform any of the terms and conditions of the contract.
(b) The Buyer will indemnify the Seller against each and every liability, claim, cost and damage, to which the Seller is or would otherwise be subject arising out of the supply of Goods by the Seller, and/or any representation or advice given by, or on advice of the Seller in relation to Goods.
(c) The indemnities hereby given shall extend to any cost and expenses incurred by the Seller and shall continue in force notwithstanding the termination of the contract.
The liability of the Seller in relation to the supply of Goods and/or any representation or advice in relation thereto or any failure to supply or perform the Goods or any defective supply or performance of the Goods shall be limited to the price therefore paid to the Seller by the Buyer.
14. Notice To Third Parties.
The Buyer undertakes and agrees to bring fully to the notice of all persons whatsoever with whom the Buyer may deal in terms of the General Conditions and the Special Conditions including in particular General Conditions 7,11&15.
In addition to the rights conferred by General Condition 4, the Seller shall have the right to cancel all future performance by the Seller of any future obligation of the Seller under the Contract or any other contract between the Seller and the Buyer if the Buyer shall:-
(a) Commit any breach of the Contract;
(b) Be unable to pay his debts or being an individual shall have a petition presented for an order for his bankruptcy or, being a company, convene a meeting of its creditors or have a petition for winding up presented against it or have a receiver appointed of all or any of its assets;
(c) Be the subject of an adverse credit status report by the Seller’s Bank or a reputable credit status organisation.
The Seller also retains the right to make a charge of £50.00 in addition to all incurred costs to the Buyer for all orders that are cancelled after the Seller has received from the Buyer a signed Order Confirmation sheet confirming the order, specifications and sizes of the Goods.
17. Law Applicable.
This Contract is made and shall be governed as to its validity/construction and performance according to the laws of England and the parties shall submit to the exclusive jurisdiction of the English courts in respect of any dispute arising out of the Contract. Any inconsistency between these General Conditions and the Special Conditions shall be resolved in favour of the Special Conditions.
18. Complaints Procedure
Our aim at Europa is to provide expert and professional service for all our clients. However, in the very rare case something goes wrong, we want to make sure we find a resolution, resulting in you being fully satisfied.
Please contact us with the details of your complaint and we will carefully investigate it. We aim to respond within 5 working days.
Complaints will receive an acknowledgment within three working days
Your complaint will be investigated and passed on to a director to be reviewed
We aim to resolve your complaint and will contact you within five working days
A director will contact you directly to resolve the issue as soon as possible. This may be by phone, email or meeting at your premises or ours.
All staff at Europa are fully committed to providing you with excellent customer service.