WEBSITE USE: Terms and Conditions
These terms and conditions govern your use of our website. Please read these terms in full before you use this website. If you do not accept these terms and conditions, please do not use this website. Your continued use of this website confirms your acceptance of these terms.
Website access
1.1 It is not necessary to register with us in order to use most parts of this website. However, particular areas of this website will only be accessible only if you have registered.
Use of website
1.2 This website may be used for your own private purposes and in accordance with these terms and conditions.
1.3 You may print and download material from this website provided that you do not modify or reproduce any content without our prior written consent.
Website uptime
1.4 All reasonable measures are taken by us to ensure that this website is operational all day, every day. However, occasionally technical issues may result in some downtime and accordingly we will not be liable if this website is unavailable at any time.
1.5 Where possible we always try to give advance warning of maintenance issues that may result in website down time but we shall not be obliged to provide such notice.
Visitor provided material
1.6 Any material that a visitor to this website sends or posts to this website shall be considered non-proprietary and non confidential. We shall be entitled to copy, disclose, distribute or use for such other purpose as we deem appropriate all material provided to us, with the exception of personal information, the use of which is covered under our Privacy Policy.
1.7 When using this website you shall not post or send to or from this website any material:
(a) for which you have not obtained all necessary consents;
(b) that is discriminatory, obscene, pornographic, defamatory, liable to incite racial hatred, in breach of confidentiality or privacy, which may cause annoyance or inconvenience to others, which encourages or constitutes conduct that would be deemed a criminal offence, give rise to a civil liability, or otherwise is contrary to the law in the United Kingdom;
(c) which is harmful in nature including, and without limitation, computer viruses, Trojan horses, corrupted data, or other potentially harmful software or data.
1.8 We will fully co-operate with any law enforcement authorities or court order requiring us to disclose the identity or other details of any person posting material to this website in breach of Paragraph 1.7.
Links to and from other websites
1.9 Throughout this website you may find links to third party websites. The provision of a link to such a website does not mean that we endorse that website. If you visit any website via a link on this website you do so at your own risk.
1.10 Any party wishing to link to this website is entitled to do so provided that the conditions below are observed:
(a) you do not seek to imply that we are endorsing the services or products of another party unless this has been agreed with us in writing;
(b) you do not misrepresent your relationship with this website; and
(c) the website from which you link to this website does not contain offensive or otherwise controversial content or, content that infringes any intellectual property rights or other rights of a third party.
1.11 By linking to this website in breach of clause 1.10 you shall indemnify us for any loss or damage suffered to this website as a result of such linking.
Disclaimer
1.12 Whilst we do take all reasonable steps to make sure that the information on this website is up to date and accurate at all times we do not guarantee that all material is accurate and, or up to date.
1.13 All material contained on this website is provided without any or warranty of any kind. You use the material on this website at your own discretion.
Exclusion of liability
1.14 We do not accept liability for any loss or damage that you suffer as a result of using this website.
1.15 Nothing in these terms and conditions shall exclude or limit liability for death or personal injury caused by negligence which cannot be excluded or under the law of the United Kingdom.
Law and jurisdiction
These terms and conditions are governed by English law. Any dispute arising in connection with these terms and conditions shall be subject to the exclusive jurisdiction of the Courts of England and Wales.
COMPANY: Terms and Conditions
1. DEFINITIONS
‘The Company’ means Storage Design Limited.
‘The Customer’: means the person buying the Goods.
‘The Goods’: means the product or services supplied by The Company to The Customer under the contract between them.
‘Conditions’ means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Company.
2. CONTRACT
All orders are accepted subject to these conditions these Conditions shall apply to all contracts for the sale of Goods by the Company to the Customer to the exclusion of all other terms and conditions including any terms or conditions which the Customer may purport to apply under any purchase order, confirmation of order or similar document. Any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Company. No order shall be binding unless confirmed by us on our order acknowledgement form.
3. QUOTATIONS
A quotation indicates the price at which the Company would be willing to supply goods if a written order is placed within 30 days, and as such is not an offer to supply goods. All orders for goods shall be deemed to be an offer by the Customer to purchase Goods pursuant to these Conditions, and a contract will only arise provided such an offer is accepted by the Company. Otherwise they are not offers to supply goods and any order placed on basis of a quotation must be accepted by The Company for a contract to arise. Clerical errors are not subject to correction.
4. THE GOODS
(a)The Company warrants that the Goods will at the time of delivery correspond to the description given by the Company.
(b) The Company may from time to time make changes in the specification of the Goods which are required to comply with any applicable safety or statutory requirements or which do not materially affect the quality or fitness for purpose of the Goods.
(c) The Customer shall take delivery of the Goods tendered notwithstanding that the quantity so delivered shall be either greater or less than the quantity purchased provided that:
(i)such discrepancy in quantity shall not exceed 5%
(ii) the Price shall be adjusted pro rata to the discrepancy.
(d) All implied terms, conditions and warranties relating to the quality and/or fitness for purpose, merchantability or condition of the Goods or any of the Goods and whether implied by statute or common law or otherwise are excluded.
5. DELIVERY
Unless The Contract expressly provides otherwise delivery shall be ‘ex-works’. Time quoted shall not be of the essence of The Contract and The Company shall not be liable for any loss, injury, damage or expenses whatsoever due to failure by the Company to deliver the Goods (or any of them) promptly or at all. Notwithstanding that the Company may have delayed or failed to deliver the Goods (or any of them) promptly the Customer shall be bound to accept delivery and to pay for the Goods in full provided that delivery shall be tendered at any time within [3] months of the Delivery Date. The Company shall or may deliver the Goods by Separate instalments in accordance with the agreed delivery schedule. Each separate instalment shall be invoiced and paid for in accordance with the provisions in this contract of sale. The failure of the Customer to pay for any one or more of the said instalments of the Goods on the due dates shall entitle the Company (at the sole option of the Company) to without notice suspend further deliveries of the Goods pending payment by the Customer, and/or treat this contract as repudiated by the Buyer.The Customer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
6.ACCEPTANCE
The Customer shall be deemed to have accepted and inspected The Goods within seven days of
(i) the delivery date stated in the contract or
(ii) if later, then the date of the actual delivery
and no claims will be entertained in respect of discrepancies in goods delivered unless notification to The Company is given within seven days of such delivery.
After acceptance the Customer shall not be entitled to reject Goods which are not in accordance with the contract. If the Customer properly rejects any of the Goods which are not in accordance with the contract the Customer shall nonetheless pay the full Price for such Goods unless the Customer promptly gives notice of rejection to the Company and at the Customer’s cost returns such Goods to the Company before the date when payment of the Price is due. No Goods delivered to the Customer which are in accordance with the contract will be accepted for return without the prior written approval of the Company on terms to be determined at the absolute discretion of the Company. If the Company agrees to accept any such Goods for return the Customer shall be liable to pay a handling charge of 10% of the invoice price. Such Goods must be returned by the Customer carriage-paid to the Company.
Goods returned without the prior written approval of the Company may at the Company’s absolute discretion be returned to the Customer or stored at the Customer’s cost without prejudice to any rights or remedies the Company may have.
7. REMEDIES AND LIABILITY
(a)In the event of any breach of this contract by the Seller the remedies of the Buyer shall be limited to damages. Under no circumstances shall the liability of the Seller exceed the Price of the Goods. (b)The Company’s liability to the Customer, whether for any breach of contract or otherwise, shall not in any event exceed the Price and the Company shall be under no liability for any direct loss and/or expense or indirect loss and/or expense suffered by the Customer or liability to third parties incurred by the Customer.
(c)All warranties and conditions whether implied by statute or otherwise are excluded from this contract provided that nothing in this contract shall restrict or exclude liability for death or personal injury caused by the negligence of the Company or affect the statutory rights of a Customer dealing as consumer.
8. PRICES
(a) Unless otherwise stated prices are for goods sold ‘ex-works net of VAT’. The Company reserves the right to charge for packing, carriage, insurance and other costs as extras. Value Added Tax will be added at the appropriate rate.
(b) The Company reserves the right to increase the price in the quotation or offer (and in such event such increased prices shall be deemed to be the original price):
(i) by the amount of any increase of the costs of labour and materials which may occur after the date of the quotation or offer and before delivery or completion of The Contract (as the case may be);
(ii) by the amount of any increase in the cost resulting from any alterations made by The Customer in any specification upon which the quotation or offer was based;
(iii) if The Company should incur any extra cost as a result of being obliged to suspend work on The Customer’s instructions or lack of instructions, or as a consequence of interruptions, delays, and any need that work be done outside normal working hours or any errors or mistakes affecting The Contract which arise through circumstances beyond The Company’s control;
(iv) If The Company should incur any extra costs as a result of any conditions, alterations or other changes being made.
9. PASSING OF PROPERTY AND RISK
(a) The Goods shall be at the Customer’s risk as from delivery
(b) In spite of delivery having been made legal title to all Goods supplied shall remain with The Company until the Customer shall have paid the Price plus VAT in full, and no other sums whatsoever shall be due from the Customer to the Company. In the event of any default by the Customer in payment of any such sum the Company shall be entitled to retain possession of the Goods.
(c) The Customer shall be entitled as agent of the Company before the property in the goods has passed (but subject to any lien or right of retention on the part of the Company);
(i) to re-sell the goods or any part thereof but shall pay the Company the proceeds of the sale or such part thereof as may be necessary to pay all sums due to the Company for the Customer and until such payment shall hold the proceeds of the sale on trust to The Company and shall not mix the proceeds with other money or pay it into any overdrawn bank account and shall at all material times identify it as the Company’s money.
(ii) to use The Goods in ordinary course of business.
(d) Until all sums due from the Customer to the Company have been paid or until resale in accordance with sub-paragraph (c) of the paragraph the Customer will keep and mark The Goods in such a way as to show that they are the property of he Company and shall hold the same as baillie of the Company.
(e) Should The Goods become constituents of or converted into other goods then such other goods shall at all times be the property of the Company as if they were the Company’s original goods.
(f) Until such time as property in the Goods passes from the Company the Customer shall upon request deliver up such of the Goods as have not ceased to be in existence or resold to the Company. If the Customer fails to do so the Seller may enter upon any premises owned occupied or controlled by the Customer where the Goods are situated and repossess the Goods. On the making of such request the rights of the Customer under paragraph (c)(i) and (ii) shall cease.
(g) The Customer shall not pledge or in any way charge by way of security for any indebtedness any of the Goods which are the property of the Company. Without prejudice to the other rights of the Seller, if the Buyer does so all sums whatever owing by the Customer to the Company shall forthwith become due and payable.
(h) The Customer shall insure and keep insured the Goods to the full Price against ‘all risks’ to the reasonable satisfaction of the Company until the date that property in the Goods passes from the Company, and shall whenever requested by the Company produce a copy of the policy of insurance. Without prejudice to the other rights of the Company, if the Customer fails to do so all sums whatever owing by the Customer to the Company shall forthwith become due and payable.
10. PAYMENT
(a) Where The Goods are delivered in the United Kingdom payment terms are net cash within thirty days from invoice date.
(b) Where delivery is outside the United Kingdom payment is to be made by Bank Transfer or by other such method as The Company may specify. Payment will (unless otherwise agreed) be made in pounds sterling.
(c) Payment shall become immediately due upon the commencement of any proceedings relating to The Customer’s solvency.
(d) Without prejudice to any other rights of The Company interest will accrue on all overdue accounts from the date when payment becomes due from day to day until the date of payment at 2% over Base Rate from time to time in force and shall accrue at such a rate after as well as before any judgment.
(e) The Customer will notify The Company should any goods fail to arrive within 7 days of being despatched the date of despatch to be taken as that shown on the invoice given or sent to The Customer, or 7 days after receipt of such invoice if later.
(f) Where goods are ordered for delivery by instalments, each instalment shall be deemed to be a separate contract and will be invoiced as such. Payments shall be made on due dates pursuant to the other sub-paragraph in this paragraph as a condition precedent to future deliveries.
11. TERMINATION
The Company shall have the right immediately to terminate the contract at anytime upon occurrence of any of the following events:
(a) If the Customer commits any act of bankruptcy or compounds or makes arrangements with his creditors or executes a Bill of Sale on his goods or any of them if any execution or distress is levied upon the goods of the Customer.
(b) If The Customer being a Company is wound up either compulsory or voluntarily or receiver of its assets is appointed.
(c) If The Customer commits any breach of contract.
Upon any such termination the Company shall have the right to be paid the price of goods manufactured or sold prior to the date of termination and the Customer shall take over and pay at the current price such materials as have been allocated by the Company to The Contract.
12. REPUDIATION
If the Customer shall fail to take delivery or to pay for any goods supplied in accordance with the Contract the Company shall be at liberty to treat the Contract as repudiated without prejudice to the Company’s rights to recover from the Customer by way of damages any loss or expense which the Company may suffer or incur by reason of the Customer’s default and the Company shall be entitled to dispose of the Goods as it shall think fit and shall not be under any liability to account to the Customer for the price received therefore or otherwise.
13. PROPER LAW
The proper law of all contracts with The Company shall be English Law which shall govern in all respects the construction and effect of such contracts and these conditions.
If any dispute or difference shall arise between the parties as to the meaning of this contract or any matter or thing arising out of or connected with this contract then it shall be referred to the determination of an arbitrator to be appointed by agreement of the parties or in default of agreement, within 21 days of the service upon one party of a written request to concur in such appointment by the President for the time being of the Chartered Institute of Arbitrators.
14. NOTICES
Any notice required to be served pursuant to this contract of sale shall be in writing and served by first class post or by hand on the Company at Primrose Hill, Cowbridge, CF71 7DU or such other address as the Company may from time to time notify to the Customer and on the Customer at the Customer’s registered office or principal place of business.
15. SET OFF AND COUNTERCLAIM
The Customer may not withhold payment of any invoice or other amount due to the Company by reason of any right of set-off or counterclaim which the Customer may have or allege to have or for any reason whatever.
16. FORCE MAJEURE
Neither party shall be liable for any default due to any act of God, war, strike, lockout, industrial action, fire, flood, drought, tempest or other event beyond the reasonable control of either party.
