Terms and Conditions

BASIS OF THE SALE

● We shall sell and you shall buy the Goods subject to these Conditions, which supersede any other terms and which govern the Contract to the exclusion of any terms and conditions which you may ask us to sign or supply or which are implied by trade, custom or course of dealing. - No terms or conditions endorsed upon, delivered with or contained in your order or other document will form part of the Contract simply as a result of such document being delivered to us or referred to in the Contract.

● Any variation to these Conditions is of no effect unless agreed in writing by our authorised representative.

● These Conditions constitute the entire agreement between you and us for the supply of the Goods.

● Our employees or agents are not authorised to make any representation concerning the Goods unless confirmed by us in writing, and you acknowledge that you do not rely on, and waive any claim for breach of, any such unconfirmed representation (unless such representation is made fraudulently).

● Any advice or recommendation we or our employees or agents may give to you as to the storage, application or use of the Goods which is not confirmed in writing by us is followed or acted upon entirely at your own risk.

● Any typographical, clerical, or minor/other error or omission in any document or information issued by us shall be subject to correction without any liability on our part.

● We shall supply Special Goods subject to these terms and conditions.

QUOTATIONS, ORDERS AND SPECIFICATION

● Our quotation is not an offer. Quotations shall be valid for 28 days from the date of quotation subject to withdrawal or revision by us at any time before we accept your order.

● Prices included in quotations are applicable only if an order is placed for all Goods referred to in the quotation, if an order is placed for only some of the Goods referred to in the quotation, we reserve the right to re-quote.

● Each order for Goods issued by you is an offer by you to purchase the Goods subject to these Conditions.

● No order submitted by you, by whatever means, is accepted by us until we confirm our acceptance or (if earlier) we deliver the Goods to you.

● You must ensure that the terms of any order (including any specification) are complete and accurate and that you give us any necessary information within a sufficient time to enable us to complete the order.

● Any amendments or additions to orders must be emailed and clearly identified as an amended order.

● Telephone amendments cannot be accepted.

MANUFACTURING

● All orders will be sent to the customer for confirmation, it is the customer’s responsibility to check all details and make any amends required , we will not be liable for any incorrect products ordered or manufactured due to errors on the confirmation.

● Orders will not go into production until a returned acknowledgement/factory order is received.

● All orders go into production planning 10 working days before completion. Should you request any amendments post this date, this will incur additional costs, variable upon the amendments required.

● Post order confirmation, you will be liable for any products ordered, that cannot be cancelled, and not required due to any amends made.

● Some boards (specifically darker coloured boards) will show minor scratches, this is not something we can eliminate,
if you order goods manufactured from these boards, you are aware that cabinets direct will not be liable for
replacements, as this is an inherent property of the material.

SPECIAL GOODS

● Where the Goods are manufactured or where our standard goods are altered in order to become the Goods in either case in accordance with information, drawings or instructions supplied by you:- we give no guarantee or warranty as to the practicability, efficiency, safety or otherwise of the Goods;

● You shall indemnify us against all liability we incur because of: o The Goods infringing any Intellectual Property Rights or any statutory provision; any impracticability, inefficiency, lack of safety or defect in the Goods where any of these is due wholly or partly to faults or omissions in any such information, drawings or instructions; all work (including design drawings) and any idea, invention or improvement made by or on our behalf pursuant to your commission and all Intellectual Property Rights therein (including any design right in a design we create) belong to us; and we shall not be liable to you in respect of any loss, damage or claim incurred by or made against you if any Goods infringe any Intellectual Property Rights

DELIVERIES

● Once your order is placed, you will be given a delivery date. All delivery times are an estimate only and, as such, we cannot be held liable for any delays – however caused – that lead to either a late delivery or rescheduling of delivery.

● Deliveries are Monday – Friday between 8am and 5pm.

● We will not give timed deliveries. Any time or date for delivery specified by us is approximate.

● Delivery of the Goods shall be made by you collecting the Goods from us after we have notified you that the Goods are ready for collection, or if delivery is to be made by us, by us delivering the Goods.

● If any cause outside our control or any labour dispute or any unforeseen contingency (whether in our premises or elsewhere) render it impracticable for us to execute any order or to deliver within a reasonable time we reserve the right to cancel the order and to repay you any payment already received.

● We shall not be liable for any loss or damage whether direct, indirect or consequential caused by or arising out of or connected with any delay in the delivery or failure to execute an order or to deliver the Goods ordered If in the opinion of the delivery driver access to either the site or the proposed location may compromise safety or the integrity of the item (or items) being delivered, then the company reserves the right to return the goods to the warehouse without refund of the delivery charge. The customers must then arrange for their own collection of the items or re-delivery can be arranged at an extra charge.

● The customer must notify us of any difficult delivery issues. We will deliver to ground floor locations only. The customer is responsible for plotting/relocating.

● The Company may use an outside contractor for deliveries.

● It is the customers reasonability to check all items are received and in good condition, and shortages or damages must be notified to us within 48hours, after this time we cannot be held liable (excludes Installation works)

● It is the customer’s responsibility to make sure that any items ordered will fit through the doors of the property. If a door or surround needs to be removed to increase access it is the responsibility of the customer to arrange for removal and refitting. The customer must provide a suitable place for unloading and locating the product.

● Standard Delivery is “One Man”, as such a suitable person should meet to delivery and aid in offloading. Please speak to a member of our team if a 2-man delivery is required.

● Where deliveries are to the customer’s home, we will aid in delivering into the property, however it will not be liable for any damage caused during the delivery process. It is the customer’s responsibility to ensure suitable protection of floors/door frames etc.

● Where delivery is postponed at your request you shall pay all costs and expenses including a reasonable charge for storage and transportation caused thereby.

● Each Item or items should be inspected on delivery and any faults or shortfall reported within 48hours, after which it is assumed that the client accepts possession of the goods and that they are as ordered. (Unless where the defect or failure was not apparent on reasonable inspection within reasonable time after the discovery of the defect)

● Subject to the Conditions set out below we warrant to you that the Goods will correspond with their specification at the time of delivery and will be free from defects in material and workmanship for a period of 12 months from the date of their initial use or 12 months from delivery, whichever is the first to expire.

We shall not be liable under this warranty (or any other warranty, condition, or guarantee) if:

any defect in the Goods arises from any drawing, design or specification supplied by you;
any defect arises from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow our instructions (whether oral or in writing), misuse or alteration or repair of the Goods without our prior approval; or the goods have not been paid by the due date for payment.
This warranty does not extend to parts, materials or equipment not manufactured by us, in respect of which you shall only be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer to us.
The company cannot be held liable, where a fault occurs in either structure or finish and, in the opinion of the company, the fault is because of incorrect storage, incorrect fitting (except where we are contracted to fit) application, or use of an aggressive cleaning chemical or implement, or incorrect maintenance of work surfaces or incorrect finishing. If any goods have been used inappropriately or been stored in an unsuitable environment, then all guarantees are void. Advice on finishing units is available from the company.
The company cannot be held responsible for changes in the condition of any item once it is in the customer’s possession.
Customers must report any damage or missing items within 48 hours and must provide photographic evidence of any defects by email.
In the event you have a valid claim in respect of any of the Goods which has been notified to us in accordance with these Conditions, we shall be entitled to repair or replace the Goods (or the part in question) free of charge or, at our sole discretion, refund to you the price of the Goods (or a proportionate part of the price), but we shall have no further liability to you.
You agree to immediately notify us of any claim made by any consumer under the consumer Protection Act 1987 or any other consumer protection legislation relating to a manufacturing defect in the goods (“Consumer Claim”).

RISK AND PROPERTY

● The Goods remain our property until we receive their full price together with all other sums which are, or which become due from you on any account with us.

● If payments received from you are not stated to refer to a particular invoice, we may appropriate such payments to any outstanding invoice.

● Risk in the Goods passes to you on delivery.

● Until ownership of the Goods passes to you, you must:

store them at your own cost on your premises separately from any other goods and in a manner which makes them readily identifiable as our goods.
not destroy, deface, or obscure any identifying mark or packaging of the Goods; maintain the Goods in a satisfactory condition insured on our behalf for their full price against all risks; and
hold the proceeds of insurance referred to on trust for us and not mix them with any other money.
During the period following delivery of the Goods and prior to ownership having passed to you, you may use or sell the Goods to a bona fide purchaser in the ordinary course of your business, subject always to compliance with our conditions whilst the Goods remain under your control. We may, so as to discharge any overdue payment under the Contract recover or resell the Goods and we may enter any premises where the Goods are stored for this purpose.

LIMITATION OF LIABILITY

The following sets out our entire financial liability (including any liability for the acts or omissions of our employees, agents, or subcontractors) to you in respect of any breach of these Conditions and any representation, statement or act or omission (including negligence) arising under or in connection with the contract between us and in respect of any contemplated performance or lack of performance.
All warranties, conditions or other terms implied by statute, common law, trade usage or otherwise are excluded to the fullest extent permitted by law but this exclusion does not apply to:- any implied condition that we have the right to sell the Goods or when ownership is to pass; or where the Goods are sold to a person dealing as a consumer within the meaning of the Unfair Contract Terms Act 1977, any implied term relating to the conformity of the Goods with their description or sample or as to their quality or fitness for a particular purpose. The statutory rights of consumers are not affected.
Nothing in these Conditions excludes or limits our liability for death or personal injury caused by our negligence or for fraudulent misrepresentation. Our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the performance or contemplated performance of the contract between us shall be limited to the Contract price; and we shall not be liable to you for any loss of profit, loss of production, depletion of goodwill or any indirect loss, damage, costs or expenses whatsoever which arise out of or in connection with the contract between us.

PRICE OF GOODS

● The price of the Goods shall be at the quoted price. All prices quoted are valid for 30 days only or until earlier acceptance, after which time they may be altered by Cabinets Direct Ltd without giving notice.

● We reserve the right, by giving notice to the Buyer at any time before delivery, to increase the price of the Goods to reflect any increase in the cost which is due to any factor beyond the control of Cabinets Direct Ltd –including, but not limited too - foreign exchange fluctuation, currency regulation, alteration of duties, significant increases in the cost of labour, materials or other cost of manufacture), any change in delivery dates, quantities or specifications for the Goods which is requested by the Buyer, or any delay caused by any instructions of the Buyer or failure of the Buyer to give adequate information or instructions.

PAYMENT TERMS AND INVOICING

● Where applicable, and where a Directors’ Personal Guarantee has been signed as part of an account application form, the director(s) and/or controlling persons of the Customer agree to be jointly and severally liable for all payments due under this agreement. This liability shall continue in full irrespective of whether the Customer ceases trading, enters administration, or is otherwise unable to fulfil its obligations.

● Credit accounts may be offered to customers when an account application form has been submitted and subsequent references have been returned. We reserve the right to refuse credit accounts.

● First orders from customers must be paid in full prior to production.

● Until an account has been agreed, customers will be asked for a cleared payment before goods are manufactured.

● For accounts customers, our terms are strictly 7 days nett. Longer payment periods may be considered on an individual basis once the account has been run within our agreed terms.

● Goods will not be released to any customer whose accounts are still due after 45 days.

● Without prejudice, the Goods remain the property of Cabinets Direct until payment has been made in full.

● If you fail to make payment on the due date then, without prejudice to any other right or remedy available to us, we shall be entitled to: cancel the Contract or suspend any further deliveries to you; appropriate any payment made by you to such of the Goods (or the goods supplied under any contract between you and us) as we may think fit (not withstanding any purported appropriation by you); Charge interest at an annual rate of 3% above base rate, which will accrue daily basis (both before and after judgement) and be calculated on a daily basis on overdue accounts from the date of invoice until payment.

● We reserve the right to Claim interest and compensation for debt recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998 and the Late Payment of Commercial Debts Regulations 2002

● All prices quoted are exclusive of VAT, which shall be charged on all suitable orders at the standard rate.

● These Conditions and the contract between us are subject to English law and the exclusive jurisdiction of the English courts. DATA PROTECTION ACT 1998 NOTICE - Where I/we provide you with personal data (“data”), I/we understand that the data will be held securely in confidence and processed for the purposes of carrying out your business and associated activities (“Activities”). In considering my/our application, I/we accept that you may consult with and disclose the data to credit reference agencies, banks, credit insurers and other responsible organisations outside your business that you have nominated (“third parties”), and that such third parties may process the data. I/we understand that under the Act I/we have the right to know what data you hold on me/us if I/we apply to you in writing and pay the applicable fee. I/we agree that you may use the data to contact me/us with details of other products and services. Unless I/we have written to you objecting to you using the data for such purpose I/we agree that you may contact me/us by post, telephone, fax, e-mail, via the Internet, or other communication means. Each of our rights or remedies is without prejudice to any other right or remedy we may have. If any provision of these Conditions is found by any competent authority to be invalid, unenforceable, or unreasonable, the remainder shall not be affected. Failure or delay by us in enforcing or partially enforcing any provision of these Conditions is not a waiver of any of our rights. Any waiver by us of any breach by you is not a waiver of any subsequent breach. These Conditions and the contract between us do not create, confer or purport to confer any benefit or right enforceable by any person not a party to it by virtue of the Contracts (Rights of Third Parties) Act 1999.

DEFINITIONS

In these Conditions the following words shall have the following meanings:

● “Conditions” means the terms and conditions of sale set out below and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between us.

● “Contract” means the contract for the purchase and sale of the Goods subject to these Conditions;

● “Goods” means any and all goods (including any instalments or parts) and/or the services which we are to supply in accordance with these Conditions.

● “Insolvency Event” means if you become insolvent, have a receiver appointed over the whole or any part of your assets, enter into any compound with creditors, or have an order made or resolution passed for you to be wound up (otherwise than in furtherance of a scheme for amalgamation or reconstruction) or if your ownership or control shall pass into the hands of any other legal person, or an event analogous occurs to you in any jurisdiction to which you are subject;

● “Intellectual Property Rights” means any patent, know how, trade-mark, service mark, trade name, registered design, copyright, moral right, design right, database right, semi-conductor topography right or any other industrial or commercial right including any application for registration or protection of any of the same anywhere in the world;

● “Special Goods” means any of our standard products which we agree to modify to meet your specific requirements or products which are designed to your specification;

● “We” “Us” means Cabinets Direct Limited

● “You” “Customer” means the customer whose order for the Goods is accepted by us