1.0 TERMS AND CONDITIONS 1.1 Eden Clay is a trading style of MARQ ANDREWS Limited. Company registration number 808557
2. Registered in England and Wales. VAT No. 138431615. Registered office: Suite L, Radford Way, Billericay, Essex CM12 0BZ. 2.0 DEFINITIONS
2.1 “Terms”: Terms and Conditions. These will apply to all sales or services made by “Eden Clay” (“us”, “our” or “we”) to our customers (“you” ,“your” or “buyer”).
2.2 “Product” or Products: Any goods sold by us.
2.3 “Service”: Any advice given or work undertaken in the supply and or installation or your order.
2.4 “Price”: Value quoted for Product, Products or Service submitted in writing only.
2.5 “Bespoke”: Any product manufactured specifically for you.
2.6 “Contract”: an agreement, either verbally or in writing, by the buyer to purchase a product or service from us.
3.0 CONDITIONS OF SALE
3.1 By the buyer agreeing to purchase, we agree to sell the Product or Products, and or the Service at the Price quoted.
3.2 All estimates or quotations we submit are subject to a final site survey.
3.3 Any additional work not detailed on our estimate or quotation will be charged for accordingly.
3.4 Cancelled orders for non standard or Bespoke products will still be charged for in full once delivery has been made to us, or the manufacturing process has commenced.
3.5 A full credit for a deposit or monies paid against the contract will be given for cancelled orders of standard products except:
3.5.1 when goods have left our suppliers storage facilities
3.5.2 when goods have arrived at our warehouse
3.5.3 goods are out for delivery or delivery has been attempted. We reserve the right to apply a handling charge in these circumstances to recoup any costs involved. 4.0 PAYMENT TERMS
4.1 For supply and installations a 60% deposit is required at time of agreeing to buy to secure stock and reserve installation dates. 40% balance to be paid on day of completion.
4.2 For supply only, payment must be made in full prior to delivery.
4.3 Payment may be made by cash, cheque, debit or credit cards or by bank transfer to BARCLAYS BANK S/C 20-12-21 A/C 63317439. Payment made by American Express will incur a 2% surcharge. 4.4 Payment for account holders must be paid within 30 days from date of invoice unless otherwise agreed in writing with us.
4.5 If the buyer fails to pay in full, by or on the date due:
4.5.1 we may suspend or cancel all or any outstanding orders with the buyer
4.5.2 we may withdraw any discount offered to the buyer
4.5.3 the buyer must pay us interest at the rate set out in the Late Payment of Commercial Debts (Interest) Act 1998. Such interest shall be:
126.96.36.199 calculated (on a daily basis) from the date of our invoice until payment;
188.8.131.52 compounded on the first day of each calendar month; and
184.108.40.206 before and after any judgement (unless court orders otherwise).
4.6 If the buyer has an approved credit account, we may withdraw it or reduce the buyers credit limit or bring forward the buyers due date for payment. We may do any of these at anytime without notice.
4.7 Title to the goods shall not pass to the buyer until we have received payment in full (in cash or cleared funds) for:
4.7.1 the products; and
4.7.2 any other goods or services that we have supplied the buyer in respect of which payment has become due.
5.0 DELIVERIES AND COLLECTIONS
5.1 Deliveries will generally be made between 8am and 5pm Monday to Friday (excluding bank holidays) or 9am and 2pm Saturdays.
5.2 Delivery is free of charge for orders over £500 (excluding Vat) or for orders delivered within a 50 mile radius. A charge will be calculated on an individual order basis for deliveries out side of these conditions.
5.3 Deliveries will be made on a day agreed between us and the buyer.
5.4 When we have agreed to make delivery on a certain day, if upon delivery the buyer refuses to take delivery or is not present we may at our option:
5.4.1 unload the goods ourself at the buyers cost and leave them in an agreed location (in which case we will have been deemed to have fulfilled our obligation to delivering the goods).
5.4.2 treat the order as cancelled and claim any indemnification.
5.4.3 re-deliver the goods at a mutually agreed date, for which we shall be entitled to charge for the re-delivery and for the storing of the goods until they are successfully delivered to the buyer.
5.5 If the buyer fails to provide a signature on a receipt note, delivery having been duly made, notification in writing to the buyer by ourselves following delivery shall be deemed to be conclusive evidence that the delivery was made in accordance with the contract.
5.6 Adequate storage space must be provided by the buyer for the storage of the delivery. Any delay in delivery due to failure to provide adequate space will be charged for accordingly.
5.7 Non account deliveries will be made to UK addresses only and to the credit/debit card holders (where applicable) address only, unless otherwise agreed in writing.
5.8 We will not accept responsibility for lost working time and associated costs due to late or non delivery.
5.9 Deliveries are made to the ground floor only. For deliveries to first floor or above a cost may be applied.
5.10 Collections to be made between 8am and 5pm Monday to Friday or Saturday 9am and 2pm.
6.0 FORCE MAJEURE 6.1 If, as a result of a Force Majeure Event, we are unable to perform our obligations under the contract (or able to perform them only at unreasonable cost), the following shall apply:
6.1.1 we may cancel or suspend performance of its obligations to the buyer at any time without liability;
6.1.2 the buyer shall not be liable to pay for any goods which we have been unable to provide because of the Force Majeure Event (unless and until we resume provision of the goods where we have not cancelled the contract in respect of those Goods).
6.1.3 If a Force Majeure Event prevents us from providing any of the goods for a continuous period of more than three months, the buyer may, by serving written notice on us, cancel the contract in respect of those goods.
7.1 Goods will only be accepted for return at our discretion and we reserve the right to charge a 25% handling fee.
7.2 Goods will only be accepted for return if in complete boxes and in the condition supplied.
7.3 Returned goods must be made by the buyer to our warehouse: Unit 1&2 Lawness Barn, Mountnessing Road, Billericay, Essex CM12 0TS. If the buyer is unable to return the goods a cost may be applied for us to collect.
7.4 In the unlikely event that the goods are not satisfactory, notice must be given in writing within 7 days of receipt of the goods for all returns. After 7 days the buyer will be deemed to have accepted the goods.
7.5 Any refunds will be paid within 30 days of the buyers written confirmation of cancellation or return.
8.1 Eden Clay shall in no circumstances be under any liability for:
8.1.1 Losses that were unforeseeable to both parties when the contract was formed.
8.1.2 Losses that were not caused by any breach on the part of Eden Clay.
8.1.3 for the business losses, and/or losses to non-consumers or any third party arising out of or in connection with the sale, supply or operation of goods under these Terms, save as may be expressly imposed by statute (without prejudice to foregoing our liability for any loss or damage caused to you shall be limited to the invoice value of the goods).
8.2 Nothing in these Terms and Conditions shall operate to exclude or restrict our liability for, death or personal injury resulting from negligence, breach of the obligations arising from section 12 of the Sale of Goods Act 1979, or fraud or deceit. This does not affect your statutory rights.
9.1 The Contract shall be construed and be subject to English law and the exclusive jurisdiction of the English Courts.
9.2 If the Buyer is more than one person, each person is jointly and severally liable for the Buyer’s obligations under the Contract.
9.3 If any court or competent authority finds that any provision of the Contract (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of the Contract shall not be affected, unless that would fundamentally frustrate the parties’ original intentions, in which case it shall terminate immediately.
9.4 If any invalid, unenforceable or illegal provision of the Contract would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable, unless that would inadvertently frustrate the parties’ original intentions, in which case it shall terminate immediately.
9.5 All brochures, catalogues and other promotional materials are to be treated as illustrative only. Their contents form no part of the Contract or any other contract between us and the Buyer and the Buyer has not relied on them in entering into any contract.
9.6 Any notice by either Eden Clay or the Buyer which is to be served under the Contract may be served by leaving it at or by delivering it to (by signed for delivery, first class post or by fax) the other’s registered office or principal place of business. All such notices must be signed.
9.7 No person other than Eden Clay and the Buyer shall be a party to the Contract.
9.8 A person who is not a party to the Contract shall not have any rights under it and shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
9.9 It is not the parties’ intention to confer any benefit on any third party as a result of the Contract.
9.10 The Contract constitutes the entire agreement between the parties and supersedes all previous discussions, correspondence, negotiations, arrangements, understandings and agreements between them relating to its subject matter.
9.11Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in the clauses or set out in any document referred to in the clauses. Each party agrees that its only liability in respect of those representations and warranties that are set out in the Contract (whether made innocently or negligently) shall be for breach of contract.
9.12 Nothing in the clauses limits either party’s liability for fraudulent misrepresentation.
9.13 The Buyer shall not assign, transfer, mortgage, charge, subcontract or deal in any other manner with any of its rights and obligations under the Contract without the prior written consent of the Company.
9.14 Eden Clay may assign, transfer, mortgage, charge, subcontract or deal in any other manner with any of its rights and obligations under the Contract without the prior written consent of Eden Clay.