Terms & Conditions of Sale (Business), Version 1.0, [May 2015]
LARGE PRINT OR BRAILLE VERSIONS OF THESE TERMS WILL BE PROVIDED ON REQUEST
These terms and conditions of sale (“Terms”) set out the basis on which Bristol BlueGreen Limited, a limited company incorporated and registered in England and Wales under company number 08635683 having its registered office at One Glass Wharf, Bristol BS2 0ZX (“we/us/our”) agree to sell our intelligent voltage management product (“Product”) to the business named (“you/your”) on our order form (“Order Form”) for non- domestic business use.
If you have any questions regarding these Terms, please contact us on 08450240107or by email at firstname.lastname@example.org.
- 1.1 When the following words with capital letters are used in these Terms, this is what they mean:“Authorised Installer”: a trained and accredited installer that we have authorised to install our Products.
“Business Day”: a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.
“Contract”: the contract between us and you for the sale and purchase of our Products in accordance with these Terms. “Installation Date”: the date of delivery and installation of the Product.
“Events Outside Our Control”: has the meaning given in clause 8 “Installation Certificate”: the National Inspection Council for Electrical Installation Contracting (NICEIC) certificate issued by us or our Authorised Installer on completion of installation of our Products. “Order”: your order for our Products as set out on our Order Form.
- 1.2 When we use the words “writing” or “written” in these Terms, this will include e-mail unless we say otherwise.
- 1.3 A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re- enacted.
- 1.4 Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
2. BASIS OF CONTRACT
- 2.1 These are the Terms on which we supply the Product to you. These Terms apply to the Contract to the exclusion of any other terms that you may seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
- 2.2 The Contract constitutes the entire agreement between the parties. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in the Contract.
- 2.3 A quotation for the Product given by us shall not constitute an offer. A quotation shall only be valid for a period of 20 Business Days from its date of issue.
- 2.4 When you sign the Order Form, this does not mean that we accept your Order. Our acceptance of the Order will take place when we confirm the estimated Installation Date to you, at which point a Contract shall come into existence.
- 2.5 We will assign an order number to the Order and inform you of it when we confirm the Order. Please quote the order number in all subsequent correspondence with us relating to the Order.
3.1 We will attend the property identified in the Order Form as the property in which our Product is to be installed and carry out an assessment (free of charge) to check the following:
- (a) whether the property’s consumer unit and main distribution network operator (DNO) switch are compatible with our Product; and
- (b) whether there are any safety issues which could prevent installation of the Product.
3.2 We will give you an estimated energy saving based on average consumption and the number and type of electrical appliances used at the property on the date of our survey. We cannot guarantee that this estimate will be accurate after installation has been completed.
3.3 Once we have completed the survey, we will confirm whether we are able to install the Product and, if you are happy to proceed, ask you to sign the Order Form. A copy of the Order Form will be provided to you for your records.
4. DELIVERY & INSTALLATION
4.1 The Product will be deemed delivered on the Installation Date and the Product will be your responsibility from that time.
4.2 You will own the Product once we have received payment in full.
4.3 The Product must be installed by us or our Authorised Installers.
4.4 The Installation Date is approximate only and the time of delivery and installation is not of the essence. We shall not be liable for any delay in delivery and installation of the Product that is caused by an Event Outside Our Control or your failure to provide us with adequate delivery instructions or any other instructions that are relevant to the supply and installation of the Product.
4.5 Installation will take approximately one to two hours but may take longer depending on access to the property’s consumer unit and/or wiring configuration. During some of this period the power will need to be off. Where possible, we or our Authorised Installer will undertake installation outside the hours of 9am to 5pm on Business Days.
4.6 We will install the Product with reasonable care and skill, in a good workmanlike manner and in accordance with all applicable UK laws. We will make good any damage caused in connection with the installation of the Product. However we are not responsible for the cost of repairing any pre-existing faults or damage to the property that we discover in the course of installation and/or performance by us or our Authorised Installers.
4.7 Whilst we do not charge anything for installation, we may at our discretion charge you a fee of £100] in respect of any costs that we have incurred in arranging for installation if you fail to cancel an appointment less than 12 hours before the Installation Date or you are not in attendance at the premises on the Installation Date.
4.8 Once the Product has been installed, we or our Authorised Installers will issue you with an Installation Certificate.
5.1 The price of the Product shall be the price set out on the Order Form (“Price”). The prices of our Products may change at any time, but price changes will not affect Orders that we have confirmed with you.
5.2 The Price includes delivery, installation, Installation Certificate and VAT at the current rate. If the rate of VAT changes between the date of the Order and the Installation Date, we will adjust the rate of VAT that you pay.
- 5.3 Once we have accepted the Order, we will reserve payment of the
Price using the credit or debit card details provided on the Order 9.4 Form. We accept payment with Visa, Delta, Switch, Mastercard, Maestro, and Solo. We do not accept cheques, money, bank transfers, American Express or Diners Club. 9.5
- 5.4 Once the Product has been installed and we have issued you with an Installation Certificate, we will proceed to process payment as per the instructions on the Order Form. If for any reason we are unable to process payment, then you shall pay interest on the overdue amount
at the rate of 4% per annum above National Westminster Bank PLC’s
base rate from time to time. Such interest shall accrue on a daily
basis from the due date until actual payment of the overdue amount, whether before or after judgment. You shall pay the interest together
with the overdue amount. 9.6
6. LIMITED WARRANTY
- 6.1 Please refer to the limited warranty for the Product that is provided with the installation manual.
- 6.2 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.
7. LIMITATION OF LIABILITY
- 7.1 Nothing in these Terms shall limit or exclude our liability for death or personal injury caused by our negligence or the negligence of our employees, agent or subcontractors (as applicable, including our Authorised Installers) or for any other manner in respect of which it would be unlawful for us to exclude or restrict our liability.
- 7.2 Subject to clause 7.1:
- (a) We shall under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
- (b) our total liability to you in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the price of the Product.
- EVENTS OUTSIDE OUR CONTROLWe will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by any act or event beyond our reasonable control, including but not limited to civil commotion, riot, terrorist attack or threat of terrorist attack, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster (“Event Outside Our Control”).
- 9.1 Assignment and other dealings: We may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of our rights or obligations under the Contract. You may not assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of your rights or obligations under this Contract without our prior written consent.
- 9.2 Variation: No variation of the Contract, including the introduction of any additional terms and conditions, shall be effective unless it is in writing and signed by us.
- 9.3 Severance: If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall
not affect the validity and enforceability of the rest of the Contract.
Third party rights: A person who is not a party to the Contract shall not have any rights to enforce its terms.
Waiver: A waiver of any right or remedy under the Contract or law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. No failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
- (a) Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service, commercial courier or e-mail.
- (b) A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 9.6(a); if sent by pre-paid first class post or other next working day delivery service, at 9 am on the second Business Day after posting; if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed; or, if sent by or e-mail, one Business Day after transmission.
- (c) The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
9.7 Governing law and jurisdiction: The Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with the law of England and Wales and each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).