‘The Company’ – for the purpose of this document shall refer to either Kettle Interiors Agencies Ltd, Kettle Interiors UK Ltd or Kettle Interiors Direct Ltd
‘The Buyer’ – is any individual, sole trader, partnership or limited company who has placed an order or who intends to place an order of any kind with Kettle Interiors Agencies Ltd, Kettle Interiors UK Ltd or Kettle Interiors Direct Ltd ie ‘The Company’
‘Products’ or ‘Goods’ – are the goods or services provided by ‘The Company’
- The Contract of sale will be on these Conditions and the conditions of other conditions or plicies referred to in this document only to the exclusion of all other terms and conditions (including any terms or conditions which the Buyer purports to apply under any purchase order, confirmation of order or other document).
- These conditions apply to all the company’s sales where the buyer buys in the course of his business. Any variation to these conditions and any representations about the goods shall have no effect unless expressly agreed in writing and signed by an authorised representative of the company.
- Any quotation or list of prices is given on the basis that no Contract will come into existence until an order placed by The Buyer is accepted by The Company. Any quotation or list of prices is valid for a period of 7 days only from its date or if later, the date it is received by The Buyer, provided that The Company has not previously withdrawn it.
- In the case of wholesale items sold form stock stored in UK and not within a direct container, goods shall be despatched or released for collection on receipt of cleared funds except when alternative arrangements have been agreed by the company or a representative of it such as an agreed credit facility.
- The description of the goods shall be as set out in the acknowledgement of the order issued by The Company to The Buyer.
- All drawings, descriptive matters, specifications, advertising and samples issued by The Company and any descriptions or illustrations contained in The Company’s catalogues or brochures or website are issued or published for the sole purpose of giving an approximate idea of the goods. They will not form part of the contract.
- Some products are made from natural timber (whether solid or veneers) and natural or man made leather and The Buyer accepts that there may be some variation in colour and texture and may mellow with age and or exposure to sunlight.
- In the case of a container order, the buyer acknowledges that the products ordered by the buyer will be specifically imported for the buyer and delivered to a designated port. In these circumstances the buyer accepts that it is liable for any storage charges incurred such as the dock storage charges and the company has no responsibility to find alternative storage for the goods.
- Unless otherwise agreed in writing by the company delivery of the goods shall be deemed to have taken place when the company has delivered the goods to the address in the United Kingdom which has been agreed with the buyer and which the buyer has confirmed in writing to the company.
- The Company will inform the buyer in writing of the date the goods are due to arrive at the designated port (in the case of containers) or in the case of Wholesale and Stockist orders due date for delivery and request payment of all outstanding monies owed to the company under the contract for the supply of the goods or any other contract. In the case of container orders, the company and the buyer will agree a time and date on which the goods shall be delivered within 7 days of the date the goods are due to arrive at the designated port.
- Delivery of the goods will only take place if payment of all the outstanding monies owed to the company under the contract for the supply of the goods or any other contract is made by the buyer and received in cleared funds by the company before the agreed date and time of delivery of the goods or if a credit facility is in place and enough funds are available within the agreed credit limit. The company reserves the right to refuse to deliver the goods if payment of all outstanding monies is not received in cleared funds by the company by the agreed time and date of delivery of the goods. If payment of all the outstanding monies owed to the company under the contract for the supply of the goods or any other contract is not made by the buyer and received in cleared funds by the company by the date of the goods arriving at the designated port, or 7 days before the agreed delivery date, the buyer shall be liable for the cost of storage of the goods at the port for the period of time that all the outstanding monies owed to the company under the contract for the supply of the goods or any other contract continues to be unpaid and the goods undelivered in addition to any other associated costs and expenses and/or shall indemnify the company for any storage charges it incurs in addition to any other associated costs or expenses.
- If payment of all the outstanding monies owed to the company under the contract for the supply of the goods or any other contract is not made by the buyer to the company within 7 days after the date the goods arrive at the designated port, then the company shall lose the right to receive delivery of the goods.
- Upon the company delivering the goods to the delivery point, the buyer shall unload the delivery vehicle within 45 mins (for Wholesale and Stockist orders) or 3 hours (for container orders) of the time the vehicle arrives at the delivery point. If the buyer fails to unload the delivery vehicle within the time, the buyer shall be liable to pay the hourly rate of the road haulage company for the number of part and complete hours over and above that period of time.
- Subject to the other provisions of these conditions the company will not be liable for any direct, or indirect or consequential loss or damage, including but not limited to, loss of profit, loss of business, depletion of goodwill or otherwise, costs, claims, charges, expenses or other claims for consequential compensation whatsoever which arises out of or in connection with any delay in the delivery of the goods( even if caused by the company’s negligence), nor will any delay entitle the buyer to rescind or terminate the contract unless such delay exceeds 180 days.
- The company may deliver the goods by separate instalments of any size and in any order.
- Any liability of the company for non-delivery or short loading of the goods shall be limited to organising re-delivery of the goods within a reasonable time or issuing a credit note for the invoice value of the undelivered goods.
- The goods are at the risk of the buyer from the time that the goods are delivered to the agreed delivery point. The ownership of the goods shall not pass to the buyer until the company has delivered the goods to the delivery point and the company has received in full and in cleared funds all sums due to it in respect of the goods , all other sums which are or which become due to the company from the buyer on any account and any additional charges.
- Until ownership of the goods has passed to the buyer, the buyer must: hold the goods on a fiduciary basis as the company’s bailee.
- Store the goods (at no cost to the company) separately from all other goods of the buyer or third party in such a way that they remain readily identifiable as the company’s property: not destroy, deface or obscure any identifying mark or packaging relating to the goods.
- Maintain the goods in satisfactory condition insured on the company’s behalf for their full price against all risks to the reasonable satisfaction of the company. On request the buyer shall produce the policy of insurance to the company; and hold the proceeds of the insurance on trust for the company and not mix them with any money, nor pay the proceeds into any overdrawn bank account.
- The buyer may resell the goods before ownership has passed to it is solely on the following conditions, that any sale shall be effected in the ordinary course of the buyers business at full market value, and any such sale shall be a sale of the company’s property on the buyers own behalf and the buyer shall deal as principal when making such a sale.
- The buyers right to possession of the goods shall terminate immediately if the buyer has a bankruptcy order made against him or makes arrangements or composition with his creditors, or otherwise takes the benefit of any Act for the time being in force for the relief of insolvent debtors, or convenes a meeting of creditors( whether formal in informal), or enters into liquidation ( whether voluntary or compulsory) except a solvent voluntary liquidation for the purposes only of reconstruction or amalgamation, or has a receiver and/or manager, administration or administrative receiver appointed of his undertaking or any part thereof, or a resolution is passed or a petition presented to any court for the winding up of the buyer or for the granting of an administration order in respect of the buyer, or any proceedings are commenced relating to the insolvency or possible insolvency of the buyer or encumbers or in any way charges any of the goods.
- The company shall be entitled to recover payment for the goods notwithstanding that ownership of any of the goods has not passed from the company. The buyer grants the company it’s agents and employees an irrevocable licence to enter any premises where the goods are, to recover the goods, where the buyer’s right to possession has terminated.
- The price for the goods shall be the price set out in the acknowledgement of the order issued by the company to the buyer.
- Unless otherwise stated, the price for the goods shall be exclusive of any value added tax. The price for the goods shall be delivered Duty Paid to the delivery point.
- The company reserves the right, by giving prior notice to the buyer at any time before delivery to increase the price of the goods to reflect any increase in the cost to the company which is due to any factor beyond the control of the company ( such as, without limitation, alteration of duties and significant increases in the costs of the company) or any delay caused by any instructions of the buyer or by the failure of the buyer to give the company adequate information or instructions.
- Payment of the price for the goods and any additional charges must be made in accordance with the following conditions :- payment may be made by cheque, bankers draft, credit card (where a 1.75% surcharge is added to the final invoice amount) or BACS transfer on the due date for payment. No payment shall be deemed to have been received by the company until the company has received cleared funds. If the buyer cancels the contract any deposit referred to shall not be refunded to the buyer. If the contract is terminated for any other reason, all payments payable to the company under the contract shall become due immediately upon termination of this contract despite any other reason.
- If the buyer fails to pay the company the sum by the delivery date which has been agreed between the parties before or at the time the goods are delivered to the designated port and notified to the buyer in writing by the company. The company shall not deliver the goods and the goods will be stored at the port until payment is made by the buyer and the new delivery date is agreed between the parties. The buyer shall be liable to pay any storage charges in respect of the storage of the goods at the port in addition to any associated costs and expenses and/or indemnify the company for any storage charges it incurs for the storage of the goods at port in addition to any other associated costs or expenses. If the buyer fails to pay the company all outstanding monies as outlined above, the buyer loses the right to receive delivery of the goods and the company shall retain the deposit paid to it.
- If the buyer fails to pay the company any sum due pursuant to the contract by the first agreed delivery date then the buyer shall be liable to pay interest to the company on such sum at the annual rate of 1% above the base lending rate of Barclays Bank Plc, accruing on a monthly basis until payment is made or before or after any judgement The company reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.
- The company will transfer to the buyer the benefit of a 12 month warranty against manufacturing or batch defects.
- The Company will not be liable for a breach in any warranty unless the buyer gives written notice of any defect: in the case of container orders only, within 30 days after delivery and in the case of wholesale orders 14 days after delivery, and the company is given reasonable opportunity after receiving such notice of examining such goods. The company will not be liable for breach of warranty if the defect arises because the buyer failed to store the goods in a dry and suitable condition and follow the company’s oral or written instructions as to the use or maintenance of the goods or (if there are none) normal trade practice or the buyer alters or repairs such goods without the express consent of the company. The company shall at its option repair or replace such goods or the defective part, or refund the price of such goods at the pro rata contract rate. Any goods replaced will belong to the company and any repaired or replacement goods will be guaranteed on these terms for the unexpired portion of the warranty period.
- Any defect must be reported by the buyer to the company in writing within 12 months to the day or the invoice date together with photographic evidence of the defect and the batch number and invoice number relating to the defective product. All warranty claims are considered only after receipt of all of the necessary information and the resolution is down to the sole discretion of the company.
- The company may assign the contract or any part of it to any person, firm or company.
- The company reserves the right to defer the date of delivery or reduce the volume of goods ordered by the buyer ( without liability to the buyer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the company including, without limitation, acts of God, governmental actions, war or national emergency, riot, labour disputes (whether or not relating to either party’s workforce) or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials. Provided that, if the event in question continues for a continuous period in excess of 180 days, either party shall be entitled to give notice in writing to the company to terminate the contract.
- Each right or remedy of the company under the contract is without prejudice to any other right or remedy of the company whether under the contract or not. If any provision of the contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly legal, invalid, void, voidable, unenforceable or unreasonable it shall be to the extent of such illegality, invalidity, voidness, voidability or unenforceability or unreasonableness be deemed severable and the remaining provisions of the contract shall continue in full force and effect. Failure or delay by the company in enforcing or partially enforcing any provision of the contract will not be construed as a waiver of any of its rights under the contract. Any waiver by the company or any breach of, or any default under, any provision of the contract by the buyer will not be deemed a waiver of any subsequent breach or default and will in no way effect the other terms of the contract.
- The contract of sale includes the conditions set out in the company’s Internet Trading Policy which compliance is agreed by the buyer upon the point of placing any order, making any payment or receiving delivery of any goods.
- The contract of sale includes the conditions set out in the company’s delivery terms of service.