COLEROBERTS TERMS AND CONDITIONS 2019
This contract and the enclosed terms of business represent the whole agreement between the parties and can only be varied by written agreement signed by each of us expressly referring to this contract.
a) All rates and fees are exclusive of VAT, which will be charged at the prevailing rate. Unfortunately we no longer accept credit cards.
b) We reserve the right to review and modify fees periodically as service provision changes.
c) You will be provided separately with the details of your package and any optional charges; these are referred to as Order Confirmation. These charges are reviewed periodically and any changes will be notified to you in writing 28 days prior to implementation.
2. STANDARD TERMS OF PAYMENT
d) ColeRoberts invoices must be paid immediately upon receipt unless subject to credit terms as specified in your offer and you will indemnify ColeRoberts in full in respect of any third party expenses suffered or incurred by ColeRoberts pursuant to your instructions.
e) A 25% deposit is required on receipt of order, and the remaining balance will become due 14 days prior to the delivery of goods and/or installation. Delays for any reason will NOT result in the balance due date changing, it will always remain two weeks prior to the original delivery date.
f) ColeRoberts Ltd accept BACS transfers, cheques and card payments. We do not accept credit card payments. On the rare occasion a credit card is charged this will be on the discretion of senior management.
g) A £75 design fee is mandatory on each project. This can be discounted from the total end value of the project at the discretion of ColeRoberts Ltd.
h) Invoices will be paid by you (without any deduction) by way of set-off or counter claim or otherwise as follows:
i) Service initiation (setup) – immediately payable upon receipt of invoice.
j) For any services where a contractor or supplier requires payment before work commences, our invoice covering the same shall be paid in full 14 workings days before work commences.
k) Exceptional out of pocket expenses will be charged at cost. These include air and rail fares, hotels and living expenses. Car travel will be charged at AA rates (but agreed with you beforehand). Normal office disbursements such as post, telephone and fax will not be charged.
l) You will remain wholly responsible for paying all building and development costs directly with suppliers, unless included in your pre-agreed contract with ColeRoberts.
m) A deposit is required upon order to secure the purchase of whole rooms. ColeRoberts can hold this deposit for up to one year to reserve goods, fitting and ColeRoberts services. ColeRoberts reserve the right to request a deposit on all orders before purchasing products for you (the customer).
n) Unique design costs are charged after each piece of work (or amendments) are completed. You will be provided an estimate of the number of hours and cost in advance, which you must agree in writing (by email) before the work can commence. Once you have paid for the design (in full) the files will be electronically transferred to you.
o) If items are ordered in good faith and are not held as stock in the shop and have been ordered correctly then all items are non-refundable.
p) On receipt of order this means you are agreeing to all terms and conditions laid out from ColeRoberts Ltd.
3. CREDIT INSURANCE
We reserve the right to take out insurance against perceived credit risks and all our clients must be acceptable to our insurers. In the event of our insurers revising or withdrawing the normal insurance cover in respect of you, we may revise our terms of payment and may require payment in advance. We also reserve the right to credit check all customers being offered credit, in particular customers securing work with a deposit. ColeRoberts also reserve the right to demand payment upfront at any point during the project.
We reserve the right to retain all work, materials, account login details, intellectual property and any other items in our possession relating to any matter until all invoices are paid in full.
Any queries in respect of an invoice must be raised within 7 days of the date of the invoice. After this date it will be deemed that the invoice has been accepted by you.
4. CHANGES AND/OR CANCELLATION OF AGREED PROJECTS
a) In the event of change or cancellation, we reserve the right to charge you for all costs of complying with your request, which may include our expenses, production costs, cancellation fees, and our fees in respect of such plans, schedules and any work-in-progress. In cases where the cancelation was not due to any fault on the part of ColeRoberts (for example where you changed your mind); we also reserve the right to charge you for our time in preparation of surveys, presentations and consultations, invoices and meetings that were incurred prior to the cancellation date. ColeRoberts reserve the right to charge a 40% restocking fee on all orders, items and services. ColeRoberts cannot guarantee delivery to site further than the kerbside. Any delivery which exceeds this is an act of good will and ColeRoberts are not liable for any damage to goods beyond this delivery point.
b) At no point can a bespoke item be returned, cancelled or refunded; only additional items can be purchased. If items are ordered and subsequently the specifications of the room or project changes, ColeRoberts will not refund the value or carry the cost of sourcing and supplying replacement products.
5. INTELLECTUAL PROPERTY (INCLUDING COPYRIGHT) AND USE OF LOGOS/CLIENT DETAILS IN MARKETING MATERIALS OR CASE STUDIES
a) The intellectual property rights (including, where appropriate, copyright and design rights) in all works created or commissioned by us and used under this agreement shall be vested in us until full payment is made. The ownership will then pass to you in full except where identified in the following sub-clauses.
i) We reserve the rights to use your design images and project photos in our marketing material, PR, website or portfolio; unless we have agreed a mutual NDA. We will include your results in our case studies unless agreed otherwise beforehand. We will provide a copy of the any text or results for you to approve prior to publishing.
7. PERFORMANCE GUARANTEES
a) We cannot accept responsibility for any variation in the performance of your renovation due to seasonality, competitor activity, design and usability and other conditions outside our control. Delays may also hold up later phases of the project. In such cases when you or your fitter have held up the progress of a project; ColeRoberts will not accept responsibility or offer compensation.
b) ColeRoberts are not held responsible for a fit or project being delayed due to unforeseen circumstances or reasons out of their control.
c) ColeRoberts reserve the right to place kerbside adverts for their own services outside the site.
d) All subcontracted work is covered by full public liability insurance. All ColeRoberts installations are covered by a 12 month fitting guarantee to cover faulty workmanship
e) ColeRoberts will not be held responsible for any faulty or damaged products, in or out of their guarantee. Any grievances are to be resolved directly with the manufacturer. Product guarantee does not extend to include any fitting costs to replace any product.
f) If ColeRoberts have not taken measurements for any sundry items, bulk items, or whole room projects, all liability for any items which do not fit or solve is held with the party responsible for taking the measurements.
g) Any extra works undertaken by fitters during the installation process must be preapproved by ColeRoberts and signed off directly. Any works or products supplied outside of this will not be liable to ColeRoberts Ltd. All subcontracted work is covered by full public liability insurance.
h) If a delay for installation or delivery occurs the customer will be liable for any additional delivery or storage costs. If a delivery is missed the customer is liable for costs of additional delivery.
i) The customer must make provision on site for suitable access for delivery or collection of any items, for both logistics teams and installation teams.
8. LEGAL LIABILITY
a) You shall be responsible for checking any material submitted by us to you for approval in connection with any product or service delivered and you shall approve such material or notify us if any such material is unwanted, false or misleading or is in any way contrary to law or any applicable UK or EU regulation or law. If no approval or notification is given by you within any required time limit (or in the absence of any time limit within a reasonable time) following submission of any material in connection with this clause that material shall be deemed to have been approved by you in connection with this clause.
b) We shall not be liable for any delay in or omission of fault in the absence of any serious default or neglect on our part.
c) You shall indemnify us in respect of all costs, damages, or other charges falling upon us as a result of any legal action or threatened legal action brought against us arising from the project prepared for you by us and approved or deemed approved by you before the project commencement.
d) We shall not be liable for any costs, loss or damage arising from our failure to fulfil our obligations where failure results from circumstances wholly or in part beyond our control including, for example, inclement weather, industrial action, power failure, etc. We advise you to take out appropriate insurance cover when necessary.
e) We shall not be liable for any (i) loss of profit (whether direct or indirect); (ii) loss of business (iii) depletion of goodwill and/or similar losses; (iv) loss of contract (v) loss or corruption of data or information; or (vi) special, indirect consequential or pure economic loss, costs, damages, charges or expenses.
f) Our entire liability in contract, tort (including negligence and breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with this contract shall not exceed the associated fees and/or charges received by us under this contract.
9. DATA PROTECTION
a) You shall ensure that any mailing list, database or other personal data supplied to us by you shall comply with all legislation in force from time to time including without limitation the Data Protection Act 1998 and the Privacy and Electronic Communications (EC Directive) Regulations 2003. You shall ensure that such mailing list, database or other personal data shall include only data which may be used (in accordance with all relevant legislation) for the purpose for which such mailing list, database or other personal data has been supplied.
b) You shall indemnify us in full against any claim that the passing to us or our use of any mailing list, database or other personal data supplied by you in accordance with the clause above is in breach of any legislation in force from time to time.
a) Both parties shall keep in strict confidence all ideas, concepts which are proposed in connection with our engagement or project together with all technical or commercial know-how, specifications, processes or initiatives which are of a confidential nature and which either party has disclosed to each other, and any other confidential information concerning either party’s business or services.
b) Nothing in this agreement shall affect either party’s right to use as they see fit any general marketing or advertising intelligence which is gained in the course of the engagement or project.
11. NON SOLICITATION
You agree that you will not either on your own account or in association with any other person, firm, company or organisation or otherwise and whether directly or indirectly solicit or entice away or attempt to solicit or entice away any employee of ours who has worked on any project or service delivery for you in the previous 12 months.
12. Choice OF LAW AND JURISDICTION
The construction and performance of this agreement shall be governed by the laws of England and Wales and the parties submit to the exclusive jurisdiction of the courts of England and Wales to resolve any disputes between them.
a) Force majeure: If a party is obstructed in performing any of its obligations by an event outside its reasonable control, then performance to the extent obstructed is suspended for so long as the obstruction continues. Whilst performance has been suspended for more than 7 days, either party may terminate the Contract by immediate written notice without prejudice.
b) Waiver: Failure to enforce any of these terms is not a waiver of a party’s rights and shall not prejudice its rights to take action in respect of the same or any later breach.
c) Severability: Any part of a Term which is wholly or partially void, invalid, or unenforceable shall be severed from the remainder (which remains enforceable).
d) Notices: Any notice to be given by either party to the other shall be in writing, may be sent by recorded delivery, and shall be deemed served 2 days after posting.