Terms and Conditions of sale
Please read carefully the terms and conditions as stated below:
The term `the Company` Refers to our trading names Woodshop Joinery
From time to time, it will be necessary to update these Terms and Conditions without notice.
Any order placed is provisional until the Company receives a deposit and/or signed
receipt slip of which will be deemed to be the client’s acceptance of these terms and conditions.
On placing an order, a non-refundable deposit as stated on the quotation is required before work can commence. Deposits are held for a maximum of 12 months after which if the company is unable to start work through no fault of its own the contract is cancelled unless specifically agreed in writing.
Refunds will be offered solely at the discretion of the Company. Once a refund has been approved by the company then it will be processed normally within 28 days. In the case where the goods have already been manufactured then the refund will be delayed until the goods have been re-sold.
Any cancellation by the client verbal or in writing after deposit taken will incur the full cost of the project by the client.
Prices and Payment
Any prices agreed through a formal estimate are valid for 30 days from the date of that estimate.
The final balance may be subject to change depending on any changes made from the original quotation after commencement of work, any changes will have to be agreed in writing at the discretion of the Company. Balance Payments are payable at least 2 weeks prior to order being finished and dispatched. Goods will not be dispatched until cleared funds have been received.
Balance payment must be made in full and be cleared at least 2 days before dispatch.
Goods will not leave the factory until cleared payment has been made.
All goods & services shall remain the property of the Company until full settlement is made.
If your cheque is returned by the bank as unpaid for any reason, the client will be liable for a ‘returned cheque’ charge of £25
Deposit and Balance payments are to be made via Bank transfer,Cash or Cheque. We do not accept
Cards or PayPal as method of payment due to excessive Charges.
Settlement of the invoice in full, less any advanced payment, must be made on completion/delivery of goods, unless prior arrangement for credit facilities has been arranged with the Company
All delivery dates are approximate and the Company will not be held responsible if changes occur.
Lead times are an approximation only and vary dependant on time of order.
the Company accept no liability for any costs incurred if delivery is delayed for any reason.
Its is suggested that no tradesmen are booked for installation until the goods have been delivered.
Where Goods are delivered via Courier or Pallet service the company cannot specify time of Delivery.
The Company understand and will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to the agreed credit terms.
Cancellation by the Company
The Company reserves the right to cancel an order at any time and without prior notice if:
The client fails to comply with these terms and conditions.
The client is more than 28 days in arrears with payment to the Company for previously supplied goods / services.
The client is unable to pay its debts as they fall due.
The Client is unable to proceed withe order after 12 months
Glazing units are guaranteed by the Company for a statutory 1 year period, after that the glazing manufacturers guarantee applies. Unless agreed specifically all glazing is supplied loose for installation on site.
All joinery is guaranteed for 1 year. Please note that timber is a natural product and can be subject to change in dimension and character, the Company will not be held responsible in these events.All joinery supplied must be treated after installation by the client not the Company within 2 weeks of delivery.
Any electrical work to be supplied by the client.
Onsite fitting: The Company will not be responsible for any incidental making good ie: plastering, rendering. This will be carried out by the client.All installation quotes do not include any plastering,rendering or general making good. This will need the client to arrange with other trades people
The client is solely responsible for checking that their order is compliant with their local authority building regulations.
Some timber species will absorb paint and will continue to have grain lifting,shrinkage,swelling etc after leaving the factory. It is a condition of acceptance of an order that all joinery supplied with a top coat will require another top coat after installation. Paint can be supplied along with the delivery. No liability can be accepted for damaged paintwork in pre-finished delivered items requiring attention. This will need to be done after installation
Detailed Terms and Conditions
Terms and Conditions for the Sale of Goods and the provision of related Services
THE CUSTOMER’S ATTENTION IS IN PARTICULAR DRAWN TO THE PROVISIONS OF CONDITION 10
1.1 In these conditions the following words have the following meanings:
RJ Hawkins T/as Woodshop Joinery
any contract between the Company and the Customer for the sale and purchase of the Goods and/or Services, incorporating these Conditions;
the person(s) who purchases the Goods from the Company;
any products and materials provided to the Company by the Customer and which are to be fitted by the Company as part of the Installation Services;
the note to accompany the Goods on delivery;
the place where delivery of the Goods is to take place under condition 4;
the deposit set out in the Contract;
in relation to the Goods, any design which is agreed between the parties shall form part of the Contract and which either:
(a) is created by the Company under the Contract and which is agreed by the Customer in accordance with condition 3.2.2; or
(b) is provided by the Customer to the Company;
the production of any Design by the Company under the
any goods agreed in the Contract to be supplied to the Customer by the Company (including any part or parts of them);
any installation services to be provided by the Company in relation to the Goods under the Contract;
means the Design Services and the Installation Services (or either of them as the context requires);
the address (if any) specified in the Contract at which the Goods are to be delivered and, if applicable, at which the Company is to perform the Installation Services.
1.2 In these conditions references to any statute or statutory provision shall, unless the context otherwise requires, be construed as a reference to that statute or statutory provision as from time to time amended, consolidated, modified, extended, re-enacted or replaced.
1.3 In these conditions references to the masculine include the feminine and the neuter and to the singular include the plural and vice versa as the context admits or requires.
1.4 In these conditions headings will not affect the construction of these conditions.
1.5 In these conditions any reference to a person includes any individual, firm, corporate body, corporate, unincorporated association, partnership, trust, foundation, estate, association or joint venture.
2 APPLICATION OF TERMS
2.1 Subject to any variation under condition 2.3 the Contract will be on these conditions to the exclusion of all other terms and conditions (including any terms or conditions which the Customer purports to apply under any purchase order, confirmation of order, specification or other document).
2.2 No terms or conditions endorsed upon, delivered with or contained in the Customer’s purchase order, confirmation of order, specification or other document will form part of the Contract simply as a result of such document being referred to in the Contract.
2.3 These conditions apply to all the Company’s sales and any variation to these conditions and any representations about the Goods or the Services shall have no effect unless expressly agreed in writing and signed by a director of the Company. Nothing in this condition will exclude or limit the Company's liability for fraudulent misrepresentation.
2.4 Each order for Goods or Services by the Customer from the Company shall be deemed to be an offer by the Customer to purchase Goods subject to these conditions.
2.5 No order placed by the Customer shall be deemed to be accepted by the Company until a written acknowledgement of order is issued by the Company and any Deposit required by the Company has been received.
2.6 The Customer must ensure that the terms of its order and any applicable Design are complete and accurate and suitable for the Customer’s purposes having regard to the Site and any conditions prevailing at the Site.
2.7 Any quotation is given on the basis that no contract will come into existence except in accordance with condition 2.5. Any quotation is valid for a period of 30 days only from its date, provided that the Company has not previously withdrawn it.
2.8 The Customer may not terminate any Contract except with the prior written agreement of the Company (such agreement not to be unreasonably withheld). Any consent given by the Company under this condition 2.8 shall be subject to the Customer agreeing to pay to the Company all costs reasonably incurred by the Company in fulfilling the Contract up until the date upon which the Company consents to the termination of the Contract.
3.1 The description of the Goods shall be as set out in the Design.
3.2 If the Design is:
3.2.1 provided to the Company by the Customer, the Customer shall be solely responsible for ensuring the completeness and accuracy of the Design and that the Design is suitable for the Customer’s requirements and the Company
shall have no liability to the Customer in relation to the completeness, accuracy or suitability of the Design; or
3.2.2 produced by the Company, the Customer shall be responsible for ensuring the Design meets the Customer’s requirements and complies with any planning or other consents to which the Customer or the Site is subject. Unless the Customer has previously confirmed its approval of the Company’s design in writing, the Customer shall, in placing an order for the Goods, be deemed to have approved the Design provided by the Company (and where the Company has provided more than one Design the Customer shall be deemed to have approved the last Design provided by the Company).
4.1 Delivery of the Goods shall take place at the location specified in the Contract (the “Delivery Point”). If no location is specified in the Contract the Delivery Point shall be the Company’s premises.
4.2 If the Delivery Point is the Company’s premises:
4.2.1 the Customer shall collect the Goods from the Delivery Point within three business days of the Company notifying the Customer that the Goods are ready for collection; and
4.2.2 delivery of the Goods shall be completed when the Company places the Goods at the Customer's disposal at the Delivery Point.
4.3 If the Delivery Point is a place other than the Company’s premises (either to the Site or such other address specified in the Contract):
4.3.1 the Customer must notify the Company prior to delivery of any restricted access for delivery; and
4.3.2 the Customer will take delivery of the Goods at the Delivery Point within seven days of the Company giving it notice that the Goods are ready for delivery.
4.4 Any dates specified by the Company for delivery of the Goods are intended to be an estimate and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery will be within a reasonable time.
4.5 Subject to the other provisions of these conditions the Company will not be liable for any indirect or consequential loss (all three of which terms include, without limitation, loss of profits, loss of business, depletion of goodwill and like loss), costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Goods (even if caused by the Company’s negligence), nor will any delay entitle the Customer to terminate or rescind the Contract.
4.6 If for any reason the Customer will not accept delivery of any of the Goods when they are ready for delivery, or the Company is unable to deliver the Goods on time because the Customer has not provided appropriate instructions, documents, licences, authorisations or access:
4.6.1 risk in the Goods shall pass to the Customer (including for loss or damage caused by the Company’s negligence);
4.6.2 the Goods shall be deemed to have been delivered; and
4.6.3 the Company may store the Goods until delivery, whereupon the Customer shall be liable for all related costs and expenses (including, without limitation, storage and insurance).
4.7 If after a period of not less than 30 days from the date of the Company’s notice that the Goods are either ready for delivery and the Customer has failed to take delivery or the Company is unable to deliver the Goods on time because the Customer has not provided appropriate instructions, documents, licences or authorisations, the Company shall have the right to:
4.7.1 charge the Customer the full price for the Goods in addition to the costs referred to in condition 4.6; or
4.7.2 dispose of the Goods to a third party; and
4.7.3 recover from the Customer, in addition to the costs referred to in condition 4.6, the amount if any by which the disposal proceeds are less than the sale
price under the Contract together with any expenses incurred by the Company in negotiating and completing the disposal of the Goods.
4.8 Where the Delivery Point is at a place other than the Company’s premises, the Customer will provide at its expense at the Delivery Point adequate and appropriate equipment and manual labour for receiving the Goods.
4.9 If the process of offloading Goods takes longer than one hour the Company shall charge the Customer at the rate of £40 per hour or part thereof or such rate as may reasonably be increased from time to time.
4.10 The Company shall not be obliged to deliver the Goods on the due date for delivery unless the Customer has paid in cleared funds to the Company all amounts which are due and payable to the Company prior to the due date for delivery.
5.1 The quantity of any consignment of Goods as recorded by the Company upon despatch from the Company’s place of business shall be conclusive evidence of the quantity received by the Customer on delivery unless the Customer can provide conclusive evidence proving the contrary.
5.2 The Company shall not be liable for any short or incorrect delivery of Goods (even if caused by the Company’s negligence) unless written notice is given to the Company on the Delivery Note and received by the Company within three days of receipt of the Goods.
5.3 Any liability of the Company for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or issuing a credit note at the pro rata Contract rate against any invoice raised for such Goods.
6.1 The Goods are at the risk of the Customer from the time of delivery.
6.2 Ownership of the Goods shall not pass to the Customer until the Company has received in full (in cash or cleared funds) all sums due to it in respect of:
6.2.1 the Goods; and
6.2.2 all other sums which are or which become due to the Company from the Customer on any account.
6.3 Until ownership of the Goods has passed to the Customer, the Customer must:
6.3.1 hold the Goods on a fiduciary basis as the Company’s bailee;
6.3.2 store the Goods (at no cost to the Company) separately from all other goods of the Customer or any third party in such a way that they remain readily identifiable as the Company’s property;
6.3.3 not destroy, deface or obscure any identifying mark or packaging on or relating to the Goods;
6.3.4 not allow or permit the Goods to be installed in or become a part of any property belonging to the Customer or any third party without the prior consent in writing of the Company;
6.3.5 maintain the Goods in satisfactory condition and keep them insured on the Company’s behalf for their full price against all risks to the reasonable satisfaction of the Company. On request the Customer shall produce the policy of insurance to the Company; and
6.3.6 hold the proceeds of the insurance referred to in condition 6.3.5 on trust for the Company and not mix them with any other money, nor pay the proceeds into an overdrawn bank account.
6.4 The Customer’s right to possession of the Goods shall terminate immediately if:
6.4.1 the Customer has a bankruptcy order made against him or makes an arrangement or composition with his creditors, or otherwise takes the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or (being a company) convenes a meeting of creditors (whether formal or informal), or enters into liquidation (whether voluntary or
compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation, or has a receiver and/or administrator or administrative receiver appointed of its undertaking or any part thereof, or a resolution is passed or a petition presented to any court for the winding up of the Customer or for the granting of an administration order in respect of the Customer, or any proceedings are commenced relating to the insolvency or possible insolvency of the Customer; or
6.4.2 the Customer suffers or allows any execution, whether legal or equitable, to be levied on his/its property or obtained against him/it, or fails to observe/perform any of his/its obligations under the Contract or any other contract between the Company and the Customer, or is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or the Customer ceases to trade; or
6.4.3 the Customer encumbers or in any way charges any of the Goods.
6.5 Until ownership of the Goods has passed to the Customer (and provided the Goods (or any amount of them) are still in existence and identifiable) the Company shall be entitled at any time to require the Customer to deliver up the Goods (or any amount of them) to the Company and, if the Customer fails to do so forthwith, to enter upon the premises of the Customer or any third party where the Goods are stored and repossess the Goods.
6.6 The Company hereby authorises the Customer to use and/or sell the Goods in the ordinary course of the Customer’s business. If the Customer:
6.6.1 sells the Goods prior to paying the full price for them the Customer shall hold the proceeds of sale on trust for the Company. The Company shall be entitled to call upon the Customer to assign all claims that the Customer may have against any party which has purchased the Goods; or
6.6.2 uses the Goods such that they are mixed with or converted into other material, the Company shall be entitled to an interest in such converted material to the value of the price of the Goods.
6.7 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.
6.8 The Customer grants the Company, its agents and employees an irrevocable licence at any time to enter any premises where the Goods are or may be stored in order to inspect them, or, where the Customer’s right to possession has terminated, to recover them.
6.9 The Customer shall indemnify the Company in respect of all costs any expenses incurred by the Company enforcing any right granted to the Company pursuant to this condition 6 and any costs and expenses arising out of any judgement in favour of the Company in respect of any invoice which remains unpaid by the Customer.
6.10 On termination of the Contract, howsoever caused, the Company's (but not the Customer's) rights contained in this condition 6 shall remain in effect.
7 CUSTOMER’S OBLIGATIONS
7.1 If, under the Contract, the Company is to carry out any Services at the Site, the Customer warrants that:
7.1.1 it is the absolute owner of the Site free from encumbrances or that they hold written consent of the owner, mortgagee or any other person who has an interest in the Site;
7.1.2 the carrying out of the Installation Services will not breach any restriction or condition affecting the Site;
7.1.3 all necessary planning permissions, listed building and conservation area consents and building regulation approvals have been obtained and that any conditions attached to such have been disclosed to the Company.
7.2 In addition to the above warranties, the Customer shall:
7.2.1 co-operate with the Company in all matters relating to the Installation Services;
7.2.2 guarantee the Company, its agents, sub-contractors and employees, appropriate access to the Site;
7.2.3 provide, in a timely manner, any information which the Company may request and ensure that it is accurate in all material respects;
7.2.4 inform the Company of all health and safety rules and regulations and any other reasonable security requirements that apply at the Site; and
7.2.5 ensure that any Customer’s Fittings are suitable for the purposes for which they have been provided to the Company and conform to all relevant standards or requirements.
7.3 If the Company's performance of its obligations under the Contract is prevented or delayed by any act or omission of the Customer, a client of the Customer, its agents, sub-contractors or employees, the Company shall not be liable for any costs, charges or losses sustained or incurred by the Customer arising directly or indirectly from such prevention or delay.
7.4 The Customer shall be liable to pay to the Company, on demand, all reasonable costs, charges or losses sustained or incurred by the Company (including any direct, indirect or consequential losses, loss of profit and loss of reputation, loss or damage to property and those arising from injury to or death of any person and loss of opportunity to deploy resources elsewhere) arising directly or indirectly from the Customer's fraud, negligence, failure to perform or delay in the performance of any of its obligations under the Contract, subject to the Company confirming such costs, charges and losses to the Customer in writing.
8.1 Subject to condition 8.2, the price to be paid for the Goods shall be the price specified in the Contract.
8.2 The Company shall be entitled to adjust the price of the Goods after the formation of the Contract if:
8.2.1 the delivery date requested by the Customer is 3 months or longer from the Contract date; and
8.2.2 there is any variation in the cost to the Company of supplying the Goods, or any part of them, caused by any reason whatsoever beyond the control of the Company including (without prejudice to the generality of the foregoing) changes in exchange rates, raw materials or delivery charges or the action of any Government or authority; and
8.2.3 the price at the date when the Goods are ready for delivery shall be higher than that at the Contract date.
8.3 The price for the Goods shall be exclusive of any value added tax and all costs or charges in relation to unloading as set out in condition 4.8 and condition 4.9, carriage and insurance all of which amounts the Customer will pay in addition when it is due to pay for the Goods.
8.4 The price to be paid for the Services shall be the price specified in the Contract (which price shall be exclusive of any value added tax).
9.1 The Customer shall have paid the Deposit, if required at the time the Contract is created under condition 2 and the balance of the price for the Goods shall be paid to the Company prior to delivery.
9.2 The Company shall invoice for the provision of the Services on completion of the Services. Unless agreed otherwise, the price for the Services shall be paid in full and in cleared funds to the Company on completion of the Services.
9.3 Time for payment shall be of the essence.
9.4 No payment shall be deemed to have been received until the Company has received cleared funds.
9.5 All payments payable to the Company under the Contract shall become due immediately upon termination of the Contract by the Customer despite any other provision.
9.6 The Customer shall make all payments due under the Contract without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Customer has a valid court order requiring an amount equal to such deduction to be paid by the Company to the Customer.
9.7 If the Customer fails to pay the Company any sum due pursuant to the Contract the Customer will be liable to pay interest to the Company on such sum from the due date for payment at the annual rate of 3% above the base lending rate from time to time of The Royal Bank of Scotland plc, accruing on a daily basis until payment is made, whether before or after any judgment. The Company reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.
10.1 In relation to the Goods the Company warrants that (subject to the other provisions of these conditions) upon delivery, and for a period of 12 months from the date of delivery, the Goods will:
10.1.1 be of satisfactory quality within the meaning of the Sale of Goods Act 1979;
10.1.2 in all material respects be in accordance with the Design;
10.1.3 be reasonably fit for any particular purpose for which the Goods are being bought if the Company has confirmed in writing that it is reasonable for the Customer to rely on the skill and judgement of the Company.
10.2 The Company shall not be liable for a breach of any of the warranties in condition 10.1 unless:
10.2.1 the Customer gives written notice on the Delivery Note of the defect or confirms in writing to the Company if the defect is apparent upon inspection, within seven days of delivery and in the case of a latent defect, within seven days when the Customer discovers or ought to have discovered the defect;
10.2.2 the Company is given a reasonable opportunity after receiving the notice of examining such Goods; and
10.2.3 if the Goods are found by the Company to be in satisfactory condition, the Customer will pay for the Company’s reasonable costs of carrying out any inspection under condition 10.2.2.
10.3 The Company shall not be liable for a breach of any of the warranties in condition 10.1 if:
10.3.1 the defect arises because the Customer failed to follow the Company’s oral or written instructions as to the storage, installation (when not performed by the Company), commissioning, decoration, use or maintenance of the Goods or (if there are none) good trade practice;
10.3.2 the Customer alters or repairs such Goods without the written consent of the Company; or
10.3.3 the defect arises due to the natural characteristics of the Goods, including without limitation moisture content, colour, grain and/or marking variations; or
10.3.4 there has been normal deterioration or improper or faulty handling, installation (where not performed by the Company) or maintenance or defects in or substance to any structure or surface to which the Goods are attached.
10.4 Subject to conditions 10.2 and 10.3, if, within 12 months of delivery, any of the Goods do not conform with any of the warranties in condition 10.1 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.
10.5 If the Company complies with condition 10.4 it shall have no further liability for a breach of any of the warranties in condition 10.1 in respect of such Goods.
10.6 Any Goods replaced or removed under condition 10.4 will belong to the Company and any repaired or replacement Goods will be provided with the benefit of a warranty in the terms of condition 10.1 for the unexpired portion of the 12 month period.
10.7 The installation of any replacement Goods supplied under this condition 10 is the Customer’s responsibility.
10.8 The Company warrants that it will:
10.8.1 carry out the Services in a good and workmanlike manner and with reasonable skill, care and diligence; and
10.8.2 provide the Services in all material respects in accordance with any specification or description of such Services which forms part of the Contract.
10.9 The Company will notify the Customer when the Services are complete and the Customer shall inspect the Services on completion.
10.10 If the Customer considers that the Services (or any part of them) have not been provided in accordance with the warranties given in condition 10.8 it shall notify the Company in writing within 7 days following the Company’s notification under condition 10.9.
10.11 Upon receiving a notice under condition 10.10 the Company shall conduct the necessary tests and examinations to determine whether the Services have been provided in accordance with condition 10.8. If the Company agrees that the Services have not been provided in accordance with condition 10.8 it shall rectify such non-conformance as soon as practicable after receipt of the Customer’s notice.
11 LIMITATION OF LIABILITY
11.1 Subject to condition 10, the following provisions set out the entire financial liability of the Company (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Customer in respect of:
11.1.1 any breach of these conditions; and
11.1.2 any representation, statement or tortuous act or omission including negligence arising under or in connection with the Contract.
11.2 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by sections 12 to 15 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from the Contract.
11.3 Nothing in these conditions excludes or limits the liability of the Company:
11.3.1 for death or personal injury caused by the Company’s negligence; or
11.3.2 under section 2(3), Consumer Protection Act 1987; or
11.3.3 for any matter which it would be illegal for the Company to exclude or attempt to exclude its liability; or
11.3.4 for fraud or fraudulent misrepresentation.
11.4 Subject to conditions 11.2 and 11.3:
11.4.1 the Company’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of this Contract shall be limited to the price for the Contract; and
11.4.2 the Company shall not be liable to the Customer for any indirect or consequential loss or damage (whether for loss of profit, loss of business, depletion of goodwill or otherwise), costs, expenses or other claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Contract.
12.1 The Customer shall not be entitled to assign the Contract or any part of it without the prior written consent of the Company.
12.2 The Company may assign the Contract or any part of it to any person, firm or company.
13 COMPLIANCE WITH LAW AND REGULATIONS
13.1 It is the Customer’s responsibility to comply in every respect with all relevant planning any building regulation requirements, statutes, regulations, bye-laws or other lawful requirements and to obtain all necessary consents, licences, permits or authorities which may be required in connection with any Goods or Services to be provided pursuant to the Contract.
14 FORCE MAJEURE
The Company shall be relieved from its obligations under the Contract and reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Goods ordered by the Customer (without liability to the Customer) 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, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other 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 90 days, the Customer shall be entitled to give notice in writing to the Company to terminate the Contract.
15.1 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.
15.2 If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision shall continue in full force and effect.
15.3 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.
15.4 Any waiver by the Company of any breach of, or any default under, any provision of the Contract by the Customer will not be deemed a waiver of any subsequent breach or default and will in no way affect the other terms of the Contract.
15.5 The parties to this Contract do not intend that any term of this Contract will be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
15.6 The formation, existence, construction, performance, validity and all aspects of the Contract shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts
16.1 All communications between the parties about the Contract shall be in writing and delivered by hand or sent by pre-paid first class post or sent by fax:
16.1.1 (in case of communications to the Company) to its registered office or such changed address as shall be notified to the Customer by the Company; or
16.1.2 (in the case of the communications to the Customer) to the registered office of the addressee (if it is a company) or (in any other case) to any address of the Customer set out in any document which forms part of the Contract or such other address as shall be notified to the Company by the Customer.
16.2 Communications shall be deemed to have been received:
16.2.1 if sent by pre-paid first class post, two days (excluding Saturdays, Sundays and bank and public holidays) after positing (exclusive of the day of posting); or
16.2.2 if delivered by hand, on the day of delivery; or
16.2.3 if sent by fax on a working day prior to 4.00pm, at the time or transmission and otherwise on the next working day.