Terms & Conditions of Sale

1. Definitions

1.1 “Buyer” means the person named in the Quotation who buys or agrees to buy the Goods from the Seller
1.2 “Contract” means the contract for the sale and purchase of the Goods
1.3 “Goods” means any goods (including any instalment of them) in the contract to be supplied to the Buyer by the Seller
1.4 “Price” means the price for the Goods and any other services provided in accordance with the Quotation, or any variation thereof, agreed in writing between the
Buyer and the Seller
1.5 “Quotation” means the quotation attached to these Terms
1.6 “Seller” means One Step Joinery Ltd of 15 Bramble Road, Techno Trading Estate Swindon Wiltshire
1.7 “Terms” means the terms and conditions set out herein and (unless the context otherwise requires) includes any special terms agreed in writing between the Buyer and the Seller

2. Basis of the sale

The Contract shall be created upon the acceptance by the Buyer of the Seller’s Quotation and shall be subject to these Terms. No other additional or alternative terms or conditions will apply to the Contract unless the Seller and the Buyer shall agree otherwise in writing.

3. The Quotation

3.1 The quality quantity and description of the Goods and any specification for them shall be as set out in the Quotation. Colours shades and materials may vary to a minor extent from those illustrated in any drawings descriptive matter, specification or advertising issued by the Seller.
3.2 The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of the Quotation and for giving the Seller any necessary information relating to the Goods within a sufficient time to enable the Seller to perform the Contract in accordance with these Terms.

4. Price

4.1 The Seller reserves the right to revise the Price at any time prior to delivery of the Goods to reflect any direct or indirect increase in costs to the Seller.
4.2 Unless otherwise in agreed in writing the Price is ex-works and is exclusive of other costs such as installation work, packing, delivery insurance value added tax (VAT) and any levy or other tax which may be payable in respect of the Goods.

5. Payment

5.1 Upon acceptance of the Quotation the Buyer shall at the Seller’s request pay a deposit in a sum to be agreed by the parties and invoiced by the Seller. The Buyer shall pay the deposit within 7 days of the date of the Seller’s invoice. Should the Buyer fail to pay such deposit the Seller shall (without prejudice to any of its other rights) be entitled to rescind the Contract with immediate effect.
5.2 Payment of the balance of the Price plus any other ex-works items specified in the invoice shall be made in full within 30 days of the date of the Seller’s invoice to the Buyer. Where the Goods are supplied in instalments the Seller shall invoice the Buyer for each instalment and the Buyer shall make payment on the last day of each calendar month within which the Goods were supplied.
5.3 If the Buyer fails to make payment on the due date then the Seller may, without limiting any of its other rights:
- 5.3.1 cancel the Contract or suspend any further deliveries to the Buyer
- 5.3.2 charge the Buyer interest on the amount unpaid at the rate of 10% per annum or 5% over the current base rate of the Bank of England whichever is the higher
5.4 The time for payment shall be of the essence of the Contract and any failure to pay shall entitle the Seller to treat the Contract as repudiated by the Buyer.

6. Delivery

6.1 Unless otherwise agreed in writing delivery of the Goods shall be made by the Buyer collecting the Goods at the Seller’s premises at any time after the Seller has notified the Buyer to this effect or if some other place of delivery is agreed, by the Seller delivering to that place.
6.2 The Seller shall be entitled to deliver the Goods in one or more consignments unless expressly agreed otherwise.
6.3 Any dates quoted for delivery are estimates only and while the Seller will make reasonable efforts to deliver the Goods on the agreed date, time of delivery shall not be of the essence and the failure of the Seller to deliver one or more consignments of the Goods shall not entitle the Buyer to:
- 6.3.1 refuse delivery at a later date
- 6.3.2 repudiate the Contract
- 6.3.3 make a claim for damages for late delivery
6.4 The Buyer agrees to ensure the prompt discharge, turn around and re-dispatch of all transport vehicles and packaging used in delivery of any consignment under this Contract and to indemnify the Seller against any loss arising from the delay in any such discharge turn around and re-dispatch.
6.5 If the Buyer fails to take delivery of the Goods or to give the Seller sufficient delivery instructions then the Seller may without prejudice to its other rights store the Goods until actual delivery and charge the Buyer for the reasonable costs of storage.
6.6 In the event that the Seller delivers wrong or damaged Goods to the Buyer, the Buyer shall notify the Seller in writing within 48 hours of delivery giving full details of the damaged or incorrect Goods, failing which the Buyer shall be deemed to have accepted the Goods. The Seller will accept returns of such damaged or incorrect goods notified to the Seller in writing within the relevant time period and will provide the Buyer with the option of a refund or replacement Goods at no charge.

7. Risk and Ownership

7.1 All risk in the Goods (including their damage and loss) shall pass to the Buyer at the time of delivery or if the Buyer fails to take delivery at the agreed time, the time when the Seller attempts to make delivery of the Goods.
7.2 Ownership of the Goods shall not pass to the Buyer until the Seller has received payment in full of the Price and all other sums due in respect of the Goods and invoiced to the Buyer.
7.3 Until such time as ownership of the Goods passes to the Buyer, the Buyer shall hold the Goods as the Seller’s bailee, and shall keep the Goods separate from those of the Buyer and third parties and properly stored, protected, insured and identified as the Seller’s property.
7.4 Until such time as ownership of the Goods passes to the Buyer (and provided that the Goods are still in existence and have not been resold) the Seller may at any time require the Buyer to deliver up the Goods to the Seller, and if the Buyer fails to do so, enter on any premises of the Buyer or third party where the Goods are stored and repossess them.
7.5 The Buyer shall not pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Seller but if the Buyer does so all monies owing by the Buyer shall (without limiting any other of the Seller’s rights) become due and payable immediately.

8. Warranties and Conditions

8.1 The Seller warrants that the Goods will in all material respects correspond with any general description provided in the Quotation at the time of delivery and will be free from defects in materials and workmanship for a period of 6 months following delivery.
8.2 A claim by the Buyer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specification shall be notified in writing to the Seller within 7 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after the discovery of the defect or failure.
8.3 Where a valid claim in respect of any of the Goods which is made in accordance with clause 8.2 above, the Seller may replace or repair the Goods free of charge
8.4 With the exception of death or personal injury caused by the Seller’s negligence (for which there will be no limitation) the Seller’s liability under or in connection with this Contract is limited to the Price of the Goods.
8.5 The Seller shall not be liable for any consequential loss or damage suffered by the Buyer whether direct or indirect.
8.6 Nothing in these Terms is intended to limit any rights the Buyer might have as a consumer under applicable law or other statutory rights that may not be excluded.

9. Termination

9.1 The Seller may terminate this Contact:
- 9.1.1 immediately if the Buyer fails to pay any sums due to the Seller as they become due
- 9.1.2 upon written notice if the Buyer breaches any of these Terms and fails to remedy such breach within 30 days following written notification of the breach by the seller
- 9.1.3 if the Buyer:
- 9.1.3.1 is a company and goes into insolvent liquidation or
- 9.1.3.2 is a person and is declared bankrupt

10. Variations and Cancellations

10.1 The Seller reserves the right to make an additional charge to the Buyer for any variations to the Quotation made by the Buyer which incur further costs or charges to the Seller in performing this Contract.
10.2 In the event of the Buyer cancelling the Contract, the Buyer shall be liable to the Seller for any costs or charges incurred by the Seller up to the date of cancellation.

11. Events beyond the Seller’s control

The Seller shall have no liability to the Buyer for any failure to comply with its obligations under these Terms because of any event or circumstance beyond the Seller’s reasonable control including, without limitation any act of God war strike lock-out industrial action flood fire explosion or accident.

12. Site

Where the Seller is to install the Goods the Buyer shall make adequate facilities and conditions available to the Seller to allow such works to be completed in one operation during normal working hours. If the Buyer fails to do this, the Seller reserves the right to increase the costs of payable for these additional works by an appropriate amount.

13. Assignment/Subletting

The Seller may licence or sub-contract any part of its obligations under these Terms without the Buyer’s consent but this shall not in any way release the Seller of its obligations to the Buyer under the Contract.

14. Third Parties

Nothing in this contract shall confer or purport to confer upon any third party any benefit or right against the Seller

15 Governing Law

The Contract shall be governed by English law and shall be subject to the exclusive jurisdiction of the English courts.