WM Cumbernauld General Conditions of Sale
DESSIAN SCOTLAND a trading name of Dessian Products Limited
Telephone: 01236 735999 Fax: 01236 736999
GENERAL CONDITIONS OF SALE – to be read and retained by the Customer
1. Company means Dessian Products Limited, company no. NI 019016, trading as Dessian Scotland, whose registered office is at 9 Apollo Road, Belfast, BT12 6HP.
Customer means the person, firm or company from whom an Order is accepted by the Company.
Goods means goods or services which are subject of an Order.
Goods From Stock means goods which are not made to measure, not made to Customer specification and/or are not personalised.
Order means a written request for Goods recorded in the Company’s Purchase Agreement signed by or on behalf of the Customer.
Price shall be the total sum recorded on the Purchase Agreement signed by or on behalf of the Customer and the Company and shall be agreed at the current rate of VAT.
Supply Only means the supply of goods excluding installation services
2. The Company shall not be bound by any quotations, tenders, surveys or Order and the Company reserves the right to withdraw or amend the same at any time prior to signature of the Purchase Agreement on behalf of the Company. Each Order by the Customer to the Company shall be deemed to be an offer by the Customer to buy Goods subject to these General Conditions of Sale. A contract will be formed upon the signature of the Purchase Agreement on behalf of the Company whereby the Company accepts the Customer's Order. The Company will not accept any variations or alterations to the Order once the Purchase Agreement has been signed on behalf of the Company unless confirmed by the Company in writing and any such variations or alterations may result in extra charges being made by the Company.
3. Orders are accepted on the basis that these General Conditions of Sale and the relevant Order Acknowledgement Form signed on behalf of the Company constitute the entire agreement between the Customer and the Company and will apply to the exclusion of any other items (including any standard terms and conditions) proffered by the Customer whether or not such other terms are delivered with or referred to in any purchase order or other document delivered by the Customer to the Company. Amendments to these General Conditions of Sale will only apply if expressly accepted by the Company in writing and signed by the Managing Director of the Company. The foregoing shall not operate to exclude any conditions implied by statute the exclusion of which would be void.
4. All Orders are provisionally accepted by the Company subject to the Company’s right to conduct a survey which will be carried out during daylight hours. The Company reserves the right to cancel any Order in the event that the surveyor is not entirely happy that the Company can fulfil its obligations to the Customer within the Price. In this event, any sums paid by the Customer for the Order rejected by the Company shall be repaid in full, and the Company will have no further obligation or liability to the Customer notwithstanding signature of the Purchase Agreement on behalf of the Company.
5. In placing the Order, the Customer acknowledges that the items and diagrams in the Order have been checked and are correct and the Customer is responsible for ensuring that the terms of the Order are complete and accurate. Demonstration windows, doors and other products are used to demonstrate the working of a typical product and its composition. The Company reserves the right to make minor variations in the specification of any of its products at its discretion and without prior notice to the Customer and windows and doors shall be installed by the Company in such manner and using such materials as the Company considers suitable and in keeping with the Company’s policy of continuous development and improvement.
6. It is the Company’s responsibility to supply the Customer with goods that meet the Customer’s consumer rights and are in conformity with the contract. If the Customer has any concern that the Company has not met its legal obligations, the Customer should advise the Company promptly. The Company’s Complaint Handling Procedure has been provided to the Customer. In the event that the Company’s Complaint Handling Procedure is exhausted but it has not be possible to settle the complaint, the complaint can be referred to the relevant alternative dispute resolution service provider.
7. A contract for the supply of Goods From Stock and any associated services, can be cancelled by the Customer within 14 days without giving any reason. The 14 day cancellation period will expire 14 days after the day on which the goods come into the physical possession of the Customer or the person that the Customer asks the Company to deliver the goods to; or, in the case of a contract relating to multiple goods ordered by the Customer in one order and delivered separately, the cancellation period will expire after 14 days after the day on which the last good comes into the physical possession of the Customer or the person that the Customer asks the Company to deliver the goods to; or, in the case of a contract relating to delivery of goods consisting of multiple lots or pieces, the cancellation period will expire after 14 days after the day on which the last lot or piece comes into the physical possession of the Customer or the person that the Customer asks the Company to deliver the goods to. Cancellation is only effective if the communication is sent to the Company before the end of the 14 day period. Within 14 days after the day of informing the Company of cancellation the Customer is required to send the goods back to the Company’s place of business at 11 Tollpark Road, Wardpark Industrial Estate, Cumbernauld, G68 0LW or to hand the goods over to a person authorised by the Company to receive the goods and the Customer shall bear the direct cost of returning the goods. Where the goods are collected by or on behalf of the Company to facilitate their return, the cost which will be charged to the Customer is estimated at a maximum of £100 inclusive of VAT. The Company will reimburse to the Customer all payments received from the Customer (except any payment in respect of the cost of returning the goods), including the costs of delivery if such costs were paid by the Customer (except for the supplementary costs arising if the Customer chose a type of delivery other than the least expensive type of standard delivery offered by the Company), within 14 days of the day of the Customer informing the Company of the cancellation or, if the goods have been delivered, within 14 days of receipt of evidence from the Customer of the goods having been sent back. If the value of the goods is diminished by any amount as a result of the handling of the goods by the Customer beyond what is necessary to establish the nature, characteristics and functioning of the goods, the Company is entitled to recover that amount from the Customer up to the contract price and may opt to do so by making a deduction from the amount to be reimbursed. Reimbursement will be made by the Company using the same means of payment as the Customer used for the initial transaction, unless the Customer expressly agrees otherwise. In relation to a contract for the supply of Goods From Stock and associated services, the Company will not begin the supply of the installation service before the end of the cancellation period unless the Customer has so requested in writing and in such circumstances the Customer must pay to the Company an amount for the supply of the installation service for the period for which it is supplied ending with the time when the Company is informed of the cancellation which is in proportion to what has been supplied in comparison with the full coverage of the contract. In relation to a contract for the supply of Goods From Stock and any associated services, the Customer may use the Model Cancellation Form provided.
8. There is no right of Customer cancellation of a contract for the supply of goods that are made to measure, made to the Customer’s specification or are personalised and any associated services. The Cancellation Form provided is not applicable to a contract for the supply of goods that are made to measure, made to the Customer’s specification or are personalised and any associated services. All goods ordered which are purpose-made specifically for the Customer’s requirements are not re-saleable to third parties.
9. Payment shall be made by the Customer in accordance with the Order Acknowledgement Form set out in the Purchase Agreement. The Order Acknowledgement Form shall automatically form part of the contract. If the Customer fails to make any payment in accordance with the contract then, without prejudice to any other right or remedy available to the Company and specifically without prejudice to clause 11 below, the Company may: (i) rescind the contract or suspend any further deliveries; and/or (ii) charge the Customer interest on all amounts outstanding at the rate of 3% per annum above Ulster Bank standard lending rate for the time being; and/or (iii) appropriate any payment made by the Customer to such Goods as the Company may in its absolute discretion think fit. The Customer may not withhold payment of any sum due to the Company by reason of set off or counterclaim for any reason whatsoever.
10. Risk shall pass to the Customer when goods come into the physical possession of the Customer or a person identified by the Customer to take possession of the goods. However, if the goods are delivered to a carrier who is commissioned by the Customer to deliver the goods and the carrier is not a carrier the Company named as an option for the Customer, the goods are at the Customer’s risk on and after delivery to the carrier.
11. Notwithstanding that the risk in the goods has passed to the Customer, the ownership of the goods shall remain with the Company which reserves the right to possession and to dispose of the goods until such time that payment has been received in full by the Company and cleared through the Company’s bank account. Title to the goods will pass to the Customer once the Company has received payment in full for the goods. Until title to the goods has passed to the Customer, the Customer shall: (i) store the goods separately from all other goods held by the Customer so that they remain readily identifiable as the Company’s property; (ii) maintain the goods in satisfactory condition; and (iii) keep the goods insured against all risks for their full price from the date of delivery. Until title in the goods has passed to the Customer, the Customer will hold the goods as bailee for the Company and the Company may: (i) require the Customer at the Customer's expense to redeliver the goods to the Company; and (ii) if the Customer fails to do so promptly, enter, under irrevocable right and licence, any premises where the goods are stored and repossess them. This clause 11 shall be binding on the Customer, its staff, agents and any receiver, liquidator or trustee in bankruptcy or such other person as may be appointed by the courts.
12. Where the contract provides for the delivery of goods to the Customer, the agreed timeframe for delivery will be recorded in the Purchase Agreement. If the Company fails to deliver the goods within the agreed timeframe, the Customer may treat the contract as at an end only if: (i) the Company has refused to deliver the goods; (ii) delivery of the goods within the agreed timeframe is essential taking into account all the relevant circumstances at the time the contract was entered into; or (iii) the Customer told the Company before the contract was entered into that delivery within the agreed timeframe was essential. Otherwise, if the Company has failed to deliver within the agreed timeframe, the Customer may specify a further period that is appropriate in the circumstances and require the Company to deliver the goods before the end of that period. The Customer is requested to provide such notice in writing. Subject to the Customer’s statutory rights, the parties agree that a further period of 30 days is reasonable in the circumstances. If the Customer specifies a period that is appropriate in the circumstances but the goods are not delivered within that period, then the Customer may treat the contract as at an end. If the Customer treats the contract as at an end and is entitled to do so in accordance with this clause, the Company shall without undue delay reimburse all payments made under the contract. If any of the goods form a commercial unit where division of the unit would materially impair the value of the goods or the character of the unit, the Customer cannot reject or cancel the order for some of the goods without also rejecting or cancelling the order for the rest of them.
13. Where the contract provides for installation by the Company and the installation is not completed within the estimated period recorded in the Purchase Agreement, the Customer may serve notice in writing on the Company requiring that the installation be completed within such reasonable period as the Customer may specify. The parties agree that in general a further period of 6 weeks is reasonable. If the installation is not completed within such extended period, the Customer may without penalty provide written notice to the Company to cancel the uncompleted work covered by the contract. Notwithstanding the foregoing, the Company shall not be liable for any delay in the commencement or the completion of the services which arises from causes beyond the reasonable control of the Company and, in the event that time has been made of the essence in the contract, time shall not run during any period during which delay is due to causes beyond the reasonable control of the Company. The estimated installation period is given in good faith, in accordance with normal installation conditions and estimated on the assumption of no unforeseen difficulties or circumstances. Any deviation to the estimated installation period as a result of adverse weather, abnormal conditions or changes to the property post-survey, industrial action or other factors outside the Company’s reasonable control cannot be considered to be the responsibility of the Company and so no guarantee can be given in respect of duration of the installation and the Company shall not give consideration to any claims in respect of delays in installation. Remedial work and final surveys can only be a carried out during working hours i.e. Monday – Friday, 9am – 5pm when access must be made available. Under no circumstances will the Company accept responsibility for any claims for inconvenience which may be made by the Customer arising from the attendance by the Company at the Customer’s property or otherwise.
14. Where the contract provides for installation by the Company, the Customer agrees to permit access to the Company, its servants and workmen to the installation address at all reasonable times in order that the Company may carry out the installation. If, within 14 days of being advised that the Company is ready to install, the Customer has not agreed an installation date, the balance of the Price will become due and payable immediately.
15. Where the contract provides for installation by the Company, the Customer will provide the free use of a reasonable amount of water and electricity in order that the installation can be carried out.
16. Where the contract provides for installation by the Company, the Company will take all reasonable care of the Customer’s property when carrying out the installation but cannot accept liability for internal or external damage or the need for re-decoration caused by the installation. The Customer and not the Company shall be responsible for the removal or refitting of blinds, shades, curtains, light fittings or curtain rails. The Company cannot ensure that existing blinds or curtains will refit unaltered after installation of replacement windows or doors.
17. Where the contract provides for installation by the Company, the Company does not undertake to move services, fixtures or fittings which are ancillary to the basic structure of the installation address, e.g. radiators, pipes, electricity, telephone or television cables, and the Customer shall remove all household fixtures, including curtains, nets and blinds, before the installation is due to commence. The Company does not take any responsibility for damage caused to any of the above if not removed by the Customer whilst work is executed. The Company reserves the right to charge for wasted time if it is unable to carry out work due to site specific restrictions/conditions.
18. Where the contract provides for installation by the Company, the Company will not accept liability for damage to telephone cables, burglar alarms or aerial cables on installation. The responsibility for disconnection of such fittings and cables lies with the Customer.
19. Where the contract provides for installation by the Company, the Company will accept no liability for marks on the PVC-u surfaces of the installation and/or the exterior of double glazed units or single glazed panels unless these are reported to the installers prior to them leaving the completed installation.
20. Where the contract provides for installation by the Company, the Company shall be under no obligation to make good any existing damage or latent defects to brickwork, plasterwork, pebble dash, rendering or any similar materials. The Company will however make reasonable endeavours to make good damage to pebble dashing, roughcasting, plasterwork and internal woodwork but excluding tiles and wallpaper, caused solely by the installation of windows and doors. Such reinstatement work will be left in a condition ready for decoration.
21. The Company does not accept liability for structural or other defects during the installation period. Any claim by the Customer for compensation for damage done by the installers for which the Company may be liable under these General Conditions of Sale must be made in writing by recorded delivery post to reach the Company within 10 days of completion of the installation. Without such notification the Company will not accept liability thereafter.
20. Installations of conservatories: owing to the nature of all round exposure to severe weather conditions, the draught proofing of conservatories cannot be fully effective. Attention is drawn to the fact that pitched roof systems may incorporate ventilation ducts to allow hot air to exit. Total draught proofing and noise insulation cannot be guaranteed.
22. Transoms and Mullions (i.e. bars running horizontally and vertically within the window) will be at the Company’s standard width and height, unless stated otherwise in the Purchase Agreement. Standard dimensions are measured from the outer edge of the outer frame to the centre of mullions or transoms in relevant frames. Widths and heights of doors refer to “overall width of outer frame”. However in the case of single sidelight combinations, these refer to “outer frame to centre of mullion”. In the case of doors with sidelights either side, these refer to centre of mullion to centre of mullion. Top hung sashes will have a standard drop of 400 mm and side hung sashes will have a standard width of 600mm in accordance with the above conditions. Any other manufacturing details will be carried out at the discretion of the Company unless otherwise stated in the Purchase Agreement, thus being the responsibility of the Customer. The Company will not consider any claims arising as a consequence of the Customer’s failure to confirm exact dimensional specifications prior to placing an Order.
23. Cillboards or trimmings are not included in Fix and Seal prices. Cillboards for replacement windows are not fitted as standard and will only be fitted if sold as part of the contract and clearly indicated on the Order Acknowledgement Form. Cillboards, mastic and trimmings are not included in Supply Only prices unless specified in the Purchase Agreement.
24. The layout of Georgian double glazing bars will be at the discretion of the glazing manufacturer unless a specific layout has been agreed in writing with the Customer in which case the specific layout will be recorded in the Purchase Agreement.
25. Where the contract provides for installation by the Company, the Price does not include for the repair or replacement of any rotten timber, defective lintels, hidden services or hazardous materials such as asbestos found during the course of carrying out the installation or for the repair of any other structural defects. Any such work found to be necessary will be brought to the attention of the Customer and will be the responsibility of the Customer to address.
26. Subject to clause 30 below, the Company’s liability to the Customer shall be limited to the Price in respect of the direct or indirect consequences of: (i) any strikes or lock-outs; (ii) any circumstances beyond the Company’s control; (iii) non-supply by a third party; (iv) any negligence, misrepresentation or any other tort or breach of statute by the Company, its employees or its agents.
27. Where the Company has received full payment of amounts due under the contract, the Company guarantees to repair or replace free of charge any PVC-u framing which is not resistant to the effects of weathering and sunlight for a period of 10 years for white and 5 years for any foiled profile from the date of installation and, where the contract provides for installation by the Company and the Company has received full payment due under the contract, the Company will repair or replace free of charge any PVC-u framing which proves defective due to faulty installation workmanship, subject to the following:
- the Company shall make a reasonable charge for any service/repair/replacement necessitated as a result of negligence /misuse or failure to maintain including any failure to lubricate and clean regularly and any failure to adhere to the instructions for routine care and maintenance provided by the Company;
- where the goods require cleaning or other routine attention this shall be carried out by the Customer and the Company shall not be liable to replace or repair any goods or provide any other service in consequence of the Customer’s failure to undertake appropriate maintenance;
- the efficiency of sealed glass units is guaranteed for a period of 10 years from the date of installation;
- while all glass should be of good quality the Company shall be under no liability whatsoever in respect of minor blemishes or imperfections not guaranteed by the glass manufacturer;
- although double or triple glazed units can reduce condensation on glass there can be variations in different types of property and therefore no guarantee is given in this respect;
- the Customer shall allow the Company to fit any replacement unit in the most economical manner and within such a period as is consistent with the Company’s normal delivery period. Such units will be manufactured in accordance with the materials and processes used by the Company and/or its suppliers at the time of the replacement;
- the coloured finish of door, window handles and faceplates along with knockers and letter-plates carry no warranty for surface appearance whatsoever;
- locking devices and ironmongery carry 12 months’ warranty from date of installation;
- there will be no service charge for call-outs during the first year of the guarantee subject to the call being genuine and not frivolous or vexatious. After the first year a call out charge of £60 inclusive of VAT will be made for each visit, payable in advance. The £60 charge covers the first hour and any subsequent time will be charged at the hourly rate of £60 inclusive of VAT. Materials used will be free of charge unless the service/repair/replacement was necessitated as a result of negligence /misuse or failure to maintain including any failure to lubricate and clean regularly;
- all natural wood products used in the installation will be fitted by the Company’s installers without any form of treatment being applied prior to use or installation and it shall be the Customer’s responsibility to apply any appropriate treatments.
28. Where the Customer has placed an Order on a Supply Only basis, the Customer is responsible for providing the necessary labour to unload and stack the goods from the transportation used for delivery. Where the Customer has placed an Order on a Supply Only basis and the Customer fails to take delivery of the goods then without prejudice to any other right or remedy available to the Company, the Company may: (i) store the goods until actual delivery is rearranged and charge the Customer £30 inclusive of VAT per day to cover the cost of storage, insurance and transport; and/or (ii) sell the goods at the best price readily obtainable and after deduction of all expenses and costs account to the Customer for any excess over the Price or charge the Customer for any shortfall below the Price and the Customer shall pay such charge to the Company within 14 days of receipt of the Company’s invoice for the charge.
29. The Customer is responsible for ensuring that the supply and fitting of the Goods complies with every applicable statute, planning permission and building regulation and/or direction of government, local or other authority. In particular that the Customer has the necessary consent for the installation to take place.
30. Nothing in these terms and conditions shall be interpreted as excluding or restricting the statutory rights of the Customer. The Company does not seek to limit or exclude liability for death or personal injury arising from its negligence. If the Customer is a consumer acting for purposes wholly outside their trade, business, craft or profession, the Company shall act in accordance with the Consumer Rights Act 2015 in respect of any entitlement by the Customer to a refund, repair or replacement.
31. These General Conditions of Sale shall apply to any repaired or replacement Goods supplied by the Company.
32. All terms, conditions and warranties (whether implied or made expressly, whether by the Company or its employees, servants or agents or otherwise) relating to the quality and/or fitness for purpose of the Goods or any of the Goods provided (other than those expressed in the terms, conditions and warranties set out in this contract) are excluded to the maximum extent permitted by law.
33. The Company is committed to the fair and proper processing of all personal data held about customers. In the course of the Company’s dealings with customers, customers may provide us with personal data (which may be used to identify the Customer), such as name, address and contact details. The lawful bases for processing customer personal data are (i) contractual necessity for the supply of goods and services and (ii) consent for marketing purposes to customers. Data will be retained no longer than is necessary for the specified purpose or purposes.
34. The Company, or its appointed representatives, may use the Customer’s personal data in the following ways: (i) to provide the products, services and/or information that the Customer has requested from the Company; (ii) to send the Customer important safety information; (iii) to ask for the Customer’s opinion about the Company’s products and/or services and to help improve the Company’s products and services, including by contacting the Customer to ask the Customer to complete customer satisfaction surveys; (iv) to provide the Customer with information about other products and services that the Company believes may be of interest to the Customer where the Customer has consented to the Company contacting the Customer by their preferred method of contact for these purposes; (v) to prevent and detect fraud and money laundering; (vi) to collect debts owed by the Customer to the Company; and (vii) for customer analysis, profiling and research purposes.
35. The Company may share the Customer’s personal data in the following ways: (i) with a purchaser of the Company; (ii) with any third party to whom the Company assigns its rights under any agreement the Company has with the Customer to enable them to exercise those rights; (iii) where the Company is required to disclose information for legal or regulatory purposes; and (iv) in connection with legal proceedings or in the course of exercising the Company’s legal rights.
36. With the Customer’s consent, the Company would like to use the Customer’s personal data to contact the Customer for marketing purposes in relation to products or services the Company thinks may be of interest to the Customer. The Customer is invited to indicate their consent to the Company making contact for marketing purposes, by advising the Company of their preferred method of contact: post, email, telephone and/or text message.
37. The Customer has rights in relation to the Customer’s personal data held by the Company including: (i) the right to ask the Company not to process the Customer’s personal data for marketing purposes; (ii) the right to access information held about the Customer; (iii) the right to have inaccuracies corrected; and (iv) the right to complain about the manner in which the Company handles their data. To exercise any of these rights or if the Customer has any questions about the Company use of personal data , the Customer must write to the Company at 9 Apollo Road, Adelaide Industrial Estate, Belfast BT12 6HP or email firstname.lastname@example.org with the subject “Privacy”.
38. In the event that one clause or part of a clause in these General Conditions of Sale is deemed by a court of competent jurisdiction to be unenforceable or void then that shall not affect the enforceability of the remainder of the contract.
39. The contract shall be governed by and construed in all respects in accordance with the Law of Northern Ireland and each party submits to the exclusive jurisdiction of the courts of Northern Ireland.
Registered in N.I. no NI 019016 V5