1.1 When the following words with capital letters are used in these Terms, this is what they will mean:
(a) Event Outside Our Control: is defined in clause 12.2;
(b) Parts: the Parts that We are supplying to You as set out in the Order;
(c) Order: Your order for the Parts and Services as set out overleaf;
(d) System: the heating system We design for You as a result of the Services, as set out in the Order;
(e) Services: the services that We are providing to You as set out in the Order;
(f) Terms: the terms and conditions set out in this document;
(g) Website: www.sp-taylor.co.uk; and
(h) We/Our/Us: S.P.Taylor Plumbing and Gas Services of 153 Lichfield Road, Rushall, Walsall, WS4 1HA;
(i) You/Your: Our customer or the person organisation or customer to whom we provide Parts and Services.
1.2 When We use the words “writing” or “written” in these Terms, this will include e-mail unless We say otherwise.
2. Our contract with You
2.1 These are the terms and conditions on which We supply Parts, or Services, or both Parts and Services, to You.
2.2 Please ensure that You read these Terms carefully, and check that the details on the Order and in these Terms are complete and accurate, before You sign and submit the Order. If You think that there is a mistake or require any changes, please contact Us to discuss. We will confirm any changes in writing to avoid any confusion between You and Us.
2.3 When You sign and submit the Order to Us, this does not mean We have accepted Your order for Parts and/or Services. Our acceptance of the Order will take place as described in clause 2.4. If We are unable to supply You with the Parts and/or Services, We will inform You of this and We will not process the Order.
2.4 These Terms will become binding on You and Us when We contact You that We are able to provide You with the Services or the Parts, at which point a contract will come into existence between You and Us.
2.5 If any of these Terms conflict with any term of the Order, the Order will take priority.
2.6 We shall assign an order number to the Order and inform You of it when We confirm the Order. Please quote the order number in all subsequent correspondence with Us relating to the Order.
3. Changes to order or terms
3.1 We may revise these Terms from time to time in the following circumstances:
(a) changes in how We accept payment from You;
(b) changes in relevant laws and regulatory requirements;
3.2 You may make a change to the Order for Parts and/or within 7 calendar days of placing an Order by contacting Us, except in the case of made-to-measure or imported Parts. Where this means a change in the total price of the Parts and/or Services, We will notify You of the amended price in writing. You can choose to cancel the Order in accordance with clause 13 in these circumstances.
3.3 If You wish to cancel an Order before it has been fulfilled, please see Your right to do so in clause 13. In the case of made-to-measure or imported Parts, unfortunately, because We make these Parts to Your specific requirements, You will not be able to cancel an Order once it is made.
4. Made-to-measure Parts
4.1 We order the Parts according to the measurements You provide Us.
4.2 Please make sure Your measurements are correct and accurate. Unfortunately, We cannot accept the return of made-to-measure Parts if the reason for the return is because You provided Us with incorrect measurements.
4.3 Nothing in clause 4.2 will not affect Your legal rights as a consumer in relation to made-to-measure Parts that are faulty or not as described. Advice about Your legal rights is available at Your local Citizen’s Advice Bureau or Trading Standards office.
4.4 Clause 4.3 shall not apply if You are a business customer.
5. Delivery of Parts
5.1 Please note that timescales for delivery and delivery charges will vary depending on the availability of the Parts and Your address..
5.2 We will contact You with an estimated delivery date. Occasionally Our delivery to You may be affected by an Event Outside Our Control. See clause 12 for Our responsibilities when this happens.
5.3 Delivery of an Order shall be completed when We deliver the Parts to the address You gave Us.
5.4 If no one is available at Your address to take delivery, We will leave You a note that the Parts have been returned to Our premises, in which case, please contact us to rearrange delivery.
5.5 If We are not able to deliver the whole of the Order at one time due to operational reasons or shortage of stock, We will deliver the Order in instalments. We will not charge You extra delivery costs for this. However, if You ask Us to deliver the Order in instalments, We may charge You extra delivery costs. Each instalment shall constitute a separate contract governed by these Terms. If We are late delivering an instalment or one instalment is faulty, that will not entitle You to cancel any other instalment.
5.6 The Parts will be Your responsibility from the completion of delivery.
5.7 You own the Parts once We have received payment in full.
6. If the Parts are faulty
6.1 As a consumer, You have legal rights in relation to Parts that are faulty or not as described. Advice about Your legal rights is available from Your local Citizens’ Advice Bureau or Trading Standards office. Nothing in these Terms will affect these legal rights.
6.2 Clause 6.1 will not apply if You are a business customer.
7. Third-party manufacturer’s guarantee of Parts
7.1 Where the Parts come with a manufacturer’s guarantee please refer to the manufacturer’s guarantee provided with the Parts.
7.2 This guarantee is in addition to Your legal rights in relation to the Parts that are faulty or not as described. Advice about Your legal rights is available from Your local Citizens’ Advice Bureau or Trading Standards office.
7.3 Clause 7.2 will not apply if You are a Business Customer.
8. Providing services
8.1 We will supply the Services to You from the date agreed between Us in writing or as set out in the Order until the estimated completion date set out in the Order.
8.2 We will make every effort to complete the Services on time. However, there may be delays due to an Event Outside Our Control. See clause 12 for Our responsibilities when an Event Outside Our Control happens.
8.3 We may have to suspend the Services if We have to deal with technical problems, or to make improvements agreed between You and Us in writing to the Services. We will contact You to let You know in advance where this occurs, unless the problem is urgent or an emergency. You do not have to pay for the Services while they are suspended under this clause 8.3 but this does not affect Your obligation to pay for any invoices We have already sent You.
8.4 If You do not pay Us for the Services when You are supposed to as set out in clause 10.5, We may suspend the Services with immediate effect until You have paid Us the outstanding amounts. We will contact You to tell You this. This does not affect Our right to charge You interest under clause 10.8.
8.5 If We design the Heating System for You, We will own the copyright, design right and all other intellectual property rights in the Heating System and any drafts, drawings or illustrations We make in connection with the Heating System for You. You have no right, permission of licence to allow a third party to use our intellectual property without our prior written permission.
8.6 We will require You to be present on the date and time when we first commence the provision of the Service to ensure that You are aware of the Service to be provided and where certain of the Parts (e.g. radiators) are to be located. Where You are not available We reserve the right to make a decision as to where such Parts are best located and You accept our decision. Before making any such decision We will use our reasonable endeavours to contact You, but we will not delay the provision of the Service if we cannot contact You particularly where the provision of the Services and the installation of the Parts are time critical.
9. If there is a problem with the services
9.1 In the unlikely event that there is any defect with the Services or Heating System within 12 months of the date of completion of the Services:
(a) please contact Us and tell Us as soon as reasonably possible;
(b) please give Us a reasonable opportunity to repair or fix any defect; and
(c) We will use every effort to repair or fix the defect as soon as reasonably practicable.
You will not have to pay for Us to repair or fix a defect with the Services or Heating System under this clause 9.1 unless this repair is to a defect which has arisen as a result of a Part failing which was not supplied by Us.
9.2 As a consumer, You have legal rights in relation to Services not carried out with reasonable skill and care, or if the materials We use are faulty or not as described. Advice about Your legal rights is available from Your local Citizens’ Advice Bureau or Trading Standards office. Nothing in these Terms will affect these legal rights.
9.3 Clause 9.2 will not apply if You are a Business customer. Where You are a business customer we will perform the Services with the best care, skill and diligence in accordance with best practice in Our industry, profession or trade.
9.4 Notwithstanding clauses 9.1 to 9.3 above we will be under no obligation to remedy any defect where You owe us any monies for the provision of the Services or the supply of any Parts beyond the due date for payment as set out in clause 10 below.
9.5 You shall have no right to engage the services of a third party to remedy and defect unless We have given to You prior written permission to do so. In the event that You do engage a third party You will be responsible for their charges and We shall have no liability to You or any third party to indemnify you or the third party for any costs or charges incurred. You will also remain liable for all charges made by us for the Parts and Services supplied.
10. Price and payment
10.1 The price of the Parts and/or the Services will be set out in Our price list in force at the time We confirm Your Order. This will be made available on our Website. Our prices may change at any time, but price changes will not affect Orders that We have confirmed with You.
10.2 Unless we state otherwise Our prices are inclusive of VAT at the applicable rate. However, if the rate of VAT changes between the date of the Order and the date of delivery or performance, We will adjust the price that You pay, unless You have already paid for the Parts and/or Services in full before the change in the rate of VAT takes effect.
10.3 We reserve the right to charge You for any delivery costs which might arise, which will be added to the total amount due.
10.4 Where We are providing Parts to You, We reserve the right to ask for payment for Parts in advance.
10.5 Where We are providing Services to You, We reserve the right to ask You pay a deposit of such amount as We shall advise. Your rights to a refund on cancellation are set out in clause 13. We will invoice You for the balance of the Services on or any time after We have performed the Services. Each invoice will quote the Order number.
10.6 Save where We agree otherwise You must pay each invoice in cleared monies immediately upon completion of the Services by way of cash, cheque, BACS or such other means of payment as We shall accept from time to time. Where payment is made by cheque we shall be under no obligation to provide the Parts and Services until the cheque has cleared.
10.7 The time for payment shall be of the essence.
10.8 If You do not make any payment due to Us by the due date for payment, We may charge interest to You on the overdue amount at the rate of 4% a year above the base lending rate of the Bank of England from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay Us interest together with any overdue amount.
10.9 You have no right to withhold or set-off all or part of any payment due to us even where clause 9.1 might otherwise take effect.
10.10 Even where You have made a claim against an insurance policy or other third partying in respect of the cost for the provision of the Parts and Services, Your liability to pay us remains with You and You will be expect to pay us for the Parts and the Provision of the Services in accordance with these terms and then reclaim any payment under the said insurance policy or from the third party.
11. Our liability to You
Limitation of liability: THE CUSTOMER’S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE
11.1 If We fail to comply with these Terms, We are responsible for loss or damage You suffer that is a foreseeable result of Our breach of the Terms or Our negligence, but We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of our breach or if they were contemplated by You and Us at the time We entered into this contract.
11.2 If We are installing the Parts or Heating System and/or providing Services in Your property, We will use our reasonable endeavours to make good any damage to Your property caused by Us in the course of installation or performance. However, We are not responsible for the cost of repairing any pre-existing faults or damage to Your property that We discover in the course of installation and/or performance by Us.
11.3 Where You are a business customer We have no liability to You for any loss of profit, loss of business, business interruption, or loss of business opportunity.
11.4 (Where You are a consumer) We do not exclude or limit in any way Our liability for:
(a) death or personal injury caused by Our negligence or the negligence of Our employees, agents or subcontractors;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 and by section 2 of the Supply of Parts and Services Act 1982 (title and quiet possession);
(d) breach of the terms implied by sections 13, 14 and 15 of the Sale of Goods Act 1979 and sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 (description, satisfactory quality, fitness for purpose and samples); and
(e) defective products under the Consumer Protection Act 1987.
11.5 (Where You are a business customer) nothing in these Conditions shall limit or exclude the Supplier’s liability for:
(a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
(b) fraud or fraudulent misrepresentation; or
(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
11.6 Subject to clause 11.5:
(a) the Supplier shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
(b) the Supplier’s total liability to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the price for the provision of the Services in the Order.
11.7 The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
11.8 This clause 11 shall survive termination of the Contract.
12. Events Outside Our Control
12.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of Our obligations under these Terms that is caused by an Event Outside Our Control.
12.2 An Event Outside Our Control means any act or event beyond Our reasonable control, including without limitation delivery delays, illness of Our employees or contractors, strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.
12.3 If an Event Outside Our Control takes place that affects the performance of Our obligations under these Terms:
(a) We will contact You as soon as reasonably possible to notify You; and
(b) Our obligations under these Terms will be suspended and the time for performance of Our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects Our delivery of Parts to You, We will arrange a new delivery date with You after the Event Outside Our Control is over. Where the Event Outside Our Control affects Our performance of Services to You, We will restart the Services as soon as reasonably possible after the Event Outside Our Control is over.
12.4 You may cancel the contract if an Event Outside Our Control takes place and You no longer wish Us to provide the Parts and/or Services. Please see Your cancellation rights under clause 13. We will only cancel the contract if the Event Outside Our Control continues for longer than 8 weeks in accordance with Our cancellation rights in clause 13.
13. Your rights to cancel and applicable refund
13.1 Before We begin to provide the Services or the Parts are delivered, You have the following rights to cancel an Order for Parts (other than made-to-measure or imported Parts) and/or Services, including where You choose to cancel because We are affected by an Event Outside Our Control or We change these Terms under clause 3.1 to Your material disadvantage:
(a) You may cancel any Order for Parts and/or Services within 7 calendar days of placing an Order by contacting Us. We will confirm Your cancellation in writing to You.
(b) If You cancel an Order under clause 13.1(a) and You have made any payment in advance for Services that have not been provided to You, or Parts that have not been delivered to You, We will refund these amounts to You.
(c) However, if You cancel an Order for Services under clause 13.1(a) and We have already started work on Your Order by that time, You will pay Us any costs We reasonably incurred in starting to fulfil the Order, and this charge will be deducted from any refund that is due to You or, if no refund is due to You, invoiced to You. We will tell You what these costs are when You contact Us. However, where You have cancelled an Order because of Our failure to comply with these Terms (except where We have been affected by an Event Outside Our Control), You do not have to make any payment to Us.
(d) Unfortunately, if You cancel an Order for Parts under clause 13.1(a) and We have already despatched Your Parts to You, We will not be able to cancel Your Order until it is delivered. In this case, if You return the Parts to Us, We will have to charge You the cost of collection or You will have to pay the cost of returning the Parts back to Us together with a reasonable restocking fee and our administration fees. This will not affect Your refund for the Parts, but any charge for collection will be deducted from the refund that is due to You.
13.2 Unfortunately, as the made-to-measure Parts are made to Your requirements, You will not be able to cancel Your Order once made (but this will not affect Your legal rights as a consumer in relation to made-to-measure Parts that are faulty or not as described).
13.3 Once We have begun to provide the Services to You, You may cancel the contract for the Services at any time by providing Us with at least 7 calendar days’ notice in writing. Any advance payment You have made for Services that have not been provided will be refunded to You.
13.4 Once We have begun to provide the Services to You, You may cancel the contract for Services with immediate effect by giving Us written notice if:
(a) We break this contract in any material way and We do not correct or fix the situation within 14 days of You asking Us to in writing;
(b) We go into bankruptcy, liquidation or a receiver or an administrator is appointed over Our assets;
(c) We are affected by an Event Outside Our Control.
14. Our rights to cancel and applicable refund
14.1 If We have to cancel an Order for Parts (including made-to-measure Parts) and/or Services before the Services start or the Parts are delivered:
(a) We may have to cancel an Order before the start date for the Services or before the Parts are delivered, due to an Event Outside Our Control or the unavailability of stock or (in the case of Services) key personnel or key materials without which We cannot provide the Services. We will promptly contact You if this happens.
(b) If We have to cancel an Order under clause 14.1(a) and You have made any payment in advance for Services that have not been provided to You, or Parts that have not been delivered to You, We will refund these amounts to You.
(c) Where We have already started work on Your Order for Services or made-to-measure or imported Parts by the time We have to cancel under clause 14.1(a), We will not charge You anything and You will not have to make any payment to Us.
14.2 Once We have begun to provide the Services to You, We may cancel the contract for the Services at any time by providing You with at least 7 calendar days’ notice in writing. If You have made any payment in advance for Services that have not been provided to You, We will refund these amounts to You.
14.3 We may cancel the contract for Services at any time with immediate effect by giving You written notice if:
(a) You do not pay Us when You are supposed to as set out in clause 10.5. This does not affect Our right to charge You interest under clause 10.8; or
(b) You break the contract in any other material way and You do not correct or fix the situation within 7 days of Us asking You to in writing.
15. Information about us and how to contact us
15.1 We are a sole trader established in England and Wales.
15.2 If You have any questions or if You have any complaints, please contact Us. You can contact Us by telephoning Our customer service team at 01922 474313 or by e-mailing Us at email@example.com.
15.3 If You wish to contact Us in writing, or if any clause in these Terms requires You to give Us notice in writing (for example, to cancel the contract), You can send this to Us by e-mail, by hand, or by pre-paid post to S.P.Taylor Plumbing and Gas Services of 153 Lichfield Road, Rushall, Walsall, WS4 1HA. We will confirm receipt of this by contacting You in writing. If We have to contact You or give You notice in writing, We will do so by e-mail, by hand, or by pre-paid post to the address You provide to Us in the Order.
16. How we may use Your personal information
16.1 We will use the personal information You provide to Us to:
(a) provide the Parts and/or Services;
(b) process Your payment for such Parts and/or Services; and
(c) inform You about similar products or services that We provide, but You may stop receiving these at any time by contacting Us.
16.2 You agree that We may pass Your personal information to credit reference agencies and that they may keep a record of any search that they do.
16.3 We will not give Your personal data to any third party.
17. Other important terms
17.1 We may transfer Our rights and obligations under these Terms to another organisation, and We will always notify You in writing if this happens, but this will not affect Your rights or Our obligations under these Terms.
17.2 You may only transfer the benefit of the guarantee in clause 7.1 to any purchaser of Your property where the manufacturers guarantee allow this. You may only transfer Your other rights or Your obligations under these Terms to another person if We agree in writing.
17.3 This contract is between You and Us. No other person shall have any rights to enforce any of its terms..
17.4 Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
17.5 If We fail to insist that You perform any of Your obligations under these Terms, or if We do not enforce Our rights against You, or if We delay in doing so, that will not mean that We have waived Our rights against You and will not mean that You do not have to comply with those obligations. If We do waive a default by You, We will only do so in writing, and that will not mean that We will automatically waive any later default by You.
17.6 These Terms are governed by English law. You and We both agree to submit to the exclusive jurisdiction of the Walsall County Court.