Below are the standard Terms of Business that form part of the contract between you the customer and us the supplier.
SKAINO ATMOS LIMITED: STANDARD TERMS OF BUSINESS (CONSUMERS)
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 13.2;
(b) Goods: any goods that We are selling to you as part of our Services set out in the Order;
(c) Order: your order for the Goods and/or Services;
(d) Product: any product We create for you as a result of the Services;
(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; and
(g) We/Our/Us: Skaino Atmos Limited (company number 0124133) whose registered office is at New Creation Farm, Nether Heyford, Northampton NN7 3LB
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 Services, or Goods, or both Services and Goods, to you. Normally, any supply of Goods will form part of our supply of Services.
2.2 Please ensure that you read these Terms carefully, and check that the details on the Order and 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. Our acceptance of the Order will take place as described in clause 2.4. If We are unable to supply you with the Goods 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 issue you with a written acceptance of an Order, at which point a contract will come into existence between you and Us.
2.5 We shall assign a job number to the Order and inform you of it when We confirm the Order. Please quote the job 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 to reflect changes in relevant laws and regulatory requirements. If We have to revise these Terms under this clause 3.1, We will give you at least one month’s written notice of any changes to these Terms before they take effect. You can choose to cancel the contract in accordance with clause 14.4(c).
3.2 You may make a change to the Order for Services and/or Goods at any time before the start date for the Services or before We despatch the Goods by contacting Us, except in the case of made-to-measure Goods. Where this means a change in the total price of the Services and/or Goods, We will notify you of the amended price in writing. You can choose to cancel the Order in accordance with clause 14 in these circumstances.
3.3 We may make a change to the price of the Services and/or Goods if the nature, scope or extent of the work changes for any reason at any time. We will notify you of the amended price in writing. You can choose to cancel the Order in accordance with clause 14 in these circumstances.
3.4 If you wish to cancel an Order before it has been fulfilled, please see your right to do so in clause 14. In the case of made-to-measure Goods, unfortunately, because We make these Goods to your specific requirements, you will not be able to cancel an Order once it is made.
4. MADE-TO-MEASURE GOODS
4.1 We may make Goods according to specific requirements and/or measurements that you provide Us (“made-to-measure Goods”).
4.2 Please make sure such requirements and/or measurements are correct and accurate. We cannot accept the return of made-to-measure Goods if the reason for the return is because you provided Us with incorrect requirements amd/or measurements. However, this will not affect your legal rights as a consumer in relation to made-to-measure Goods 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.
5. PROVIDING SERVICES
5.1 We will supply the Services to you from the date set out in the Order or the date agreed between Us in writing until the work is complete or, if sooner, the contract is cancelled.
5.2 We will make every effort to complete the Services within a reasonable period of time and will on request give you an estimated timescale for completion. However, there may be delays due to an Event Outside Our Control. See clause 13 for Our responsibilities when an Event Outside Our Control happens.
5.3 If We need information from you that is necessary for Us to provide the Services, We will contact you about this. If you do not, after being asked by Us, provide Us with this information, or you provide Us with incomplete or incorrect information, We may make an additional charge of a reasonable sum to cover any extra work that is required and We may by giving you written notice suspend the Services until correct and complete information has been provided. We will not be liable for any delay or non-performance where you have not provided this information to Us after We have asked. If We suspend the Services under this clause 5.3, you do not have to pay for the Services while they are suspended, but this does not affect your obligation to pay any invoices We have already sent you.
5.4 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 5.4 but this does not affect your obligation to pay for any invoices We have already sent you.
5.5 If you do not pay Us for the Services when you are supposed to as set out in clause 11.4, We may suspend the Services with immediate effect until you have paid Us the outstanding amounts (except where you dispute an invoice under clause 11.6). We will contact you to tell you this. This does not affect Our right to charge you interest under clause 11.5.
5.6 If We design a Product for you, We will own the copyright, design right and all other intellectual property rights in it and any drafts, drawings or illustrations We make in connection with the Product for you but you will have a personal non-exclusive licence after you have paid the full price to us to use those intellectual property rights (but not to licence others to do so).
6. IF THERE IS A PROBLEM WITH THE SERVICES
6.1 In the unlikely event that there is any defect with 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 under this clause 6.1 if you tell Us about it within six months of completion of the Services or such other period as we may have agreed with you in writing before the contract was made. For the purpose of this clause 6.1, the need for any ongoing investigation or diagnostic work that may be required to determine the nature of any fault that you have asked us, as part of our Services, to repair does not constitute a “defect with the Services”.
6.2 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.
7. DELIVERY OF GOODS
7.1 Goods will normally be supplied only in conjunction with Services that we carry out for you and delivery of such Goods will depend upon the stage reached in the performance of such Services. The remaining sub-clauses of this clause 7 apply only if our contract with you is for the supply of Goods unconnected with a supply of Services.
7.2 We will contact you with an estimated delivery date, which (unless some other timescale has been agreed between us in writing) will be within 30 days after the day on which we accept your Order.
7.3 Occasionally Our delivery of Goods to you may be affected by an Event Outside Our Control. See clause 13 for Our responsibilities when this happens.
7.4 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.
7.5 If we miss the delivery deadline for any Goods then you may cancel your Order straight away if any of the following apply:
(a) We have refused to deliver the Goods;
(b) delivery within the delivery deadline was essential (taking into account all the relevant circumstances); or
(c) you told Us before we accepted your order that delivery within the delivery deadline was essential.
7.6 If you do not wish to cancel your Order straight away, or do not have the right to do so under clause 7.5, you can give Us a new deadline for delivery, which must be reasonable, and you can cancel your Order if We do not meet the new deadline.
7.7 If you do choose to cancel your Order for late delivery under clause 7.5 or clause 7.6, you can do so for just some of the Goods or all of them, unless splitting them up would significantly reduce their value. If the Goods have been delivered to you, you will have to return them to Us or allow Us to collect them, and We will pay the costs of this. After you cancel your Order We will refund any sums you have paid to Us for the cancelled Goods and their delivery.
7.8 Delivery of an Order shall be completed when We deliver the Goods to the address you gave and the Goods will be your responsibility from that time.
7.9 You will own the Goods only when you have paid Us for them in full except in the case of Goods which have been attached to or become part of your land or buildings and cannot be readily removed, which become your property at the time of such attachment.
8. IF THE GOODS ARE FAULTY
As a consumer, you have legal rights in relation to Goods that are faulty or not as described. We are under a legal duty to supply Goods that are in conformity with this contract. 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. THIRD-PARTY MANUFACTURER’S GUARANTEE OF GOODS
9.1 Goods may come with a manufacturer’s guarantee. For details, please refer to the manufacturer’s guarantee provided with the Goods.
9.2 This guarantee is in addition to, and does not affect, your legal rights in relation to the Goods that are faulty or not as described. We are under a legal duty to supply Goods that are in conformity with this contract. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.
10. SELLER’S GUARANTEE OF GOODS
10.1 We guarantee that on delivery and for a period of six months from delivery, the Goods shall be free from material defects. However, this guarantee does not apply in the circumstances described in clause 10.2.
10.2 This guarantee does not apply to any defect in the Goods arising from:
(a) fair wear and tear;
(b) wilful damage, abnormal storage or working conditions, accident, negligence by you or by any third party;
(c) if you fail to operate or use the Goods in accordance with the user instructions;
(d) any alteration or repair by you or by a third party who is not one of Our authorised repairers; and
(e) any specification provided by you.
10.3 This guarantee is in addition to, and does not affect, your legal rights in relation to the Goods that are faulty or not as described. We are under a legal duty to supply Goods that are in conformity with this contract. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.
11. PRICE AND PAYMENT
11.1 The price of the Services and/or the Goods will be set out in the quote We give you before you place your Order. Our prices may change at any time, but price changes will not affect Orders that you have already placed.
11.2 These prices are subject to VAT at the prevailing rate and we will in our quote set out the VAT applicable at that time. However, if the rate of VAT changes between the date of the Order and the date of delivery or performance, We will adjust the rate of VAT that you pay, unless you have already paid for the Goods and/or Services in full before the change in the rate of VAT takes effect.
11.3 Where We are providing only Goods to you, you must make payment for them in advance by credit or debit card. We accept payment with most cards but check with us for our current list. We will not charge your credit or debit card until We despatch the Goods to you.
11.4 Where We are providing Services to you, We may ask you to make an advance payment of up to 40% of the price of the Services and will be entitled not to commence work until that has been paid. Your rights to a refund on cancellation are set out in clause 14. We will invoice you
for the balance of the Services on or any time after We have performed the Services or in the case of a job expected to last more than one month We will invoice you periodically for the Services until the Services are completed. Each invoice will quote the job number. You must pay each invoice in cleared monies within 14 calendar days at the date of invoice unless otherwise agreed.
11.5 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 3% a year above the base lending rate of Barclays Bank plc 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.
11.6 However, if you dispute an invoice in good faith and contact Us to let Us know promptly after you have received an invoice that you dispute it, clause 11.5 will not apply for the period of the dispute.
12. OUR LIABILITY TO YOU
12.1 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 it is an obvious consequence of Our breach or if it was contemplated by you and Us at the time we entered into this contract.
12.2 If We are providing Services and/or installing the Goods or Product in your property, We will make good any damage to your property caused by Us in the course of performance or installation. 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 performance and/or installation by Us.
12.3 We only supply the Services and/or Goods or Product to you for your domestic and private use. You agree not to use the Services and/or Goods or Product for any commercial, business or re-sale purpose, and We have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
12.4 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 Goods 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.
13. EVENTS OUTSIDE OUR CONTROL
13.1 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.
13.2 An Event Outside Our Control means any act or event beyond Our reasonable control.
13.3 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 Goods 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.
13.4 You may cancel the contract if an Event Outside Our Control takes place and you no longer wish Us to provide the Services and/or Goods. Please see your cancellation rights under clause 14. We will only cancel the contract if the Event Outside Our Control continues for longer than four weeks in accordance with Our cancellation rights in clause 14.
14. YOUR RIGHTS TO CANCEL AND APPLICABLE REFUND
14.1 Before We begin to provide the Services or the Goods are delivered, you have the following rights to cancel an Order for Goods (other than made-to-measure Goods) 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 Goods and/or Services within 14 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 14.1(a) and you have made any payment in advance for Services that have not been provided to you, or Goods that have not been delivered to you, We will refund these amounts and any delivery charges to you;
(c) however, if you cancel an Order for Services under clause 14.1(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) if you cancel an Order for Goods under clause 14.1(a) and We have already despatched your Goods to you, We will not be able to cancel your Order until it is delivered. In this case, if you return the Goods to Us, We will have to charge you the cost of collection or you will have to pay the cost of returning the Goods back to Us. This will not affect your refund for the Goods themselves, but we will not refund any charges for delivery and any charge for collection will be deducted from the refund that is due to you.
14.2 As made-to-measure Goods 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 Goods that are faulty or not as described).
14.3 Once We have begun to provide the Services to you and at any time before they are completed, you may cancel the contract for the Services at any time by providing Us with at least 30 calendar days’ notice in writing. Any advance payment you have made for Services that have not been provided will be refunded to you. You will pay Us any costs We reasonably incurred in providing the Services 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.
14.4 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 liquidation or a receiver or an administrator is appointed over Our assets;
(c) We change these Terms under clause 3.1 to your material disadvantage;
(d) We are affected by an Event Outside Our Control.
15. OUR RIGHTS TO CANCEL AND APPLICABLE REFUND
15.1 We may have to cancel an Order before the start date for the Services or before the Goods 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. If this happens:
(a) We will promptly contact you to let you know;
(b) if you have made any payment in advance for Services that have not been provided to you, or Goods 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, We will not charge you anything and you will not have to make any payment to Us.
15.2 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 14 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.
15.3 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 11.4. This does not affect Our right to charge you interest under clause 11.5; or
(b) you break the contract in any other material way and you do not correct or fix the situation within 14 days of Us asking you to in writing.
16. INFORMATION ABOUT US AND HOW TO CONTACT US
16.1 We are a company registered in England and Wales. Our company registration number is 124133 and Our registered office is at New Creation Farm, Nether Heyford, Northampton NN7 3LB. Our trading address is Skaino Services, Unit C, West March, Daventry, Northamptonshire NN11 4SA. Our registered VAT number is 284 6191 35.
16.2 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 01327 871335 or by e-mailing Us at firstname.lastname@example.org.
16.3 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 for services which We have started to provide), you can send this to Us by e-mail, by hand, or by pre-paid post to Skaino Atmos Limited at Unit C, West March, Daventry, Northamptonshire NN11 4SA or at email@example.com. 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.
17. HOW WE MAY USE YOUR PERSONAL INFORMATION
17.1 We will use the personal information you provide to Us to:
(a) provide the Goods and/or Services;
(b) process your payment for such Goods 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.
17.2 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.
17.3 We will not give your personal data to any other third party.
18. OTHER IMPORTANT TERMS
18.1 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. We may also subcontract the performance of any of our obligations to another person.
18.2 You may transfer the benefit of the guarantee in clause 9.1 to any purchaser of your property. You may only transfer your other rights or your obligations under these Terms to another person if We agree in writing.
18.3 This contract is between you and Us. No other person shall have any rights to enforce any of its terms. However, the purchaser of your property will have the benefit of the guarantee at clause 9.1 if you transfer it to them, but We and you will not need their consent to cancel or make any changes to these Terms.
18.4 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.
18.5 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.
18.6 These Terms are governed by English law. You and We both agree to submit to the non-exclusive jurisdiction of the English courts. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are a resident of Scotland, you may also bring proceedings in Scotland.