T & C`s - Beverley Blinds

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Terms & Conditions
                                                                                            
Application and entire agreement
                                    
1.          These Terms and Conditions will apply   to the purchase of the goods detailed in our quotation (Goods) by the   buyer (you or Customer) from Beverley Blinds Ltd a company   registered in England and Wales under number 6058421 whose registered office   is at Unit 2, Brindley Road, Exhall CV7 9EP.
                                    
2.          Trade Blinds.org is a trading name of   Beverley Blinds Ltd any reference to Trade Binds.org will be meant and   understood to be Beverley Blinds Ltd.
                                    
3.          These Terms and Conditions will be   deemed to have been accepted by you when you accept them or the quotation, or   from the date of any delivery of the Good (which ever happens earlier) and   will constitute the entire agreement between us and you.
                                    
4.          These Terms and Conditions and the   quotation (together the Contract) apply to the purchase and sale of any Goods   between us and you, to the exclusion of any other terms that you try to   impose or incorporate, or which are implied by trade, custom, practice or   course of dealing.
                                    
Interpretation
                                    
5.          A “business day” mean any day other   than a Saturday, Sunday or Bank Holiday in England and Wales.
                                    
6.          The headings in these Terms and   Conditions are for convenience only and will not affect their interpretation.   
                                    
7.          Words imparting the singular number   include the plural and vice-versa.
                                    
Goods
                                    
8.          The description of the Goods is set   out in our sales documentation, unless expressly changed in our quotation. In   accepting the quotation, you acknowledge that you have not relied upon any   statement, promise or other representations about the Goods by us.   Descriptions of the Goods set out in our sales documentation are intended as   a guide only.
                                    
9.          We can make any changes to the   specification of the Goods which are required to conform to any applicable   safety or other statutory or regulatory requirements.
                                    
Price
                                    
10.      The price (Price) of the Goods is set   out in our quotation current at the date of your order or such other price as   we may agree in writing.
                                    
11.      If the cost of the Goods to us   increases due to any factor beyond our control including, but not limited to,   material costs, labour costs, alteration of exchange rates or duties, or   changes to delivery rates, we can increase the Price prior to delivery.
                                    
12.      Any increase in the Price under the   clause above will only take place after we have told you about it.
                                    
13.      You may be entitled to discounts. Any   and all discounts will be at our discretion.
                                    
14.      The Price is exclusive of fees for   packaging and transportation/delivery.
                                    
15.      The Price is exclusive of any   applicable VAT and other taxes or levies which are imposed or charged by any   competent authority.
                                    
Cancellation and alteration
                                    
16.      Details of the Goods are descried in   the clause above (Goods) and set out in our sales documentation are subject   to alteration without notice and are not a contractual offer to sell Goods   which is capable of acceptance.
                                    
17.      The quotation (including any   non-standard price negotiated in accordance with the clause in Price (above)   is valid for a period of 30 days only from the date shown unless expressly   withdrawn by us at an earlier time.
                                    
18.      Either of us can cancel the order for   any reason prior to your acceptance or rejection of the quotation.
                                    
Payment
                                    
19.      We will invoice you for the Price   either:
                                    
a.           On or at any time after delivery of   the Goods; or
                                    
b.          Where the Goods are to be collected   by you or where you wrongfully do no take delivery of Goods, at any time   after we have notified you that the Goods are ready for collection or we have   tried to deliver them.
                                    
20.      You must pay the Price within 30 days   of the date of our invoice or otherwise according to any credit terms agreed   between us.
                                    
21.      You must make payment even if   delivery has not taken place and/or that the title in the Goods has not   passed to you.
                                    
22.      If you do not pay within the period   set out above, we will suspend any further deliveries to you and without   limiting any of our other rights or remedies for statutory interest, charge   you interest at the rate of 4% per annum above the base rate of the Bank of   England on the amount outstanding until you pay in full.
                                    
23.      Time for payment will be of the   essence of the Contract between us and you.
                                    
24.      All payments must be made in 30 days   unless otherwise agreed in writing between us.
                                    
25.      Both parties must pay all amounts due   under these Terms and Conditions in full without any deduction or withholding   except as required by law and neither party is entitled to assert any credit,   set-off or counterclaim against the other in order to justify withholding   payment of any such amount in whole or part.
                                                                   
Delivery
                                    
26.      We will arrange for the delivery of   Goods to the address specified in the quotation, or your order or to another   location we agree in writing.
                                    
27.      If you do not specify a delivery   address or if we both agree you must collect the Goods from our premises.
                                    
28.      Subject to the specific terms of any   special delivery service, delivery can take place at any time of day and must   be accepted at any time between 8am to 8pm.
                                    
29.      If you do not take delivery of the   Goods we may, at our discretion and without prejudice to any other rights:
                                    
a.           Store or arrange for the storage of   the Goods and will charge you for all associated costs and expenses   including, but not limited to, transportation storage and insurance; and/or
                                    
b.          Make arrangements for the redelivery   of the Goods and will charge you for the costs of such re-delivery; and/or
                                    
c.           After 10 business day, resell or otherwise   dispose of part or all of the Goods and charge you for any shortfall below   the price of the Goods.
                                    
30.      If redelivery is not possible as set   above, you must collect the Goods from our premises and will be notified of   this. We can charge for all associated costs including, but not limited to,   storage and insurance.
                                    
31.      Any dates quoted for delivery are   approximate only, and the time of delivery is not of the essence. We will not   be liable for any delay in delivery of Goods that is caused by circumstances   beyond our control or your failure to provide us with adequate delivery   instructions or any other instructions that are relevant to the supply of the   Goods.
                                    
32.      We can deliver the Goods by   instalments, which will be invoiced and paid for separately. Each instalment   is a separate contract. Any delay in delivery or defect in an instalment will   not entitle you to cancel any other instalments.
                                    
Inspection and acceptance of Goods
                                    
33.      You must inspect the Goods on   delivery or collection.
                                    
34.      If you identify any damages or   shortages, you must inform us in writing within 14 days of delivery,   providing details.
                                    
35.      Other than by agreement, we will only   accept returned Goods if we are satisfied that those Goods are defective and   if required, have carried out an inspection.
                                    
36.      Subject to your compliance with this   clause and/or agreement, you may return the Goods and we will, as   appropriate, repair, or replace, or refund the Goods or part of them.
                                    
37.      We will be under no liability or   further obligation in relation to the Goods if:
                                    
a.           If you fail to provide notice as set   above; and/or
                                    
b.          You make further use of such Goods   after giving notice under the clause above relating to damages and shortages;   and/or
                                    
c.           The defect arises because you did not   follow our oral or written instructions about the storage, commissioning,   installation, use and maintenance of the Goods; and/or
                                    
d.          The defect arises from normal wear   and tear of the Goods; and/or
                                    
e.          The defect arises from misuse or alteration   of the Goods, negligence, wilful damage or any other act by you, your   employees or agents or any third parties.
                                    
38.      You bear the risk and cost of   returning the Goods.
                                    
39.      Acceptance of the Goods will be   deemed to be upon inspection of them by you and in any event within 14 days   after delivery
                                    
Risk and title
                                    
40.      The risk in the Goods will pass to   you on completion of delivery.
                                    
41.      Title of the Goods will not pass onto   you until we have received payment in full (in cash or cleared funds) for:   (a) the Goods and/or (b) any other goods or services that we have supplied to   you in respect of which payment has become due.
                                    
42.      Until title to the Goods has passed   to you, you must (a) hold the Goods on a fiduciary basis as our bailee;   and/or (b) store the goods separately and not remove, deface or obscure any   identifying mark or packaging on or relating to the Goods; and/or (c) keep   the Goods in satisfactory condition and keep them insured against all risks   for their full price from the date of delivery.
                                    
43.      As long as the Goods have not been   resold, or irreversibly incorporated into another product, and without   limiting any other right or remedy we may have, we can at any time ask you to   deliver up the Goods and, if you fail to do so promptly, enter any of your   premises or any third party where the Goods are stored in order to recover   them.
                                    
Termination
                                    
44.      We can terminate the dale of Goods   under the Contract where:
                                    
a.           You commit a material breach of your   obligations under the Terms and Condition;
                                    
b.          You are or become or, in our   reasonable opinion, are about to become the subject of a bankruptcy order or   take advantage of any other statutory provision for the relief of insolvent   debtors;
                                    
c.           You enter into a voluntary agreement   under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement   is made with your creditors; or
                                    
d.          You convene any meeting of your   creditors enter into voluntary or compulsory liquidation, have a receiver,   manager, administrator or administrative receiver appointed in respect of   your assets or undertakings of any part thereof, any documents are filed with   the court for the appointment of an administrator, notice of intention to   appoint an administrator is given by you or any of your directors or by a   qualifying floating charge holder (as defined in para. 14 of Schedule B! of   the Insolvency Act 1986), a resolution is passed or petition presented to any   court for the winding up of your affairs or for the granting of any   administration order, or any proceedings are commenced relating to your   insolvency.
                                    
Limitation of liability
                                    
45.      Our liability under the Contract, and   in breach of statutory duty, and in tort, misrepresentation or otherwise will   be limited to this section.
                                    
46.      Subject to the clause above on Inspection   and Acceptance and Risk and Title, all warranties, conditions or   other terms implied by statute or common law (save for those implied by   section 12 of the Sale of Goods Act 1979) are excluded to the fullest extent   permitted by law.
                                    
47.      If we do not deliver the Goods, our   liability is limited, subject to the clause below, to the costs and expenses incurred   by you in obtaining replacement goods of similar description and quality in   the cheapest market available, less the price of the Goods.
                                    
48.      Our total liability will not, in any   circumstances, exceed the total amount of the Price payable to you.
                                    
49.      We will not be liable (whether caused   by our employees, agents or otherwise) in connection with the Goods, for:
                                    
a.           Any indirect, special or   consequential loss, damage, costs, or expenses; and/or
                                    
b.          Any loss of profits; loss of   anticipated profits; loss of business; loss of data; loss of reputation or   goodwill; business interruption; or other third-party claims; and/or
                                    
c.           Any failure to perform any of our obligations   if such delay or failure is due to any cause beyond our reasonable control;   and/or
                                    
d.          Any losses caused directly or   indirectly by any failure or breach by you in relation to your obligations;   and/or
                                    
e.          Any loss relating to the choice of   Goods and how they meet your purpose or the use by you of the Goods supplied.
                                    
50.      The exclusions of liability contained   within this clause will not exclude or limit liability for death or personal   injury caused by our negligence; or for any matter for which it would be   illegal for us to exclude or limit liability; and for fraud or fraudulent   misrepresentation.
                                    
Communications
                                    
51.      All notices under these Terms and   Conditions must be in writing and signed by, or on behalf of, the party   giving notice (or a duly authorised officer of that party).
                                    
52.      Notices will be deemed to have been   duly given:
                                    
a.           When delivered, if delivered by   courier or other messages (including registered mail) during the normal   business hours of the recipient;
                                    
b.          When sent, if transmitted by fax or   email and a successful transmission report or return receipt is generated;
                                    
c.           On the fifth business day following   mail, if mailed by national ordinary mail; or
                                    
d.          On the tenth business day following   mailing, if mailed by airmail.
                                    
53.      All notices under the Terms and   Conditions must be addressed to the most recent address, email address or fax   number notified to the other party.
                                    
Data protection
                                    
54.      When providing the Good to the Buyer,   the Seller may gain access to and/or acquire the ability to transfer, store   or process personal data of employees of the Buyer.
                                    
55.      The parties agree that where such   processing of personal data takes place, the Buyer shall be ‘data controller;   and the Seller shall be the ‘data processor’ as defined in the General Data Protection   Regulation (GDPR) as may be amended, extended and/or re-enacted from   time to time.
                                    
56.      For the avoidance of doubt, ‘Personal   Data’. ‘Processing’, ‘Data Controller’, ‘Data Processor’ and ‘Data Subject’   shall have the same meaning as in the GDPR.
                                    
57.      The seller shall only Process   Personal data to the extent reasonably required to enable to provide the   Goods as mentioned in the terms and conditions or as requested by and agreed   with the Buyer, shall not retain any Personal Data longer than necessary for   the Processing and refrain from Processing any Person Data for its own or for   any third party’s purpose.
                                    
58.      The Seller shall not disclose   Personal data to any third parties other than employees, directors, agents, subcontractors,   or advisers on a strict “need to know” basis and only under the same (or more   extensive) conditions as set out in these terms and conditions or to the   extent required by applicable legislation and/or regulations.
                                    
59.        The Seller shall implement and maintain technical and organisational security   measures as are required to protect Personal Data processed by the Seller on   behalf of the Buyer. Further information about the Seller’s approach to data   protection are specified in it’s Data Protection Policy, which can be found   on our website. For any quires or complaints regarding data privacy, you can   email: support@beverleyblinds.co.uk
                                    
Circumstances beyond the control of   either party
                                    
60.      Neither party shall be liable for any   failure or delay in performing their obligations where such failures or delay   results from any cause that is beyond the reasonable control of that party.   Such causes include, but are not limited to: industrial action. Civil unrest,   fire, flood, storms, earthquakes, acts of terrorism, acts of war, government   action, or any other event that is beyond the control of the party in   question.
                                    
No Waiver
                                    
61.      No waiver by us of any breach of   these Terms and Condition by you shall be considered as a waiver of any   subsequent breach of the dame or any other provision.
                                    
Severance
                                    
62.      If one or more of these Terms and   Conditions is found to be unlawful, invalid or otherwise enforceable,   that/those provisions shall be deemed severed from the remainder of these   Terms and Conditions (which will remain valid and enforceable).
                                    
Law and jurisdiction
                                    
63.      This agreement shall be governed by   and interpreted according to the law of England and Wales and all disputes   arising under the Agreement (including non-contractual disputes or claims)   shall be subject to the exclusive jurisdiction of the English and Welsh   courts.
                               
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