1. Definitions.

Conditions - these terms and conditions of sale and any special terms and conditions agreed in writing by our authorised representative.
Contract - the contract for the purchase and sale of Goods and/or supply of Services.
Goods - the goods which we are to supply in accordance with these Conditions.
Services - the services which we are to supply in accordance with these Conditions.
The Site - the premises where the goods are to be installed or delivered to.
Us - Touchstone Worktops Ltd.
You - the person who accepts our quotation for the sale of the Goods and/or for the supply of the Services or whose order for the Goods or Services is accepted.
Deposit - we take the receipt of a deposit as an order/contract for the Goods or Services required to be provided by us.

2. Formation of Contract.

a) These conditions shall apply to all Contracts to the exclusion of all other terms and conditions including any terms or conditions which you may purport to apply under any purchase order or similar document.

b) Our employees or agents are not authorised to make any representations regarding the Goods unless confirmed in writing. In entering into the Contract you acknowledge that you do not rely on any such representations which have so been confirmed.

c) Any advice or recommendation given by us, our employees or agents to you as to the storage, transportation, application, care or use of the Goods which is not confirmed in writing is followed or acted upon entirely at your risk.

3. Price and payment.

a) The price shall be our quoted price and is exclusive of VAT that is due at the prevailing rate. We reserve the right, by giving you notice at any time before delivery, to increase the price to reflect any increases in the cost to us which is due to any factor beyond our control, (including, but not limited to, any significant increase on the costs of labour, materials or other costs of manufacture or installation), any change in delivery dates, quantities or specifications for the Goods which is requested by you, or any delay caused by any instructions of you or failure by you to give us adequate information or instructions.

b) A non-refundable deposit of 65% of the total price (inclusive of VAT) is payable by you prior to commencement of any order. The deposit is payable by you prior to delivery of the Goods and/or performance of the Services. For works which do not require us to install the goods the balance is due C.O.D. For payment on all other works the balance is due within a maximum of 7 (seven) days of the date of installation/invoice which ever is earlier.

c) Interest on overdue invoices shall accrue from the date when the payment becomes due from day to day until the date of the payment at a rate of 4% above Natwest Bank base rate from time to time in force.

4. Cancellation.

No order, which has been accepted by us, may be cancelled by you except with our written agreement and on terms that you shall indemnify for us in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by us as a result of cancellation.

5. The Goods.

The quantity and general description of the Goods shall be as set in our quotation. The Goods are natural products and, as such, are sold subject to their natural markings, grain, variations in colour, cracks and vents. We do not accept any responsibility for claims based on the existence of such natural characteristics or for repairs to these natural areas where we have undertaken repair work.

6. Your Obligations.

It is your responsibility to ensure that,

a) the Goods are suitable for their intended use, whether or not such use has been made known to us.

b) quantities ordered and measurements taken (whether by us or a third party) are correct.

c) all details of the Goods and Services required by you have been communicated to us and that our quotation accurately reflects your needs/requirements.

d) you are present at the pre-arranged time of templating or you provide a clear written guide for our employee making the template.

e) you check any template prepared by us and notify us immediately if it is incorrect.

f) once we remove the template to our premises to commence cutting, the template is correct and therefore

g) any site alterations, which affect any template made by us, made after our template has been taken, be notified in writing immediately before any commencement of production or you will be rendered liable for the full cost of the alterations to the Goods or the order and the template alterations.

h) any template prepared by you is accurate and correct. Any amendment to the template must be advised to us in writing before production has commenced.

i) we have access to the Site at the time agreed by between us. If we are unable to access at the time agreed you shall be responsible for all resultant costs and expenses incurred by us.

j) All steps as may be necessary to ensure the safety of any of our employees or representatives who attend the Site are taken by you.

7. Inspection of Goods & Services.

a) You shall inspect the goods upon delivery of the order or upon completion of installation and notify us as soon as possible and in any event within 5 days of delivery or installation of any alleged defect, shortage in quantity, damage or failure to comply in or with our description. You shall allow us to inspect the Goods within a reasonable time after delivery or installation and before any use is made of them. If you fail to comply with this clause the Goods and Services shall be conclusively proved to be in accordance with the Contract and you shall be deemed to have accepted the Goods and/or Services.

b) If the goods or Services are not in accordance with the Contract for any reason, your sole remedy shall be limited to us making good any defect or replacing the Goods.

c) Our liability to you, whether for any breach of Contract or otherwise, shall not in any event exceed the price paid by you and we shall be under no liability for any direct loss and/or expense suffered by you or liability to third parties incurred by you.

d) All warranties and conditions whether implied statue or otherwise are excluded from this Contract provided that nothing on this Contract shall restrict or exclude liability for death or personal injury caused by our negligence or affect you statuary consumer rights.

8. Acceptance, Delivery and Risk.

a) In the absence of any notification as referred to above, you shall be deemed to have accepted all Goods and Services five days after installation or delivery to you at the address notified to us by you or collection from our premises.

b) Any time or date for templating, delivery or fixing given by us is given in good faith, but is an estimate only.

c) Risk in the Goods shall pass to you upon delivery/fixing or collection by you from our premises.

d) Deliveries shall be carried out during normal office hours to the door on the ground floor of the premises stated on your order. Any departure from this agreement will lead to an additional charge being levied.

9. Title to the Goods.

a) Title in the Goods shall not pass to you until we have received in cash or cleared funds payment in full for the price of the Goods and all other Goods/Service agreed to be sold by us to you for which payment is then due, but even though title has not passed, we shall be entitled to sue for the price of the Goods once payment has become due.

b) Until property in the Goods passes to you;

b1) You should hold the Goods as our agent and keep the Goods separate from those of third parties and properly stored, protected and insured and identified as our property.

b2) We shall be at any time to require you to deliver up the Goods to us and, if you fail to do so forthwith, you hereby authorise us to enter upon any premises of yours where the Goods are stored and repossess the Goods. If the Goods have been installed or fitted by a third party or us, we undertake to make good any damage caused by such repossession.

10. Force Majeure.

a) We shall not be under any liability for any failure to peform any of obligations under Force Majeure. Following notification by us to you of such a cause we shall be allowed a reasonable extension of time for the performance of our obligations.

b) For the purposes of this condition "Force Majeure" means fire, explosion, flood, lighting, Act of God, act of terrorism, war rebellion, riot, sabotage, or official strike or similar official labour dispute, or events or circumstances outside our reasonable control.

11. Your insolvency.

This clause applies if,

a) You make any voluntary arrangement with your creditors, or (being an individual or firm) become bankrupt or (being a company) become subject to an administration order or go into liquidation (other than for the purposes of amalgamation or reconstruction)

b) An encumbrancer takes possession, or a receiver is appointed of any of your property or assets, or

c) You cease or threaten to cease to carry on business; or

d) We reasonably apprehend that any of the events mentioned above is about to occur in relation to you and notify you accordingly
If this clause applies then, without prejudice to any other right or remedy available to us, we shall be entitled to cancel the Contact or suspend any further deliveries under the Contract without any liability. If the Goods have been delivered but not paid for, the price shall become immediately due and payable not withstanding any previous agreement or arrangement to the contrary.

12. Applicable Law.

The Contract or any order is subject to the law of England and Wales.