Please read this agreement carefully before using the Website. These are the Terms and Conditions ("the Terms") which govern your use of The Traditional Furniture Company website ("this/the Website") and your relationship with The Traditional Furniture Company ("TFC, we or us") in connection with your use of the Website. If you visit the Website you accept these Terms.
THESE TERMS DO NOT AFFECT YOUR STATUTORY RIGHTS
1. Use of the Website
1.1 All orders and purchases made on the Website will also be governed by the Terms and Conditions of TFC relating to the products purchased.
1.2 You shall be responsible for obtaining and maintaining any ancillary services needed to connect to or access the Website, including, without limitation, modems, hardware, software and long distance and local telephone calls.
2. Variation
We may update these Terms from time to time and will notify you of any changes by making a suitable announcement on the Website. The changes will apply to the use of the Website after we have given notice. If you do not wish to accept the new terms you should not continue to use the Website. If you continue to use the Website after the date on which the change comes into effect, your use of the Website indicates your agreement to be bound by the new Terms.
3. Intellectual Property
3.1 The content of the Website (including but not limited to graphics, logos, images and software) is subject to the terms of this Agreement. You may retrieve and display the content of the Website on a computer screen, store such content in electronic form on disk (but not any server or other storage device connected to a network). You may not otherwise reproduce, modify, copy or distribute or use for commercial purposes any of the materials or content on the Website without written permission from TFC.
3.2 No licence is granted to you in these Terms to use any intellectual property of TFC or its affiliated companies. TFC, and you shall indemnify TFC and keep TFC indemnified against any liability, costs, proceedings and actions arising from any breach of this clause 3.2.
4. Member Conduct
4.1 You may not use the Website for any of the following purposes:
5. Limitations
5.1 The Website is provided by TFC without any express or implied warranties or guarantees. You must bear the risks associated with the use of the Internet.
5.2 The Website provides content from other Internet sites or resources and while the Website tries to ensure that material included on the Website is correct, reputable and of high quality, it cannot accept responsibility if this is not the case. TFC will not be responsible for any errors or omissions or for the results obtained from the use of such information or for any technical problems you may experience with the Website. If TFC is informed of any inaccuracies in the material on the Website we will attempt to correct the inaccuracies as soon as we reasonably can.
5.3 TFC reserves the right to refuse to post material on the Website or to remove material already posted on the Website.
5.4 The Website and any software are provided on an "AS IS" basis, without warranties of any kind, either express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose or non-infringement.
5.5 We do not assume any liability for any viruses or any other disabling features that affect your access to or use of the Website.
5.6 We do not assume any liability for any incompatibility between the Website and other websites, services, software and hardware.
5.7 TFC assumes no liability for any modification, suspension or discontinuance of any of its websites, domain names or services.
5.8 WE ASSUME NO LIABILITY FOR ANY USE OF THE WEBSITE INCLUDING, WITHOUT LIMITATION, DIRECT, INCIDENTAL OR CONSEQUENTIAL LOSS OR DAMAGES WHETHER ARISING FROM ANY LOSS OF PROFITS, LOSS OF REVENUE BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHERWISE.
5.9 You will indemnify us against all losses, liabilities, costs and expenses reasonably suffered or incurred by us, all damages awarded against us under any judgment by a court of competent jurisdiction and all settlements sums paid by us as a result of any settlement agreed by us arising out or in connection with:
5.10 Nothing in these Terms and Conditions shall exclude TFC's liability for personal injury or death caused by its negligence.
6. Availability of the Website
6.1 Although the Website aims to offer you the best service possible, TFC makes no promise that the services at the Website will meet your requirements. TFC cannot guarantee that the service will be fault free. If a fault occurs in the service you should report it to us.
6.2 Your access to the Website may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. The Website will attempt to restore the service as soon as it reasonably can.
7. Privacy Policy
7.1 TFC uses the details provided by you on registration together with information we learn about you from your use of this Website. We also collect information about the transactions you undertake.
7.2 We like to hear your views to help us improve our service. From time to time, we may contact you by post, email, telephone or fax to ask your opinions.
7.3 Please note that there may be instances where it may be necessary for us to communicate with you, in any event, for administrative or operational reasons relating to our service.
7.4 We will never pass your personal data to anyone else, except for any successors in title to our business and suppliers that process data on our behalf both in the UK and abroad.
8. Applicable Law
These Terms shall be governed by and construed in accordance with the laws of England and any disputes will be decided only by the English courts.
9. Miscellaneous
9.1 You may not assign, sub-licence or otherwise transfer any of your rights under these Terms.
9.2 If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of that provision will not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
9.3 If you breach these Terms and TFC ignores this, TFC will still be entitled to use its rights and remedies at a later date or in any other situation where you breach the Terms.
9.4 TFC shall not be responsible for any breach of these Terms caused by circumstances beyond its control.
9.5 A person who is not a party to these Terms shall have no right under the Contract (Rights of Third Parties) Act 1999 to enforce any term of these Terms but this shall not affect any right or remedy of a third party which exists or is available apart from that Act.
Terms of Sale
THE TRADITIONAL FURNITURE COMPANY LIMITED
CONDITIONS OF SALE
1. Interpretation1.1 In these Terms:
“Buyer” means the person who places an Order for the Goods;
“Contract” means the contract between the Buyer and the Seller for the sale and
purchase of the Goods;
“Delivery Point” means the place (being located on the UK mainland) stated in
the Quotation to which the Goods are to be delivered, which, for the avoidance
of doubt shall be the ground floor of such place;
“Goods” means the goods stated in the Quotation which the Seller is to supply in
accordance with these Terms;
“Order” means the Buyer’s order;
“Price” means the price of the Goods set out in the Quotation;
“Quotation” means the Seller’s quotation for the Goods;
“Seller” means The Traditional Furniture Company Limited;
“Terms” means these standard terms of sale and includes any special terms
agreed in writing between the Buyer and the Seller;
2. Entire Agreement
.1
These Terms contain the whole agreement between the parties who confirm that
they have not entered into the Contract in reliance on any representations that
are not expressly incorporated in these Terms.
3. Basis of Sale
.1
The Seller shall sell and the Buyer shall purchase the Goods in accordance with
these Terms which are applied to all Contracts to the exclusion of all other
conditions including any conditions which the Buyer may purport to apply under
any purchase order confirmation or similar document.
.2
All Orders for Goods shall be deemed to be an offer by the Buyer to purchase
the Goods pursuant to these Terms.
.3
No Order submitted by the Buyer shall be binding on the Seller unless and until
accepted either in writing or otherwise by the Seller.
.4
Any variation to these Terms (including any special conditions agreed between
the parties) shall be inapplicable unless agreed in writing by the Seller.
.5
The Buyer shall pay a non-refundable deposit of 50% of the Price in the event
that the Goods ordered are not stocked by the Seller at the time of the Order.
4. Specification
.1
The Buyer shall be responsible for ensuring the accuracy of any Order and
providing any necessary information within a sufficient time to enable the Seller
to perform the Contract in accordance with these Terms.
.2
The quantity, quality and description of the Goods and any specification for them
shall be as set out in the Quotation.
.3
The Seller reserves the right to make any changes in the specification of the
Goods which are required to conform with any applicable statutory or EU
requirements or, where the Goods are to be supplied to the Seller’s specification,
which do not materially affect their quality or performance.
.4
No Order may be cancelled by the Buyer except with the agreement in writing of
the Seller and on terms that the Buyer shall indemnify the Seller against all loss
(including loss of profit), costs (including the cost of all labour and materials
used), damages, charges and expenses incurred by the Seller as a result of
cancellation.
.5
The Buyer shall not acquire any right or interest and shall not use or disclose any
intellectual property rights incorporated in either the Quotation or the Goods
without the prior written consent of the Seller.
5. Price of the Goods
.1
The Price is inclusive of VAT and payment of the Price shall be payable in full on
delivery (“the Due Date”).
.2
The Price includes the cost of packaging and delivery to the Delivery Point.
.3
The Seller reserves the right, by giving notice to the Buyer at any time before
delivery, to increase the Price to reflect any increase in the cost to the Seller
which is due to any factor beyond the control of the Seller or any delay
attributable to the Buyer.
.4 In the event that full payment is not received by the Seller by the Due Date, the
Seller may:
.4.1 charge interest on overdue invoices from the Due Date on a day-to-day
basis until full and final payment is received in accordance with the
Commercial Debts (Interest) Act 1998 together with any regulations
thereunder;
.4.2 cancel the Contract or suspend any further deliveries to the Buyer; or
5.4.3 appropriate any payment made by the Buyer to such of the Goods as the
Seller may deem fit.
6. Delivery
.1
Delivery of the Goods shall be made by the Seller to the Delivery Point which if
the Seller’s premises shall be effected by the Seller notifying the Buyer that the
Goods are ready for collection.
.2
For the avoidance of doubt, the Seller shall only be obliged to deliver the Goods
to the ground floor of the premises nominated by the Buyer. The Seller shall only
deliver to any alternative room of such at its entire discretion.
.3
The Seller shall not be liable for any damage to property or any other losses
incurred by the Buyer howsoever occasioned in the event that the Seller shall
deliver the Goods to a room other than on the ground floor of premises
nominated by the Buyer.
.4
Any dates quoted for delivery of the Goods are approximate only and the Seller
shall not be liable for any delay in delivery of the Goods however caused. Time
for delivery shall not be of the essence of the Contract unless previously
expressly agreed by the Seller in writing. The Goods may be delivered by the
Seller in advance of the quoted delivery date on giving reasonable notice to the
Buyer.
.5
Where the Goods are to be delivered in instalments, each delivery shall
constitute a separate contract and failure by the Seller to deliver any one or more
of the instalments in accordance with these Terms or any claim by the Buyer in
respect of any one or more instalments shall not entitle the Buyer to treat the
Contract as a whole as repudiated.
.6 If the Buyer fails to take delivery of the Goods or fails to give the Seller adequate
delivery instructions at the time stated for delivery, then without limiting any other
right or remedy available to the Seller, the Seller may:-
.6.1 store the Goods until actual delivery and charge the Buyer for the
reasonable costs (including insurance) of storage; or
.6.2 charge the Buyer for the additional costs of re-delivering the Goods; or
.6.3 sell the Goods at the best price readily obtainable and after deducting
all reasonable storage and selling expenses account to the Buyer for
the excess over the Price under the Contract or charge the Buyer for
any shortfall below the Price under the Contract.
7. Property and Risks
.1
Risk of damage to or loss of the Goods shall pass to the Buyer on delivery.
.2
Property in the Goods shall notwithstanding delivery remain with the Seller until
all sums due and owing to the Seller from the Buyer on any account have been
paid.
.3 Pending the transfer of the property in the Goods:
.3.1 the Buyer shall hold the Goods as the Seller’s bailee and shall keep
the Goods properly stored, protected and insured; and
.3.2 the Seller may at any time require the Buyer to deliver up the Goods to
the Seller and in default the Buyer hereby grants the Seller a licence to
enter upon any premises of the Buyer and any third party where the
Goods are stored and repossess the Goods.
8. Warranties and Liability.
.1
Without prejudice to the provisions of this clause 8, the Buyer shall be entitled to
return the Goods and receive a refund (less any collection costs) if notice is
given to the Seller of such intention to return the Goods within 7 days of delivery.
.2
Subject to the following provisions the Seller warrants that the Goods will
correspond with the Quotation and will be free from defects in material and
workmanship for a period or 6 months from the date of their initial use or 6
months from delivery, whichever is the first to expire.
.3 The Seller shall be under no liability under the above warranty:-:
.3.1 in respect of any defect in the Goods arising from any specification
supplied by the Buyer;
.3.2
in respect of any defects arising from fair wear and tear, wilful damage,
negligence, abnormal working conditions, failure to follow the Seller’s
instructions whether oral or in writing, misuse or alteration or repair of the
Goods without the Seller’s approval;
.3.3
if the total Price for the Goods has not been paid by the Due Date; or
.3.4
in respect of parts, materials or equipment not manufactured by the Seller in
which case the Buyer shall only be entitled to the benefit of any such warranty
as is given by the manufacturer to the Seller.
.4
A claim under the above warranty shall be notified to the Seller within seven days from
the date of delivery or where the defect or failure was not apparent on reasonable
inspection within a reasonable time after discovery of the defect or failure, in default of
which the Buyer shall not be entitled to reject the Goods and the Seller shall have no
liability for such defect or failure, and the Buyer shall be bound to pay the Price in full.
.5
Subject as expressly provided in these Terms all warranties, conditions, or other terms
implied by statute or common law are excluded to the fullest extent permitted by law.
.6
Where a valid claim is made under the above warranty, the Seller may, at its discretion,
either replace the Goods or refund to the Buyer, the Price of the Goods in which case the
Seller shall have no further liability to the Buyer.
.7
Except in respect of death or personal injury caused by the Seller’s negligence or liability
for defective products under the Consumer Protection Act 1987, the Seller shall not be
liable to the Buyer by reason of any representation (unless fraudulent) or any implied
warranty, condition or other term, or any duty at common law, or under the express terms
of the Contract for loss of profit or for any indirect, special or consequential loss or
damage, costs, expenses or other claims for compensation whatsoever whether caused
by the negligence of the Seller, its employees or agents or otherwise which arise out of
or in connection with the supply of the Goods including any delay in supplying or failure
to supply the Goods in accordance with the Contract or at all or their use or resale by the
Buyer, and the entire liability of the Seller under or in connection with the Contract shall
not exceed the Price except as expressly provided in these Terms.
9. Force Majeure
.1
Neither party shall be liable for any delay or defect due to any act of God, war, strike,
lock-out, industrial action, fire, flood, drought, tempest, or other event beyond the
reasonable control of either party.
.2
If any obligation under this agreement cannot be performed for a continuing period of 3
months as a result of one or more of the events described in 9.1 then either party may
terminate the agreement by notice in writing at the end of this period.
10. Arbitration
.1
Any disputes which may arise between the parties concerning the Contract shall be
referred to a single arbitrator to be agreed upon by the parties or in default of agreement
to be nominated by the President for the time being of the Chartered Institute of
Arbitrators for determination in accordance with the Arbitration Act 1996.
11. Termination
11.1 The Seller may terminate this agreement at any time and without further obligation to the
Buyer by notice in writing if the Buyer becomes insolvent or an order is made or a
resolution passed for the winding up of the Buyer (other than for the purpose of a solvent
amalgamation or reconstruction) or if an administrator, administrative receiver or receiver
is appointed in respect of the whole or any part of its assets.
12. General
.1
The Buyer may not assign any of its rights or obligations under the Contract without the
prior written consent of the Seller.
.2
The Buyer will at all times keep confidential all information acquired in consequence of or
pursuant to this Contract save as may be required by law or where such information is in
the public domain other than due to the Buyer’s breach.
.3
A notice to be given by the Buyer under these Terms shall be in writing addressed to the
Seller at Unit 1, Tholthorpe Business Park, Tholthorpe, York, YO61 1SS. Notice shall be
deemed to be given on the day such notice is received by the Seller. If notice is
delivered after (upon any given day or at the weekend it shall be deemed to be delivered
.4
No waiver by the Seller of any breach of the Contract by the Buyer shall be considered
as a waiver of any subsequent breach of the same or any other provision.
.5
If any provision of the Contract is held by a court or other competent authority to be
invalid or unenforceable in whole or in part, the validity of the other provisions of the
Contract and the remainder of the provision in question shall not be affected.
.6
The Buyer acknowledges and by submitting an Order consents to the processing and
disclosure by the Seller of personal data relating to the Buyer relevant to any credit
which may from time to time be afforded by the Seller to credit reference agencies,
banks and credit insurers and that such organisations may process the data provided.
.7
This agreement shall be governed by and construed in accordance with the law of
England and Wales and each party agrees to submit to the jurisdiction of the courts of
England and Wales.
.8
For the purposes of the Contracts (Rights of Third Parties) Act 1999, this
agreement is not intended to and does not give any person who is not a party to it
any right to enforce any of its provisions.