1. Definitions
1.1 ‘Buyer’ means the corporate entity, firm or person who buys or agrees to buy the Goods or Services from the Seller.
1.2 ‘Conditions’ means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Seller.
1.3 ‘Goods’ means the goods which the Seller is to supply in accordance with these Conditions. Any reference to the Goods shall where appropriate include a reference to part of them.
1.4 ‘Seller’ means OB Developments Ltd, by which Foxstow Joinery Co and Shaker Doors, are owned and operated.
1.5 ‘Services’ means the services which the Seller is to supply in accordance with these Conditions.
2. Application
2.1 These conditions shall apply to all contracts for the sale of Goods and Services by the Seller to the Buyer to the exclusion of all other terms and conditions including any other terms and conditions which the Buyer may purport to apply under any purchase order, confirmation of order or similar document or in correspondence. These Conditions constitute the entire understanding between the Buyer and the Seller with respect to the subject matter covered by the contract of purchase and supersede all previous agreements and understandings between the parties.
2.2. All orders for Goods and/or Services shall be deemed to be an offer by the Buyer to purchase Goods and/or Services under these Conditions.
2.3 Acceptance of the Orders shall be conclusive evidence of the Buyer’s acceptance of these Conditions.
2.4 Any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
3. Prices
3.1 Prices are quoted on a day to day basis and may be subject to variation in the event that the Buyer’s requirements change from those taken into account in the initial quotation.
3.2 The Seller’s quote shall be valid for a period of 30 days.
3.3 The Seller’s prices for Goods or Services are based on the cost to the Seller of Goods or materials, labour and transport (including the cost of conforming to obligations imposed by statute) on the day when such prices were quoted in the absence of a quotation when such prices were agreed. Should the cost to the Seller of obtaining or delivering Goods or materials or providing Services increase by reason of any subsequent fluctuation in such costs or due to changes in currency or exchange rates, alteration in tariffs and import charges or taxes or changed delayed or incomplete instructions from the Buyer the Seller reserves the right to make a corresponding increase in their prices.
3.4 Errors and omissions by the Seller arising from a bona fide mistake, however arising in importing the agreed terms into a written quotation shall entitle the Seller to submit to the Buyer a revised quotation which shall mean that the preceding quotation shall have no effect.
3.5 Published prices and/or quotations are merely invitations to treat and do not constitute offers. Published prices and/or quotations are given only as indications made in good faith and are subject to variation or withdrawal without notice.
4. Payment
4.1 Payment of the purchase price in full is required at the time of acceptance of the Order by the Seller. All goods remain the property of the Seller until such time as payment has been received and cleared in full, unless agreed in writing otherwise.
4.2 Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until the date of payment at a rate of 2% above Barclays Bank PLC’s base rate from time to time in force and shall accrue at such a rate after as well as before any judgement.
4.3 If the Buyer fails to make payment on the due date then without prejudice to the Seller’s other rights the Seller may:
4.3.1 suspend or cancel deliveries of any articles due to the Buyer; and /or
4.3.2 appropriate any payment made by the Buyer to such of the Goods or Services supplied under any contract with the Buyer as the Seller may in its sole discretion think fit.
5. Acceptance of Order
5.1 When placing an order with the Seller, the Buyer agrees that any and all the information given is accurate and complete. The Buyer must acknowledge the order confirmation by writing sent by the Seller.
5.2 All orders are subject to acceptance and product availability. If the goods the Buyer orders are unavailable, the Seller will contact the Buyer by email or telephone and the Buyer will have the option either to wait until the goods are available, replace them with alternative goods or cancel the Buyer’s order.
5.3 The Seller reserves the right not to accept the Buyer’s order in the event, for example, that the Seller is unable to obtain authorisation for payment, that shipping restrictions apply to a particular item, that the item ordered is out of stock or does not satisfy the Seller ‘s quality control standards and is withdrawn, or that the Buyer do not meet the eligibility criteria set out within the Conditions.
5.5 The Seller may also refuse to process and therefore accept a transaction for any reason or refuse service to anyone at any time at the Seller’s sole discretion. The Seller will not be liable to the Buyer or any third party by reason of the Seller’s withdrawing any merchandise whether that merchandise has been sold, removing, screening or editing any materials or content, refusing to process a transaction or unwinding or suspending any transaction after processing has begun.
5.6 If the Order has been processed, the Seller may not be unable to stop the delivery of the goods, however, the Buyer will not have to pay for any goods and any amounts the Buyer have been charged will be repaid to the Buyer. If the Buyer have not notified the Seller, before delivery takes place, that the Buyer wish to cancel the Order, then return postage will be at the Buyer’s cost.
6. The Goods
6.1 The Seller may from time to time make changes to the specification of the Goods which are required to comply with any applicable safety or statutory requirements, or which do not materially affect the quality or fitness for purpose of the Goods.
6.2 Where samples are submitted these are drawn from bulk and are representative of the whole and no guarantee can be given that every item will be the same in all material respects as the sample.
6.3 The Seller can give no warranty that the Goods conform to sketch plans or drawings provided to the Seller by the Buyer.
6.4 The Seller accepts no liability for inaccuracies in estimates or calculations of measurements and quantities given to the Buyer.
6.5 The Buyer will unconditionally fully and effectively indemnify the Seller in respect of any claim, cost or expenses, losses or demands resulting from infringement of copyright, design, trademark or any industrial or intellectual property rights resulting from the Seller’s use of designs or specifications supplied by the Buyer or its experts.
6.6 Whilst the Seller tries to ensure that its website contains accurate information, the Seller cannot guarantee nor (to the extent permitted by law) does the Seller warrant in any way that the information on the website, including but not limited to descriptions and depictions of materials, colours and styles, is up-to-date, complete, accurate, reliable or error-free.
6.7 All designs, samples, drawings, descriptive matter, specifications and advertising issued by the Seller, including (without limitation) all images, designs, descriptions or illustrations on this website, are issued or published by the Seller for the sole purpose of giving an approximate idea of the product described.
6.8 The colour of images on the Seller’s website may be limited by the availability of images, colours or shades or by the technology which is used by the Buyer to access this website. Different PC monitors and browsers also provide different shades and colours. Therefore, although the Seller strive to achieve the best image quality and clarity on this website, the Seller cannot guarantee that any images, colours or shades will look the same on every PC monitor or browser that the Buyer use.
6.9 All works undertaken by the Seller have a + / - 2 millimetre margin for error per cut. All timber reacts differently when cut. When undertaking work on a Buyer's Goods, the Buyer accepts that unforeseen variations in the timber may result in minor breakouts or machine marks. In order to minimise any possible effects of this, the Seller may, at its discretion, chose to modify or amend any cutouts or sizes as it sees fit to best deal with the situation. Further, where necessary, the Seller may use filler in order to repair such damage. The Buyer accepts that it is these variations in density and hardness of timber are a natural part of the product, and not the fault of the Seller. Naturally, the Seller warrant that it takes all reasonable steps to avoid damage of this, or any other nature. In certain circumstances, flaws and faults within the timber may be exposed during the manufacturing process. The Buyer accepts this is a natural feature of the timber, and not the fault of the Seller. The Seller will do their best to remedy the situation but cannot be liable for any defects exposed in this way.
6.10 For colour matching, the Seller will require a swatch or sample of Buyer’s decided colour. The seller will then then get this colour-matched and a sample will be sent out for sign off by the Buyer. Whilst every effort is made to ensure colour accuracy, the Seller cannot guarantee to absolutely match any colour due to the difference in paint sheen level, however as close a match as possible is achieved.
7. Delivery and collection
7.1 The Seller always makes every effort to deliver goods within the delivery option requested at the time the order was placed. However, the Seller cannot guarantee this, and the Seller will not accept any liability if your order is delivered outside any previously agreed time or date. The Seller recommends that the Buyer only arrange for tradesmen to carry out work on your behalf after your goods have actually been delivered. The Seller will not be responsible for any losses incurred for late delivery no matter howsoever caused.
7.2 The goods will be delivered to the delivery address provided by the Buyer. If delivery is unsuccessful due to either: -
(i) An inaccurate or incomplete delivery address;
(ii) No-one being present to accept delivery; or
(iii) Inaccessibility;
then, once another delivery date is arranged, the Buyer will be charged additional delivery charges for each attempted re-delivery.
7.3 Delivery of the goods is deemed to have taken place when the goods have been offloaded at the nearest accessible point to the delivery address, which in many cases will be the property kerbside. Delivery any closer to the property will be at the driver’s discretion. The Buyer agrees that there will be someone competent available to help with the unloading of goods, and warrants that any helpers are suitable for the unloading process and The Seller will accordingly not accept any liability for any injury arising from any delivery. Goods can be extremely heavy, and it is the Buyer's responsibility to ensure the designated helpers are strong enough / fit enough to help with the delivery.
7.4 If agreed between the parties the Goods may be collected by the Buyer. Collection of Goods must take place within seven days of the agreed collection date. Thereafter the Buyer will incur storage charges at the rate currently applied by the Seller. Details of such storage charges may be obtained by the Buyer at his request from the Seller.
7.5 Upon collection of the Goods the Buyer shall be solely responsible for the size, weight and positioning of any load on his vehicle and shall fully indemnify the Seller against any claims or action arising there from.
8. Treatment, Storage of the goods and Fittings
8.1 All joinery supplies should be kept by the Buyer in a dry place, and if supplied in white should be primed or stained immediately upon receipt. Any subsequent cut surface must be primed or stained before fixing in position. Further decoration and any future maintenance of the Goods must be completed as soon as possible by the Buyer using a reputable system in accordance with the manufacturer’s recommendations. The Seller recommends that the Buyer employ only the services of qualified and experienced tradesmen for installation.
8.2 The paint used for fully finished items is an exceptionally durable interior paint, however as a specialist paint it takes up to three weeks to fully harden, so the please handle them very carefully during this period. The darker the colour the slower the paint hardens, so please be very careful with these. Once the three weeks have passed then the doors will be fully cured and thoroughly exceed the standards for the highest certification for interior kitchen use.
8.3 Primed only goods have two coats of stain resistant primer and they are sanded between coats. A final light sanding on site is recommend for a smooth finish.
9. Defective Goods, Returns and Refunds
9.1 Upon receipt, the Seller requires the Buyer to examine the goods and the Buyer will in any case be deemed to have done so.
9.2 All defects or missing items must be advised within 48 hours of delivery. This does not cover accidental damage, damage in transit or general wear and tear.
Problems associated with natural wood products are not covered in anyway including movement, cracks, shakes, moisture etc. Natural variations in the colour or texture of wood are not to be considered as defects. Hairline cracks in Painted Doors occur due to movement in the timber, which is a natural occurrence due to the nature of the wood. This movement will be increased depending on moisture and humidity levels and temperature levels, therefore any hairline cracks that may develop are not considered a defect.
9.3 Where the Buyer wishes to return the goods to the Seller, the Seller shall accept return of the goods subject to the following:
9.3.1 Notification being given by the Buyer to the Seller within 48 hours of delivery of the goods;
9.3.2 The goods being returned by the Buyer to the Seller in the same condition that they were received by the Buyer. If the Buyer fails to take reasonable care of the products while they are in the Buyer’s possession and return them to in a damaged state, action may be taken against the Buyer to recover any loss in value of the products arising from the breach of this statutory duty;
9.3.3 Should the Seller accept the wish of the Buyer to return the goods after the initial 7 working day period, payment by the Buyer to the Seller of a Handling Charge of 25% of the price of the goods applies;
9.3.4 Payment by the Buyer of the costs of carriage of the goods from the Buyer to the Seller, however, on inspection the Seller will refund the reasonable postage cost, providing the goods are found to be faulty. If the goods are not faulty, the Seller will return them to the Buyer, however, the Buyer will be required to cover the Seller’s reasonable postage costs.
9.3.5 Refunds will be made within 30 days of receiving notification that the Buyer wishes to return the goods to the Seller.
9.4 The Seller is under no obligation to exchange goods ordered by mistake or incorrectly.
9.5 If an exchange is necessary, this will be arranged without unreasonable delay and without charge. Replacement goods will not be dispatched until the original goods have been received and checked by the Seller.
9.6 The Seller’s liability will be to replace the faulty goods only and the Seller is unable to guarantee an exact match.
9.7 The Buyer cannot cancel if the Goods are made specifically for the Buyer, or the Buyer have installed or laid them or used them.
9.8 The Seller shall accept no liability in respect of any defect or damage arising from fair wear and tear, willful damage, negligence, abnormal working conditions, defective or poor installation, mis-use or alteration or repairs of the goods (unless undertaken by the Seller).
10. Risk and Title
10.1 The Goods shall be at the Buyer’s risk as from delivery.
10.2 Title to the Goods remains with the Seller and will not pass to the Buyer until the Seller is paid for all the Goods and/or Services and no other amounts are owed by the Buyer to the Seller in respect of other Goods or Services.
10.3 Until title in the Goods passes to the Buyer in accordance with clause 11.2 the Buyer shall hold the Goods and each of them on a fiduciary basis as a bailee for the Seller. The Buyer shall store the Goods (at no cost to the Seller) separately from all other goods in its possession and marked in such a way that they are clearly identified as the Seller’s property.
10.4 The Seller shall be entitled to recover the price for the Goods (plus VAT) notwithstanding that the title in any of the Goods has not passed from the Seller.
10.5 Until such time as title in the Goods passes from the Seller the Buyer shall on request deliver up such of the Goods as have not ceased to be in existence or re-sold to the Seller. If the Buyer fails to do so the Seller may enter upon any premises owned occupied or controlled by the Buyer where the Goods are situated and re-possess the Goods.
10.6 The Buyer shall not pledge or in any way charge by way of security for any indebtedness any of the Goods which are the property of the Seller. Without prejudice to the other rights of the Seller, if the Buyer does so all sums whatever owing by the Buyer to the Seller shall forthwith become due and payable.
10.7 The Buyer must insure the Goods against all insurable risks for the price due to the Seller for the Goods.
11. Notices
Any notice under or in connection with these Conditions shall be in writing and shall be served by first class post or hand on the party or sent by recorded delivery or e-mail at or to the address of the party as set out in the contract.
12. Enforceability
Should any provisions of these Conditions be held by a competent authority to be invalid or unenforceable in whole or in part the validity of the remaining provisions shall not therefore be affected.
13. Jurisdiction and Arbitration
This contract is subject to the law of England and Wales and all disputes arising out of this contract shall be subject to the jurisdiction of the courts of England and Wales.