ONLINE TERMS AND CONDITIONS OF SUPPLY FOR ACCOUNT CUSTOMERS
STANDARD TERMS AND CONDITIONS FOR THE SUPPLY OF GOODS AND SERVICES FOR ACCOUNT CUSTOMERS
1.1 In these Conditions, the following definitions apply:
Acceptance Notice: the Company’s written acknowledgement of the Order in the form determined by the Company from time to time and which incorporates these Conditions by way of hyperlink or website address; www.trenthamfencing.co.uk
Company: Trentham Fencing Limited registered in England & Wales (Company No: 02381127) whose registered office is 17 - 19 Church Lane, Hanford, Stoke-on-Trent, ST4 4QB;
Conditions: these terms and conditions;
Contract: the contract between the Company and the Customer for the supply of Goods and/or Services in accordance with these Conditions;
Customer: the person or firm who purchases the Goods and/or Services from the Company;
Event of Force Majeure: has the meaning given to it in Condition 14;
Goods: the goods (or any part of them) set out in the Order;
IPRs: all patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world;
Order: The Customer's order for the supply of Goods and/or Services either set out in writing or given verbally by the Customer to the Company;
Services: the services to be provided by the Company where the Goods are to be manufactured to a Specification, or installed by the Company at the Customer's premises, as set out in the Order or agreed between the parties from time to time;
Specification: any specification for the Goods (including any relevant plans or drawings) either provided by the Customer or the Company and agreed between the Company and the Customer.
1.2 In these Conditions, the following rules apply:
1.2.1 a person includes a natural person, company, LLP corporate firm, partnership, joint venture, association, trust and a reference to a party includes its personal representatives, successors and permitted assigns;
1.2.2 the singular includes the plural and vice versa; the masculine includes the feminine and neuter and vice versa:
1.2.3 a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted and any subordinate legislation made under it;
1.3 References to include, includes and in particular or anything similar are illustrative only and none of them shall limit the sense of the words preceding or following them and each of them shall be deemed to incorporate the expression without limitation.
1.4 A reference to writing or written includes faxes and email.
ACCEPTANCE OF ORDERS
2.1 These Conditions shall apply to all Orders for Goods and/or Services received by the Company. The Contract, together with the Order and the Acceptance Notice, constitutes the entire agreement between the parties and the Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Company which is not set out in the Contract. No other conditions whether or not inconsistent with these Conditions shall apply to the Contract.
2.2 Each Order constitutes an offer by the Customer to purchase the Goods and/or Services upon these Conditions. A Contract shall not be formed until the Customer is provided with an Acceptance Notice by the Company, on which date the Contract will come into existence (Commencement Date). The Contract will only relate to those Goods and/or Services set out in the Acceptance Notice.
2.3 All Contracts are subject to these Conditions. No variation of these Conditions will be accepted by the Company unless previously agreed in writing by the Company. The Company reserves the right to refuse any Order without providing a reason.
2.4 Any samples, drawings, descriptive matter or advertising issued by the Company and any descriptions of the Goods or illustrations or descriptions of the Services contained in the Company's catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods and/or Services described in them.
They shall not form part of the Contract or have any contractual force. For the avoidance of doubt, the Company may change such samples, drawings, descriptions of illustrations from time to time.
2.5 Any quotation given by the Company shall not constitute an offer, and is only valid for a period of 30 days from its date of issue.
2.6 All of these Conditions shall apply to the supply of both Goods and Services except where application to one or the other is specified.
CUSTOMER'S AUTHORITY Customers entering into transactions with the Company expressly warrant that they are authorised to accept and are accepting these Conditions not only for themselves but also as agents for and on behalf of all other persons who are, or may become, interested in the Company's goods, whether in whole or part.
DETAILS AND SPECIFICATIONS
4.1 To the extent that the Goods are to be manufactured in accordance with a Specification supplied by the Customer, the Customer shall indemnify the Company against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses) suffered or incurred by the Company in connection with any claim made against the Company for actual or alleged infringement of a third party's IPRs arising out of or in connection with the Company's use of the Specification. This Condition 4.1 shall survive termination of the Contract.
4.2 The Company reserves the right to amend any Goods and Specifications if required by any applicable statutory or regulatory requirements.
5.1 The price for Goods shall be the price set out in the Company's quotation [and/or Acceptance Notice]. The price of the Goods is exclusive of all costs and charges of packaging, insurance, transport of the Goods, which shall be paid by the Customer when it pays for the Goods.
5.2 The charges for Services shall be on a time and materials basis as set out in Company's quotation [and/or Acceptance Notice]. The Company shall be entitled to charge the Customer for any expenses reasonably incurred by the individuals whom the Company engages in connection with the Services including, but not limited to, travelling expenses, hotel costs, subsistence and any associated expenses, and for the cost of services provided by third parties and required by the Company for the performance of the Services, and for the cost of any materials.
5.3 The Company reserves the right to increase the price of the Goods and/or Services, by giving notice to the Customer at any time before delivery, to reflect any increase in the cost of the Goods and/or Services to the Company that is due to:
5.3.1 any factor beyond the control of the Company (including foreign exchange fluctuations, increases in taxes and duties, and increases in labour, materials and other manufacturing costs);
5.3.2 any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Specification; or
5.3.3 any delay caused by any instructions of the Customer in respect of the Goods or Specification or failure of the Customer to give the Company adequate or accurate information or instructions in respect of the Goods or Specification.
5.4 In respect of Goods, the Company shall invoice the Customer on or at any time after despatch. In respect of Services, the Company shall invoice the Customer on completion of each particular Services to which the invoice relates.
5.5 All prices quoted are subject to VAT at the prevailing standard rate.
6.1 Subject to any specific payment terms set out in the [Company’s written quotation or] Acceptance Notice, payment of account is to be received by the Company within 30 days from the date of each and every invoice. If any sum payable is not paid when due, that sum will bear interest from the due date until payment is made in full in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 and the Company will be entitled to suspend delivery of Goods and/or the provision of Services of subsequent contracts and revise any agreed discounts until the outstanding amount has been received. Time for payment shall be of the essence of the Contract.
6.2 The Customer shall pay all amounts due under the Contract in full without any deduction or withholding except as required by law and the Customer shall not be entitled to assert any credit, set-off or counterclaim against the Company in order to justify withholding payment of any such amount in whole or in part. The Company may, without limiting its other rights or remedies, set off any amount owing to it by the Customer against any amount payable by the Company to the Customer.
CANCELLATION OF ORDERS The Company will use reasonable endeavours to meet Customers' individual requirements but the Company shall be under no obligation to accept cancellation or amendment to any Contract or any part of a Contract. Where such cancellation or amendment to a Contract is agreed by the Company, it is on the understanding that a cancellation or amendment charge may be levied.
DELIVERIES AND CARRIAGE
8.1 All Goods will be despatched by the most appropriate route. Where a Customer suggests an alternative route or places an Order outside the normal schedule the Company shall have the right to charge the entire cost of delivery, irrespective of the value of the Order.
8.2 The Company may deliver the Goods by instalments, which may be invoiced and paid for separately. References in these Conditions to delivery of the Goods shall, where applicable, be read as to include reference to delivery of the Goods by instalments. Each instalment shall constitute a separate contract so that any delay or defect in an instalment shall not entitle the Customer to terminate any other instalment.
8.3 Deliveries will be made to the Customer’s goods inwards area at the stated delivery address. Any special delivery requirements or difficulties in delivering (e.g. narrow doorways, stairs, restricted access) should be made known to the Company at the time of placing the Order and may be subject to additional costs. The Company cannot accept responsibility for any difficulties in delivery as a consequence of information or lack of information supplied by the Customer.
8.4 The Company will use reasonable endeavours to deliver the Goods within the time agreed when the Company accepts an Order and, if no time is agreed, then within a reasonable time, but the time of delivery is not of the essence. The Company shall not be liable for any delay in delivery that is caused by the Customer's failure to provide the Company with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
8.5 If the Company fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. The Company shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by the Customer's failure to provide the Company with adequate delivery instructions for the Goods or any relevant instruction related to the supply of the Goods.
8.6 If the Customer fails to accept or take delivery of the Goods within 7 days of the Company notifying the Customer that the Goods are ready, then except where such failure or delay is caused by an Event of Force Majeure or by the Company's failure to comply with its obligations under the Contract in respect of the Goods:
8.6.1 delivery of the Goods shall be deemed to have been completed at 9.00 am on the 8th day following the day on which the Company notified the Customer that the Goods were ready; and
8.6.2 the Company shall store the Goods until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).
8.7 Upon the expiry of four weeks after the Company notified the Customer that the Goods were ready for delivery the Customer has not accepted or taken delivery of them, the Company may resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Goods or charge the Customer for any shortfall below the price of the Goods.
8.8 The Company may deliver the Goods by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.
RISK AND RETENTION OF TITLE
9.1 All Goods supplied by the Company to the Customer shall remain the property of the Company until such time as the Company receives payment in full for the Goods and of all other moneys due to the Company from the Customer. After delivery of the Goods to the Customer the Goods shall be at the Customer's risk and the Customer shall insure those Goods against loss or damage.
9.2 Until title to the Goods has passed to the Customer, the Customer shall:
9.2.1 hold the Goods on a fiduciary basis as the Company's bailee;
9.2.2 store the Goods separately from all other goods held by the Customer so that they remain readily identifiable as the Company's property;
9.2.3 not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
9.2.4 maintain the Goods in satisfactory condition;
9.2.5 notify the Company immediately if it becomes subject to any of the events listed in Conditions 20.1.3 to 20.1.11 (inclusive); and
9.2.6 give the Company such information relating to the Goods as the Company may require from time to time,
but the Customer may [resell or] use the Goods in the ordinary course of its business.
9.3 Until such time as title in the Goods shall pass to the Customer in accordance with the foregoing provision, the Customer becomes subject to any of the events set out in Conditions 20.1.3 to 20.1.11 (inclusive) or the Company reasonably believes such event is about to happen and notifies the Customer accordingly, then without limiting any other right or remedy the Company has, the Company shall be entitled at any time to require the Customer to deliver up the Goods, and if the Customer fails to do so promptly, to repossess the Goods whether with or without notice and the Company and its employees or agents shall have the right at any time to enter upon the premises of the Customer for the purpose of effecting such repossession.
SUPPLY OF SERVICES
10.1 The Company shall provide the Services to the Customer in accordance with the Specification in all material respects.
10.2 The Company shall use all reasonable endeavours to meet any performance dates for the Services specified in the Company's quotation or the Specification, but any such dates shall be estimates only and time shall not be of the essence for the performance of the Services.
10.3 The Company shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services, and the Company shall notify the Customer in any such event.
10.4 The Company warrants to the Customer that the Services will be provided using reasonable care and skill.
10.5 The Company shall where indicated in its quotation or the Acceptance Notice, use its reasonable endeavours to produce a sample of the Goods within any timescales set out in such documents and where no time scales are set out, as soon as reasonably practicable after the Commencement Date. The Company shall submit the sample to the Customer for approval prior to production of of the Goods. The Company shall not be obliged to commence manufacture of the Goods until the Customer has communicated its approval of the sample to the Company in writing. Approval shall not be unreasonably withheld or delayed by the Customer and, once given, shall constitute irrevocable confirmation that the Goods manufactured in conformity with the sample (or differing only within normal industrial limits) will comply with the Specification and will meet the requirements of quality specified in Condition 15.1.1, except in respect of defects which are not capable of being revealed on reasonable inspection by the Customer.
10.6 Subject to the Customer’s approval of samples of the Goods under Condition 10.5, the Company shall during the period of the relevant Contract(s) manufacture in accordance with the Specification and supply to the Customer, and the Customer shall purchase, such volumes of the Goods as set out in the quotation or Acceptance Notice. Any further Contract for the same shall not require the Company to produce and supply a sample in accordance with Condition 10.5, however the remaining provisions of Condition 10.5 shall continue to apply to such Contract.
11.1 The Customer shall:
11.1.1 ensure that the terms of the Order and (if submitted by the Customer) the Specification are complete and accurate;
11.1.2 co-operate with the Company in all matters relating to the Services;
11.1.3 provide the Company, its employees, agents, consultants and subcontractors, with access to the Customer's premises, office accommodation and other facilities as reasonably required by the Company to provide the Services or otherwise for the purposes of these Conditions;
11.1.4 provide the Company with such information and materials as the Company may reasonably require to supply the Services, and ensure that such information is accurate in all material respects;
11.1.5 prepare the Customer's premises for the supply of the Services;
11.1.6 obtain and maintain all necessary licences, permissions and consents which may be required for the Services before the date on which the Services are to start;
11.1.7 keep and maintain all materials, equipment, documents and other property of the Company at the Customer's premises in safe custody at its own risk, maintain the same in good condition until returned to the Company, and not dispose of or use the same other than in accordance with the Company's written instructions or authorisation.
11.2 If the Company's performance of any of its obligations in respect of the Services is prevented or delayed by any act or omission by the Customer or failure by the Customer to perform any relevant obligation (Customer Default):
11.2.1 the Company shall without limiting its other rights or remedies have the right to suspend performance of the Services until the Customer remedies the Customer Default, and to rely on the Customer Default to relieve it from the performance of any of its obligations to the extent the Customer Default prevents or delays the Company's performance of any of its obligations;
11.2.2 the Company shall not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from the Company's failure or delay to perform any of its obligations as set out in this Condition 11.2; and
11.2.3 the Customer shall reimburse the Company on written demand for any costs or losses sustained or incurred by the Company arising directly or indirectly from the Customer Default.
INTELLECTUAL PROPERTY RIGHTS
12.1 All IPRs in or arising out of or in connection with the Services shall be owned by the Company, including any IPRs in the Specification where prepared by the Company.
12.2 The Customer acknowledges that, in respect of any third party IPRs in the Services, the Customer's use of any such IPRs is conditional on the Company obtaining a written licence from the relevant licensor on such terms as will entitle the Company to license such rights to the Customer.
13.1 A party (Receiving Party) shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to the Receiving Party by the other party (Disclosing Party), its employees, agents or subcontractors, and any other confidential information concerning the Disclosing Party's business or its products or its services which the Receiving Party may obtain. The Receiving Party shall restrict disclosure of such confidential information to such of its employees, agents or subcontractors as need to know it for the purpose of discharging the Receiving Party's obligations under the Contract, and shall ensure that such employees, agents or subcontractors are subject to obligations of confidentiality corresponding to those which bind the Receiving Party. This Condition 13 shall survive termination of the Contract.
13.2 The obligations of confidentiality detailed in Condition 13.1 shall not apply to any confidential information which the Receiving Party can show:
13.2.1 is or subsequently comes into the public domain other than by breach of the Receiving party's obligations under these Conditions;
13.2.2 the disclosure is required by law, regulation or order of a court of competent jurisdiction.
The Company will not be liable to the customer for any failure or delay in delivery of the Goods or provision of the Services if it is due to any event beyond the reasonable control of the Company, including strikes, lock-outs or other industrial disputes (whether involving the Company's workforce or not), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors (an Event of Force Majeure). The Company will be entitled to a reasonable extension of time for performing such obligations and shall not be liable for any loss or damage occasioned to the Customer thereby.
WARRANTY AND WARRANTY PERIOD
15.1 The Company warrants that on delivery, and for a period of 12 months from the date of delivery (Warranty Period), save where the original manufacturer specifies an alternative warranty, in which case the Customer will only be entitled to the benefit and/or limitation of such warranty given by the manufacturer, the Goods shall:
15.1.1 conform in all material respects with their description and any applicable Specification;
15.1.2 be free from material defects in design, material and workmanship;
15.1.3 be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and
15.1.4 be fit for any purpose held out by the Company.
15.2 The Customer may reject any Goods delivered to it that do not comply with Condition 15.1, provided that:
15.2.1 notice of rejection is given to the Company:
22.214.171.124 in the case of a defect or damage that is apparent on normal visual inspection, within 14 days of delivery;
126.96.36.199 in the case of a latent defect, within a reasonable time of the latent defect having become apparent provided the Goods are still within the Warranty Period; and
188.8.131.52 none of the events listed in Condition Error! Reference source not found. apply.
15.3 If the Customer fails to give notice of rejection in accordance with Condition 15.2, it shall be deemed to have accepted such Goods.
15.4 Subject to Condition 15.5, if:
15.4.1 the Customer gives notice in writing during the Warranty Period within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in Condition 15.1;
15.4.2 the Company is given a reasonable opportunity of examining such Goods; and
15.4.3 the Customer (if asked to do so by the Company) returns such Goods to the Company's place of business at the Company's cost;
the Company shall, at its option, repair or replace the defective Goods, or refund the price of the defective Goods in full.
15.5 The Company shall not be liable for the Goods' failure to comply with the warranty in Condition 15.1 or any other breach of the Conditions or term of a Contract if:
15.5.1 (in respect of a failure to comply with a warranty) the Customer makes any further use of such Goods after giving a notice in accordance with Condition 15.4.1;
15.5.2 it arises because the Customer failed to follow the Company's oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Goods or (if there are none) good trade practice;
15.5.3 it arises as a result of the Company following any drawing, design or Specification supplied by the Customer;
15.5.4 (in respect of a failure to comply with a warranty) the Customer alters or repairs such Goods without the written consent of the Company;
15.5.5 it arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions;
15.5.6 the Goods differ from their description or the Specification as a result of changes made to ensure they comply with applicable statutory or regulatory standards.
15.6 If, following the Company’s inspection of the Goods (pursuant to Condition 15.4.2) the Company determines that the breach of warranty has arisen as a result of any of the circumstances set out in Condition 15.5, then the Customer shall pay the [reasonable] costs and expenses incurred by the Company in relation to such inspection.
15.7 Where the Company agrees to remedy any defect in the Goods arising as a result of any of the circumstances set out in Condition 15.5, then the Customer shall pay the Company’s charges and expenses for such services at the Company’s standard rates from time to time.
15.8 Except as provided in this Condition 15 the Company shall have no liability to the Customer in respect of the Goods' failure to comply with the warranty set out in Condition 15.1.
15.9 The terms of these Conditions shall apply to any repaired or replacement Goods supplied by the Company under Condition 15.4.
15.10 Except as otherwise provided in this clause, the Company makes no other representations or warranties and expressly to the fullest extent permitted by law hereby excludes the same whether implied, statutory or otherwise especially as to the quality or fitness of the Goods for any particular purpose.
16.1 In the event of non-arrival of goods, the Customer must inform the Company within 14 days of the date of the invoice or advice of despatch, otherwise no claim can be considered.
LIMITATION OF LIABILITY: THE CUSTOMER'S ATTENTION IS PARTICULARLY DRAWN TO THIS CONDITION 17
17.1 Nothing in these Conditions shall limit or exclude the Customer's liability for:
17.1.1 death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
17.1.2 fraud or fraudulent misrepresentation;
17.1.3 breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession);
17.1.4 breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
17.1.5 defective products under the Consumer Protection Act 1987.
17.2 Subject to Condition 17.1:
17.2.1 the Company shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
17.2.2 the Company’s total liability to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 125% of the amount paid by the Customer for the Goods and/or Services that are the subject of the Contract.
17.3 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and the terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
17.4 This Condition 17 shall survive termination of the Contract.
The Customer shall not assign, transfer, charge, subcontract or otherwise deal in any other manner with all or any part of its rights or obligations under the Contract without the prior written consent of the Company.
Failure or neglect by either party to enforce at any time any of the provisions hereof shall not be construed nor shall be deemed to be a waiver of that party’s rights hereunder nor in any way affect the validity of the whole or any part of the Contract nor prejudice that party’s right to take subsequent action.
20.1 The Company may by written notice terminate the Contract without any liability if:
20.1.1 the Customer fails to pay any sum due under the Contract within thirty (30) days of any due date;
20.1.2 the Customer breaches any terms of these Conditions and fails to cure such breach within 30 days of written notice from the Company requiring that such breach be remedied;
20.1.3 the Customer suspends or threatens to suspend payment of its debts or becomes unable to pay its debts as they fall due (as defined in section 123 of the Insolvency Act 1986) or (being an individual) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986 or (being a partnership) has any partner to whom any of the foregoing apply;
20.1.4 the Customer commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors;
20.1.5 a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of the Customer;
20.1.6 the Customer (being an individual) is the subject of a bankruptcy petition or order;
20.1.7 a creditor or encumbrancer of the Customer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and such attachment or process is not discharged within  days;
20.1.8 an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over the Customer (being a company);
20.1.9 a floating charge holder over the assets of the Customer (being a company) has become entitled to appoint or has appointed an administrative receiver;
20.1.10 a person becomes entitled to appoint a receiver over the assets of the Customer or a receiver is appointed over the assets of the Customer;
20.1.11 any event occurs, or proceeding is taken, with respect to the other party in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in Condition 20.1.1 to Condition 20.1.10 (inclusive);
20.1.12 the Customer ceases or threatens to cease to carry on its business or a significant part of it; or
20.1.13 the Customer (being an individual) dies or, by reason of illness or incapacity (whether mental or physical), is incapable of managing his own affairs or becomes a patient under any mental health legislation.
20.2 Termination, howsoever or whenever occasioned shall be subject to and shall not:-
20.2.1 prejudice any rights and remedies the Company may have under these Conditions and/or any Contract or under the applicable law in respect of any breach of these Conditions and/or any Contract to the extent such rights or remedies have accrued or become available prior to such termination; or
20.2.2 relieve the Customer of any payment obligation that arose prior to termination and all outstanding invoices shall become immediately due.
20.3 Termination of the Contract shall not affect the coming into force nor the continuance in force of any terms of the Contract which are either expressly or by implication intended to come into or continue in force on or after such termination.
In the event that any Conditions shall be determined (in whole or in part) by any competent authority to be invalid, unlawful or unenforceable to any extent, such Condition or part thereof shall to that extent be severed from the remaining terms and conditions which shall continue to have full force and effect.
22.1.1 Any notice or other communication required to be given to a party under or in connection with this Contract shall be in writing and shall be delivered to the other party personally or sent by prepaid first-class post, recorded delivery or by commercial courier, at its registered office (if a company) or (in any other case) its principal place of business, or sent by fax to the other party's main fax number.
22.1.2 Any notice or other communication shall be deemed to have been duly received if delivered personally, when left at such address or, if sent by prepaid first-class post or recorded delivery, at 9.00 am on the second working day after posting, or if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed, or if sent by fax, on the next working day after transmission.
22.1.3 This Condition 22 shall not apply to the service of any proceedings or other documents in any legal action. For the purposes of this clause, "writing" shall not include e-mails and for the avoidance of doubt notice given under this Contract shall not be validly served if sent by e-mail.
22.2 No partnership: Nothing in these Conditions or any Contract is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way.
22.3 Third parties: A person who is not a party to the Contract shall not have any rights under or in connection with it.
These Conditions, any Contract and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by & construed according to the English law and the parties irrevocably submit to the exclusive jurisdiction of the English courts.
ONLINE TERMS AND CONDITIONS OF SUPPLY FOR NON-ACCOUNT CUSTOMERS
OUR TERMS OF SUPPLY (ONLINE SALES - CONSUMERS)
What these Terms cover. These terms and condition (together with the documents referred to) are the terms and conditions (the Terms) on which we supply any products listed on our website www.trenthamfencing.co.uk (our site) to you.
Why you should read them. Please read these Terms carefully before you submit your order to us. These Terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these Terms, please contact us to discuss this.
INFORMATION ABOUT US AND HOW TO CONTACT US
1.1 Who we are. We are Trentham Fencing Limited, a company registered in England and Wales under company number 02381127 and have our registered office at Trentham Fencing Limited, 17 - 19 Church Lane, Hanford, Stoke on Trent, ST4 4QB.
1.2 How to contact us. To contact us, please see our see our Contact page (and clause 19 below).
1.3 How we may contact you. If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order.
1.4 "Writing" includes emails. When we use the words "writing" or "written" in these Terms, this includes emails.
We only sell to the UK. Our site is only intended for use by people resident in the United Kingdom. We do not accept orders from (or deliver to) individuals outside the United Kingdom. If you are based outside of the United Kingdom, please do contact us and we will try our best to accommodate you.
HOW WE MAY USE YOUR PERSONAL INFORMATION
Requirements to order from us. By placing an order through our site, you must be:
(a) a consumer (please click here if you are a business); and
(b) at least 18 years old and legally capable of entering into a contract with us; and
(c) resident in the UK; and
(d) accessing our site from the UK.
YOUR ORDER & OUR CONTRACT WITH YOU
5.1 How to place your order. Our website shopping pages will guide you through the steps you need to take to place an order with us. Our order process allows you to check and amend any errors before submitting an order to us. Please take the time to read and check your order at each page of the order process.
5.2 Acknowledgement of your order / order number. After placing an order, you will receive an e-mail from us acknowledging that we have received your order. We will then send a separate confirmation once an order number has been generated for you (Order Acknowledgment). Please note that this does not mean that your order has been accepted, and all orders are subject to acceptance by us. The order number will help to identify your order and it would be helpful if you quote this whenever you contact us about your order.
5.3 How we will accept your order. The contract between us will be formed when your chosen Branch has contacted you, either by e-mail or telephone, and has agreed with you that it will fulfil your order and agreed the delivery/collection arrangements with you (subject always to clause 5.5).
5.4 What your order covers. The contract will relate only to those products for which we have generated an order number, confirmed in the Order Acknowledgment. We will not be obliged to supply any other products which may have been part of your order until the despatch of such products has been confirmed by your chosen Branch.
5.5 If we cannot accept your order. If we are unable to accept your order, we will inform you of this in writing and will not charge you for the product. This might be because the product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because we have identified an error in the price or description of the product or because we are unable to meet a delivery deadline you have specified. Your chosen Branch will contact you promptly in such an event, to discuss how you would like to proceed in these circumstances, which may include us:
(for out of stock items) ordering the products into your chosen Branch or another Branch within the network (in which case you accept there may be a delay in delivery to you); or offering you suitable alternative stock, either at the same price or at a different price. (If we have discovered an error in the price on the site, the difference in price will be dealt with in accordance with 14.5); or
cancelling your order and processing a refund to you for the price you paid for the products.
5.6 If you do not wish to continue with your order in accordance with 5.5, or we cannot offer you alternative stock, we will process a refund to you for the full amount you paid for the products which are not supplied (including any delivery costs charged) as soon as possible and no contract will come into existence.
6.1 Products may vary slightly from their pictures. The images of the products on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device's display of the colours accurately reflects the colour of the products. Your product may vary slightly from those images. Although we have made every effort to be as accurate as possible, because our products are often mixed and compiled by hand, all sizes,
weights, capacities, dimensions and measurements indicated on our website have a small tolerance.
6.2 Product packaging may vary. The packaging of products may vary from that shown on images on our website.
YOUR RIGHTS TO MAKE CHANGES
If you wish to make a change to the product you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the product, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.
OUR RIGHTS TO MAKE CHANGES
8.1 Minor changes to the products. We may change the product:
(a) to reflect changes in relevant laws and regulatory requirements; and
(b) to implement minor adjustments and improvements.
These changes will be notified to you at the time of supply and will not affect your use of the product.
8.2 More significant changes to the products. In addition, we may occasionally in certain cases have to make more significant changes to the product. If we do so, we will notify you in advance, and you may then contact us to end the contract and receive a full refund before the changes take effect.
PROVIDING THE PRODUCTS
9.1 Delivery costs. Each Branch offers free local delivery on the majority of orders, however, this may not always be available. If you require the Branch to deliver your order, you may be charged an additional delivery charge by the Branch. The Branch will confirm whether any additional delivery charge applies, and the amount of this charge.
9.2 When we will provide the products. Where we arrange to deliver products to you, delivery will be within 30 days after the date your chosen Branch has contacted you
and agreed to fulfil your order (under clause 5.3 above), or such shorter or longer period which the Branch agrees with you at that time.
9.3 We are not responsible for delays outside our control. If our supply of the products is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any products you have paid for but not received.
9.4 Collection by you. If you choose to collect the goods from your Branch, you must take the Order Acknowledgment with you as proof of payment. The Branch is under no obligation to release the products to you if you do not have your Order Acknowledgment or if you are unable to provide the credit or debit card that was used in connection with the order. You can collect from us at any time during our working hours for that Branch (which are usually 7.30am to 5.30pm on weekdays (excluding public holidays) and between 7.30am to 12 noon on Saturdays).
9.5 If you are not at home when the product is delivered. If no one is available at your address to take delivery and the products cannot be posted through your letterbox, we will leave you a note informing you of how to rearrange delivery, or collect the products from the chosen Branch.
9.6 If you do not re-arrange delivery. If you do not collect the products from us as arranged or if, after a failed delivery to you, you do not re-arrange delivery or collect them from the Branch, we will contact you for further instructions and may charge you for storage costs and any further delivery costs. If, despite our reasonable efforts, we are unable to contact you or re-arrange delivery or collection we may end the contract and clause 12.2 will apply.
9.7 Your legal rights if we deliver late. You have legal rights if we deliver any products late. If we miss the delivery deadline for any products then you may treat the contract as at an end straight away if any of the following apply:
(a) we have refused to deliver the products;
(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.
9.8 Setting a new deadline for delivery. If you do not wish to treat the contract as at an end straight away, or do not have the right to do so under clause 9.7, you can give us a new deadline for delivery, which must be reasonable, and you can treat the contract as at an end if we do not meet the new deadline.
9.9 Ending the contract for late delivery. If you do choose to treat the contract as at an end for late delivery under clause 9.7 or clause 9.8, you can cancel your order for any of the products or reject products that have been delivered. If you wish, you can reject or cancel the order for some of those products (not all of them), unless splitting them up would significantly reduce their value. After that we will refund any sums you have paid to us for the cancelled products and their delivery. If the products have been delivered to you, you must either return them in person to where you bought them, post them back to us or (if they are not suitable for posting) allow us to collect them from you. We will pay the costs of postage or collection. Please Contact us for a return label or to arrange collection.
9.10 When you become responsible for the product. The products will be your responsibility from the time we deliver them to the address you gave us or you (or a carrier organised by you) collect them from us.
9.11 When you own the products. You own a product once we have received payment in full.
9.12 What will happen if you do not give required information to us. We may need certain information from you so that we can supply the products to you. If so, this will have been stated in the description of the products on our website. We will contact you in writing to ask for this information. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (and clause 12.2 will apply) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the products late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.
9.13 Reasons we may suspend the supply of products to you. We may have to suspend the supply of a product to:
(a) deal with technical problems or make minor technical changes;
(b) update the product to reflect changes in relevant laws and regulatory requirements;
(c) make changes to the product as requested by you or notified by us to you (see clause 8).
9.14 Your rights if we suspend the supply of products. We will contact you in advance to tell you we will be suspending supply of the product, unless the problem is urgent or an emergency. If we have to suspend the product for longer than 3 weeks, we will adjust the price so that you do not pay for products while they are suspended. You may contact us to end the contract for a product if we suspend it, or tell you we are going to suspend it, in each case for a period of more than 3 week and we will refund any sums you have paid in advance for the product in respect of the period after you end the contract.
9.15 We may also suspend supply of the products if you do not pay. If you do not pay us for the products when you are supposed to (see clause 14.7) and you still do not make payment within 7 days of us reminding you that payment is due, we may suspend supply of the products until you have paid us the outstanding amounts. We will contact you to tell you we are suspending supply of the products. We will not suspend the products where you dispute the unpaid invoice (see clause 14.8). We will not charge you for the products during the period for which they are suspended.
YOUR RIGHTS TO END THE CONTRACT
10.1 You can always end your contract with us. Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing and when you decide to end the contract:
(a) If what you have bought is faulty or mis-described you may have a legal right to end the contract (or to get the product repaired or replaced or to get some or all of your money back), see clause 13;
(b) If you want to end the contract because of something we have done or have told you we are going to do, see clause 10.2;
(c) If you have just changed your mind about the product, see clause 10.3. You may be able to get a refund if you are within the cooling-off period, but this
may be subject to deductions and you will have to pay the costs of return of any goods;
(d) In all other cases (if we are not at fault and there is no right to change your mind), see clause 10.6.
10.2 Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at (a) to (e) below the contract will end immediately and we will refund you in full for any products which have not been provided and you may also be entitled to compensation. The reasons are:
(a) we have told you about an upcoming change to the product or these Terms which you do not agree to;
(b) we have told you about an error in the price or description of the product you have ordered and you do not wish to proceed;
(c) there is a risk that supply of the products may be significantly delayed because of events outside our control;
(d) we have suspended supply of the products for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than 3 weeks; or
(e) you have a legal right to end the contract because of something we have done wrong (including because we have delivered late (see clause 9.9).
10.3 Exercising your right to change your mind (Consumer Contracts Regulations 2013). For most products bought online you have a legal right to change your mind within 14 days and receive a refund. These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in these Terms.
10.4 When you don't have the right to change your mind. You do not have a right to change your mind in respect of any of our products which:
(a) have been made specially to your requirements or specifications, or are clearly personalised;
(b) are sealed for health protection or hygiene purposes, once these have been unsealed after you receive them;
(c) are liable to deteriorate or expire rapidly; or
(d) which become mixed inseparably with other items after their delivery.
10.5 How long do I have to change my mind? How long you have depends on how products you ordered are delivered. You have 14 days after the day you (or someone you nominate) receives the goods, unless:
(a) your goods are split into several deliveries over different days. In this case you have until 14 days after the day you (or someone you nominate) receives the last delivery to change your mind about the goods; or
(b) your goods are for regular delivery over a set period (for example regular supplies of products). In this case you have until 14 days after the day you (or someone you nominate) receives the first delivery of the goods.
10.6 Ending the contract where we are not at fault and there is no right to change your mind. If you do not have any other rights to end the contract (see clause 10.1), you can still contact us before it is completed and tell us you want to end it. If you do this the contract will end immediately and we will refund any sums paid by you for products not provided but we may deduct from that refund (or, if you have not made an advance payment, charge you) reasonable compensation for the net costs we will incur as a result of your ending the contract.
HOW TO END THE CONTRACT WITH US (INCLUDING IF YOU HAVE CHANGED YOUR MIND)
11.1 Tell us you want to end the contract. To end the contract with us, please let us know by doing one of the following:
(a) Online. Complete the cancellation form our website, which must include your order number.
(b) Phone or email. Call customer services or email us at your chosen Branch, the details for which will be included in our Dispatch Confirmation and can be found under the 'branch finder' tab on our website. Please provide your name, home address, your order number and, where available, your phone number and email address.
(c) By post. Print off the cancellation form and post it to us at the address of your
chosen Branch, (the details for which will be included in our Dispatch Confirmation and can be found under the 'branch finder' tab on our website. Or simply write to us as that address, including the information required in the form.
11.2 Returning products after ending the contract. If you end the contract for any reason after products have been dispatched to you or you have received them, you must return them to us. You must either return the goods in person to where you bought them, post them back to us or (if they are not suitable for posting) allow us to collect them from you. Please call customer services or email us at your chosen Branch, (the details for which will be included in our Dispatch Confirmation and can be found under the 'branch finder' tab on our website for a return label or to arrange collection. If you are exercising your right to change your mind you must send off the goods within 14 days of telling us you wish to end the contract.
11.3 When we will pay the costs of return. We will pay the costs of return:
(a) if the products are faulty or mis-described; or
(b) if you are ending the contract because we have told you of an upcoming change to the product or these Terms, an error in pricing or description, a delay in delivery due to events outside our control or because you have a legal right to do so as a result of something we have done wrong.
In all other circumstances (including where you are exercising your right to change your mind) you must pay the costs of return.
11.4 What we charge for collection. If you are responsible for the costs of return and we are collecting the product from you, we will charge you the direct cost to us of collection. The costs of collection will be the same as our charges for standard delivery.
11.5 How we will refund you. We will refund you the price you paid for the products including delivery costs, usually via SagePay using the method you used for payment. However, we may make deductions from the price, as described below. We are not obligated to refund you by any other method.
11.6 Deductions from refunds. If you are exercising your right to change your mind:
(a) we may reduce your refund of the price (excluding delivery costs) to reflect
any reduction in the value of the goods, if this has been caused by your handling them in a way which would not be permitted in a shop. If we refund you the price paid before we are able to inspect the goods and later discover you have handled them in an unacceptable way, you must pay us an appropriate amount.
(b) the maximum refund for delivery costs will be the costs of delivery by the least expensive delivery method we offer. For example, if we offer delivery of a product within 3-5 days at one cost but you choose to have the product delivered within 24 hours at a higher cost, then we will only refund what you would have paid for the cheaper delivery option.
11.7 When your refund will be made. We will make any refunds due to you as soon as possible. If you are exercising your right to change your mind then:
(a) If the products are goods and we have not offered to collect them, your refund will be made within 14 days from the day on which we receive the products back from you or, if earlier, the day on which you provide us with evidence that you have sent the products back to us. For information about how to return a product to us, see clause 11.2.
(b) In all other cases, your refund will be made within 14 days of you telling us you have changed your mind.
OUR RIGHTS TO END THE CONTRACT
12.1 We may end the contract if you break it. We may end the contract for a product at
any time by writing to you if:
(a) you do not make any payment to us when it is due and you still do not make payment within 7 days of us reminding you that payment is due;
(b) you do not, within a reasonable time of us asking for it, provide us with information that we request in writing from you which is necessary for us to provide the products; or
(c) you do not, within a reasonable time, allow us to deliver the products to you or collect them from us.
12.2 You must compensate us if you break the contract. If we end the contract in the situations set out in clause 12.1, we will refund any money you have paid in advance for products we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract.
12.3 We may withdraw the product. We may write to you to let you know that we are going to stop providing the product. We will let you know at least 1 month in advance of our stopping the supply of the product and will refund any sums you have paid in advance for products which will not be provided.
IF THERE IS A PROBLEM WITH THE PRODUCT
13.1 How to tell us about problems. If you have any questions or complaints about our products, please contact us. You can telephone our customer service team or email us at your chosen Branch, the details for which will be included in our Dispatch Confirmation and can be found under the 'branch finder' tab on our website, or write to us at our address contained in clause 1.1 above. Alternatively, please speak to one of our staff in-store at the Branch.
13.2 Summary of your legal rights. We are under a legal duty to supply products that are in conformity with this contract. See the box below for a summary of your key legal rights in relation to the product. Nothing in these Terms will affect your legal rights.
Summary of your key legal rights
This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
If your product is goods, the Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected life of your product your legal rights entitle you to the following:
up to 30 days: if your item is faulty, then you can get a refund.
up to six months: if your faulty item can't be repaired or replaced, then you're
entitled to a full refund, in most cases.
up to six years: if the item can be expected to last up to six years you may be
entitled to a repair or replacement, or, if that doesn't work, some of your money back.
13.3 Your obligation to return rejected products. If you wish to exercise your legal rights to reject products you must either return them in person to where you bought them, post them back to us or (if they are not suitable for posting) allow us to collect them from you. We will pay the costs of postage or collection. Please call customer services or email us at your chosen Branch, (the details for which will be included in our Dispatch Confirmation and can be found under the 'branch finder' tab on our website for a return label or to arrange collection.
PRICE AND PAYMENT
14.1 Where to find the price for the product. The price of the products will be as quoted on our site, or agreed between you and us from time to time. We take all reasonable care to ensure that the prices of our products are correct. However please see clause 14.5 for what happens if we discover an error in the price of the product you order.
14.2 We will pass on changes in the rate of VAT. Our prices are displayed both inclusive and exclusive of VAT. You will always be charged the price of products including VAT. If the rate of VAT changes between the date of your order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the products in full before the change in VAT takes effect.
14.3 Our prices do not include the price of delivery (if any) charged in accordance with clause 9.1 above.
14.4 Prices for our products may change from time to time, but changes will not affect any order which we have confirmed with an Order Acknowledgment.
14.5 What happens if we got the price wrong. It is always possible that, despite our best efforts, some of the products we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the product's correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the product's correct price at your order date is higher than the price stated, we will contact you for your instructions before we accept your order. If we accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may later
end the contract, refund you any sums you have paid and require the return of any goods provided to you.
14.6 How you must pay. We accept payment by credit or debit card. We accept payment with Visa, Visa Debit, Visa Delta, Mastercard, Mastercard Debit and Maestro cards and any other cards referred to on our website.
14.7 When you must pay. You must pay for the products and all applicable delivery charges before we dispatch them. We will not charge your credit or debit card until we dispatch the products to you.
14.8 What to do if you think an invoice is wrong. If you think an invoice is wrong please contact us promptly to let us know and we will not charge you interest until we have resolved the issue.
15.1 Terms of Manufacturer Guarantee/Warranty. Some of the products we sell to you come with a manufacturer's guarantee. For details of the applicable terms and conditions, please refer to the manufacturer's written guarantee provided with the products.
15.2 Legal rights not affected. A manufacturer's guarantee is in addition to, and does not affect, your legal rights in relation to products that are faulty or not as described. Advice about your legal rights is available from your local Citizens' Advice Bureau or Trading Standards office.
OUR WARRANTY FOR PRODUCTS
16.1 Our warranty. We guarantee that all products supplied will be of satisfactory quality and reasonably fit for all the purposes for which the products of the kind are commonly supplied. However, this warranty does not apply in the circumstances described in clause 16.2.
16.2 Warranty exclusions. The warranty in clause 16.1 does not apply to any defect in the products 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 products in accordance with the user instructions; or
(d) any alteration or repair by you or a third party who is not one of our authorised repairers.
16.3 Legal rights not affected. As a consumer, this warranty is in addition to your legal rights in relation to products that are faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.
OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
17.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
17.2 We are not liable for business losses. We only supply the products to you under these Terms for domestic and private use. If you use the products for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
OTHER IMPORTANT TERMS
18.1 We may transfer this agreement to someone else. We may transfer our rights and obligations under these Terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.
18.2 You need our consent to transfer your rights to someone else (except that you can always transfer our guarantee). You may only transfer your rights or your obligations under these Terms to another person if we agree to this in writing. However, you may transfer our guarantee on a product to any person who has acquired the product. We may require the person to whom the guarantee is transferred to provide reasonable evidence that they are now the owner of the relevant item or property.
18.3 Nobody else has any rights under this contract (except someone you pass your guarantee on to). This contract is between you and us. No other person shall have any rights to enforce any of its terms, except as explained in clause 18.2 in respect of our guarantee. Neither of us will need to get the agreement of any other person in order to end the contract or make any changes to these Terms.
18.4 If a court finds part of this contract illegal, the rest will continue in force. 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 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.
18.6 Which laws apply to this contract, and where you may take legal action. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.
18.7 Alternative dispute resolution. Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact the alternative dispute resolution provider we use. You can submit a complaint to the EU Online Dispute Resolution (ODR) platform via their website at http://ec.europa.eu/odr. EU Online Dispute Resolution (ODR) will not charge you for making a complaint and if you are not satisfied with the outcome you can still bring legal proceedings. Before going through the EU Online Dispute Resolution (ODR) process, please contact our Customer Services team at firstname.lastname@example.org or by telephone on 01782 838620 who will try and resolve any issue or complaint you may have in the first instance.
19.1 How to make a complaint. We are very proud of our high standards of customer service however, in the event that we fail in meeting these standards, please inform your chosen Branch using the contact details contained in your Order Acknowledgment.
19.2 Escalation of your compliant to us. In the event that the Branch is unable to provide a satisfactory resolution, please escalate your complaint to us at Trentham Fencing Limited, 17 - 19 Church Lane, Hanford, Stoke on Trent, ST4 4QB or by calling 01782 644165. We aim to always be able to deal with a complaint as soon as possible and make every effort to reach a satisfactory conclusion on your behalf in order to retain your valued custom.
OUR RIGHT TO VARY THESE TERMS
20.1 We amend these Terms from time to time. Every time you order products from us, the Terms in force at the time of your order will apply to the contract between you and us.
20.2 Reasons for revising these Terms. We may revise these Terms from time to time in the following circumstances:
(a) changes in how we accept payments from you;
(b) changes in market conditions affecting our business;
(c) changes in technology;
(d) changes in relevant laws and regulatory requirements; and
(e) changes in our system's capability.
20.3 What happens if we have to revise these Terms. If we have to revise these Terms as they apply to your order, we will contact you to give you reasonable advance notice of the changes and let you know how to cancel the contract if you are not happy with the changes. You may cancel either in respect of all the affected products or just the products you have yet to receive. If you opt to cancel, you will have to return (at our cost) any relevant products you have already received and we will arrange a full refund of the price you have paid, including any delivery charges.