Terms & Conditions
Terms and Conditions
You should print a copy of these Terms for future reference.
These Terms, and any Contract between us, are only in the English language.
When the following words with capital letters are used in these Terms, this is what they will mean;
"Bespoke Products" means bespoke or custom-made Products supplied by Us specifically for You to Your Specification;
"Business Customer" means a person who is making a Contract in the course of business;
"Business Days" means a day (other than a Saturday, Sunday or public holiday) when UK clearing banks in the City of London are open for general business;
"Consumer" means a person who is not making a Contract in the course of business;
"Event Outside Our Control" has the meaning given in clause 24;
"Installation Location" the residential property, retail premises, business premises or other location in which the Wood Floor Products are to be installed;
"Order" means Your order for the Products;
"Other Products" means any Products other than the Wood Floor Products supplied by Us to You;
"Products" means any products including the Wood Floor Products and the Other Products that We agree to sell to You including any part or parts of them, components, or materials incorporated into them;
"Specification" means any specification for the Products, including any related plans and drawings, that are agreed in writing by Us;
"Terms" means the standard terms and conditions of set out in this document;
“Trade Marks” means any trade name, business name or trade mark, used or owned by Us, whether registered or otherwise;
"We/Our/Us" means Havwoods Limited (Co Reg No. 0122530) with Our registered office at Carnforth Business Park, Oakwood Way, Carnforth LA5 9FD. Our VAT number is GB156277742;
"Wood Floor Products" means the wood flooring (if any) supplied by Us to You;
"You/Your" means the person or firm who purchases the Products from Us.
1.1 A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it.
1.2 Words in the singular include the plural and in the plural include the singular.
1.3 A reference to one gender includes a reference to the other gender.
1.4 Condition headings do not affect the interpretation of these conditions.
1.5 A reference to a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.6 Where the Terms state that a particular clause or section of a clause shall only apply to Consumers or Business Customers, that clause or section of a clause shall only apply to Consumers or Business Customers (as applicable) otherwise the Terms shall apply to both Consumers and Business Customers.
2. OUR CONTRACT WITH YOU
2.1 You must ensure that the details of Your Order for the Products are complete and accurate before You submit the Order. If You think that there is a mistake, please contact Us to discuss.
2.2 If You require that profiles of tongue and groove in the Wood Floor Products match, You must inform Us that this is the case upon placing Your Order.
2.3 If We choose to accept Your Order for the Products in accordance with clause 2.6, these Terms will become binding on You and Us, and a Contract will come into existence between You and Us.
2.4 Any quotation for the Products is valid for a period of 30 days only from the date that it is issued, provided that We have not previously withdrawn it.
2.5 If You place an Order for a Product and we are unable to supply it, for example because that Product is not in stock or no longer available or because of an error in the price on Our Site (as defined in clause 3.1), We will inform You of this by email or telephone and We will not process Your Order. If You have already paid for the Products, We will refund You the full amount as soon as possible.
2.6 When You submit the Order to Us or accept Our quotation (whether by email, telephone or otherwise), this does not mean that We have accepted Your Order for the Products. Our acceptance of Your Order shall not take place until We issue You with written acceptance of the Order ("Order Confirmation"), or deliver the Products (if earlier).
2.7 We may revise these Terms from time to time in the following circumstances:
(a) changes in how We accept payment from You;
(b) changes in relevant laws and regulatory requirements; and
(c) changes in the way We trade.
2.8 No change in these Terms will grant You any retrospective right or action against Us in respect of any previous Contract.
2.9 These Terms apply to all Our sales and any variation to these Terms and any representations about the Products shall have no effect unless expressly agreed in writing and signed by one of Our authorised representatives.
3. INFORMATION ABOUT US
3.1 We operate the website www.havwoods.co.uk ("Site"). We are Havwoods Limited, a company registered in England and Wales under company number 01225320 and Our registered office at Carnforth Business Park, Oakwood Way, Carnforth LA5 9FD. Our VAT number is GB156277742.
3.2 To contact Us, please see Our Contact Us page.
4. USE OF OUR WEBSITE
Your use of Our Site is governed by Our Terms of Website Use which can be found at www.havwoods.co.uk/search/terms-of-website-use and Our Website Acceptable Use policy which can be found at www.havwoods.co.uk/search/website-acceptable-use-policy. Please take the time to read these, as they include important terms which apply to You.
5. HOW WE USE YOUR PERSONAL INFORMATION
6. IF YOU ARE A CONSUMER
This clause 6 only applies if You are a Consumer.
6.1 If You are a Consumer, You may only purchase Products from Us if You are at least 18 years old.
6.2 As a Consumer, You have 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. Nothing in these Terms will affect these legal rights.
7. DESCRIPTION & MATERIAL SPECIFICATION
7.1 The quantity and description of the Products shall be as set out in the Company's quotation or Order Confirmation.
7.2 Any samples, drawings, images, descriptive matter, or advertising produced by the Us and any descriptions or illustrations contained in Our catalogues, websites (including the Site) or brochures ("Our Literature") are produced for the sole purpose of giving an approximate idea of the Products described in them. They shall not form part of the Contract or have any contractual force.
7.3 The images of the Products are for illustrative purposes only. Although We have made every effort to display the colours accurately, We cannot guarantee that Your computer's display of the colours will accurately reflect the colour of the Products. Your Products may vary slightly from those images.
7.4 The packaging of the Products may vary from that shown on images.
7.5 Although We have made every effort to be as accurate as possible, all sizes, weights, capacities, dimensions and measurements indicated in Our Literature or elsewhere are approximate only save that:
(a) the thickness of the Wood Floor Products quoted is accurate plus or minus 2mm; and
(b) the width of the Wood Floor Products quoted is accurate plus or minus 5mm.
7.6 Due to the nature of the Wood Floor Products, We cannot guarantee:
(a) the moisture content of the Wood Floor Products which will vary from batch to batch;
(b) the profiles of tongue and groove which will vary from batch to batch;
(c) the colour and consistency of the Products, which may vary from any samples and change as a result of the passage of time.
7.7 We are entitled to supply an alternative Product to match as closely as possible to the Products that You have ordered. We will provide You with reasonable notice as soon as this becomes apparent and You will have the option to accept the alternate Product or cancel Your Order.
7.8 You and/or the Wood Floor Product installer shall be responsible for determining whether the Products are fit for purpose where they are to be used for a particular or special purpose and whether they are suitable for the intended Installation Location and You agree, acknowledge and accept that We are a supplier of the Products only and nothing is to be taken as a warranty, representation or otherwise that We have provided any design advice or installation instruction upon which You are entitled to place any reliance.
7.9 We are not responsible for installing the Products and subject to clauses 21.2 and 22.4, We shall have no liability for any damage to the Products or any other property, person or otherwise caused during the installation of the Products. Any guidelines or instructions that We may provide in relation to installation are to act as a manufacturers guide only are not Installation Location or Product specific and should not be relied upon for the proper installation of the Products, which should be carried out by an appropriately skilled professional.
7.10 You shall be responsible for ensuring that the Products are fully and properly maintained, including but not limited to:
(a) (in the case of Business Customers) by the development and implementation of a proper maintenance schedule in accordance with the British Standard Institute Code of Practice for installation of flooring of wood and wood based panels (BS: 8201:2011) as issued from time to time;
(b) (in the case of Consumers and Business Customers) by ensuring that the Products are maintained at the appropriate humidity level;
(c) (in the case of Consumers and Business Customers) by ensuring that the Wood Floor Products are adequately protected against damage (including but not limited to scratches, dents and scuff marks) including but not limited to by sanding, sealing and using cloth furniture protectors in accordance with manufacturers guidance or instructions or guidance provided by the installer of the Wood Floor Products.
8. IF YOU ARE A BUSINESS CUSTOMER
This clause 8 only applies if You are a Business Customer.
8.1 If You are not a Consumer, You confirm that You have authority to bind any business on whose behalf You purchase Products.
8.2 You acknowledge that You have not relied on any statement, promise or representation made or given by or on behalf of Us which is not set out in these Terms, the Terms of Website Use and/or the Website Acceptable Use Policy. Nothing in this clause 8.2 shall limit or exclude Our liability for fraudulent misrepresentation.
8.3 Subject to any variation under clause 2.7 these are the Terms on which We supply Products to You, to the exclusion of all other terms and conditions (including any terms or conditions which You purport to apply under any purchase order, confirmation of order, Specification or other document which are expressly rejected by Us) even where such document are referred to in the Contract.
9. PERFORMANCE AND DELIVERY
9.1 We shall deliver the Products to the address that You have provided Us with in Your Order, or such other location as We shall agree in writing ("Delivery Location") provided always that We are permitted to do so by law.
9.2 If You wish to collect the Products from Us, You must notify Us of this upon placing Your Order.
9.3 Delivery of the Order shall be completed when We deliver the Products to the Delivery Location or make the Order available to You for collection ("Delivery") and We shall use reasonable endeavours to deliver each of the orders for the Products by the estimated delivery date which We shall notify You of on the Order Confirmation.We shall notify You of the date upon which We will deliver the Products, or make them available for collection by You by email prior to dispatch ("Delivery Date").
9.4 Time of delivery shall not be of the essence of the Contract and the Products may be delivered up to 10 Business Days after the estimated delivery date and if We are unable to meet the estimated delivery date because of an Event Outside Our Control, We will contact You with a revised estimated delivery date.
9.5 Subject to clause 9.6, We do not handle or unload the Products on arrival at the Installation Location. You must ensure that adequate assistance and personnel are available to unload the Products upon Delivery.
9.6 We can supply a premium, dedicated delivery service, pursuant to which We will arrange for the Products to be unloaded (but not, for the avoidance of doubt, installed) at the Installation Location ("Dedicated Delivery Service") provided that You request the Dedicated Delivery Service in Your Order for the Products.
9.7 We may deliver the Order by instalments, which may be invoiced and paid for separately. Where the Order is to be delivered by instalments, We will inform You that this is the case and they may be invoiced and paid for separately. References in these Terms to the Order shall, where applicable, be read as references to instalments. No cancellation or termination of any one Contract relating to an instalment shall entitle You to repudiate or cancel any other Contract or instalment.
This clause 9.8 only applies if You are a Business Customer.
9.8 Subject to clause 9.9 if We fail to deliver any or all of the Products ("Undelivered Products"), Our liability shall be limited, at Our election, to one of the following:
(a) replacing the Products within a reasonable amount of time; or
(b) issuing a credit note against the invoice raised for the Undelivered Products; or
(c) where You have paid in advance for the Undelivered Products, We may elect to reimburse You for the price of the Undelivered Products.
9.9 We shall have no liability for any failure or delay in delivering the Order where
(a) such failure or delay is caused by Your failure to comply with Your obligations under the Contract, including a failure to: (i) collect the Products in accordance with clause 9.3; and/or
(ii) to provide Us with the correct delivery address or any other relevant instructions; and/or
(b) the failure or delay has been caused by an Event Outside Our Control.
9.10 If You fail to take delivery of the Order on the Delivery Date, then, except where such failure or delay is caused by Our failure to comply with Our obligations under the Contract:
(a) delivery of the Order shall be deemed to have been completed at 9.00am on the Delivery Date ("Deemed Delivery") and responsibility for the Products shall pass to You upon Deemed Delivery;
(b) We shall store the Order until delivery takes places, and charge You for all related costs and expenses (including, without limitation, storage and insurance);
(c) if You fail to accept delivery of the Products within 8 weeks of the date of Deemed Delivery We may re-sell or otherwise dispose of the Products (or any part of them) to any third party.
9.11 The Order shall be accompanied by a delivery note from Us showing the Order Number, the date of the Order, the type and quantity of Products included in the Order, including the code numbers of the Products and, in the case of an Order being delivered by instalments, the outstanding balance of Products remaining to be delivered.
9.12 You agree that if, in respect of the Order, We deliver up to and including 5% more or less than the quantity of the Products ordered, You shall not be entitled to reject the Order, but a pro rata adjustment shall be made to the Order invoice.
9.13 The type and quantity of Products recorded by Us upon dispatch from Our premises shall be conclusive evidence of the type and quantity received by You upon Delivery, however You are responsible for checking the Product upon Delivery and ensuring that You have been supplied with the correct Product (including but not limited to, the correct colour), before installing the Products in the Installation location.
10. INTERNATIONAL DELIVERY
10.1 We deliver to countries outside of the United Kingdom ("International Delivery Location"). However there are restrictions on some Products for certain countries, so please contact Us before ordering Products to check whether We are able to deliver to Your preferred country or location.
10.2 If You order Products for delivery to an International Delivery Location, Your Order may be subject to import duties and taxes which are applied when the delivery reaches that destination. Please note that We have no control over these charges and We cannot predict their amount.
10.3 You will be responsible for payment of any such import duties and taxes. Please contact Your local customs office for further information before placing Your Order.
10.4 You must comply with all applicable laws and regulations of the International Delivery Location. We will not be liable or responsible if You break any such law.
11. BUSINESS CUSTOMER'S INSOLVENCY OR INCAPACITY
This clause 11 only applies if You are a Business Customer.
11.1 If You become subject to any of the events listed in clause 11.2, or We reasonably believe that You are about to become subject to any of them and notify You accordingly, then, without limiting any other right or remedy available to Us, We may cancel or suspend all further deliveries under the Contract or under any other contract between You and Us without incurring any liability to You, and all outstanding sums in respect of Products delivered to You shall become immediately due.
11.2 For the purposes of clause 11.1, the relevant events are:
(a) You suspend, or threaten to suspend, payment of Your debts, or are unable to pay Your debts as they fall due or admit inability to pay Your debts, or (being a company or limited liability partnership) are deemed unable to pay Your debts within the meaning of section 123 of the Insolvency Act 1986, or (being an individual) are deemed either unable to pay Your 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;
(b) You fail to make any payment owing to Us under a Contract or otherwise by the due date for payment;
(c) You commence negotiations with all or any class of Your creditors with a view to rescheduling any of Your debts, or make a proposal for or enter into any compromise or arrangement with Your creditors other than (where You are a company) where these events take place for the sole purpose of a scheme for Your solvent amalgamation with one or more other companies or Your solvent reconstruction;
(d) (being a company) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with Your winding up, other than for the sole purpose of a scheme for Your solvent amalgamation with one or more other companies or Your solvent reconstruction;
(e) (being an individual) You are the subject of a bankruptcy petition or order;
(f) one of Your creditors or encumbrancers 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 Your assets and such attachment or process is not discharged within 14 days;
(g) (being a company) 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 You;
(h) (being a company) the holder of a qualifying charge over Your assets has become entitled to appoint or has appointed an administrative receiver;
(i) a person becomes entitled to appoint a receiver over Your assets or a receiver is appointed over Your assets;
(j) any event occurs, or proceeding is taken, with respect to You in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 11.2(a) to clause 11.2(h) (inclusive);
(k) You suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of Your business;
(l) Your financial position deteriorates to such an extent that in Our opinion Your capability to adequately fulfil Your obligations under the Contract has been placed in jeopardy; and
(m) (being an individual) You die or, by reason of illness or incapacity (whether mental or physical), are incapable of managing Your own affairs or become a patient under any mental health legislation.
11.3 Termination of the Contract, however arising, shall not affect any of the parties' rights and remedies that have accrued as at termination. Clauses which expressly or by implication survive termination of the Contract shall continue in full force and effect.
12. RISK & TITLE
12.1 You do not own the Products until We have received payment in full (in cash or cleared funds) for the Products any and all other sums that are due to Us from You.
12.2 The Products will be Your responsibility from the arrival of the Products at the Delivery Location (for the avoidance of doubt, prior to unloading) or Deemed Delivery.
Clauses 12.3, 12.4, 12.5, 12.6 and 12.7 only apply if You are a Business Customer.
12.3 Before title has passed to You under the terms of clause 12.1, and without prejudice to any of Our other rights We will have the right to remove and sell the Products or any of them and are given an express licence to enter upon Your premises or such other location as the Products are held or stored (including, for the avoidance of doubt, any third party premises) for the purposes of recovering the Products.
12.4 Until ownership of the Products has passed to You, You shall:
(a) hold the Products on a fiduciary basis as Our bailee;
(b) store the Products (at no cost to Us) separately from all Your other products or the products of any third party in such a way that they remain readily identifiable as Our property;
(c) not install or permit the installation of the Wood Floor Products at the Installation Location or any other premises;
(d) not destroy, deface or obscure any identifying mark or packaging on or relating to the Products; and
(e) maintain the Products in satisfactory condition and keep them insured with a reputable insurer on Our behalf for their full price against all risks to Our reasonable satisfaction. On request You shall produce the policy of insurance to Us.
12.5 You may resell the Products before ownership has passed to You solely on the following conditions:
(a) any sale shall be effected in the ordinary course of You business at full market value; and
(b) any such sale shall be a sale of Our property on Your own behalf and You shall deal as principal when making such a sale.
12.6 Your right to possession of the Products shall terminate immediately if You become subject to any of the events listed in clause 11.2 or if We reasonably believe that any such event is about to happen and We notify You accordingly, then, provided that the Products have not been resold, or irrevocably incorporated into another product, and without limiting any other right We may have, We may at any time require You to deliver up the Products and, if You fail to do so promptly, We may enter any of Your premises or the premises of any third party where the Products are stored in order to recover them.
12.7 Where We are unable to determine whether any Products are the goods in respect of which Your right to possession has terminated, You shall be deemed to have sold all goods of the kind sold by Us You in the order in which they were invoiced to You.
13. CLAIMS, SPECIAL CONDITIONS, & DISPUTE RESOLUTION
This clause 13 only applies if You are a Business Customer
13.1 In the event of dispute between You and Us the following will apply:-
(a) You cannot withhold payment from Us whilst the dispute is being resolved, and
(b) either party to the Contract can serve notice of a dispute, and
(c) unless the dispute is resolved within 7 days from submission of notice of dispute then the complaining party can serve notice of referral.
13.2 Upon receipt of notice of referral either party can apply to the President of the Royal Institute of British Architects (RIBA) to appoint a mediator to act to resolve the dispute.
13.3 The mediator will give directions on how the matter is to be resolved.
13.4 The decision of the mediator on sums due to either party up to the maximum of the contract value shall be binding on the parties in the interim but either party can pursue the matter through the courts if required.
13.5 We are entitled in full and final settlement to return any deposit paid if it transpires We are unable to source a product due to be supplied under the terms of the Contract. We will use Our reasonable endeavours to source the Products to the best available standard within time constraints.
13.6 Nothing in these Terms shall prevent Us from commencing or continuing court proceedings in relation to any non-payment or late payment of any monies owing to Us by You.
14. PRICE OF PRODUCTS AND DELIVERY CHARGES
14.1 The prices of the Products will be as quoted by Us to You in writing, on our Site or as published from time to time. We take all reasonable care to ensure that the prices of Products are correct at the time when the relevant information was entered onto the system, provided to You, or published, however if We discover an error in the price of Products You ordered, please see clause 14.7 for what happens in this event.
14.2 Prices for our Products may change from time to time, and We may, by giving notice to You at any time up to 5 Business Days before Delivery, increase the price of the Product to reflect any increase in the cost of the Products that is due to:
(a) any factor beyond Our control including but not limited to:
(i) foreign exchange fluctuations;
(ii) increases in taxes and duties; and
(iii) increase in labour, material or other manufacturing costs;
(b) any request by You to change the Delivery Date, quantities or types of Products ordered, or any specification in respect of Bespoke Products;
(c) any delay caused by any of Your instructions or Your failure to provide Us with adequate or accurate information or instructions.
14.3 The price of the Products shall be exclusive of any value added tax ("VAT") and all costs or charges in relation to packaging, loading, unloading, carriage and insurance ("Additional Payments"), all of which amount You shall pay in addition when You are due to pay for the Products.
14.4 Where the Products are being delivered to an International Delivery Location, the price of the Products does not include any relevant import duties or taxes ("International Payments"), and You will be responsible for such International Payments in accordance with clause 10.3.
14.5 Where You have requested the Dedicated Delivery Service in accordance with clause 9.6, there will be an additional charge for this. We will notify You of this charge in the Order Confirmation.
14.6 The price of the Products does not include delivery charges. Our delivery charges are as quoted on our Site from time to time. To check relevant delivery charges, please refer to Our Delivery Charges page.
14.7 Our Site and brochures contain a large number of Products. It is always possible that, despite Our reasonable efforts, some of the Products on Our Site and/or brochures may be incorrectly priced. We will normally check prices as part of Our dispatch procedures so that:
(a) where the Products' correct price is less than the price stated on Our Site, as provided to You or as published, We will charge the lower amount when dispatching the Products to You. However, if the pricing error is obvious and unmistakeable and could have reasonably been recognised by You as a mispricing, We do not have to provide the Products to You at the incorrect (lower) price; and
(b) if the Products' correct price is higher than the price stated on Our Site, as provided to You or as published, We will contact You as soon as possible to inform You of this error and We will give You the option of continuing to purchase the Products at the correct price or cancelling Your Order. We will not process Your Order until we have Your instructions. If We are unable to contact You using the contact details You provided during the order process, We will treat the Order as cancelled and notify You in writing.
15. HOW TO PAY
This clause 15 only applies if You are a Consumer.
15.1 You can pay for the Products in cash or by making a direct bank transfer into Our account, by using a debit or credit card, by cheque . We accept payment by the following credit cards: Mastercard; Visa; Switch; Solo; Visa Delta; Maestro and Visa Electron.
15.2 Payment for the Product and all applicable delivery charges, Additional Payment and International Payment must be made at the time You place Your Order for the Products.
This clause 16 only applies if You are a Business Customer.
16.1 Subject to clause 16.4, where You have a current credit account with Us, which has not been suspended or cancelled, We shall invoice You for the price of the Products, VAT, Additional Payments and any applicable International Payment that We have incurred the day following the date on which the Products are dispatched to You for Delivery.
16.2 Where You are invoiced in accordance with clause 16.1, payment must be made in full and cleared funds within 30 days of the date of the invoice to the bank account nominated in writing by Us to You. Time of payment is of the essence.
16.3 Except as otherwise agreed by Us in writing, where You do not have a current credit account with Us, subject to clause 16.4, We will invoice You for the price of the Products, VAT, Additional Payments and any applicable International Payment at any time after You have placed Your Order and payment must be made in full and cleared funds within 30 days of the date of the invoice, and in any event prior to Delivery of the Products. We will not dispatch the Products for Delivery until We have received Your payment in full and cleared funds.
16.4 Where Your Order includes any Bespoke Products, a non-refundable payment of 50% (fifty per cent) of the price of the Bespoke Products must be made at the time You place Your Order. We will invoice You for the balance at any time after You place the Order, and except as otherwise agreed by Us in writing payment must be made to Us in full and cleared funds within 30 days of the date of the invoice and in any event prior to Delivery of the Products.
16.5 Where You have ordered Bespoke Products, any deposit paid by You shall be non-returnable in the event that You subsequently cancel the Order or fail, for whatever reason, to collect or take delivery of such Products within a period of 6 weeks from the Delivery Date.
17. YOUR CONSUMER RIGHTS INCLUDING RIGHT OF RETURN AND REFUND
This clause 17 only applies if You are a Consumer purchasing Products via our website or by telephone.
17.1 If You are a Consumer, subject to clause 17.2, You have a legal right to cancel a Contract under the Consumer Protection (Distance Selling) Regulations 2000) during the period set out below in clause 17.3. This means that during the relevant period if You change Your mind or for any other reason You decide You do not want to keep the Products, You can notify Us of Your decision to cancel the Contract and receive a refund. Advice about Your legal right to cancel the Contract under these regulations is available from Your local Citizens' Advice Bureau or Trading Standards office.
17.2 Unfortunately, as the Bespoke Products are made to Your requirements, You will not be able to cancel Your Order in accordance with this clause 17 or otherwise (but this will not affect your legal rights as a Consumer in relation to Bespoke Products that are faulty or not as described).
17.3 Your legal right to cancel a Contract starts from the date of the Order Confirmation, which is when the Contract between Us is formed. If the Products have already been delivered to You, You have a period of 7 (seven) Business Days in which You may cancel, starting from the day after the day You receive the Products.
17.4 To cancel a Contract, please contact Our Customer Services telephone line or email us at email@example.com Telephone cancellations must also be confirmed in writing. You may wish to keep a copy of Your cancellation notification for Your own records. If You send Us Your cancellation notice by email or by post, then Your cancellation is effective from the date You sent us the email or posted the letter to Us. If you call Us to notify Us of Your cancellation, then Your cancellation is effective from the date You telephone Us.
17.5 You will receive a full refund of the price You paid for the Products but not any applicable delivery charges You paid for. We will process the refund due to You as soon as possible and, in any case, within 30 calendar days of the day on which You gave us notice of cancellation as described in clause 17.4. If You returned the Products to Us because they were faulty or mis-described, please see clause 17.6.
17.6 If You have returned the Products to Us under this clause 17 because they are faulty or mis-described, We will refund the price of a defective Products in full, any applicable delivery charges, and any reasonable costs You incur in returning the item to Us.
17.7 We will refund You on the credit card or debit card used by You to pay for the Products.
17.8 If the Products were delivered to You:
(a) You must return the Products to Us as soon as reasonably practicable. If the Products require collection, We will collect the Products from the address to which they were delivered. We will contact You to arrange a suitable time for collection;
(b) unless the Products are faulty or not as described (in this case, see clause 17.6), You will be responsible for the cost of returning the Products to Us or where relevant, the cost of Us collecting the Products from You ;
(c) You have a legal obligation to keep the Products in Your possession and to take reasonable care of the Products while they are in Your possession.
17.9 Details of Your legal right to cancel and an explanation of how to exercise it are provided in the Order Confirmation.
17.10 As a consumer, You will always have legal rights in relation to Products that are faulty or not as described. These legal rights are not affected by the returns policy in this clause 17 or these Terms. Advice about Your legal rights is available from Your local Citizens' Advice Bureau or Trading Standards office.
18. MANUFACTURER GUARANTEES
18.1 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 guarantee provided with the Products.
18.2 If you are a Consumer, a manufacturer's guarantee is in addition to your legal rights in relation to the 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.
19. OUR WARRANTY FOR THE PRODUCTS
19.1 For Products which do not have a manufacturer's guarantee, We provide a warranty that the Goods shall be free from material defects and remain so:
(a) the case of Wood Floor Products, for 12 months after Delivery;
(b) in the case of Other Products, until the expiry of the earlier of the "use by", "expiry" or "best before" period stated on the packaging, labelling or other documentation accompanying the Other Products on Delivery,
however, this warranty in this clause 19.1 does not apply in the circumstances described in clause 19.2.
19.2 The warranty in clause 19.1 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 including but not limited to upon the installation of the Products;
(c) where You or any third party fails to operate, install, protect, maintain or use the Products in accordance with our oral or written instructions, user or manufacturer's guidelines or good trade practice;
(d) any alteration or repair by You or by a third party; or
(e) Us following any drawing, design, instruction or Specification supplied by You, including but not limited to in the case of Bespoke Products.
19.3 If You are a Consumer, the warranty in clause 19.1 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 Citizen's Advice Bureau or Trading Standards office.
20. ACCEPTANCE AND DEFECTIVE PRODUCTS
20.1 Without prejudice to a Consumer's right to cancel the Contract under clause 17 of the Terms, You may reject any Products delivered to You that do not comply with Our warranty at clause 19.1 (but not, for the avoidance of doubt any Products delivered that do comply with clause 19.1, or reject the Order as a whole), provided that:
(a) notice of rejection is given to Us in writing:
(i) in the case of defect that is apparent on normal visual inspection, (including but not limited to where the incorrect Products have been supplied), within 3 Business Days of the Products' arrival at the Delivery Location, provided that such Products shall be deemed to have reached the Delivery Location within 20 days of dispatch to the Delivery Location;
(ii) in the case of a latent defect, within reasonable time of the latent defect having become apparent;
(b) We are given reasonable opportunity to examine the Products and You (if asked to do so by Us) return the Products to Our place of business or such other location as We request (and in the case of Business Customers at Your cost); and
(c) none the events listed in clause 20.3 apply.
20.2 If You fail to give notice of rejection in accordance with clause 20.1, You shall be deemed to have accepted the Products.
20.3 We shall not be liable for the Products' failure to comply with the warranty set out in clause 19.1 in any of the following events:
(a) You make any further use of such Products after giving notice in accordance with clause 20.1;
(b) the defect arises as a result of the occurrence of any of the events listed in clause 19.2;
(c) the Products differ from their description or the Specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
20.4 Subject to clause 20.1 and 20.3, if You reject Products under clause 20.1 then We may elect to:
(a) repair or replace the rejected Products; or
(b) refund the price of the rejected Products in full.
20.5 Once We have complied with Our obligations under clause 20.4, We shall have no further liability to You in respect of the rejected Products' failure to comply with clause 19.1.
20.6 The terms of the Contract shall apply to any repaired or replacement Products supplied by Us.
21. OUR LIABILITY IF YOU ARE A BUSINESS CUSTOMER
This clause 21 only applies if You are a Business Customer.
21.1 We only supply the Products for internal use by Your business, and You agree not to use the Products for any re-sale purposes.
21.2 Nothing in these Terms limit or exclude Our liability for:
(a) death or personal injury caused by Our negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
(d) defective products under the Consumer Protection Act 1987.
21.3 Subject to clause 21.2, we will under no circumstances whatever be liable to You, whether in contract, tort (including negligence), breach of statutory duty, restitution or otherwise, arising under or in connection with the Contract for:
(a) any loss of profits, sales, business, or revenue;
(b) loss or corruption of data, information or software;
(c) loss of business opportunity;
(d) loss of anticipated savings;
(e) loss of goodwill; or
(f) any indirect or consequential loss.
21.4 Subject to clause 21.2 and clause 21.3, Our liability to You 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 the lower of three time the price of the Products to which the liability relates.
21.5 Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to the Products. Any representation, condition or warranty which might be implied or unincorporated in these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, We will not be responsible for ensuring that the Products are suitable for Your purposes, where the Products are to be used for a purpose other than the purpose for which they are commonly supplied.
22. OUR LIABILITY IF YOU ARE A CONSUMER
This clause 22 only applies if You are a Consumer.
22.1 If We fail to comply with these Terms, We are responsible for loss or damage You suffer that is a foreseeable result of Our breach of these Terms or Our negligence, but We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of Our breach or if they were contemplated by You and Us at the time We entered into the Contract.
22.2 We only supply the Products to You for domestic and private use. You agree not to use the Products for any commercial, business or re-sale purposes, and We have no liability to You for any loss of profit, loss of business, business interruption, or loss of business opportunity.
22.3 We have no liability to You for any loss or damage You suffer that arises as a result of Us following any drawing, design, instruction or specification provided by You for Bespoke Products or otherwise.
22.4 We do not in any way exclude or limit Our liability for:
(a) death or personal injury caused by Our negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession);
(d) any breach of terms implied by section 13 to 15 of the Sale of Goods Act 1979; and
(e) defective products under the Consumer Protection Act 1987.
23.1 We may transfer Our rights and obligations under these Terms to another organisation, and We will always notify you in writing if this happens, but this will not affect Your rights or Our obligations under these Terms.
23.2 If You are a Business Customer, You shall not be entitled to assign Your rights or obligations under the Contract or any part of it without Our prior written consent.
24. EVENTS OUTSIDE OUR CONTROL
24.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of Our obligations under a Contract that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in clause 24.2.
24.2 Any "Event Outside Our Control" means any act or event beyond Our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation of war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
24.3 If an Event Outside Our Control takes place that affects the performance of Our obligations under a Contract:
(a) We will contact You as soon as reasonably possible to notify You; and
(b) Our obligations under a Contract will be suspended and the time for performance of Our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects Our delivery of Products to You, We will arrange a new delivery date with You after the Event Outside Our Control is over.
24.4 You may cancel the Contract if an Event Outside Our Control takes place and continues for more than 6 weeks and You no longer wish Us to provide the Products.
25. COMMUNCIATIONS BETWEEN US
25.1 When we refer, in these Terms, to "in writing", this will include email.
Clauses 25.2 and 25.3 only apply if You are a Consumer.
25.2 (a) To cancel a Contract in accordance with your legal right to do so as set out in clauses 17 and 24.4, please see clause 17.4 for details of how to do so.
(b) If You wish to contact Us in writing for any other reason, You can send this to Us by email or by pre-paid post to Havwoods Limited at firstname.lastname@example.org. You can always contact Us using Our Customer Services telephone line.
25.3 If We have to contact You or give You notice in writing, We will do so by email or by pre-paid post to the email address and/or postal address You provide to Us in Your Order.
This clause 25.4 only applies if You are a Business Customer.
25.4 If You are a Business Customer, please note that any notice given by You to Us, or by Us to You, will be deemed received and properly served immediately when posted on Our Site, 24 hours after an email is sent (provided always that it is sent to the correct address, You do not recall the message or receive notification of non-delivery), or three days after the date of posting of any letter. If You serve notice from an International Delivery Destination by airmail, We will be deemed to have received it eight (8) days after it was posted. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post (including in the case of airmail) and, in the case of an email, that such email was sent to the correct specified email address of the intended recipient and not recalled, or a message of non-delivery received. The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
26. CONTENT LICENCE
This clause 26 only applies if You are a Business Customer.
26.1 We are the owners (and where applicable permitted licensees) of all Trade Marks, text, information, data, software, executable code, images, audio, or video material in any medium or form contained on Our Site and otherwise within Our Literature or used by Us in the course of Our business (“Our Content”). Furthermore, from time to time, We may issue or provide Content to You for specific purposes or release copies to You whether as part of Our Literature or otherwise.
26.2 If You are a Business Customer, We may expressly grant to you in writing permission to use Our Content, whether expressly or impliedly and such permission shall manifest itself as a non-transferable, non-exclusive licence which in any event shall be subject to the terms of clause 26.3.
26.3 Any use whatsoever of Our Content shall only be by way of a non-transferable, non-exclusive licence unless otherwise expressly stated to the contrary to You in writing by Us and in any event all use of Our Content shall be strictly in accordance with following terms:
(a) You shall only be permitted to use the Content for the advertising, marketing, distribution and sale of Our Products in accordance with these Terms and any instruction from time to time given by Us;
(b) unless We expressly state in writing to the contrary, You shall not be permitted to grant any sub-licence, in whole or in part, of any of the rights granted to You in respect of Our Content or make (or permit any third party to make) any alterations, amendments, adaptations, or improvements to Our Content;
(c) We retain all intellectual property and proprietary rights in relation to Our Content and may at any time, for any reason whatsoever, require you to immediately cease all use, remove, edit, amend or alter any of Our Content used by You;
(d) if We have made Our Content available to you electronically, via digital platforms or media, You shall not (nor permit or allow any third party to) remove, bypass, circumvent, neutralise or modify any digital rights management or other technological protection measures contained or used to protect Our Content; and
(e) in consideration for Our granting a licence for use of Our Content pursuant to the terms of this clause 26 and/or Our electing to make such licence royalty free (conditional upon compliance by You of this clause 26), in using our Content You indemnify Us against all claims, liabilities, damages, losses and expenses (including legal costs), arising out of or in connection with Your use of Our Content in whatever manner.
27. OTHER IMPORTANT TERMS
27.1 We may transfer Our rights and obligations under a Contract to another organisation, but this will not affect Your rights or Our obligations under these Terms.
27.2 You may only transfer Your rights or Your obligations under these Terms to another person if We agree in writing.
27.3 This Contract is between You and Us. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties Act) 1999 or otherwise.
27.4 Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
27.5 If We fail to insist that You perform any of Your obligations under these Terms, or if We do not enforce Our rights against You, or if We delay in doing so, that will not mean that We have waived our rights against You and will not mean that You do not have to comply with those obligations. If We do waive a default by You, We will only do so in writing, and that will not mean that We will automatically waive any later default by You.
This clause 27.6 only applies if You are a Consumer.
27.6 If You are a Consumer, please note that these Terms are governed by English law. This means a Contract for the purchase of Products through Our Site and any dispute or claim arising out of or in connection with it will be governed by English law. You and We both agree to that the courts of England and Wales will have exclusive jurisdiction. However, if You are a resident of Northern Ireland You may also bring proceedings in Northern Ireland, and if You are a resident of Scotland, You may also bring proceedings in Scotland.
This clause 27.7 applies if You are a Business Customer.
27.7 If You are a Business Customer, these Terms are governed by English law. This means that a Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), will be governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.
27.8 We will file a copy of the Contract between Us and keep this for six years.
28. EU TIMBER REGULATIONS
28.1 We are committed to comply with EU Timber Regulations. All timber and timber products provided by Us to You are in line with the EU regulations on timber contained in Regulations (EU) No 995/2010 of the European parliament (the "Regulations") and of the council to the best of Our knowledge and belief. However, many details are ambiguous and it is not possible in every case to secure absolute certainty on every detail in the supply chain. Some decisions have to be taken in good faith based on reasonable balance of available evidence.
28.2 In accordance with Article 4(2) of the Regulations We exercise all necessary due diligence procedures outlined in Article 6 of the same act to ensure that any timber or timber product provided by Us to You has been legally harvested in accordance with the Regulations and the applicable legislation of its origin country (be it member state or not).