Standard Conditions of Sale Of GrandVay Solutions
GrandVay Blinds & Shutters Terms and Conditions
1. Definition of interpretation.
- 1.1 “GrandVay” shall mean GrandVay Blinds & Shutters, whose address is, PO Box, 360,
Darlington, DL1 9QY and any of its partners with whom a formal business
- 1.2 The “Customer” means any person (which includes any individual, partnership,
unincorporated business or incorporated business) to whom GrandVay Solutions may do business with. Design Specialist means a representative of GrandVay Solutions who assists Customers in choosing the Goods. Conservatory Blinds Systems means Conservatory roof blinds only but to also include Conservatory side blinds. When purchased with such roof blinds. Consumer / Customer means any person who is purchasing outside the course of his/her business or trade. Order means the order (raised electronically and/or via a paper based system) by you for the Goods and Services accepted by us. “You”/”your” means the consumer submitting and order for Goods and Services. Goods mean the blinds, window furnishings and other products to be supplied by GrandVay Solutions as per the order/agreement. Services mean the services relating to the installation of the goods. Survey means the process by which detailed measurements and specifications are agreed for the Goods, which may be completed when the goods are chosen or require a subsequent visit by the installer. Technical order Confirmation Form means the detailed specification schedule (raised electronically and/or via a paper based system) of the products to be manufactured as agreed with the Customer at the time of the survey. “We”/’us”/”our”/”the company” means GrandVay Solutions of PO Box, 360, Darlington, DL1 9QY
- 1.3 “Goods” shall mean the goods (including any installment of the goods or part of them), which GrandVay Solutions is to supply in accordance with these Conditions of Sale.
2. Formation of Contract.
- 2.1 All orders of Contracts shall be in writing or otherwise by such method as
GrandVay Solutions shall accept. GrandVay Solutions is not willing to contract otherwise than on these conditions of sale which shall be deemed to be incorporated into any order accepted by GrandVay Solutions whether or not it is based upon or results from any advertisement, quotation or catalogue to the exclusion of any terms of the Customer insofar as the same inconsistent herewith. No modification of these Terms of Sale shall be effective unless the same is in writing and signed by an authorised signatory of GrandVay Solutions.
- 2.2 If a Contract has not been concluded between GrandVay Solutions and the Customer within a period of ninety days from the date of quotation, and subject to the Goods not being withdrawn, GrandVay Solutions reserves the right to re- quote for such goods and GrandVay Solutions may, at its discretion, refuse to accept any order which constitutes part only of the Goods forming the subject of a quotation.
- 2.3 Any quotation shall be regarded as an invitation to treat. Each order or acceptance of a quotation for Goods by the Customer from GrandVay Solutions shall be deemed to be an offer by the Customer to buy Goods forming the subject of the quotation.
- 2.4 Unless made by GrandVay Solutions in writing, GrandVay Solutions or its representatives are not authorised to make any representations in placing an order the Customer acknowledges that it does not rely on and waives any claim for breach of any representations other than those made in writing by GrandVay Solutions.
- 2.4.1 Any advice or recommendation given by GrandVay Solutions or its representatives or agents to the customer as to the storage or application or use of Goods which is not confirmed in writing by GrandVay Solutions is followed or acted upon entirely at the customers own risk and accordingly GrandVay Solutions shall not be liable for any such advise or recommendation which is not confirmed.
- 2.4.2 By accepting the contract you are confirming that you are the consumer. The provisions of the Contract (Rights of Third Parties) Act 1999 are expressly excluded from the Contract so that no Third Party may claim any rights under this contract.
- 2.4.3 Your Order for Goods and Services
Once the order and has been agreed and signed by the consumer/customer (electronically or by paper system) and received by us, and a deposit received, the Order shall be deemed to have been accepted by us unless we either notify you to the contrary within seven (7) days of you signing the contract or the subsequent survey for the goods identifies that the order cannot be fulfilled. In either case we shall promptly refund any sums paid by you in respect of the order.
- 2.4.4 All orders are subject to the Technical Survey. Should the results of the survey identify amendments to the order, which would change the price of the works, then we will notify you of the price change where you will have the right to proceed with or cancel the order at your discretion. In this case we shall promptly refund any sums paid by you in respect of the order.
- 2.4.5 The Technical Survey will require you to approve the final design of the goods by signing the Technical Order Confirmation from (electronically or paper system) you are agreeing the specification for the goods and authorizing us to manufacture the bespoke goods to the specification you have agreed. The order cannot be changed at this point.
- 2.4.6 You warrant to us that you: have the right to contract with us to supply the Goods and Services at the premises where they are to be delivered and installed and will supply us with such information, rights of access and mains electricity that we may reasonably require in order to deliver and install the goods, check the goods and their installation where you notify us of a problem with the same.
- 3.1.1 Unless otherwise stated in the quotation or acceptance by GrandVay Solutions, all
prices are in pounds sterling on an ex works basis and are inclusive of any Value.
- 3.1.2 A deposit shall be payable of 50% (fifty percent) of the total order value but
may, on occasions, be 100% of the order value at the time of agreeing the order. This payment shall be forfeited to the company on account of damages in the event of the Customer’s breach of contract. In the event that cleared funds are not received for the deposit payment (for example if your credit card declines or a cheque is dishonored) we may request full payment of the order value before any manufacture/installation may take place. If the deposit payment is not received then the order process will be terminated.
- 3.1.3 The Customer is agreeing that Payment of the outstanding balance of the goods (less deposit and any other payments received and confirmed by GrandVay Solutions) shall be paid upon completion of the installation of the goods.
- 3.1.4 Where you do not make a payment to us under the contract by its due date, we may, in addition to any other rights which we have under this contract and in Law; withdraw further deliveries or supplies and services, or suspend performance of the contract until arrangements as to payment or credit have been established on terms which are satisfactory to us, and/or we may bring action against you for the price of the goods at any time.
- 3.1.5 Orders that remain unpaid after completion of services shall be subject to an interest charge of 3% per year, above the Barclays Bank PLC base rate at the time. Interest will accrue on a daily basis from the date of actual payment of the overdue amount, whether before or after judgment. You must pay us the interest and any reasonable costs together with the overdue amount.
- 3.1.6 In the event that your final balance is not received, (for example if your credit card declines or a cheque is dishonored) we may instruct internal or external debt collection services to recover the outstanding funds due to us under this contract. We reserve the right to charge you, in addition to the overdue amount, interest accrued and any other remedies we may have, for nay charges reasonably incurred by us instructing a debt collector.
- 3.1.7 Delivery of goods where you fail to meet and/or agree the delivery date, full payment must be made. We will not accept postponement of fitting unless full payment is received.
- 3.1.8 It is a condition of this contract that that access to the property is made available at a mutually agreed date for survey or installation or service calls. In order to ensure safe working practices it is a condition of these terms that the area in which the works are to be carried out are cleared of but not limited to, pets, carpets, plants, furniture, breakable items on the floor or on walls/ceilings and household residents. Any damage caused to any of, and not limited to the above, items during survey or installation or service calls, the company shall not be held liable for any damage to said items. The company requires twenty four (24) hours notice of an appointment cancellation.
- 3.1.9 Regulations have been introduced to reduce the strangulation risk to children posed by looped blinds cords. These regulations make it mandatory that all blinds should be fitted with appropriate safety devices. If at the point of fitting you refuse to allow such a safety device to be fitted then we will be unable to install the goods. In such circumstances you will remain liable for the full cost of the goods ordered and you agree that you will not treat our refusal to install the goods as a fundamental breach of contract and you will remain bound under the contract to take delivery of the goods. For avoidance of doubt we consider this cause to be reasonable in all circumstances given our obligations under the Regulations. This will not affect your statutory rights as a consumer to any goods that are faulty.
- 3.2 Where GrandVay Solutions agrees to deliver the goods and/or package the same the Customer shall be liable to pay GrandVay Solutions charges for transportation, packaging, insurance, loading and unloading as indicated in GrandVay Solutions service guide prevailing at the date of the Customer’s order.
- 3.3 The prices given in the quotation are not subject to any discount whether trade or cash except such as expressed in the quotation.
- 4.1 Where it has been agreed that the Goods will be delivered to the Customer.
- 4.1.1 Nothing herein shall preclude GrandVay Solutions from arranging the delivery of the goods to the Customer in advance of the indicated delivery time.
- 4.1.2 Delivery shall be that as indicated by the Customer on ordering. GrandVay Solutions shall not be bound to deliver the Goods to any other destination without the Customer accepting the additional costs incurred over and above those specified in the original quotation.
- 4.1.3 Delivery dates (where given) are quoted in good faith by GrandVay Solutions are based upon the date of the receipt of the order but not guaranteed. Time of the delivery is not of the essence.
- 4.1.4 Goods shall be examined immediately upon arrival and any apparent damages or shortages shall be noted on the carriage consignment note. And shall be reported in writing to GrandVay Solutions within 48 hours of delivery. The Customer shall indemnify GrandVay Solutions against any loss suffered because of its inability to claim against the carrier’s as a result of breach of the provision by the Customer.
- 4.1.5 The Customer shall have a period of seven days (7) following the delivery in which to examine the goods and to notify GrandVay Solutions in writing of any intention to reject them on grounds upon which they are alleged to be defective. If this period expires without GrandVay Solutions receiving any intimation of rejection the Customer with have been deemed to have accepted the Goods according to section 35(1) of the Sale of Goods Act 1979 and therefore will be bound to make payment in full for the Goods.
- 4.1.6 Delivery shall be deemed to have taken place when the Customer takes possession of the Goods.
- 4.1.7 Whilst GrandVay Solutions and its representative's will make every possible effort to meet delivery dates; it will not in any circumstances be liable for any failure to do so, nor any consequential loss arising from the late delivery.
- 4.2 Where the Customer requires the Goods to be exported, the contract shall be free on board (fob) (unless otherwise agreed with the Customer) but the responsibility of GrandVay Solutions shall cease immediately when the goods are placed on board ship and GrandVay Solutions shall be under no liability to give the Customer the notice specified in section 32(3) of the Sale of Goods Act 1979.
- 4.3 In the event the Goods are collected by the Customer the risk in the Goods shall pass to the Customer at the time of such collection and no liability will be accepted by GrandVay Solutions and damage to the Goods notified to GrandVay Solutions after the time of collection unless such damage was not apparent from a reasonable inspection on collection by the Customer.
5. Sale by Sample In accordance with clause 4.1.5 above, the Customer shall have a period of seven (7) days following delivery in which to notify GrandVay Solutions in writing of any alleged discrepancy between the sample and the bulk. The absence of any such notification will constitute acceptance of the bulk.
6. Force Majeure
In the event that GrandVay Solutions shall be delayed in or prevented from carrying out any of its obligations under a contract as a result of any cause beyond its control (but not by way of limitation) war, invasion, hostilities, any act of God, government and civil war, strife or commotion. Strikes, lock outs, break down of plant, failure of third party to deliver good or materials, storm, flood, fire or any other cause GrandVay Solutions shall be at liberty (at its election) to suspend the contract in which case it will be relieved of all its obligations and liabilities incurred under such contract insofar as for so long as the fulfillment of such obligation s is therefore prevented, frustrated or impeded or to cancel the contract without incurring any further liability whatsoever.
7. Terms of Payment
- 7.1 In all cases of payment of the price of the Goods shall be no later than the twentieth (20) day of the month following the date of the invoice. If the Customer is in default of this condition the Customer shall in addition to the default sum, pay interest on the balance outstanding at 3% above the base rate of Barclays Bank PLC. Base lending rate from time to time in force from the date of the default until the date the payment is received in full.
- 7.2 Extra costs shall be paid when invoiced by GrandVay Solutions.
- 7.3 In the case of orders outside of the United Kingdom and at the discretion of GrandVay Solutions shall be made by Letters of irrevocable Credit but in all cases payment should be made by Bankers Draft.
- 7.4 In the event of Customer failing to comply with the provisions for payment contained in the preceding sub-clauses or in the event of any dispute or delay in payment or retention made by the Customer this shall be regarded as breach of condition and GrandVay Solutions shall be entitled to treat such failure as a repudiation of the Contract and for all other contracts between GrandVay Solutions and the Customer and without prejudice to all other rights of GrandVay Solutions to claim damages or any other relief, GrandVay Solutions may without notice refuse the collection of goods by the Customer or suspend any further deliveries (as the case may be) in relation to the contract concerned or any other liability to the Customer for any loss or damages however arising. All the money owing to GrandVay Solutions by the Customer under any contract shall be immediately due and payable.
- 7.5 In the event of the Customer purporting to make payment and the cheque presented being dishonored at first presentation (or any subsequent presentation) then GrandVay Solutions will charge a fee for each dishonored cheque of £15.00 (exclusive of VAT) a separate invoice will be raised on each occasion payable with immediate effect.
- 8.1 Subject to the conditions set out below, GrandVay Solutions warrants that the
goods correspond with the their specification and the time of delivery or supply, will be of satisfactory quality and will be fit for purpose for which they are commonly bought and for the purpose for which they were designed. GrandVay Solutions does not give warranty as to fitness for any other purpose whether or not such purpose shall have been made known to GrandVay Solutions.
- 8.2 The above warranty is given by GrandVay Solutions subject to the following conditions.
- 8.2.1 GrandVay Solutions shall be under no obligation in respect of of any defect arising from fair wear and tear, willful damage, negligence, abnormal use or application, failure to follow GrandVay Solutions instructions whether oral or in writing, misuse or alteration of the goods.
- 8.2.2 GrandVay Solutions shall be under no obligation under the above warranty (or any other warranty, condition or guarantee if the goods have not been paid in full by the due date for payment.
- 8.3 Except as expressly provided in these Conditions of Sale, all warranties, conditions or other terms implied by statute or common law (save for the condition implied by section 12 of the Sale of Goods Act 1979) are excluded to the fullest extent permitted by law.
- 8.4 Where the Customer is dealing as a consumer (as defined in the Unfair Contract Terms Act 1977) the statutory rights of the consumer are not affected by these conditions.
- 8.5 Any claim by the Customer, which is based on any defect in the condition of the Goods or in the quality of the Goods or their failure to correspond with the specifications shall (whether or not delivery is refused by the Customer) be notified to GrandVay Solutions in writing specifying the defect or failure alleged within seven (7) days from the date of delivery or supply failing which the Customer shall not be entitled to reject the goods and GrandVay Solutions shall not have liability for such defect or failure and the Customer shall be bound to pay the price as if the goods were delivered or supplied in accordance with the contract PROVIDED THAT if the goods have been used by the Customer prior to such notification then the rights outlined in this clause are forfeited.
- 8.6 Where any valid claim in respect of any of the goods which is based on any defect in the quality of condition of the goods or their failure to meet specifications is notified to GrandVay Solutions in accordance with the Conditions of Sale, GrandVay Solutions shall be entitled, at its sole discretion, to replace the goods (or part in question) or perform any work of rectification free of charge or refund to the Customer the price of the goods (or proportionate price) but GrandVay Solutions shall have no further liability to the Customer.
- 8.7 Except in respect of death or personal injury caused by GrandVay Solutions negligence, GrandVay Solutions shall not be liable to the Customer by reason for any representation or any implied warranty, condition or other term or any duty of common law or under the expressed terms for the contracts for any loss or damage (whether loss or profit or otherwise)
- 8.8 GrandVay Solutions shall not be liable to the Customer or be deemed to be in breach of contract by reason of any delay in performing or any failure to perform any of GrandVay Solutions obligations in relation to the goods if the delay or failure was due to any cause beyond GrandVay Solutions reasonable control.
- 8.8.1 Whilst every attempt will be made by us to ensure the goods supplied match in every respect any samples shown/demonstrated given to you, any minor or immaterial variation between sample or description and the goods delivered shall not entitle you to reject the goods, nor withhold or reduce payments of the purchase price, nor claim any compensation for such variation or change.
- 8.8.2 Whilst all fabrics are tested in accordance with BS EN ISO 105 B02, fading will inevitably occur. However performance of the product is unimpaired and the warranties provided in this condition shall not apply in relation to fading/discoloration caused by fair wear and tear and /or where the he relevant fault or defect has been caused by your misuse and/or negligence of the goods; and/or accidents caused while the goods were in your possession.
- 8.8.3 Subject to condition 8.8.2, and to the receipt of payment in full for your order, we offer a 12-month warranty on all Goods and Services supplied. The warranty time period starts from the day the goods were fitted. Under notification of a claim under warranty from you, we will arrange with you to examine the goods and, if defective, we shall either repair or replace the defective goods free of charge of labor or materials. This is on condition that the good shave not been subject to any misuse or modification. It is possible that goods replaced under warranty due to fault may no longer exactly match the original goods due to fading over time. Should this be the case, the company does not accept any responsibility to replace non-faulty product solely to ensure colour match.
9. Limitations of Liability
- 9.1 The limit of GrandVay Solutions liability hereunder is for any breach of the terms
of these Conditions of Sale whether as damages or otherwise shall be the Contract
price of the Goods.
- 9.2 GrandVay Solutions shall not be responsible for the design of the Goods ordered
by the Customer unless expressly agreed by GrandVay Solutions in writing.
- 9.3 Under no circumstances shall GrandVay Solutions be liable for any claim made by
the Customer neither for consequential loss or damage nor the economic loss
10. Retention of Title
- 10.1 Legal and beneficial title to the Goods shall not pass to the Customer until the Customer shall have paid for the Goods and all sums due to GrandVay Solutions (and any incidental costs and expenses of sale including (but not limited to the various costs listed in clauses, 3.2 and 3.3) above in full.
- 10.2 Until title to the Goods has passed to the Customer, as bailee for GrandVay Solutions, shall keep the Goods separate and distinct from any other goods in the
Customer’s possession and identifiable as being the property of GrandVay Solutions.
- 10.3 The Customer shall permit GrandVay Solutions at any time during normal working hours upon request forthwith, to enter any premises of the Customer to ensure that the Customer is complying with clause 10.2 ad will forthwith at its own expense implement any reasonable instructions of GrandVay Solutions necessary to secure compliance.
- 10.5 The Customer will keep the goods free from and, will indemnify GrandVay Solutions against, any change, lien, or other encumbrances thereon.
- 10.6 The power of the Customer to use or sell the goods shall cease.
10.6.2 If the Customer is a company, automatically upon the happening of any of the following events.
- 10.6.2.1 the appointment of a receiver or Manager (including Administrative Receiver)
- 10.6.2.2 the convening of a meeting for the purposes of the voluntary winding up (other than for reconstruction or amalgamation)
- 10.6.2.3 the presentation of a petition to wind up the Customer or for an administrative order under the insolvency Act of 1986 or
- 10.6.2.4 The summoning of a meeting under section 3 of the insolvency Act 1986 or otherwise for the purpose of proposing of any arrangement of composition with the creditors
- 10.6.3 If the Customer is an individual or a firm automatically happening as a result of one of the following
- 10.6.3.1 If a bankruptcy petition is presented under the insolvency Act 1986, or
- 10.6.3.2 if the Customer applies for an order under section 253 of the insolvency Act 1986 or calls a meeting for the purpose of making an arrangement or composition with its creditors.
- 10.7 After the power to use or sell has ceased the customer will deliver up the goods to GrandVay Solutions and hereby irrevocably authorises GrandVay Solutions to enter any premises of the Customer or any third party where the Goods may be stored for the purpose of finding and/or taking delivery of the same and any costs incurred by GrandVay Solutions in the performance of this clause shall be immediately recoverable from the Customer as a debt due together with interest from the day the debt became due until eh payment or judgment date.
11. Passing of risk. Notwithstanding that the title of the goods may not have passed, the Goods are at the entire risk of the Customer from the date the same are in a deliverable state.
12 Suspension. Without prejudice to any other rights that GrandVay Solutions may have for damages for breach of contract or otherwise against the Customer, GrandVay Solutions shall be entitled in the event of the Customer becoming insolvent or bankruptcy or having made an arrangement with its creditors, ceased to trade or stopped payments of its debts or suffer a receiver to have been appointed over any of its assets or failed to satisfy any judgment debt within seven (7) days of the same becoming payable, to suspend all further deliveries under any contract between the Customer and GrandVay Solutions.
13 Waiver. It is hereby confirmed that the rights of GrandVay Solutions shall not be diminished or waived by any indulgence or forbearance extended to the Customer and no waiver by GrandVay Solutions of any specific breach on the part of the Customer shall operate a waver for any other breach.
14 Termination. Where Goods are purpose made, the Customer may cancel no order, which has been accepted by GrandVay Solutions except with the agreement of GrandVay Solutions in writing and on the terms that the Customer shall indemnify GrandVay Solutions in full against all losses (including the loss of profit), costs, (including the costs of labor and materials used), damages, charges and expenses incurred by GrandVay Solutions as a result of the cancellation.
15 Assignment. GrandVay Solutions may assign the contract to any person, firm or company.
16 Notice. Any notice required or permitted to be given by either party to the other under these conditions shall be in writing to the registered address or place of business or such address as may at that relevant time have been notified pursuant ti this provision to the party giving notice.
17 Construction and choice of law. These conditions shall be constructed in accordance with the Laws of England and Wales who’s Courts shall have sole jurisdiction over all matters arising hereunder. We confirm receipt of the copy of the new standard conditions of sale of GrandVay Solutions and acknowledge that al future contracts shall be subject to the conditions of sale.
- 17.1 The extended warranty offered to customers relating to ‘Free Annual Appliance service’ refers to the annual service required by all boilers to establish safe operation. “GrandVay” will, under the terms of the offer, complete a service of the appliance checking those items proscribed under Regulation 26.9 - The Gas Safety (Installation and Use) Regulations 1998 (9) Where a person performs work on a gas appliance he shall immediately thereafter examine— (a) the effectiveness of any flue; (b) the supply of combustion air; (c) its operating pressure or heat input or, where necessary, both; (d) its operation so as to ensure its safe functioning, and forthwith take all reasonable practicable steps to notify any defect to the responsible person and, where different, the owner of the premises in which the appliance is situated or, where neither is reasonably practicable, in the case of an appliance supplied with liquefied petroleum gas, the supplier of gas to the appliance, or, in any other case, the transporter.
- 17.2 If, during the Appliance Service aforementioned, any fault is uncovered which requires the making safe of any device, because it is dangerous in nature, the owner or responsible person will be alerted as laid out in The Gas Safety (Installation and Use) Regulations 1998. Depending upon the nature of the defect, it may be necessary to cap the gas supply off until remedial work can be undertaken. This may, in certain circumstances, render the appliance ‘out of use’ until a repair can be undertaken.
- 17.3 If, during the service aforementioned, a defect is found, a report will be given to the owner/responsible person, outlining the issue and the remedy required. A cost estimate will be provided, as the cost of any repairs uncovered during a service is not covered under the warranty offered by GrandVay. It is the owner/responsible person’s decision to either accept the repair plan offered or to seek an alterative repair. If the appliance manufacturer requires a ‘service pack’ to be used for a service, this cost is covered by the owner/responsible person.
GrandVay Blinds & Shutters Terms and Conditions
18 Balance Payment on installation. It is a condition of the Contract that all balances will be paid on installation. If after installation is complete, a customer does not complete the order value in full then the goods remain the property, in full, of GrandVay Solutions. Failure to settle the complete the balance at the time of installation renders the Customer in breach of contract. In such circumstances GrandVay Solutions reserves the right to remove the goods and return them to their premises. This action does not afford the Customer the opportunity to cancel the contract. The full balance is due and will be requested before any additional fitting opportunity is explored. This action does not affect your statutory rights.