Trade Terms & Conditions | Kingfisher Windows | Double Glazing Yorkshire

Trade Terms & Conditions

1.   Definitions

  • “Company” shall mean Kingfisher uPVC Windows & Doors Ltd., Trading as Kingfisher Windows its successors and assigns or any person acting on behalf of and with the authority of Kingfisher Windows.
  • “Customer” shall mean the person or entity described as such on the invoices, application for credit, quotation, work authorisation or any other forms to which these terms and conditions apply, and shall include any person acting on behalf of and with the authority of such person or All products are purposely made to your requirements and, as such, Customer(s) buying on a ‘supply only or ‘trade’ basis’ by any means are trading with the Company on a commercial basis and are therefore not deemed to be a ‘domestic consumer’ for the purpose of this agreement.
  • “Guarantor” means that person (or persons), or entity, who agrees to be liable for the debts of the Customer on a principal debtor
  • “Goods” shall mean Goods supplied by the Company to the Customer (and where the context so permits shall include any supply of Services as hereinafter defined) and are as described on the invoices, quotation, work authorization or any other forms as provided by the Company to the
  • “Services” shall mean all services supplied by the Company to the Customer and includes any advice or recommendations (and where the context so permits shall include any supply of Goods as defined above).
  • “Price” shall mean the cost of the Goods as agreed between the Company and the Customer subject to clause 4 of this con-

2.   Application of these terms and conditions to consumers

  • Where the Customer buys Goods as a consumer these terms and conditions (in particular clauses relating to Risk, Disclaimer, Defects, Returns, Warranties, and Limitation of Liability) shall be subject to any laws or legislation governing the rights of consumers and shall not affect the consumer’s statutory

3.   Acceptance

  • Any instructions received by the Company from the Customer for the supply of Goods and/or the Customer’s acceptance of Goods supplied by the Company shall constitute acceptance of the terms and conditions contained
  • The Customer shall be responsible to the Company for ensuring accuracy and sufficiency of its order (including of any applicable specification and/or sample) and for giving the Company any necessary information relating to the Goods within a sufficient time to enable the Company to perform in accordance with this
  • Where more than one Customer (Sole Trader, Partnership or Limited Company) has entered into this agreement, the Customers shall be jointly and severally liable for all payments of the Pr
  • Upon acceptance of these terms and conditions by the Customer the terms and conditions are irrevocable and can only be amended with the written consent of the Company.
  • The Customer undertakes to give the Company at least fourteen (14) days’ notice of any change in the Customer’s name, address and/or any other change in the Customer’.

4.   Price and Payment

  • At the Company’s sole discretion the Price shall be either:
  • as indicated on invoices provided by the Company to the Customer in respect of Goods supplied; or
  • The Company’s quoted Price (subject to clause 4.2) provided that the Customer shall accept the Company’s quotation in writing within thirty (30) days (subject to any unforeseen and extraordinary circumstances).
    • The Company reserves the right to change the Price in the event of any variation to the Company’s quotation.
    • For the purposes of this agreement all trade discounts applied to any or all products supplied are deemed to be settlement discounts. Any failure to pay for the goods in accordance with the agreed payment terms will negate the settlement discount and the invoice shall be adjusted accordingly.
    • At the Company’s sole discretion, account facilities may be available but are subject to a credit check. (Account applications forms are available on request). Account values may be increased, decreased or become null and void as your own/company circumstances change but will be automatically monitored on a contract by contract basis – at the point of process and not at the point of quotation.
    • Time for payment for the Goods shall be of the essence and will be stated in advance, forming part of the quoting procedure or, where working off printed or self-generated documentation, it is assumed that the ‘payment will be made with order’ unless confirmed
    • The Company reserves the right to cancel or withhold any order where credit terms have been amended, or where the value exceeds any available outstanding credit.
  • payment shall be due on ordering of the Goods; when payment is due prior to manufacture, once manufacture has commenced these are nonrefundable or
  • payment shall be due pre delivery of the Goods; or
  • payment for approved Customers shall be made by instalments in accordance with the Company’s payment schedule; or
  • payment for approved Customer’s shall be due seven (7) days from date of invoice
  • payment for approved Customer’s shall be due thirty (30) days from date of invoice
    • Payment will be made by cash, or by BACS, or by bank cheque, or by debit card, or by any other method as agreed to between the Customer and the Company.
    • The Company reserves the right to restrict the amount of cash payment made in any one transaction
    • VAT and other taxes and duties that may be applicable shall be added to the Price except when they are expressly included in the Price.

5.   Delivery of Goods

  • At the Company’s sole discretion delivery of the Goods shall take place when:
  • the Customer takes possession of the Goods at the Company’s address; or
  • the Customer takes possession of the Goods at the Customer’s address or other address nominated by the Customer (in the event that the Goods are delivered by the Company or the Company’s nominated carrier); or
  • The Customer’s nominated carrier takes possession of the Goods in which event the carrier shall be deemed to be the Customer’s
    • At the Company’s sole discretion the costs of delivery are:
  • included in the Price; or
  • in addition to the Price; or
  • For the Customer’s
    • The Customer shall make all arrangements necessary and be present to take delivery of the Goods whenever they are tendered for
    • In the event that the Customer is unable to take delivery of the Goods as arranged then the Company shall be entitled to charge a reasonable fee for redeliver
    • In the event that the Customer is unable to take delivery of the Goods within seven (7) days of the notification by the Company that the Goods are ready the company may store the Goods (on its own or any third party premises) and charge the Customer for its reasonable costs of
    • Delivery of the Goods to a third party nominated by the Customer will not be acceptable and the customer not be present the good will be taken back to the company and the customer will be charged accordingly for failed delivery
    • The Company may deliver the Goods by separate Each separate instalment shall be invoiced and paid for in accordance with the provisions in these terms and conditions.
    • The Customer shall take delivery of the Goods tendered notwithstanding that the quantity so delivered shall be either greater or lesser than the quantity purchased provided that:
  • such discrepancy in quantity shall not exceed 10%; and
  • The Price shall be adjusted pro rata to the
    • The failure of the Company to deliver shall not entitle either party to treat this contract as
    • The Company shall not be liable for any loss or damage whatever due to failure by the Company to deliver the Goods (or any of them) promptly or at
    • If, under exceptional circumstances a delivery is made to site, and materials left with a customer’s approved agent (i.e the end user or an agreed third party), responsibility of such goods is deemed to have been transferred in full at that point. The Company shall not and will not be deemed responsible for any subsequent occurrences such as theft, damage or any subsequent claims relating to their storage, handing or safekeeping once delivery has taken place.

6.   Defects

  • The Customer shall inspect the Goods on delivery and shall within 24 hours, notify the Company in writing of any alleged defect, shortage in quantity, damage or failure to comply with the description or The Customer shall afford the Company an opportunity to inspect the Goods within a reasonable time following delivery if the Customer believes the Goods are defective in any way. If the Customer shall fail to comply with these provisions the Goods shall be presumed to be free from any defect or damage. For defective Goods, which the Company has agreed in writing that the Customer is entitled to reject, the Company’s liability is limited to either (at the Company’s discretion) replacing the Goods or repairing the Goods.
  • No Goods shall be accepted for return except in accordance with 6.1 above. For the purpose of this agreement, for assessing any defects we work to the standards and guidelines as set out by the GGF, the systems’ supplier, product manufacturer or their agents.

7.   Instructions to Customer

  • The Customer shall ensure that all materials and components are correctly assembled, installed, used and maintained in strict accordance with the GGF instructions or
  • The Customer shall indemnify the Company in respect of any liability the Company may have in relation to damage caused by faulty installation, work or parts damaged after supply by the Company whether the installation work has been carried out by the Customer or by any other person to whom the Customer has supplied the
  • If the Customer arranges installation by another person the Customer shall keep a record of the name, telephone number and address of the installer and end
  • Where the Customer supplies any glass or other alternative materials, the Customer shall ensure that the glass or material supplied is subjected to adequate safety testing and quality The Customer shall not supply a substitute to the glass as specified by the Company. Where the Customer wishes to supply what he considers to be a safer alternative to the glass specified by the Company he may only do so with written approval by the Company that the proposed alternative is suitable and falls within the stress loads for which the product has been tested.
  • The Customer shall use the Goods only for the purpose for which they are marketed by the
  • For the purposes of Section 6(8) of the Health and Safety at Work Act 1974 the Customer undertakes to comply with all instructions relating to the Goods received from the Company from time to time and to take such other steps sufficient to ensure, so far as is reasonably practicable, that the Goods will at all times be safe and without risk to health when being properly used, set, cleaned and maintained by a person at work.

8.   Returns

  • Returns will only be accepted provided that:
  • the Customer has complied with the provisions of clause 1; and
  • the Company has agreed in writing to accept the return of the Goods; and
  • the Goods are returned at the Customer’s cost within seven (7) days of the delivery date; and
  • the Company will not be liable for Goods which have not been stored or used in a proper manner; and
  • The Goods are returned in the condition in which they were delivered and with all packaging material, brochures and instruction material in as new condition as is reasonably possible in the
    • The Company will not accept the return of non-defective Goods for

9.   Cancellation

  • The Company may cancel these terms and conditions or cancel delivery of Goods at any time before the Goods are delivered by giving written On giving such notice the Company shall repay to the Customer any sums paid in respect of the Price. The Company shall not be liable for any loss or damage whatever arising from such cancellation.
  • In the event that the Customer cancels delivery of Goods the Customer shall be liable for any loss incurred by the Company (including, but not limited to, any loss of profits) up to the time of cancellation.

10.Default & Consequences of Default

  • Interest on overdue invoices shall accrue from the date when payment becomes due daily until the date of payment at a rate of 8% above base rate per annum and such interest shall compound monthly at such a rate after as well as before any
  • The Company may charge interest on overdue invoices in accordance with the Late Payment of Commercial Debts (Interest) Act
  • If the  Customer defaults in payment of any  invoice  when  due,  the  Customer shall  indemnify  the Company  from  and  against  all costs and disbursements incurred by  the  Company in pursuing the debt including legal costs on a solicitor and own client basis and the Company’s collection agency
  • Without prejudice to any other remedies the Company may have, if at any time the Customer is in breach of any obligation (including those relating to payment); the Company may suspend or terminate the supply of Goods to the Customer and any of its other obligations under the terms and The Company will not be liable to the Customer for any loss or damage the Customer suffers because the Company exercised its rights under this clause.
  • If any account remains overdue after thirty (30) days then an amount of ₤00 shall be levied as an administration fee and shall be levied for each month that the account remains overdue, which sums shall become immediately due and payable.
  • Without prejudice to the Company’s other remedies at law the Company shall be entitled to cancel all or any part of any order of the Customer which remains unperformed in addition to and without prejudice to any other remedies and all amounts owing to the Company shall, whether or not due for payment, become immediately payable in the event that:
  • any money payable to the Company becomes overdue, or in the Company’s opinion the Customer will be unable to meet its payments as they fall due; or
  • the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
  • A receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the

11.    Title

  • It is the intention of the Company and agreed by the Customer that ownership of the Goods shall not pass until:
  • the Customer has paid all amounts owing for the particular Goods; and
  • The Customer has met all other obligations due by the Customer to the Company in respect of all contracts between the Company and the
    • Receipt by the Company of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honored, cleared or recognised and until then the Company’s ownership or rights in respect of the Goods shall
    • It is further agreed that:
  • where practicable the Goods shall be kept separate and identifiable until the Company shall have received payment and all other obligations of the Customer are met; and
  • Until such time as ownership of the Goods shall pass from the Company to the Customer the Company may give notice in writing to the Customer to return the Goods or any of them to the Upon such notice the rights of the Customer to obtain ownership or any other interest in the Goods shall cease; and
  • the Company shall have the right of stopping the Goods in transit whether or not delivery has been made; and
  • if the Customer fails to return the Goods to the Company then the Company or the Company’s agent may enter upon and into land and premises owned, occupied or used by the Customer, or any premises as the invitee of the Customer, where the Goods are situated and take possession of the Goods; and
  • the Customer is only a bailee of the Goods and until such time as the Company has received payment in full for the Goods then the Customer shall hold any proceeds from the sale or disposal of the Goods on trust for the Company; and
  • the Customer shall not deal with the money of the Company in any way which may be adverse to the Company; and
  • the Customer shall not charge the Goods in any way nor grant nor otherwise give any interest in the Goods while they remain the property of the Company; and
  • the Company can issue proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods may not have passed to the Customer; and
  • Until such time that ownership in the Goods passes to the Customer, if the Goods are converted into other products, the parties agree that the Company will be the owner of the end

12.   Risk

  • If the Company retains ownership of the Goods nonetheless, all risk for the Goods passes to the Customer on
  • If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Customer, the Company is entitled to receive all insurance proceeds payable for the Good The production of these terms and conditions by the Company is sufficient evidence of the Company’s rights to receive the insurance proceeds without the need for any person dealing with the Company to make further enquiries.

13.   Warranty

  • The Company offers an extensive – non-transferable – 120 month ‘parts only’ warranty on profile and glass sealants and 12 months against the mechanical breakdown of hardware such as handles hinges and locking mechanisms. This excludes coverings and coatings. On any electrical or non-standard items this warranty is limited to a maximum of 12 months or in accordance with the suppliers own terms and conditions. All defective parts will be supplied at cost and must be returned within seven days of the exchange taking place to receive a full refund – in accordance with our supplier’s warranty conditions. The conditions applicable to the warranty are:
  • The warranty shall not cover any defect or damage which may be caused or partly caused by or arise through:
  • Failure on the part of the Customer or end user to properly maintain any Goods; or
  • Failure on the part of the Customer or end user to follow any instructions or guidelines provided by the Company; or
  • Failure due to miss-use or abuse; or
  • Any use of any Goods otherwise than for any application specified on a quote or order form; or
  • The continued use of any Goods after any defect becomes apparent or would have become apparent to a reasonably prudent operator or user; or
  • Fair wear and tear, any accident or act of
  • The warranty shall cease and the Company shall thereafter in no circumstances be liable under the terms of the warranty if the workmanship is repaired, altered or overhauled without the Company’s
  • In respect of all claims the Company shall not be liable to compensate the Customer for any delay in either replacing or repairing the workmanship/Goods or in properly assessing the Customer’s claim.
  • The full warranty is deemed to apply from the agreed date of ‘collection/delivery’ from the Company’s premises of the original contract and not from when the Customer takes ownership. Any subsequent replacements or repairs will deemed to have commenced from that same start date as the original contract.
  • This warranty arrangement is exclusive to our Customer and not the ‘end user’ or any other third party.
  • On all goods that have been received and not paid for in full and in accordance with our trading agreement, this warranty shall be deemed to be null and void.
  • Technical literature for the care and maintenance of any goods supplied by the Company is available on request.
  • Where a site inspection is requested for the purpose of validating and assessing a warranty claim, a set fee will become due prior to the investigation being carried out. This fee will be reimbursed on the warranty claim being validated.
  • Although every effort will be made to exchange goods on a ‘like for like’ basis, the Company reserves the right to supply materials of a similar nature where specifications may have changed.

14.   Security and Charge

  • Despite anything to the contrary contained herein or any other rights which the Company may have howsoever:
  • where the Customer and/or the Guarantor (if any) is the owner of land, realty or any other asset capable of being charged, both the Customer and/or the Guarantor agree to mortgage and/or charge all of their joint and/or several interest in the said land, realty or any other asset to the Company or the Company’s nominee to secure all amounts and other monetary obligations payable under the terms and The Customer and/or the Guarantor acknowledge and agree that the Company (or the Company’s nominee) shall be entitled to lodge where appropriate a caveat, which caveat shall be released once all payments and other monetary obligations payable hereunder have been met.
  • should the Company elect to proceed in any manner in accordance with this clause and/or its sub-clauses, the Customer and/ or Guarantor shall indemnify the Company from and against all the Company’s costs and disbursements including legal costs on a solicitor and own client
  • The Customer and/or the Guarantor (if any) agree to irrevocably nominate constitute and appoint the Company or the Company’s nominee as the Customer’s and/or Guarantor’s true and lawful attorney to perform all necessary acts to give effect to the provisions of this clause 1.

15. The Consumer Rights Act 2015 and Supply of Goods and Services Act 1982

  • This agreement is subject to the provisions of the Consumer Rights Act 2015 and the Supply of Goods and Services Act 1982 (or any replacement or re-enactment thereof) in all cases except where the Customer is contracting within the terms of a trade/ business (which cases are specifically excluded).
  • Notwithstanding clause 1 nothing in this agreement is intended to have the effect of contracting out of any applicable provisions the Consumer Rights Act 2015 and the Supply of Goods and Services Act 1982 or any laws or legislation governing the rights of consumers, except to the extent permitted by those Acts, laws or legislation.

16.   Intellectual Property

  • Where the Company has designed, drawn or written Goods for the Customer, then the copyright in those designs and drawings shall remain vested in the Company, and shall only be used by the Customer at the Company’s
  • The Customer warrants that all designs or instructions to the Company will not cause the Company to infringe any patent, registered design or trademark in the execution of the Customer’s

17.   Data Protection Act 1998

  • The Customer and the Guarantor/s (if separate to the Customer) authorises the Company to:

Collect, retain and use any information about the Customer, for the purpose of assessing the Customer’s Credit worthiness or marketing products and services to the Customer; and

  • to disclose information about the Customer, whether collected by the Company from the Customer directly or obtained by the Company from any other source, to any other credit provider or any credit reporting agency for the purposes of providing or obtaining a credit reference, debt collection or of listing a default by the Customer on publicly accessible credit reporting
    • The Company may also use information about the Customer to monitor, analyses and communicate its business. In this connection the Customer authorises the Company to disclose personal information to agents or third parties engaged by the Company in the course of operating its business
    • The Customer consents to the transfer of information outside of the European Economic Area for the purposes listed
    • Where the Customer is an individual the authorities under (clause 1) are authorities or consents for the purposes of the Data Protection Act 1998.
    • The Customer shall have the right to request the Company for a copy of the information about the Customer retained by the Company and the right to request the Company to correct any incorrect information about the Customer held by the Compa

18.   Limitation of Liability

  • The Company shall be under no liability whatsoever to the Customer for any indirect consequential loss and/or expense (including loss of profit or goodwill) suffered by the Customer or any third party arising out of a breach by the Company of any items listed in these terms and
  • In the event of any breach of this contract by the Company the remedies of the Customer shall be limited to damages and the Company’s liability (if any) whether in contract, tort or otherwise in respect of any defect in the Goods, or for any breach of these terms and conditions, or of any duty owed to the Customer in connection with them shall be limited to the amount of the
  • For the avoidance of doubt, nothing in these terms and conditions shall exclude or restrict the Company’s liability to any person for death or personal injury to that person resulting from the Company’s

19.   Customer’s Disclaimer

  • The Customer hereby disclaims any right to rescind, or cancel the contract or to sue for damages or to claim restitution arising out of any misrepresentation made to the Customer by the Company and the Customer acknowledges that the Goods are bought relying solely upon the Customer’s skill and

20.   General

  • If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
  • All descriptive and technical specifications, drawings, catalogues, illustrations and particulars of weight and dimensions supplied by the Company are approximate only and the Company reserves the right without notice to the Customer to make alterations thereto and to supply the Goods so altered in performance of the Contract provided that such alterations do not materially affect the characteristics of the Go
  • These terms and conditions and any contract to which they apply shall be governed by the laws of England and
  • The Customer shall not be entitled to set off against or deduct from the Price any sums owed or claimed to be owed to the Customer by the Co
  • The Company may license or sub-contract all or any part of its rights and obligations without the Customer’s
  • The Company reserves the right to review these terms and conditions at any If, following any such review, there is to be any change to these terms and conditions, then that change will take effect from the date on which the Company notifies the Customer of such change. Except where the Company supplies further Goods to the Customer and the Customer accepts such Goods, the Customer shall be under no obligation to accept such changes.

Neither party shall be liable for any default due to any act of God, war, terrorism, strike, and lock out, industrial action, fire, flood, drought, storm or other event beyond the reasonable control of either party

22 Other Important Items

22.1 Each of the paragraphs of these conditions 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.

22.2 Amendments to these terms and conditions may occur periodically to match changing circumstances. For the latest edition of this, and other technical literature relating to the supply and service of our products, please refer to your login section at www.kingfishertrade.co.uk.