Terms & Conditions

1. DEFINITIONS AND INTERPRETATION

1.1 Key Terms

• Business Day: Any day that is not a Saturday, Sunday, or public holiday in England when banks in London are open for business.
• Business Hours: From 8:30 am to 5:00 pm on any Business Day.
• Conditions: The terms and conditions specified in this document, which may be updated as per clause 12.4.
• Contract: The agreement between the Supplier and the Customer for the sale and purchase of Goods, governed by these Conditions.
• Customer: The individual or entity purchasing the Goods from the Supplier.
• Delivery Location: Defined in clause 5.2.
• Force Majeure Event: Any event or circumstance beyond the reasonable control of either party.
• Goods: The products (or any part thereof) listed in the Order.
• Order: The Customer’s request for Goods, either through a purchase order form, a written acceptance of a Supplier’s quote, or any other agreed method.
• Specification: Any agreed written specification, including related plans and drawings, for the Goods between the Customer and the Supplier.
• Supplier: Horizon Windows & Doors
• Warranty Period: Defined in clause 6.1.

1.2 Interpretation:

• (a) A “person” includes individuals, corporations, and unincorporated entities (whether or not having separate legal personality).
• (b) A reference to a party includes its representatives, successors, and permitted assigns.
• (c) Any reference to laws or regulations includes their amendments or re-enactments, and subordinate legislation made under those provisions.
• (d) Terms like “including”, “for example”, and similar expressions should be interpreted as illustrative and do not limit the preceding terms.
• (e) “Writing” or “written” excludes faxes and emails.

2. PLACING AND ACCEPTING AN ORDER

2.1 Placing Your Order:

To place an order, follow the on-screen prompts. Each order is an offer to purchase the specified Goods, subject to these Conditions.

2.2 Correcting Errors:

Before submitting the Order, the Customer can review and correct any mistakes. The Customer is responsible for ensuring the accuracy and completeness of the Order and any related Specifications.

2.3 Order Acknowledgment:

The Supplier will acknowledge receipt of the Order via email, but this does not signify acceptance. The Order will be accepted as described in clause 3.3.

2.4 If the Order Cannot Be Accepted:

If the Supplier cannot fulfill the Order for any reason, they will notify the Customer by email and not process the Order. Any payments made will be refunded promptly.

3. BASIS OF THE CONTRACT

3.1 These Conditions:

These Conditions apply exclusively to the Contract, superseding any other terms the Customer may propose, unless otherwise agreed in writing.

3.2 The Order:

The Order is an offer by the Customer to purchase Goods under these Conditions. The Customer is responsible for ensuring the accuracy of the Order and Specifications.

3.3 Acceptance:

The Contract will only be formed when the Supplier issues a written acceptance of the Order, which includes email confirmation.

3.4 Waiver of Other Terms:

The Customer waives any right to rely on other terms inconsistent with these Conditions.

3.5 Samples and Descriptions:

Any samples, drawings, or descriptions provided by the Supplier are for illustrative purposes only and do not form part of the Contract.

3.6 Quotations:

A quotation from the Supplier is not an offer but an invitation to treat. It remains valid for 30 Business Days unless stated otherwise and may be withdrawn at any time.

3.7 Compliance with Regulations:

If the Goods need to comply with Part F and Part L of The Building Regulations 2010, the Customer must specify this, and the quote may be revised accordingly.

4. GOODS

4.1 Intellectual Property Indemnity:

If the Goods are made based on a Customer-supplied Specification, the Customer indemnifies the Supplier against any claims or losses due to infringement of third-party intellectual property rights arising from the Specification.

4.2 Specification Changes:

The Supplier reserves the right to amend the Goods’ Specification to comply with applicable legal or regulatory requirements and will notify the Customer accordingly.

5. DELIVERY

5.1 Delivery Note:

The Supplier will provide a delivery note that includes the Order date, relevant reference numbers, details of the Goods, and, where applicable, special instructions for handling.

5.2 Delivery Location:

The Goods will be delivered to the kerbside, as close as possible to the location specified in the Order (or another mutually agreed location).

5.3 Completion of Delivery:

Delivery is deemed complete once the Goods have been unloaded at the Delivery Location.

5.4 Customer’s Responsibility for Unloading:

The Customer must ensure sufficient labor is available to unload the Goods. If there is insufficient labor, the delivery will be rescheduled at the Customer’s expense.

5.5 Supplier’s Liability:

The Supplier is not responsible for any damage or loss occurring during the unloading of the Goods.

5.6 Inspection of Goods:

The Customer is responsible for inspecting the Goods upon delivery. Any defects or damage must be reported within 24 hours.

5.7 Delivery Times:

Quoted delivery times are approximate. The Supplier is not liable for delays caused by Force Majeure Events or the Customer’s failure to provide correct delivery instructions.

5.8 Supplier’s Liability for Delivery Failure:

If delivery fails due to reasons outside the Supplier’s control, the Supplier’s liability is limited to redelivery of the Goods.

5.9 Non-Acceptance of Delivery:

If the Customer fails to accept delivery (except due to Force Majeure or the Supplier’s failure to meet Contract obligations), delivery is deemed complete on the Business Day the Goods are unloaded.

5.10 Quantity Variations:

The Customer cannot reject Goods if the Supplier delivers up to 10% more or fewer items than ordered.

5.11 Instalment Deliveries:

The Supplier may deliver the Goods in multiple instalments. Delays or defects in one instalment will not entitle the Customer to cancel the entire Order.

QUALITY

6.1 The Supplier guarantees that upon delivery, and throughout the specified warranty period outlined in Schedule 1 (Warranty Period) from the date of delivery, the Goods will:

(a) meet the description and any applicable specifications in all significant aspects;

(b) be free from material defects in design, material, and craftsmanship;

(c) be of satisfactory quality, as defined under the Sale of Goods Act 1979.

For clarity, bespoke Goods are non-returnable unless they fail to meet the warranty criteria detailed in this section.

6.2 If:

(a) the Customer notifies the Supplier in writing within the Warranty Period and within a reasonable timeframe upon discovering that the Goods or part of the Goods do not meet the warranty requirements;

(b) the Supplier is given a reasonable opportunity to inspect the Goods; and

(c) the Customer returns the Goods to the Supplier’s place of business (at the Customer’s expense) if requested,

then the Supplier shall, at its discretion, either repair or replace the defective Goods.

6.3 The Supplier will not be held liable for defects under this warranty if:

(a) the Customer continues to use the Goods after notifying the Supplier of the defect;

(b) the defect arises from the Customer’s failure to follow the Supplier’s instructions (whether written or oral) concerning storage, commissioning, installation, use, and maintenance of the Goods, or any good trade practices;

(c) the defect results from the Supplier following designs, drawings, or specifications provided by the Customer;

(d) the Customer alters or repairs the Goods without the Supplier’s written consent;

(e) the Customer installs or fits the Goods;

(f) the defect is caused by normal wear and tear, accidental damage, negligence, or improper storage or working conditions; or

(g) the Goods deviate from their description or specifications due to changes necessary to comply with statutory or regulatory requirements.

6.4 If only part of the Goods fail to meet the warranty, the Supplier will either repair or replace the defective part, with no liability for the remaining Goods that meet the warranty.

6.5 The Supplier is not liable for any indirect or consequential losses incurred by the Customer due to defective Goods, including costs related to reinstallation, third-party installation services, or other financial losses.

6.6 Except for the conditions outlined in this clause 6, the Supplier has no further liability regarding the Goods’ failure to meet the warranty.

6.7 To the maximum extent allowed by law, the Supplier excludes any implied terms from sections 13 to 15 of the Sale of Goods Act 1979.

6.8 These Conditions apply to any repaired or replacement Goods supplied by the Supplier.

7. TITLE AND RISK

7.1 The risk in the Goods transfers to the Customer upon completion of delivery.

7.2 Title to the Goods remains with the Supplier until full payment is received (in cleared funds) for both the Goods and any other goods supplied. Title passes once all outstanding payments are made.

7.3 Until title passes, the Customer must:

(a) keep the Goods separate from other goods and ensure they remain identifiable as the Supplier’s property;

(b) not alter or obscure identifying marks or packaging on the Goods;

(c) maintain the Goods in satisfactory condition and insure them for their full value from the date of delivery;

(d) inform the Supplier immediately if any of the events in clauses 10.1(b) to 10.1(d) occur;

(e) provide the Supplier with relevant information regarding the Goods and the Customer’s financial position upon request.

8. PRICE AND PAYMENT

8.1 Full payment for the Goods is required before the Order is processed. Orders will only be processed once the Supplier receives full payment in cleared funds, unless otherwise agreed in writing.

8.2 The Goods will be priced as specified in the Order.

8.3 The Supplier may increase the price of the Goods if there are unforeseen changes in costs, including:

(a) changes in foreign exchange rates, taxes, duties, or other external costs;

(b) any changes in the Customer’s order (e.g., delivery date, quantities, or specifications); or

(c) delays caused by the Customer’s actions or failure to provide necessary instructions.

8.4 The Goods’ price excludes VAT and any packaging, insurance, or transport costs, all of which are payable by the Customer in addition.

8.5 Any discounts or promotions are applied directly to the Supplier’s website and may be withdrawn without notice.

8.6 The Supplier may cancel an Order without prior notice, providing written confirmation within 10 Business Days. Any paid funds will be refunded within the same period.

8.7 As the Goods are bespoke, changes to the order’s specifications, quantity, or delivery dates are at the Supplier’s discretion.

8.8 Cancellation requests by the Customer are subject to the Supplier’s approval. If accepted, the Supplier will notify the Customer and outline any costs incurred.

8.9 If the Customer fails to pay on time, interest will be charged on overdue amounts at a rate of 4% above the Bank of England’s base rate.

8.10 All payments are to be made in full without deductions or set-offs, except for tax deductions required by law.

8.11 If a pricing error occurs due to a software issue, the Supplier reserves the right to cancel the Order and issue a full refund.

9. LIMITATION OF LIABILITY

9.1 The Supplier has insurance coverage for its legal liability. However, the Customer is responsible for ensuring adequate coverage for any excess loss.

9.2 The limitations on liability apply to all types of claims, including contract, tort, misrepresentation, and others.

9.3 The Supplier’s liability does not limit claims for:

(a) death or personal injury due to negligence;

(b) fraud or fraudulent misrepresentation;

(c) breach of section 12 of the Sale of Goods Act 1979;

(d) defective products under the Consumer Protection Act 1987.

9.4 The Supplier’s total liability shall not exceed the price of the Goods.

9.5 The following types of loss are excluded:

(a) loss of profits, sales, or business;

(b) loss of contracts or anticipated savings;

(c) loss or corruption of data;

(d) indirect or consequential loss.

9.6 This clause will survive termination or expiry of the Contract.

10. TERMINATION

10.1 The Supplier may terminate the Contract immediately if:

(a) the Customer commits a material breach and fails to remedy it within 7 days of written notice;

(b) the Customer takes steps towards insolvency or ceases business operations;

(c) the Customer suspends or ceases a substantial part of its business; or

(d) the Customer’s financial position deteriorates to the point where it cannot fulfill the Contract.

10.2 The Supplier may suspend Goods provision if the Customer is subject to the above events or fails to make payment on time.

10.3 If the Customer fails to pay by the due date, the Supplier may terminate the Contract immediately.

10.4 Upon termination, the Customer must immediately pay all outstanding invoices, including for Goods already supplied.

10.5 Termination does not affect the rights accrued prior to the termination date.

10.6 Any provisions that should continue after termination will remain in force.

11. FORCE MAJEURE

Neither party will be liable for delays or failures in performance due to Force Majeure Events. If the delay lasts for more than 8 weeks, the unaffected party may terminate the Contract by providing 14 days’ written notice.

12. GENERAL

12.1 Assignment: The Supplier may assign, transfer, or delegate its rights or obligations without the Customer’s consent. The Customer may not assign or subcontract without the Supplier’s written consent.

12.2 Confidentiality: Each party agrees to keep the other’s confidential information private for 2 years post-contract termination, except as required by law or for business operations.

12.3 Entire Agreement: This Contract represents the entire agreement and supersedes any prior discussions or representations.

12.4 Variation: Changes to the Contract must be in writing and signed by both parties.

12.5 Waiver: A waiver of rights must be in writing and does not apply to subsequent rights or remedies.

12.6 Severance: If any provision is found to be unenforceable, it will be removed, but the rest of the Contract remains valid.

12.7 Notices: Notices must be in writing and delivered to the relevant address. Notices are deemed received when delivered or within 2 business days if sent by post.

12.8 Third-Party Rights: This Contract does not grant rights to third parties.

12.9 Governing Law: This Contract is governed by the law of England and Wales.

12.10 Jurisdiction: The courts of England and Wales will have exclusive jurisdiction over any disputes.

13. CUSTOMER LIABILITY FOR INCORRECT INPUTS