1.1. In these Standard Terms and Conditions (these “Ts & Cs”) the following words and phrases have the following meanings;
“Agreement” – means the agreement for the supply of the Works from Whalley Home Improvements Ltd to the Customer as set out in the Order Form, these Ts & Cs and all Contract Variations (if any).
“Contract Variation” – means a variation to the provisions of the Agreement which is in writing and is (1) signed by the both Parties, (2) confirmed by email from Whalley Home Improvements Ltd to the Customer or (3) otherwise identified in these Ts & Cs as being a Contract Variation.
“Customer” – means the person identified in the Order Form.
“Goods” – means the products identified in the Order Form as to the products to be supplied to the customer.
“Installation Services” – means such of the Services (if any) which relate to the installation of the Goods at the Property.
“Order Form” – means the form set out overleaf (together with all continuation sheets of such form (if any)).
“Property” – means the address to where the Goods are to be delivered to and where all Installation Services will be performed, which unless otherwise set out in the Order Form will be the Customer’s address (as set out in the Order Form).
“Parties” – means the Customer(s) and Whalley Home Improvements Ltd and “Party” means either of them.
“Price” – means the total price payable by the Customer to Whalley Home Improvements Ltd for the Works being the amount referred to as the “Total Cost” in the Order Form as varied by the Ts & Cs and any Contract Variation.
“Services” – means, unless otherwise specified in the Order Form, all services reasonably anticipated by Whalley Home Improvements Ltd on completion of the Design (see clause 5) as being required to design, manufacture supply and install the Goods, at the Property, in accordance with the Design and terms of the Agreement.
1.2.
“Works” – means the Goods and/or the Services The Agreement contains all of the terms upon which the Customer agrees to purchase the Works from Whalley Home Improvements Ltd and for Whalley Home Improvements Ltd to supply the Works to the Customer. Any additional term, condition or verbal agreement must be contained in a Contract Variation (ie put in writing and signed by the Customer and Whalley Home Improvements Ltd or agreed by the Customer and Whalley Home Improvements Ltd and confirmed by an email from Whalley Home Improvements Ltd to the Customer). Without a Contract Variation any additional terms, conditions or verbal agreements cannot be relied upon and will not form part if the Agreement. If there is any conflict between the terms of these Ts & Cs, the Order Form and any Contract Variations, the Contract Variations shall prevail over the Ts & Cs.
The Customer has the right to cancel the Agreement within the period of 14 days of the date on which the Customer signs the Order Form (such period being the “Cancellation Period”). To exercise this right, the Customer must give notice (in accordance with clause 14 below) to Whalley Home Improvements Ltd of such cancellation within the Cancellation Period. If the Agreement is cancelled pursuant to this clause 2, any Deposit (as defined in clause 7 below) will be refunded in full and Whalley Home Improvements Ltd & the Customer shall have no liability to each other in respect of the Agreement.
The Agreement has been entered into by Whalley Home Improvements Ltd on the basis that and subject to: (1) the designs for and implementation of the Works being within recommended safety requirements, (2) the Survey and Design (see clause 5 below) being completed and (3) all necessary consents and approvals (see clause 6 below) being obtained.
The Customer will grant Whalley Home Improvements Ltd representatives unrestricted access to the Property, at all reasonable times, for the purposes of carrying out the Works (including the Survey see clause 5 below) obtaining necessary consents and approvals (see clause 6 below), the Installation Services and for any subsequent remedial work, if required). The Customer agrees to allow Whalley Home Improvements Ltd to site equipment (such as skips, ladders, scaffolds and vehicles) on the Property in order to complete the Works. The Customer agrees, at no cost to Whalley Home Improvements Ltd, to provide such electricity, gas, water or other services to enable Whalley Home Improvements Ltd to complete the Works and, if necessary, any remedial works. In the event of access being required to a neighbouring land, it is the Customers responsibility to ensure that access is granted and Whalley Home Improvements Ltd shall not be liable for any delays arising out of the Customers inability to gain such access.
5.1. As soon as reasonably practicable following the expiry of the Cancellation Period (referred to in clause 2), Whalley Home Improvements Ltd will arrange an appointment for detailed measurements of proposed Works to be taken by a representative of Whalley Home Improvements Ltd (the “Survey”) so that Whalley Home Improvements Ltd may:
5.1.1. satisfy itself of the technical viability of and any site specific issues relating to the Works;
5.1.2. satisfy itself of compliance of the Works with current laws and regulations; and
5.1.3. be in a position to complete a detailed design of the Works.
5.2. The Customer agrees that Whalley Home Improvements Ltd’s surveyor may, in order to confirm whether or not asbestos or any other dangerous materials are present at the Property which may impact on the Works, remove a sample for analysis from the Property. Where a sample is taken, Whalley Home Improvements Ltd’s obligation to make good is limited to sealing any area that has been disturbed in such manner as Whalley Home Improvements Ltd may deem appropriate.
5.3. As soon as reasonably practicable following the completion of the Survey, Whalley Home Improvements Ltd will complete the design of the Works (the “Design”). If the Design for any part of the Works falls outside of recommended safety requirements, Whalley Home Improvements Ltd will, as soon as reasonably practicable, inform the Customer of such safety issue and the Agreement will be cancelled.
5.4. If following the completion of the Design (whether by reason of the nature of the Works, incorrect pricing or the requirement for additional works or plans), Whalley Home Improvements Ltd believes that the price quoted in the Order Form, as being payable by the Customer for the carrying out of the Works, should be adjusted, Whalley Home Improvements Ltd will inform the Customer of the adjusted price. The Customer may then choose to continue with the Agreement at the adjusted price or to cancel the Agreement. If the Customer wishes to continue with the Agreement at the adjusted price, the Customer must give notice (in accordance with clause 14 and such notice being a Contract Variation) of this to Whalley Home Improvements Ltd within 14 days of being notified of the price adjustment otherwise, the Agreement will be automatically cancelled.
5.5. If following completion of the Design, neither clause 5.3 or 5.4 apply, the Agreement will be deemed to have been accepted by Whalley Home Improvements Ltd.
5.6. If the agreement is cancelled pursuant to this clause 5, any Deposit (as defined in clause 7 below) will be refunded in full.
6.1. The obligations of Whalley Home Improvements Ltd in this clause 6, will not apply where the Services do not include Installation Services. Where the Services do not inlclude Installation Services, it is the Customers responsibility to apply for and obtain all approvals and consents and ensure that the Works comply with all building and other regulations (including the matters referred to in clause 6) and Whalley Home Improvements Ltd recommends that such approvals and consents are obtained before the Customer enters into the Agreement, as the Customer shall remain liable to pay for the Works if such approval and consents are subsequently refused.
6.2. Whalley Home Improvements Ltd will, unless otherwise agreed by a Contract Variation, make any application for planning consent required for the Works (“Planning Consent”) on behalf of the Customer. The cost and expense of securing Planning Consent is the responsibility of the Customer and is addition to the Price.
6.3. Build-over agreements are legal contracts between the Customer and the local water authority. The Customer is responsible for applying for all build-over agreements necessary for the carrying out of the Works (“Build-over Agreements”) but Whalley Home Improvements Ltd will assist the Customer in making such applications by providing documentation, within Whalley Home Improvements Ltd’s control, needed by the Customer to complete the relevant application. Whalley Home Improvements Ltd is not liable for any costs incurred by the Customer in obtaining Build-over Agreements. Some Works may not require Planning Consent but will require a Build-over Agreement. Where the Customer has not obtained all necessary Build-over Agreements as at the date 14 days prior to the anticipated start date of the Installation Services forming part of the Works, the Customer shall give written notice to Whalley Home Improvements Ltd on or before such date that the Build-over Agreements have not been obtained. On receipt of such notice, the Parties will agree an extension of time to allow the Customer to obtain the Build-over Agreements but the Customer shall be liable to any and all costs or expenses incurred by Whalley Home Improvements Ltd as a result of such extension time. Where no such notice is given by the Customer, Whalley Home Improvements Ltd is entitled to assume, without any further inquiry that all Build-over Agreements have been duly obtained and Whalley Home Improvements Ltd shall be under no liability whatsoever in the event of any enforcement or any other action is taken against the Customer or Whalley Home Improvements Ltd in respect of the Works being carried out without necessary Build-over Agreements.
6.4. It is the Customers responsibility to complete the details on the Order Form regarding whether the Property is a listed building, within a conservation area, or subject to any other form of restriction (each being a “Site Restriction”) that may affect the execution of the Works, in which case Whalley Home Improvements Ltd will make the necessary application on behalf of the Customer for the approval of carrying out the Works (each being a “Site Restriction Approval”) but the cost and expense of making any such application is the responsibility of the Customer and is in addition to the Price. If the Customer fails to inform Whalley Home Improvements Ltd that the Property is subject to a Site Restriction, Whalley Home Improvements Ltd shall be entitled to assume that, without further inquiry, either the Property is not subject to a Site Restriction or that the Customer has obtained all relevant Site Restriction Approvals for the carrying out of the Works and Whalley Home Improvements Ltd shall be under no liability whatsoever in the event of any enforcement or any other action taken against the Customer or Whalley Home Improvements Ltd in respect of any Site Restrictions.
6.5. Should any Planning Consent, Build-over Agreements and/or Site Restriction Approvals necessary for the carrying out of the works:
6.5.1. prove only to be obtainable by revision of the Design or Works, Whalley Home Improvements Ltd will produce a revised Design and/or list of Works and submit it to the Customer together with any consequent adjustment to the Price. The Customer may then choose to continue with the Agreement on the basis of the adjusted Design and/or Works and Price or to cancel the Agreement. If the Customer wishes to continue with the Agreement on the basis of the adjusted Design and/or Works and Price otherwise, the Agreement will be automatically cancelled; or not be forthcoming, Whalley Home Improvements Ltd will be at liberty to cancel the Agreement.
6.5.2. not be forthcoming, Whalley Home Improvements Ltd will be at liberty to cancel the Agreement.
6.6. If the Agreement is cancelled pursuant to this clause 6, Whalley Home Improvements Ltd shall be entitled to retain any or all of the Deposit (as defined in clause 7 below) which equates to the losses, costs and expenses incurred by Whalley Home Improvements Ltd as at the date of cancellation of the Agreement.
7.1. A deposit of the amount shown in the Order Form (the “Deposit”) is payable by the Customer on signing the Order Form. The Deposit is a payment to cover some or all of Whalley Home Improvements Ltd’s losses, costs and expenses which it will incur in the carrying out of the Works (including the costs incurred in carrying out the Survey, the Design or making applications in accordance with clause 6). Except where expressly set out otherwise in the Ts & Cs, the Deposit is non-refundable but where the Agreement is cancelled, Whalley Home Improvements Ltd may, in its discretion, consider returning part of the Deposit where it is in excess of the losses, costs and expenses actually incurred by Whalley Home Improvements Ltd in respect of the Agreement.
7.2. Whalley Home Improvements Ltd is a member of the Glass and Glazing Federation (“GGF”) and in the event of any GGF member failing to commence a contract for the supply and/or installation and/or repair and/or maintenance of glazing products in domestic premises in the United Kingdom as a result of insolvency, any private individual who has placed a deposit with a GGF member is protected under the GGF’s deposit protection scheme.
8.1. Other than the costs and expenses referred to in these Ts & Cs (and for which the Customer is liable in addition to the Price), the Price is the total price payable for the Works including VAT and the Deposit. The Price includes VAT as at the applicable rate of VAT increases before the Customer pays the whole of the Price, all unpaid parts of the Price will be increased to include each such increase in the applicable rate of VAT at the time of payment.
8.2. Any goods or services required in additional to the Works will be subject to an additional charge plus VAT.
8.3. In the case of the Works requiring ground works, the Price includes only such ground works included in the Order Form and the cost of such ground works are based on the associated footings having a depth of 750 mm and width of 450 mm. If, after commencement of the ground works, unforeseen issues are identified or requirements are imposed by the building inspector (for example if the footings are needed to be deeper or wider than set out above), Whalley Home Improvements Ltd reserves the right to increase the Price to cover such issues or requirements, Whalley Home Improvements Ltd shall inform the Customer of such issues and/or requirements and any consequent increase to the Price. The Customer may then choose to continue with the Agreement on the basis of the adjusted Price or to cancel the Agreement. If the Customer wishes to continue with the Agreement on the basis of the adjusted Price, the Customer must give notice (in accordance with the clause 14 and such notice being a Contract Variation). of this to Whalley Home Improvements Ltd within 14 days of being notified of the adjusted Price otherwise, the Agreement will be automatically canceled. If the Agreement is cancelled, Whalley Home Improvements Ltd will only be obligated to re-instate the ground works carried out at that date and Whalley Home Improvements Ltd will be entitled to charge an amount equal to the actual losses, costs and expensive (1) incurred by Whalley Home Improvements Ltd as at the date of the crenelation and (2) to be incurred by Whalley Home Improvements Ltd in re-instating the ground works.
8.5. The Deposit is payable in accordance with clause 7. The balance of the Price shall become due as set out in the Order Form, failing which full payment will be due upon material completion of the Works (ie excluding any remedial works or completion of minor finishes. Upon payment in full, a warranty is issued. The warranty (in clause 10.1) will not be effective if any part of the balance of the Price remains outstanding.
8.6. If the Customer fails to pay any amount on the date due then Whalley Home Improvements Ltd will be entitled to charge interest on that amount at the rate of 4% above the base lending rate of Hitatchi plc in force from time to time, from the date on which payment become due until the actual payment is made (irrespective of whether the date of payment is before or after any judgement or award in respect of the same). Such interest shall accrue on a daily basis and be compounded annually.
9.1. Display models and samples of the Goods used for illustrative purpose only and are used to demonstrate a typical units and their composition. No warranty is given that the Goods supplied will conform precisely to any display models and/or samples. Measurements made by Whalley Home Improvements Ltd representatives prior to the Survey are approximate and used only for calculating the price specified on the Order Form. Whalley Home Improvements Ltd reserves the right to make minor non-aesthetic alterations to the specification of the Goods. It is the Customers’s responsibility to make clear any specific requests to Whalley Home Improvements Ltd representatives prior to signing the Order Form and no specific request will be taken into account unless such specific request is reflected in the Order Form or a written Contract Variation is entered into in respect of such specific request.
9.2. Whalley Home Improvements Ltd aims to provde a colour match on a range of Goods, however it cannot guarantee that colours will match on varied materials and surfaces. Aluminium, PVC (plastic) and wood grain products will naturally vary in shade due to their different textured finishes. Gutters, downpipes, crestings, finials and mouldings may differ in colour or be a non-textured finish.
9.3. Where the Goods include roofs, manufacturing may add tie bars for increased strength and splay loads. These tie bars are not optional and form a structural part of the roof. Whalley Home Improvements Ltd will not be liable for any damage or failure if the tie bars are moved or removed.
9.4. Where the Goods include box gutters, the box gutters may require supports. Where brackets or supports are supplied they must be fitted as they form a structural part of the gutters. Whalley Home Improvements Ltd will not be liable for any damage or failure of gutter if such brackets or supports are moved or removed.
9.5. All glass used in the Goods will be of satisfactory quality but Whalley Home Improvements Ltd will not be liable in respect of glass breakages that are due to falt or neglect of the Customer or a third party. Glass manufactures will not guarantee against minor imperfections or shade variations and consequently Whalley Home Improvements Ltd will not be liable for such imperfections or variations. Whalley Home Improvements Ltd uses low emissivity (low-e) glass that complies with current building regulations. This has a surface coating which may, under certain lighting conditions, appear as a tint or as a haze. Due to Whalley Home Improvements Ltd’s policy of continuous improvements of glass manufactures and the requirement to comply with regulations that are from time to time in force, Whalley Home Improvements Ltd does not undertake that the colour or shade of the glass supplied will match that of glass supplied under any previous contract. Glass should be viewed from a distance of 2m to determine if slight scratches are visible.
10.1. Subject to the following provisions of this clause 10, Whalley Home Improvements Ltd warrants the Goods will be of satisfactory quality and fit for purpose for the following periods:
10.1.1 For: electrical radiators, electrical fans, air conditioning units, furniture floor covering, promotional items and any other Goods not referred to in this clause 10.1. – 1 Year.
10.1.2 For: handles, hinges, window locks, letterboxes, spy holes. knockers and painted products (which are not referred to in clause 10.1.1.) – 2 Years.
10.1.3 For: soffits, fascias, rainwater goods and roof trims (which are not referred to in 10.1.1. or 10.1.2.) – 5 Years.
10.1.4 For: white PVC, foil covered or woodgrain frames, aluminium frames, extension or conservatory bases, aluminium and PVC replacement roofs (which are not referred to in clauses 10.1.1, 10.1.2, or 10.1.3.) – 10 Years.
The warranty period runs from the date on which installation is deemed complete by Whalley Home Improvements Ltd.
10.2. The warranty referred to in clause 10.1, is subject to the following;
10.2.1. Fair wear and tear is excluded from the warranty;
10.2.2. The warranty will be void if the Customer has not taken reasonable care of the Goods;
10.2.3. The Customer must inform Whalley Home Improvements Ltd of any defect or malfunction of the Goods in a timely manner;
10.2.4. Handles should be used correctly and not forced, forcing will cause a failure of the flange, thus resulting in the handle appearing to be loose;
10.2.5. Jewelry, rings and metal objects such as keys should not be brought into contact with handles as these will remove or damage the protective layer on the handles resulting in peeling or flaking of the product;
10.2.6. Neglect of maintenance and care by the Customer, for example hinges and mechanisms should be regularly cleaned and oiled throughout the year and for the life of the goods;
10.2.7. Where the installation was not carried out by Whalley Home Improvements Ltd, or its authorized agents or sub-contractors.
10.2.8. Whalley Home Improvements Ltd does not warranty that the levels of external sound can be eliminated or reduced by installation of the Goods;
10.3. Where the Services do not include Installation Services:
10.3.1. Whalley Home Improvements Ltd’s warranty (in clause 10.1.) shall be limited to the materials or components making up the Goods and should not apply where defects in any such materials or components is caused as a result of the manner in which the Goods where installed; and
10.3.2. should the Goods become defective as a result of faulty materials or components supplied by Whalley Home Improvements Ltd, Whalley Home Improvements Ltd responsibility would be limited to supplying the replacement Goods or components (as the case may be) only
10.4. Whalley Home Improvements Ltd accepts no liability in respect of the following:
10.4.1. Damage die to Customer, animals, insects, rodents or others, accidents, storms, floods, neglect, misuse, faults or premature deterioration which result from the Customers failure to comply with ant maintenance instructions;
10.4.2. The failure of installation to reduce or eliminate condensation;
10.4.3. Damage caused by movement, expansion or contraction of ground or soil, due to underground or mine workings, climatic changes, water content or tree root activity;
10.4.4. Damage to the product attributable to the failure of the foundations;
10.4.5. Discolouration or damage to the brickwork;
10.4.6. Minor defects to plasterwork or brickwork due to settlement;
10.4.7. Damage or deterioration to the Goods arising out of the normal wear and tear in the home, pollution and the effect of sea or salt water;
10.4.8. The fading or discoloration over time of wooden Goods due to natural causes;
10.4.9. Staining caused by any substance whatsoever;
10.4.10. Our inability to provide parts or furniture that match those supplied where the items in question have become obsolete, in which case Whalley Home Improvements Ltd shall provide an alternative of equivalent quality;
10.4.11. Any business losses where the Customer suffers in relation to use the Property. For these purposes ‘business losses’ include (but are not limited to) losses such as losses to rental income, loss of bookings and loss of profits. If the Customer is operating any form of business at or at the Property Whalley Home Improvements Ltd recommends that the Customer takes out their own insurance to cover such losses;
10.4.12. In the building industry snagging or remedial work is deemed normal, as such, Whalley Home Improvements Ltd will not be liable for compensation or for any consequential loss of earning, arising from remedial work being carried out.
10.5. Except where by law its liability cannot be excluded or limited; Whalley Home Improvements Ltd will not be liable in tort or otherwise for any special, indirect or consequential damage of any nature whatsoever where the Customer is a consumer (as defined by the Consumer Rights Act 2015) nothing in the Agreement shall affect their statutory rights.
10.6. Whalley Home Improvements Ltd total liability in respect to the Agreement shall be limited to the Price.
Whalley Home Improvements Ltd and the Customer will agree the key dates for when the Works will be completed. Whalley Home Improvements Ltd will use its reasonable endeavours to honour such dates but will not be liable for any losses suffered by the Customer as a result of any delay and time shall not be of the essence in the Agreement. if Whalley Home Improvements Ltd is unable to meet any such dates it shall give the Customer as much notice as is reasonably possible and arrange an alternative date.
Where the Services include installation Services, Whalley Home Improvements Ltd will endeavour to make good any damages caused by Whalley Home Improvements Ltd in the course of installation (“Installation Damage“) but Whalley Home Improvements Ltd will not be responsible got any redecoration. Whalley Home Improvements Ltd is not liable for any Installation Damage to the extent that such damage results from the defect or imperfection in the Property or any building at or adjacent to the Property. The Customer shall be responsible for the removal of all internal fittings, furniture or other belongings, the removal of which are considered necessary in the opinion of Whalley Home Improvements Ltd to enable the Installation Services to be carried out.
13.1. No person who is not a party to the Agreement shall have any right to rely on or enforce any provision of the Agreement which expressly or by implication confers a benefit on that person.
13.2. If any provision of the Agreement is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provision in question, shall not be affected thereby.
13.3. Any phrase in these T’s & C’s preceded by the terms “including”, “include”, “in particular or any something similar shall be construed as being illustrative and shall not limit the sense of the words preceding those terms.
13.4. Any document or notice referred to in these T’s & C’s as being “in writing” or “written” or something similar shall be construed meaning the document or notice shall be written on paper and/or sent by email.
14.1. Where the Customer wishes or needs to give notice of anything to Whalley Home Improvements Ltd under the Agreement (such as its right to cancel (under clause 2) or any Contract Variation), the Customer must give notice by either: (1) delivering the notice by hand to or posting (with postage paid) the notice to: Whalley Home Improvements Ltd, Unit 22, Mitton Road Business Park, Mitton Road, Clitheroe, Lancashire, BB7 9YE or sending the notice by email to emma@whalleyhomeimprovements.co.uk. To be valid, the notice must set out the Customer’s full name and address and set out the “Order No” referred to on the Order Form.
14.2. Where Whalley Home Improvements Ltd wishes or needs to give notice of anything to the Customer under the Agreement, Whalley Home Improvements Ltd must give notice by either (1) delivering the notice by hand to or posting it (with postage paid) the notice to: the Property or (2) sending the notice by email to the Customer’s email addresses (as set out in the Order Form).
14.3. Notices given in accordance with this clause 14 are deemed to be served as soon as it is posted (to the correct address with postage paid) or, in the case if email, on the day it is sent from the senders email server (addressed to the correct email address).
If the Agreement is cancelled, it is likely that any related credit agreement (if any) will also be cancelled. The Customer must consult with the provider of any such credit agreement in relation to the Customer’s right to cancel such credit agreement and the consequences of any such cancellation. Whalley Home Improvements Ltd is not liable for any amounts payable by the Customer in respect of the cancellation of any such credit agreement.