Oakminster terms and conditions

1. GENERAL
(a) The following conditions shall apply to all contracts entered into by or on behalf of Oakminster Limited ("Oakminster"). Acceptance by Oakminster of the Customer's order is conditional upon acceptance by the Customer of these conditions which shall prevail over any terms and conditions of the Customer (apart from alterations to or departures from these conditions specifically agreed by Oakminster in writing).(b) Customer means the person, company, partnership which is desirous of purchasing the Goods or services of Oakminster(c) Goods means the items set out at the front of the Quotation(d) Quotation Price means the price at the front of the Quotation.(e) Practical Completion Document means the Oakminster document showing that the works are complete save for minor defects which the Customer and Oakminster agree to be completed on a later agreed date
2. TENDERS, QUOTATIONS, CONCLUSION OF CONTRACTS, VARIATIONS
(a) All tenders/quotations issued by Oakminster shall be valid for a period of 30 days from the date thereof or such longer period as may be agreed between the parties in writing.(b) Apart from as provided for below no contract shall be concluded between Oakminster and the Customer until Oakminster shall have issued to the Customer its formal acceptance of order AND any deposit required by these conditions has been received by Oakminster.c) If the appropriate deposit is not received within a 14 day period after the placing of the order Oakminster reserves the right by written notice to the Customer to vary any delivery date estimated to the Customer at the time of acceptance of the order.(d) Prices for delivery and installation included in any quotation or agreed on the signed order form are based upon uninterrupted access to the Customer's premises until completion of the installation.(e) Oakminster reserve the right to vary the Quotation Price in the event of a price increase being applied by the manufacturer of the Goods for whatever reason after an order has been placed and a deposit paid but prior to the deposit being made up to 45%.(f) If after acceptance of a Quotation the Customer requires changes to the size, quantity, quality of the Goods or timing or place for installation of the Goods, (Variation) Oakminster may agree to the Variation subject to the Customer agreeing to pay the value of the Variation notified by Oakminster as an addition to the Quotation Price.
3. TIME
(a) Oakminster will use it's best endeavours to deliver the Goods and, where appropriate, at the rate and within the time estimated in its acceptance of the order but Oakminster shall not be liable for any loss or damage whatsoever suffered by the Customer as a result of any failure by Oakminster, for whatsoever reason, to deliver or to complete the installation (if the latter is applicable) at the rate or within the time so specified. Unless specifically agreed in writing between Oakminster and the Customer time shall not be of the essence of the Contract.(b) Practical completion of the installation will be deemed to have taken place when the installation team leave the site with the Practical Completion Document signed and by the Customer (as acceptance that the works are practically complete save for minor defects) Failure of the Customer to bring to Oakminster's attention any defects prior to the Practical Completion Document will signify that the installation is practically complete and the Customer will responsible for any subsequent damage to the installation and any cost it may incur in rectifying the damage.
4. MATERIALS AND OWNERSHIP
(a) The property of the Goods, whether fixed or unfixed, shall not pass to the Customer until the full price of the Goods and all sums from time to time owing by the Customer in respect of the Goods (but excluding any charges levied for the installation or erection of the Goods) to Oakminster (whether under this or any other contract) shall have been paid in full; such Goods are referred to as the "retained Goods" in a fiduciary capacity for and on behalf of Oakminster.(b) Until such time as the property in the retained Goods passes to the Customer, Oakminster shall be entitled at any time to require the Customer to deliver up the retained Goods and shall be deemed irrevocably to authorise Oakminster to enter upon the Customer's premises, with or without vehicles, for the purpose of removing the retained Goods.(c) The repossession of retained Goods by Oakminster in accordance with this Condition shall be without prejudice to all or any of Oakminster's other rights against the Customer under the Contract.(d) The Customer shall not be entitled to pledge in any way or charge by way of security for any indebtedness the retained Goods or any part of them which remain the property of Oakminster, but if the Customer does so all monies owing by the Customer to Oakminster shall (without prejudice to any other right or remedy of Oakminster) forthwith become due and payable.
5. RISK
All Goods delivered to the Customer whether fixed or unfixed and notwithstanding clause 4(a) above shall be at the sole risk of the Customer and in the event of the Goods or any part thereof being lost, damaged, destroyed or stolen, howsoever occurring before payment for them in full has been made to Oakminster, the Customer shall nonetheless pay to Oakminster the full value of any such Goods and the full value of any of the work damaged, destroyed or lost together with any additional costs incurred by Oakminster in replacing any such Goods and in reinstating or restoring any such work provide, however, that the Customer shall not be responsible for any damage or loss sustained arising solely from the negligence of Oakminster, its servants or agents.
6. DELIVERY
(a) Delivery of the Goods shall be made, and risk of damage to or loss of the Goods shall pass to the Customer when Oakminster delivers the Goods to that Customer or to a place designated by that Customer.(b) Claims against Oakminster for short or incorrect delivery shall be notified to Oakminster in writing within 7 days of receipt of the Goods. Oakminster shall make good shortage or errors in delivery within a reasonable time thereafter and Oakminster will not thereafter be liable for any loss whatsoever arising out of such shortages or errors in delivery.(c) Whilst Oakminster will make reasonable efforts to avoid damage to property during delivery, Oakminster accept no liability for any damage to property and any loss incurred by the Customer. The Customer is to provide sufficient access and a suitable road or ground.(d) If the Customer fails to make payment of all monies that are due prior to delivery under clause 12 or take delivery of the Goods in accordance with this contract or by any date notified by Oakminster, Oakminster may store such Goods at the Customers risk and the Customer shall in addition to the Quotation Price pay cost for storage at £200 per month and a redelivery charge of £450 for each occasion.(e) Delivery or installation times mentioned in any quotation or elsewhere are approximate and do not form part of any contract and Oakminster shall not be liable to the Customer if it does not deliver on or at any particular date or time, nor shall time be of the essence of any contract.
7. STRIKES, ETC. (FORCE MAJEURE)
(a) Oakminster shall not be liable to the Customer if it is unable to carry out any provision of the Contract for any reason beyond its control including (but without limitation) Act of God, legislation, war, civil commotion, fire, flood, drought, failure of power supply, owing to any inability to procure parts or materials required for the performance of the Contract, lock out, strike, stoppage or other action by employees or third parties in contemplation or furtherance of any dispute.(b) Oakminster shall notify the Customer as soon as reasonably practicable after the circumstances preventing performance arise. During the continuance of such a contingency Oakminster may, in its absolute discretion, withhold liability to the Customer for any loss or damage whatsoever suffered directly or indirectly by reason of any such withholding, reduction or suspension.
8. DRAWINGS AND PLANS
(a) Whilst Oakminster will take all reasonable care to ensure that working plans, diagrams and drawings provided to the Customer are adequate to facilitate the erection or installation of the Goods in a proper and workmanlike manner, it shall, in those cases where the erection or installation of the Goods is not undertaken by Oakminster, be the sole responsibility of the Customer to ensure that all the working plans, diagrams and drawings meet with the Customer's requirements in every respect and furthermore, it shall be the sole responsibility of the Customer in such cases to ensure the erection of the Goods is performed in a proper and workmanlike manner. Oakminster accepts no responsibility for any workmanship.
9. WARRANTY
(a) On payment of the final balance of the total Quotation Price at the time specified at clause 12(a) or 12 (b) (as the case may be) Oakminster shall provide the Customer with the warranty on the terms set out in this clause 9. Where the Customer fails to make payment of the final balance and/or at the time specified Oakminster may at its discretion cancel the warranty.(b) This condition shall have effect in relation to a material defect in the structure of the Goods ("material defect") for a period of 5 years from the date of delivery of the Goods and in relation to any other material which does not affect the structure of the Goods ("material non-structural defect") for a period of 12 months from the date of delivery of the Goods. For the avoidance of doubt and without limitation a defect is not a defect in the structure of the Goods if it is a defect which manifests itself in the electrical or brass fitments to the Goods or in the glassware comprised in the Goods. All double glazed units carry a 5 year warranty provided that they are installed in accordance with the manufacturers instructions. Application of any kind of film to the surface of a double glazed unit will nullify the warranty.(b) If within 5 years after delivery a material structural defect or if within 12 months of delivery a material non-structural defect shall be discovered and :-(i) The Customer notifies Oakminster in writing within 14 days after discovery giving full particulars and either at its own expense and risk (where the Goods have not been erected and installed) returns the Goods to Oakminster: or (at Oakminster's sole option permits Oakminster to inspect the same and:(ii) Such defect has arisen from faulty materials employed or workmanship carried out by Oakminster but not discoverable upon inspection at time of delivery of the Goods or (as the case may be) completion of the installation then Oakminster shall at its sole option supply replacements or (as the case may be) rectify the defective element of the installation. These conditions shall apply to repaired or replacement Goods or work forming the installation.(c) Oakminster's liability under this Condition applies only to defects appearing before the Customer makes any modification or alteration to the Goods and whilst the Goods are being properly used, stored or maintained and in particular (but without limitation) Oakminster shall not be liable in the case of defects arising from:-(i) Normal deterioration.(ii) Improper or faulty handling, installation or maintenance.(iii) Repair or modification by, or on behalf of, the Customer.(iv) Defects in or subsidence to any structure or surface to which the Goods are affixed or attached.(v) Glass damage or defect not attributable to a manufacturing defect after the point of practical completion.(d) The Customer's rights against Oakminster under this condition are not assignable.
10. LIMITS OF LIABILITY
(a) The Goods are supplied strictly on the terms that theCustomer has satisfied itself of their suitability for its purposes. The Customer acknowledges that all specifications and details in catalogues, quotations and acknowledgements of order or similar documents or by word of mouth and all forecasts of performances, howsoever given, are approximate only and do not form any part of the contract.(b) Oakminster's liability under Conditions 6(b) & 9 shall be accepted by the Customer in lieu of any warranty or condition, whether express or implied by law, as to the quality or fitness for any purpose of the Goods. For the purpose of this paragraph Oakminster contracts on its own behalf and on behalf of and as trustees for its sub-contractors, servants and agents.(c) Oakminster shall not be liable, whether by way of indemnity or by reason of breach of contract, tort or breach of statutory duty or in any other manner for consequential or indirect loss of use (whether complete or partial) of the Goods, or loss of profit or of any contract.(d) Oakminster does not warrant the quality of the workmanship performed by contractors and shall not be liable for any defect in or any loss arising from workmanship.(e) Nothing in these Conditions shall be construed as limiting or excluding the statutory rights of the Customer.
11. GOVERNING LAW
The Contract shall be governed by the law of England.
12. TERMS OF PAYMENT AND LATE OR NON-PAYMENT
(a) Where planning consent is not required the following terms at (a) (i) to (a) (v) apply:(i) When the Quotation is accepted, 45% of total Quotation Price becomes due.(ii) Prior to delivery of the Goods 45% of total Quotation Price shall become due(iii) Upon Practical Completion of installation of the Goods by Oakminster the final balance of the Quotation Price and any other sums shall become due (iv) The value of any Variations notified by Oakminster shall become due immediately(v) Oakminster shall invoice the Customer for the amount due at the occurrence of each event. The final date for payment shall be 7 days from the invoice date.(b) Where planning consent is required the terms at (b)(i) to (b) (vii) apply together with the statutory planning fee:(i) When the Quoation is accepted, 15% of total Quotation Price becomes due(ii) Upon receipt of planning consent, 30% of total Quotation Price becomes due.(iii) Prior to delivery of the Goods, 45% of total Quotation Price becomes due.(iv) The final balance of the Quotation Price and any other sums to be paid upon Practical Completion of installation by Oakminster.(v) The value of any Variations notified by Oakminster shall become due immediately(vi) Oakminster shall invoice the Customer for the amount due at the occurrence of each event. The final date for payment shall be 7 days from the invoice date.(vii) In the event of planning permission being refused and the Customer decides to cancel the contract Oakminister shall deduct from any deposit monies received any professional fees reasonably incurred and refund the balance of the deposit.(c) In the event of the Customer being unable to accept delivery of the Goods 30 days after receipt of notice by Oakminster that the Goods are ready for delivery the payments mentioned in clauses A (ii) or B (iii) above which ever is applicable shall become immediately due and payable along with storage charges.(d) The contract is not cancellable by the Customer without the prior written consent of a Director of Oakminster.(e) Where minor defects remain outstanding after Practical Completion 1% of the Quotation Price may be retained by the Customer until the minor defects are rectified(f) All prices, amounts due and additional charges are subject to VAT at the prevailing at the point payment is due(g) Interest will be charged monthly on unpaid accounts at the rate of 4% above the Interbank Rate as published in the Financial Times from the due date for payment until receipt by Oakminster of the full amount whether before or after any judgement and the Customer shall indemnify Oakminster against all costs and expenses incurred by Oakminster recovering sums due. Payment terms are stated on our invoices. Any invoices that remain outstanding beyond our payment terms may be referred to Daniels Silverman Limited and will be subject to a surcharge of 15% plus VAT to cover the collection costs incurred. This surcharge together with all other charges and legal fees incurred will be the responsibility of the customer and will be legally enforceable. (h) Payments to be made by BACS, CHAPS or cheque direct to Oakminster Ltd. At Oakminsters discretion it may accept payment of sums due by credit card plus 2%

Head office: Phoenix House,166 Thompson Street East, Darlington, DL1 3EW

Registered office: Oakminster Limited,Penthwaite,St Matthews Terrace,Leyburn, DL8 5ELRegistered in England No. 5209729