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Terms & Conditions

Living Heat Ltd / Underfloor Heating World Terms & Conditions.

1. In these terms and conditions, the following words shall have the following meanings:
“The Company” shall mean Living Heat Limited.
“the Goods” shall mean the products, articles, services or things or components thereof offered for sale by
the Company.
“the Customer” shall mean the corporate entity, firm or person seeking to purchase the Goods from the
Company.

2. All orders are placed and accepted by the Company only under these terms and conditions, which
shall be governed English Law.

2.1. These terms and conditions exclude any other terms and conditions inconsistent therewith which the
Customer might seek to impose even though such other terms and conditions may be submitted in
a later document and/or purport to exclude or supersedes the terms and conditions inconsistent with
them or may be contained in any offer acceptance or counter-offer made by the customer.

2.2. No variation of these terms and conditions is permitted unless expressly accepted by an Authorised
Signatory of the Company in writing.

2.3. Quotations which comprise an invitation to treat may be withdrawn at any time.

2.4. Any order given in respect of a quotation must state the date and reference of the quotation.

2.5. Any offer to purchase the Goods made orally must be confirmed in writing and must be clearly
marked “confirmation of verbal order”.

3. The Customer shall not be entitled to cancel the contract without the written agreement of the Company signed by an Authorised Signatory. In the event of such agreed cancellation the Customer
shall indemnify the Company fully against all expenses incurred up to the time of such cancellation.

4. All prices quoted are exclusive of Value Added Tax where applicable. Sales identifiable or notified as
consumer sales under the Unfair Contract Terms Act, 1977 will include Value Added Tax where
applicable.

4.1. Payment for Goods shall be made on or before the date fixed in accordance with the terms agreed
between the Customer and the Company for the operation of the account between them.

4.2. In the event that payment shall not have been made by such date, the Company shall be entitled to
recover from the Customer interest on any outstanding balance at the rate of 4% above the base rate
of HSBC Plc for the time being in force for the period from such date until the date of payment.

4.3. The Company reserves the right by giving notice to the Customer at any time before delivery to
increase the price of the goods to reflect any increase in the cost to the Company (such as, but with
out limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, increase in
the cost of labour, material or other costs of manufacture), any change in delivery dates, quantities
and specifications for the Goods which is requested by the Customer or any delay caused by any
instructions of the Customer or failure of the Customer to give the Company adequate information or
instructions.

4.4 The Company reserves the right at any time at its discretion to demand security for, or vary the terms
and method of, payment before continuing with or delivering Goods in satisfaction of any order not
withstanding any subsisting agreement to provide credit to the Customer.

4.5 If the Customer fails to make any payment on the due date then without prejudice to any other right
or remedy available to the company the Company shall be entitled to:-
i) Cancel any subsisting supply contract with or suspend any further deliveries to or collections by the
Customer.
ii) Appropriate any payment made by the Customer to such of the Goods (or the Goods supplied under
any contract between the Customer and the Company) as the Company may think fit notwithstanding
any purported appropriation by the Customer.

4.6. Any sums payable by the Company to the Customer on any account may at any time be offset by
the Company against any sums payable by the Customer to the Company.

4.7 If the Customer (being a Company) has a petition presented for its winding-up or the appointment of
any Administrator or passes a resolution for voluntary winding-up otherwise than for the purpose of
a bonafide amalgamation or reconstruction or enters a scheme of arrangement or Voluntary
Arrangement or compounds makes any proposal to or enters into any arrangement with its creditors
or has a Receiver or Manager or an Administrative Receiver appointed over all or any part of it’s
assets or (being an individual) has a Petition presented for his Bankruptcy or becomes bankrupt or is
insolvent or enters into any arrangement with his creditors or makes or has made an application for
an Interim Order in connection with a proposal to Creditors for a Voluntary Arrangement or commits
in either case a material or serious breach of this Agreement (and in the case of such breach being
remediable fails to remedy it within 7 days of receiving a notice to do so), the Customer will be deemed
to have repudiated all contracts and all sums owing to the Company on any account shall become
due and payable forthwith without the requirement for any notice to be given, and further, in either case
the Customers power of sale and use in Clause 7 shall automatically cease.

5. Delivery will be deemed to have been effected when the Goods Leave the premises of the Company
or, the case may be, the premises of the suppliers of the Company in circumstances where the
Goods are delivered direct from such suppliers or, where the Goods are not delivered by the
Company, but by an independent carrier, delivery of the Goods by the Company to the carrier shall
be delivery to the Customer.

5.1. Delivery dates are given in good faith but are not guaranteed and no liability will be accepted for any
loss whatsoever suffered or caused through late delivery or non-delivery and time of delivery shall not
be of an essence. Please also note that not all areas in the UK, can be covered under a 24 hour service
and may be dispatched on a 48 hour service if in doubt please feel free to contact us.

5.2 The Company reserves the right to make delivery by instalments and tender a separate invoice in
respect of each instalment.

5.3 Goods may be collected by prior agreement with the Company and if so agreed the Customer shall
collect the Goods within 14 days from the agreed collection date overleaf of the date notified they
are available for collection or the date notified they are available for collection or the date of this con
tract whichever is the later. Thereafter the Customer will incur storage charges at the current rate
applied by the Company.

5.4 When a customer collects the goods his vehicle shall be equipped with sufficient skids to enable
loading by fork-lift truck if available. The Customer shall be solely responsible for the size weight and
positioning of any load on his vehicle and shall fully indemnify the Company from any claims or actions
arising there from.

5.5. Where the Company agrees to deliver the Goods delivery will be to the nearest hard metal road surface.
The Customer shall be entirely responsible for the prompt unloading of the Goods and the provision
of suitable labour and equipment.

5.6. The Customer shall take delivery or accept the Goods within the time limit provided in the contract.
Failure to do so shall entitle the Company to invoice the customer or to treat the contract as repudiated
and it may without prejudice to its other rights accept such repudiation without notice as termination
thereof.

5.7. The Customer is under duty wherever possible to inspect the Goods on delivery or collection failing
which the carriers note or such other note as appropriate shall be marked “not examined”.

6. If the terms of this Clause are not complied with, the Company shall be under no liability for any short
ages, goods damaged in transit or visual defects either in quality and/or written description given in
accordance with Clause 8 (herein referred to as “visual defects”) that would be apparent on careful inspection
and in any event, will be under no liability unless a written complaint is delivered to the company
within 3 working days of delivery or collection detailing the alleged damage, shortage, or visual defect.

6.1. In all cases where damage, shortages or visual defects are complained of by the Customer the
Company shall be under no liability in respect thereof unless a reasonable opportunity to inspect the
consignment in which the Goods complained of are contained, including all or any strapping, battens
or packaging is provided to the Company before any use is made of the Goods or any alterations
or modifications are made thereto by the Customer.

6.2. Subject to the foregoing the company shall make good any shortages to the Goods and where appropriate collect any of the Goods damaged in transit or with visual defects and replace them as soon
as it is reasonably able to do so, but otherwise shall be under no liability whatsoever or howsoever
arising for such shortage, damage or visual defect.

6.3. Any alleged damage, shortage or visual defect shall not constitute valid grounds for customer to
delay payment in respect of the Goods delivered.

7. Returns, unless due to goods being faulty, will be subject to 25% handling charge plus delivery cost.
However, if the package has been opened or soiled or in an unsellable condition, no refund or credit
can be given.

8. Risk in the Goods shall pass to the customer when the Goods are delivered or when the Customer
is notified they are ready for collection.

8.1. Notwithstanding the passing of the risk the ownership of the Goods sold by the Company to the
Customer shall remain with the Company until the Customer has paid the price for the Goods. For
the purpose of these terms all liquidated sums owed by the Customer to the Company on any
account or grounds whatsoever shall be deemed to form part of the said price.

8.2. The Customer is licensed by the Company to use or to agree to sell the Goods delivered to the
Customer subject to the express condition that the entire proceeds of the sale or insurance proceeds
received in respect of the Goods are held in trust by the Company and are not mixed with other
monies or paid into an overdrawn Bank Account and shall at all times be identifiable as the
Company’s money.

8.3. The Customer will hold the Goods as fiduciary agent and bailee for the company.

8.4. The Goods shall be kept separate and distinct from all other property of the Customer and of third
parties and in good and substantial repair and stored in such a way as to be clearly identifiable as
belonging to the Company and the Customer will not allow any interference with any identification
marks or serial number on the Goods.

8.5. Without prejudice to any other rights the Company may at any time revoke the power of sale and use
contained in Clause 8.2 by notice to the Customer if in default for longer than 7 days in the payment
of any sum whatsoever due to the Company whether in respect of the Goods or any other goods
supplied at any time by it to the Customer or if the Company has bona fide doubts as to the solvency
of the Customer.

8.6. The Customer shall place any of the Goods in its possession or under its control and unsold at the
disposal of the Company and the Company by its servants or agents shall be entitled to enter upon
any premises of the Customer or any premises under the Customer’s control or to which the Customer
has a right of access for the purpose of inspection, repossession and removal of such Goods at any time.

9. In the event that any latent defect in the Goods is discovered by the Customer during the period of
12 months from the date of delivery of the Goods, and Customer informs the Company of the said
defect in writing within 72 hours of discovery and the said defect having been caused by faulty
design, manufacture, materials or workmanship but not by abnormal use, misuse or neglect the
Company will, at its option, either repair the Goods at its own expense, replace the Goods or refund
the purchase price of the Goods but the Company will not be responsible for the removal or replacement
of any fittings.

9.1. The Goods are supplied on the basis that they conform to the written descriptions contained on the
acknowledgement of order form. NO warranty can be given that Goods supplied conform to sketch
plans or drawings provided by the Company or the Customer or to illustrations or descriptions in catalogues
or trade literature.

9.2. In the event that the Company provides estimates of quantities or measurements on the basis of
drawings and/or Bills of Quantities and/or specifications provided by the Customer, the Company
shall exercise reasonable care in so doing but the Company accepts no liability for inaccuracies in
the estimates or calculations.

9.3. The Customer is deemed to be fully conversant with the nature and performance of the Goods including
any harmful or hazardous effects resulting from their usage and shall not be reliant in any way upon
the advice, skill or judgement of the Company. The Company’s employees or agents are not authorized
to make any representations concerning the Goods whatsoever, other than those confirmed by the
Company in writing.

9.4. All electrical items of any kind supplied must be checked for faults prior to installation by a competent
and authorized electrician.

9.5. All electrical items must be connected and certified by a competent and authorized electrician prior
to use by the customer.

9.6. Notwithstanding anything to the contrary contained in these conditions if and to the extent that any
person by whom the Company has been supplied hereunder validly excludes, restricts or limits his
liability to the Company in respect of Goods supplied or if any loss or damage arising in connection
therewith then the liability of the Company to the Customer in respect of the said Goods shall be correspondingly
excluded, restricted or limited. The Company will, upon request, supply the Customer
with details of any such exclusion, restriction or limitation.

9.7. Save as set out in the foregoing sub-clauses no other items, whether conditions, warranties or innominate
items, express or implied, statutory or otherwise shall form part of this contract (except where the
Customer deals as a Consumer within Section 12 of the Unfair Contract Terms Act 1977 when the
terms implied by sections 13, 14 and 15 of the Sale of Goods Act 1979 shall be implied into the contract).

9.8. The Company shall not be liable for any loss of profit, loss of business, loss of goodwill, loss of savings,
increased costs, claims by third parties, punitive damages, indirect loss or consequential loss whatsoever
and howsoever caused (even if caused by the Company’s negligence or breach of contract and even
if the Company was advised that such loss would probably result) suffered by the Customer or any
third party in relation to this contract ( except for or death or personal injury directly attributable to
the negligence of the Company or in the case of fraudulent misrepresentation) and the Customer
shall hold the Company fully and effectually indemnified against such losses whether arising from
breach of a duty of contract or tort or in any way including losses arising from the Company’s negligence.

9.9. Except for death or personal injury directly attributable to the negligence of the Company or in the
case of fraudulent misrepresentation in no circumstances whatsoever shall the Company’s liability
(in contract, tort or otherwise) to the Customer arising under, out of or in connection with this contract
or the Goods supplied hereunder exceed the invoice price of the particular Goods concerned.

10. If any provision of these conditions is held by a competent authority to be invalid or unenforceable in
whole or in part the validity of the other provisions of these conditions and the remainder of the provision
in question shall not be affected thereby.

11. The Company shall not be liable for any failure to deliver or delay in delivery of the Goods arising from
circumstances outside its control, including but not limited to lock outs, fire, accidents, defective
materials, delays in respect of raw materials or bought in goods or components.

12. To help the Company to make credit decisions about the Customer, to prevent fraud, to check the
identity of the Customer and to prevent money laundering, we may search the files of credit reference
agencies who may record any credit searches on your file.

 

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