Terms of Sale

By accessing the Window Ware website, you agree to our terms and conditions as listed in full below.

WINDOW WARE – ("THE SELLER") – GENERAL CONDITIONS OF SALE

1.DEFINITIONS AND INTERPRETATIONS 

1.1 In these conditions:

"Buyer"

means the person who accepts a quotation of the Seller for the sale of the Goods or whose order for the Goods is accepted by the Seller.

"Conditions"

means these standard terms and conditions of sale.

"Consumer"

means a Buyer that is an individual acting for purposes that are wholly or mainly outside that individual’s trade business, craft or profession.

"Contract"

means the contract for the sale and purchase of the Goods (in which these Conditions apply). 

"Goods"

means the goods (including any instalment of the goods or any parts for them) which the Seller is to supply pursuant to or in connection with the Buyer's purchase order and Contract.

“Seller”

means Window Ware Limited trading as Window Ware.

"Service"

means the service if any which the Seller is to perform pursuant to or in connection with the Buyer's purchase order and the Contract.

1.2 Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.

1.3 If the Buyer is a Consumer then Condition 22 applies.

2. ACCEPTANCE AND AMENDMENT

2.1 These Conditions shall (unless or except to the extent a director of the Seller otherwise agrees in writing) apply to all tenders, offers, quotations, acceptances, agreements and deliveries relating to the sale of Goods and/or the provision of the Service by the Seller and the Buyer shall be deemed to assent thereto.

2.2 No other conditions or modifications of these Conditions shall be binding on the Seller unless agreed by a director of the Seller in writing and the Seller shall not be deemed to accept such other conditions nor to waive any of the Conditions by failing to object to provisions contained in any purchase order or other communication from the Buyer.

2.3 No representative, agent or salesman who is not a director of the Seller has any authority to amend or waive any of the Conditions or other provisions of the Contract.

2.4 Quotations shall only be valid for a maximum period of 30 days from date of issue and may be withdrawn by the Seller by written or oral notice to the Buyer at any time prior to the Contract being formed. The Contract will only be formed when the Seller has accepted the Buyer's order, whereupon a valid Contract shall be formed between the Buyer and the Seller.

2.5 Prices are quoted by the Seller on the basis of the limitations of liability set out in these Conditions.

2.6 The Buyer agrees that the entry into any Contract(s) by the Seller is not intended to and shall not, unless expressly agreed otherwise by the Buyer in writing, create any course of dealings between the parties or any overarching obligation upon the Seller to enter into any future contract to supply goods or services to the Buyer.

3. SPECIFICATIONS

3.1 Any advice or recommendation given by the Seller or its employees or agents as to the storage, application or use of the Goods which is not confirmed in writing by the Seller is followed or acted upon entirely at the Buyer's own risk, and accordingly the Seller shall not be liable for any such advice or recommendation which is not so confirmed. Such advice or recommendation shall not form part of the Contract or Conditions.

3.2 All descriptions, specifications, drawings, weights, dimensions, capacities, prices, performance ratings and other data quoted or submitted by the Seller or included in any sales literature, quotation, price list, acknowledgement of order, invoice or other document or information issued by the Seller are to be deemed approximate only (except where stated in writing to be exact or expressly made of the essence) and subject thereto none of such items or any part thereof shall form part of the Contract.

3.3 Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acknowledgement of order, invoice or other document or information issued by the Seller shall be subject to correction without any liability on the part of the Seller.

3.4 The Seller reserves the right to make any changes without notice in the specification of the Goods which are required to conform with any applicable safety or other legal requirements or which do not materially affect their quality or performance.

3.5 Where the Buyer supplies or specifies materials to be used in the Contract the Seller will not be liable for any defect in the Goods or the Service or errors in delivery or performance caused by defects in or unsuitability of materials so supplied or specified.

4. ORDERS

No order which has been accepted by the Seller may be cancelled by the Buyer except with the agreement in writing of the Seller and on terms that the Buyer shall indemnify the Seller in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by the Seller as a result of cancellation.

5. PRICES

5.1 Unless otherwise agreed in writing or stated on the Seller's acknowledgement of order the price for the Goods and/or the Service shall be the Seller's list price at date of the Seller's acceptance of the Buyer's order. The Seller reserves the right to amend the price list at any time, such amendment to be effective immediately upon notification to the Buyer in writing in relation to all contracts after such notification.

5.2 Prices are subject to fluctuation in the event of any increase in the cost of labour or in the cost of materials or overheads affecting the cost of supplying the goods whether as a result of a change in law or otherwise. Any increase in such costs will be added to the price. The Seller also reserves the right to make an additional charge to cover any increase in transport costs occurring before the date of delivery.

5.3 After an order has become binding on the Seller, all prices will have VAT added at the appropriate rate and are subject to increase to reflect any increases in costs to the Seller (including without limitation costs of materials, labour, transport and services, and fluctuations in currency exchange rates and any tax, duty, fee or charge imposed by any government or other authority) prior to delivery, any change in delivery dates, quantities or specifications for the Goods or the Service which is requested by the Buyer, or any delay caused by any instructions of the Buyer or failure of the Buyer to give the Seller adequate information or instructions.

5.4 Unless otherwise agreed in writing or stated on the Seller's acknowledgement of order, packaging, delivery and transport charges and insurance are not included in the price and will be charged at extra at the Seller's then current rates for the same.

5.5 From time to time, prices for items advertised on the Seller's website may differ from prices shown in the then current catalogue or on the Seller's trade counter. In these circumstances the Seller is not obliged to honour any website price (except on orders placed through the website).

5.6 'While Stocks Last' and similar pricing promotions may be withdrawn by the Seller at any time without prior notice. The Seller is not obliged to honour any orders placed where promotional stock has been exhausted, even where this is due to an error or omission on the part of the Seller.

5.7 In the event of an obvious pricing error, where the goods are incorrectly priced, the Seller is not obliged to supply the Goods at the incorrect price.

5.8 Where orders are placed through the website, acceptance will only be when the Goods are despatched. Notwithstanding this, we may send an email confirming receipt of your order. This is not acceptance and we will not be bound until the Goods are despatched.

6. PAYMENT

6.1 Unless otherwise agreed in writing or stated on the Seller's acknowledgement of order, payment shall be due and payable by the end of the month following the calendar month in which the invoice is dated or (if earlier) upon the occurrence of any circumstances whereunder, pursuant to the Contract or these Conditions, payment falls immediately due and shall be made without any set-off, counterclaim or deduction whatsoever. Time of payment shall be of the essence of the Contract.

6.2 The Seller reserves the right at any time before proceeding further with an order to demand full or partial payment of monies due and payable under the Contract and under any other contract between the Seller and the Buyer.

6.3 If the Buyer defaults in any payment the Seller may in addition to exercising the right contained in

Condition 6.2 be entitled, without prejudice to any other right or remedy, to do all or any of the following:

6.3.1 to suspend any or all further deliveries under the contract and under any other contract or contracts between the Seller and the Buyer then current, without notice;

6.3.2 to charge interest on any amount outstanding at the rate of 8% per annum above the base rate of the Bank of England, such interest being charged as a separate, continuing obligation not merging with any judgment together with any statutory debt recovery costs;

6.3.3 to serve notice on the Buyer requiring immediate payment for all goods supplied by the

Seller under this and all other contracts with the Buyer whether or not payment is otherwise due;

6.3.4 to require upfront payment for any or all future supply of goods under this Contract or any other contract; and

6.3.5 to sue for the price of the goods even though title may not have passed to the Buyer.

6.4 The Seller shall have a lien on all undelivered Goods which the Buyer agrees to purchase from the Seller for all monies due from the Buyer to the Seller under any contract between them and the Buyer shall have no right of set-off in respect of such monies.

6.5 All rights and remedies afforded in these Conditions for non-payment shall be in addition and without prejudice to all other rights and remedies available to the Seller under the Contract or at law.

6.6 Notwithstanding any other provision of these Conditions, the Seller reserves the right to refuse shipment of the goods if the total amount owing by the Buyer to the Seller under any contract made between them exceeds any credit limit agreed by the Seller from time to time.

7. DELIVERY

7.1 Time of delivery is not of the essence of the Contract and any time or date specified by the Seller as the time at which or the date on which the Goods will be delivered or the Service will be performed is given and intended as an estimate only and the Seller shall not be liable for any loss, damage or expense howsoever arising from delay in delivery.

7.2 The Seller reserves the right to make delivery by instalments unless otherwise expressly agreed in writing. The period during which delivery by instalments may be made and the quantity of Goods delivered in each instalment shall be at the Seller's discretion.

7.3 Where Goods are delivered in instalments, each delivery shall constitute a separate contract (in which these Conditions apply), (mutatis mutandis) and failure by the Seller to deliver any one or more of the instalments or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the Contract as repudiated.

7.4 If the Buyer fails to take delivery of Goods or to give the Seller adequate delivery instructions at the time stated for delivery (otherwise than by reason of any cause beyond the Buyer's reasonable control or the Seller's fault) then, without prejudice to any other right or remedy available to the Seller (including its right to payment) the Seller may:

7.4.1 attempt to re-deliver the goods, and charge the Buyer for the reasonable cost of transport;

and

7.4.2 store the Goods until actual delivery and charge the Buyer for the reasonable costs (including insurance) of transportation and storage; and

7.4.3 sell the Goods at the best price readily obtainable and (after deducting all reasonable storage, transport and selling expenses) account to the Buyer for the excess over the price under the Contract or charge the Buyer for any shortfall below price under the Contract; and the Buyer shall indemnify the Seller in full against all losses, damages, charges and expenses incurred by the Seller as a result of the Buyer's said failure to take delivery or give adequate delivery instructions to the extent that the Seller's said losses, damages, charges and expenses are not covered by any payments made or monies obtained under 7.4.1 to 7.4.3.

7.5 Without prejudice to any other right or remedy of the Seller whether under these Conditions or otherwise, if the Buyer is to pay the Seller for the Goods on delivery of the Goods and fails to do so the Seller reserves the right not to deliver the Goods and to charge the Buyer for such attempted delivery and any later delivery of the Goods at the Seller's then current rates for the same.

7.6 The Buyer shall be solely responsible for the proper unloading of the Goods. If, to assist the Buyer remove the Goods from point of delivery, the Seller or any sub-contractor does any loading or unloading of goods free of charge, no liability whatsoever shall thereby be incurred by the Seller or sub-contractor and the Buyer shall indemnify the Seller in respect thereof.

7.7 Unless agreed otherwise by the Seller the Goods will be delivered to the Buyer's premises stated on

the Seller's acknowledgement of order, subject to Condition 5.4 of these Conditions.

8. BUYER'S OBLIGATIONS AND CLAIMS ON DELIVERY & RETURNS POLICY

8.1 The Buyer will:

8.1.1 sign for any damages or lost packages at time of delivery; and

8.1.2 notify the Seller in writing within five days of delivery or before manufacturing with the Goods, whichever is the earlier, of any error in quantity, weight or description of Goods delivered.

8.2 Failure to make any notification in accordance with paragraph Condition 8.1 above could mean that the Buyer is unable to make a claim.

8.3 Goods can only be returned in accordance with the following:

8.3.1 returns will be at the sole discretion of the Seller and Goods may only be returned upon receiving written consent from the Seller. The Seller’s returns policy, a copy of which is available on request, must be followed so that Goods can be clearly identified upon receipt and credited by the Seller in a timely manner;

8.3.2 goods should not have been used or damaged by the Buyer in any way. Returns should be sent back to the Seller in a re-saleable condition in the original packaging unless signed for as damaged, or were defective at point of receipt by the Buyer; and

8.3.3 unless Goods are defective, or have been sent by the Seller in error, returned items will be subject to cost of collection and a restocking charge which will be notified to the Buyer in advance. When a collection date has been agreed by the Buyer and the Seller, but the carrier notifies the Seller there was nothing to collect, the Seller will pass on these fees to the Buyer.

9. PACKAGING

9.1 Packaging supplied by the Seller, unless otherwise expressly agreed in writing, is intended to provide adequate protection in normal conditions of transit of expected duration. Where the Seller indicates that such packaging is to be redeemed to the Seller, the Buyer shall be responsible for returning such packaging as soon as reasonably practicable, carriage paid and in good condition.

10. EXPORT TERMS

10.1 Unless otherwise agreed in writing the prices for export sales outside of the United Kingdom are quoted on a FOB (designated UK mainland address) basis.

10.2 The Buyer shall be responsible for obtaining and complying with any necessary import/export licences, permits and contracts for the supply and delivery of the goods. It is the Buyer's responsibility to ensure that the goods comply with all legal and customary requirements in all jurisdictions into which the goods may be shipped or resold (and it shall indemnify the Seller and keep the Seller indemnified against any losses, claims, damages or expenses suffered or incurred by the Seller as a result of the Buyer failing to do this.

11. RISK AND TITLE TO GOODS

11.1 All goods are supplied to the Buyer by the Seller on the following terms:

11.1.1 risk shall pass to the Buyer (so that the Buyer is then responsible for all loss or deterioration of the goods or for any damage occurring) if the Seller is responsible for delivering or arranging for delivery of the goods, at the time when the goods arrive at the place for delivery (whether or not delivery is possible), or in all other circumstances, at the time when the goods leave the premises of the Seller.

11.1.2 the goods shall remain the sole and absolute property of the Seller as legal and equitable owner until such time as all sums (including any default interest) due to the Seller from the Buyer, (a) under this Contract and under all other contracts between the Seller and the Buyer (including any sums due under contracts made after this Contract) whether or not the same are immediately payable and (b) under all contracts between the Seller and any associate or subsidiary company of the Buyer or any company under the ultimate control of the same parent company as has ultimate control of the Buyer, have been paid in full;

11.1.3 until such payment the Buyer shall be in possession of the goods solely as bailee for the Seller and shall store the goods separately in such a way as to enable them to be identified as the property of the Seller and maintain the Goods in satisfactory condition. The Buyer shall not remove, deface or obscure any identifying mark or packaging on or relating to the goods;

11.1.4 the Seller reserves the immediate right at any time of re-possession of any goods to which it has retained title and thereafter to re-sell the same and for this purpose the Buyer hereby grants an irrevocable right and licence to the Seller's employees and agents to enter at any time upon all or any of its premises with or without vehicles during normal business hours. This right shall continue to subsist notwithstanding the termination of the contract for any reason and is without prejudice to any accrued rights of the Seller hereunder or otherwise;

11.1.5 as a separate and independent condition, the Buyer shall be at liberty and may in the ordinary course of its business and prior to title passing, sell and deliver the goods to any third party but such right shall immediately cease should any of the events in Condition 14 and 15.1 apply to the Buyer; and

11.1.6 whilst the goods remain the property of the Seller, the Buyer shall insure the goods against all usual risks for an amount equal to or greater than the purchase price and hold the proceeds of such insurance on trust for the Seller.

12. WARRANTIES AND LIABILITY

12.1 The Seller takes reasonable steps to ensure that the goods shall be free from major defects for a period of one year following delivery (subject to fair wear and tear). The Seller does not guarantee the decorative finish of the goods. The Seller is not liable for defects arising from faults caused by incorrect or poor installation or fitting.

12.2 Any claim by the Buyer which is based on any shortage or any defect in the quality or condition of the goods or their failure to correspond with specification which are visible on inspection shall (whether or not delivery is refused by the Buyer) be notified to the Seller within three working days from the date of delivery. If delivery is not refused, and the Buyer does not notify the Seller accordingly, the Buyer shall not (subject to condition 12.3) be entitled to reject the goods and the Seller shall have no liability for such defect or failure, and the Buyer shall be bound to pay the price as if the goods had been delivered in accordance with the contract.

12.3 Any claim relating to defects in materials, mechanical effectiveness or workmanship that were not visible on delivery shall only be valid if such claim is made within one year following delivery of the goods (or if longer the guarantee period stated in the Seller's brochure at the time the contract was made) and in any event within seven days of discovery of the defect. All warranties are subject to the conditions stated in the brochure from time to time. Where fitting and aftercare instructions are provided with the goods, the Buyer shall be required to prove that these have been complied with in order to support any claim. The Seller shall have no liability for any claims made following the expiry of such period.

12.4 Where any valid claim in respect of any of the goods which is based on any defect in the quality or condition of the goods or their failure to meet specification is notified to the Seller in accordance with

12.2 or 12.3 above, the Seller shall be entitled to repair or replace the goods (or the part in question) free of charge or, at the Seller's sole discretion, refund to the Buyer the price of the goods (or a proportionate part of the price), but the Seller shall have no further liability to the Buyer whatsoever.

12.5 In the case of goods supplied by the Seller to the Buyer that are not branded or otherwise identified as the Seller's goods ("Third Party Goods "):

12.5.1 the Seller gives no assurance or guarantee that the sale or use of the goods will not infringe the patent, copyright or other industrial property rights of any other person, firm or company;

and

12.5.2 the obligations of the Seller relating to defects in such goods are limited to the guarantee (if any) which the Seller receives from the manufacturer or third party supplier or such goods.

12.6 For the avoidance of doubt, the remedies set out in Conditions 12.4 and 12.5 above represent the Seller's entire liability in respect of any defective goods and without limitation to the generality of the foregoing:

12.6.1 the Seller shall be under no liability in respect of any defect in the goods arising from any drawing, design or specification supplied by the Buyer;

12.6.2 the Seller shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Seller's instructions (whether oral or in writing), misuse or alteration or repair of the goods without the Seller's approval; and

12.6.3 in no event shall the Buyer be entitled to reject the goods on the basis of any defect or failure which is so slight that it would be unreasonable for him to reject them.

12.7 Subject as expressly provided in these Conditions , and except where the goods are sold to a person dealing as a Consumer, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. Except as expressly provided in these Conditions, the Seller shall have no liability to the Buyer (whether arising under contract, tort (including negligence), breach of statutory duty or otherwise) in excess of the price of the goods and shall have no liability for any loss of profit, loss opportunity, loss of sales or loss of goodwill, costs, expenses (in each case whether direct or indirect) or for any indirect, special or consequential loss or damage or other claims for compensation whatsoever which arise out of or in connection with the supply of goods or their use or resale by the Buyer.

12.8 Nothing in these Conditions shall limit or exclude the Seller's liability for death or personal injury, any fraud or for any other liability which it is not permitted to limit or exclude by operation of law.

12.9 The parties agree that in all the circumstances of the Contract that the limitations of liability in this Condition 12 are fair and reasonable taking into account the price payable by the Buyer and the relative abilities of the parties to insure against the potential losses that may arise.

13. TRADEMARKS, PATENTS AND OTHER INDUSTRIAL RIGHTS

13.1 If any claim is made against the Buyer alleging that the Goods or the Service infringe any patent rights, registered designs, copyright or other industrial property rights of another then:- (i) the Buyer shall forthwith notify the Seller with full particulars; and (ii) the Seller or its suppliers or licensors (as the case may be) shall be at liberty at their expense to conduct all negotiations and/or litigation in respect thereof and (if necessary) in the name of the Buyer; and (iii) except pursuant to a final award, the Buyer shall not pay or accept any such claim or compromise any proceedings without the consent of the Seller (which shall not be unreasonably withheld or delayed); and if as a result of such negotiations or litigation the Buyer shall be unable to use the goods substantially for the purpose for which they were bought the Seller shall take them back and refund the price thereof and such refund shall be in full satisfaction of all claims by the Buyer against the Seller.

13.2 The Buyer shall indemnify the Seller against all actions, costs (including cost of defending legal proceedings), claims, proceedings and demands in respect of any infringement or alleged infringement by the Seller of patent rights, registered design, copyright, design rights or other industrial rights attributed to the Seller complying with any special instructions from or requirements of the Buyer relating to the Goods or the Service.

13.3 The Buyer shall not represent to its customers that it sells products manufactured by the Seller after the Buyer shall have ceased to purchase such products on a regular basis from the Seller and in such event the Buyer shall return to the Seller all sales literature relating to products manufactured by the Seller.

14. TERMINATION

14.1 The Seller shall be entitled to terminate any Contract with immediate effect:

14.1.1 should the Buyer materially breach any provision of the Contract;

14.1.2 should the Buyer be late in making any payment due under the Contract; or

14.1.3 for convenience at any time prior to the delivery of the Goods to the customer, in which instance the Seller shall as its only obligation or liability following such termination, refund to the Buyer any advance sums paid with respect to the relevant Goods that were the subject of the Contract.

15. INSOLVENCY

15.1 The Seller shall be entitled to cancel the contract in whole or in part by giving written notice to the Buyer, without prejudice to any other right or remedy available to the Seller if the Buyer is subject to any of the following:

15.1.1 if any encumbrancer takes possession of or a receiver, administrative receiver or similar officer is appointed over any of the property or assets of the other party; or

15.1.2 if the other party makes any voluntary arrangement, composition, compromise or arrangement with its creditors; or

15.1.3 if the other party enters into any restructuring plan, composition, compromise or other arrangement with its creditors or members the purpose of which is to eliminate, reduce, prevent or mitigate the effect of any financial difficulties; or

15.1.4 if the other party has an administrator, liquidator, nominee, supervisor, monitor or similar officer appointed; or

15.1.5 has an order made or resolution passed for its winding-up, dissolution, administration or reorganisation (except for the purpose of amalgamation or reconstruction not involving insolvency where the resulting entity agrees to be bound by or assumes the obligations imposed on the other party); or

15.1.6 any document is filed at court initiating or applying for a moratorium or order is made for a moratorium to come into force; or

15.1.7 anything analogous to any of these events under the law of any jurisdiction occurs in relation to the other party; or

15.1.8 if the other party cease or threatens to cease to carry on business.

15.2 The Buyer shall immediately notify the Seller in writing if:

15.2.1 there is any change in the ownership, management or control of the Buyer;

15.2.2 there is any sale or transfer of a material part of the Buyer's business or assets;

15.2.3 the Buyer, being a sole trader, entering into partnership with others; or

15.2.4 the Buyer, being a sole trader or a partnership, becomes incorporated or amalgamated with others.

15.3 If any of the events listed at Condition 15.1 occur any credit facilities granted by the Seller shall automatically terminate and the balance of such account shall become immediately payable in full. The Seller will consider at its discretion a renewal of or adjustment to the credit facility taking into account the legitimate commercial interests of the Buyer and Seller.

15.4 Should the Buyer fail to notify the Seller of the occurrence of any of the events listed in Conditions

15.1.1 to 15.1.8 above the Buyer shall be jointly and severally liable to pay all sums due to the Seller in respect of goods and/or services supplied to the changed entity until the date that written notice is received by the Seller.

15.5 The Buyer shall be jointly and severally liable for all sums due to the Seller in respect of goods and/or services supplied to any individual, partnership or other legal entity that makes use of the customer's credit account facility.

15.6 The Seller may (without prejudice to its other rights or remedies) terminate or suspend the Seller's performance of the whole or any outstanding part of the Contract if the Buyer fails to take delivery of or to pay for the goods on the date required or breaches any other term of the Contract, or if the Buyer is late in payment or performance under or otherwise breaches any other contract for the sale and purchase of goods or services between the Buyer and the Seller. The Seller may also suspend deliveries while investigating any claim relating to prior deliveries (under any contract) of goods.

16. FORCE MAJEURE

The Seller shall be under no liability for any failure, delay or hindrance in the performance of any of its obligations under the contract if and to the extent that the failure is caused by a force majeure event. A force majeure event includes but is not limited to, an act of God, terrorism, war, riot, extreme adverse weather conditions, fires, governmental restriction, condition or control, epidemic, pandemic or by reason of any act done or not done pursuant to a trade dispute, shortages of labour or materials or breakdown of machinery or any other matter (whether or not similar to the foregoing) outside the control of the Seller.

17. SPECIALS AND FREE ISSUE MATERIALS

17.1 The Seller does not guarantee the suitability of materials or the design of goods made specially to the Buyer's requirements and differing from the Seller's standard specifications even if the purpose for which the goods are required is known to the Seller.

17.2 The Seller does not accept responsibility for the safe-keeping and condition of the Buyer's samples, drawings, tools and the like whilst they are in the Seller's possession whatever the circumstances may be in which they are lost, broken or damaged and the Buyer should make its own arrangements to insure these items.

18. ATTENDANCE ON SITE

If the Seller attends, or arranges for an attendance to be made, at the Buyer's premises or the premises of any third party for any reason connected with the contract, the Buyer shall indemnify the Seller in respect of all claims made or proceedings taken against the Seller (and associated legal costs incurred by the Seller) by any person, firm or company, including employees of the Seller, or of the Buyer or of any contractor employed by the Buyer (or their personal representatives), whether in respect of death, personal injury or damage to property arising directly or indirectly from the attendance at such premises.

19. AGE REQUIREMENTS FOR SPECIFIC GOODS

Where the Buyer places an order for age-restricted goods such as solvents or knives, the buyer confirms that they are over the age of 18 and that delivery will be received by a person over the age of 18.

20. DISPOSAL OF ELECTRICAL AND ELECTRONIC EQUIPMENT

The WEEE regulations exist to ensure that disposal of certain electrical and electronics items is carried out in a sound environmental manner. All Buyers agree that they will be responsible for collection and disposal of any electrical and electronic equipment procured from the Seller.

21. GENERAL

21.1 Any notice given hereunder must be in writing and may be affected by personal delivery, facsimile transmission, email (to [email protected]) or by registered mail postage and (subject, in each case to proof that such notice was properly addressed and dispatched) if effected by facsimile transmission or email shall be deemed to be received on the day of sending and if effected by post shall be deemed to be receive 48 hours after the date of posting.

21.2 The Contract shall be personal to the Buyer and shall not, nor shall any rights under it, be assigned by the Buyer without the written consent of the Seller. The Seller shall be entitled to sub-contract the whole or part of its obligations under the Contract and to assign its interest in the Contract.

21.3 No waiver by the Seller of any breach of the Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.

21.4 A person who is not a party to the Contract (a "third party ") shall have no rights pursuant to the Contracts (Rights of Third Parties) Act 1999 (the "Act ") to enforce any of these Conditions. Any right or remedy of a third party which exists or is available apart from the Act is not affected.

21.5 The parties agree that any disputes arising or in any way connected with the subject matter of a Contract (or these Conditions) (whether of a contractual or tortious nature or otherwise) shall be subject to the laws of England and in the case of proceedings issued against the Seller shall be subject to the jurisdiction of the English courts only.

21.6 If any provision of the Contract (or these Conditions) is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of the Contract (or these Conditions) and the remainder of the provision in question shall not be affected thereby.

21.7 We will make a search and/or enquiry with credit reference agencies (“CRAs”), who will give us information about you, such as about your financial history, and who will keep a record of that search and will share that information with other businesses. We will do this to assess creditworthiness, check your identity, manage your account, trace and recover debts and prevent criminal activity. We will monitor and record information relating to your trade performance and will also continue to exchange information about you with CRAs on an ongoing basis, including about your settled accounts and any debts not fully repaid on time. CRAs will share this information with other organisations. For Credit Circle members, we will record information relating to your trade credit performance and such records will be made available to other organisations to access applications for credit.

21.8 To the extent any personal data is collected or processed under or in connection with these conditions, such personal data shall be collected or processed in accordance with applicable law and the Seller's privacy policy (and where applicable cookies policy) located at www.windowware.co.uk

22. TERMS APPLYING TO CONSUMERS ONLY

22.1 PLEASE NOTE THAT THIS SECTION ONLY APPLIES WHEN THE BUYER IS ENTERING THE CONTRACT AS A CONSUMER

22.2 Where the Buyer is a Consumer, the following Conditions shall not apply:

22.2.1 Conditions 3.1 - 3.3;

22.2.2 Condition 6.3;

22.2.3 Condition 6.4;

22.2.4 Condition 11.1.1 - 11.1.6

22.2.5 Condition 12;

22.2.6 Condition 13.3;

22.2.7 Conditions 15.2 - 15.5; and

22.2.8 any indemnities given by the Buyer under these Conditions.

22.3 The goods shall remain the sole and absolute property of the Seller as legal and equitable owner until such time as all sums due to the Seller from the Buyer, have been paid in full.

22.4 Should any defect occur in the Goods, other than one for which the Buyer is responsible, the Seller will at their option either, replace or repair the Goods (at no charge to the Buyer) as soon as is reasonably practicable.

22.5 Following receipt of the Goods, the Buyer can cancel their order by notifying the Seller within 14 days of the date on which the Goods were delivered. The Buyer can return the Goods for a refund. If the Buyer's purchase order comprises of more than one item, the Buyer can cancel and return any of the items individually or in combination.

22.6 Where the Buyer cancels their order after the Goods have been delivered or collected the Buyer agrees to return the Goods to the Seller by following the procedure set out below.

22.7 The Buyer agrees to return the Goods in full, in a resalable condition and securely packaged (properly repacked in their original packaging if they were removed from it) and unused. The Buyer is responsible for all costs of returning the Goods subject to the exceptions set out below.

22.8 Nothing within these Conditions affects the Buyer's rights under law, and in particular the Buyer will always be entitled to return products to the Seller for a full refund if they were misdescribed, or are not of satisfactory quality or reasonably fit for their purpose and the Seller cannot remedy the fault to the Buyer's reasonable satisfaction. Only in such circumstances and/or if the Seller provides the Buyer with substitute products which the Buyer does not want will the Seller refund the Buyer's reasonable costs to return the products to the Seller.

22.9 If the Goods are damaged whilst in the Buyer's care (including damage caused in assembling or disassembling the Goods), if the Buyer fails to return all parts of the Goods or otherwise if the Buyer's failure to take reasonable care of the Goods means that the Seller reasonably believes that a resale will not be possible, the Buyer agrees that the Seller may withhold payment of all or part of the refund in respect of the Goods as compensation for the Seller's loss on these Goods.

22.10 The Seller will make all refunds to the card used for payment.

22.11 The Seller shall not have liability to the Buyer for:

22.11.1 losses that were not foreseeable to either the Seller or the Buyer when the Contract was formed;

22.11.2 losses not caused by any breach of these Conditions by the Seller; or

22.11.3 any losses suffered by a non-Consumer.