I would like to thank you for your assistance in installing an air conditioning unit in my client's property. The entire process was painless
We here at the Thistle Hotel at Brands Hatch have enjoyed the benefits of working in partnership with Complete Cooling Systems for many years
A very reliable and responsive company who provide a high level of support and detailed advice on problems and forward planning with an excellent and friendly approach to customer care and attention.
We have no hesitation in recommending Complete Cooling Systems and we would use them in the future for our air conditioning needs.
Terms and Conditions of Sale - Complete Cooling Systems Ltd
1. DEFINITIONS
In these Conditions the following words shall have the following meanings:
"Buyer" means the person, firm or company who accepts, and whose name/address appears on, the Order
"Company" means Complete Cooling Systems Limited, a company registered in England and Wales under company no. 01795088 having its registered office at 19 King Street, West Malling, Kent, ME19 6QT
"Goods" means the parts, products, services, labour and charges (including any instalment of the Goods or any parts for them) which the Company is to supply in accordance with these Conditions.
"Conditions" means the standard terms and conditions set out in this document.
"Contract" means the Contract between the Company/Buyer for the sale/purchase of the Goods
"Force Majeure" means, including but not limited to, any act, event, non-happening, omission or accident beyond reasonable control and includes (without limitation) Strikes, lock-outs or other industrial action, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport, impossibility of the use of public or private telecommunications networks, the acts, decrees, legislation, regulations or restrictions of any government
"Interest" means Interest at 8% p.a. above Barclays Bank Plc base rate from time to time
"Order" means any Order of the Buyer for the Goods
"Writing" includes email, letter, facsimile transmission and comparable means of communication.
2. INTERPRETATION
In these Conditions and unless the context otherwise requires:
2.1. the paragraph headings are inserted for reference purposes only and shall not affect interpretation;
2.2. references to a person include his her their or its successors in title, or permitted assignees;
2.3. words importing the singular include the plural and vice versa;
2.4. references to a person include an individual, firm, company, corporation, unincorporated body of persons and any government entity and his her their or its permitted assignees, and permitted transferees;
2.5. 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.
3. FORMATION AND INCORPORATION
3.1. No terms and/or conditions endorsed upon, delivered with or contained in the Company’s quotation, specification or similar document will form part of the Contract and the Buyer waives any right, which it otherwise might have, to rely on such terms and/or conditions.
3.2. Each Order for Goods by the Buyer from the Company shall be deemed to be an offer by the Buyer to purchase Goods on these Conditions, and no Order shall be accepted until the Company either, by giving notice of acceptance or by fulfilling the Order, accepts the offer.
3.3. Any variation to the Order or these Conditions shall have no effect unless expressly agreed in Writing, and signed by an authorised signatory of the Buyer and the Company.
4. DELIVERY
4.1. The Goods shall be delivered to the Buyer as stated on the Order, or at some other place of delivery agreed in Writing by both parties.
4.2. The Company shall use its reasonable endeavours to deliver and/or install the Goods on the dates, or within the periods specified in the Order. Time for delivery and/or installation shall not be of the essence.
4.3. Where access to any premises is necessary in connection with delivery and/or installation, the Buyer, its sub-contractors, agents or employees shall at all times comply with the reasonable requirements of the Company
4.4. Where more than one item of Goods is involved in the Order, the Company may deliver by instalments. The Contract shall be construed as a single contract in respect of all the instalments. Delay in delivering any instalment shall not entitle the Buyer to treat the Contract as repudiated.
5. RISK/OWNERSHIP
5.1. Ownership of, and risk in, the Goods shall pass to the Buyer upon the Goods being delivered to the Buyer’s premises.
5.2. For the avoidance of doubt, if the Buyer does not pay any invoice as required under these Conditions, the Buyer hereby authorises the Company to enter the Buyer’s premises to repossess the Goods
6. PRICE
The price payable for the Goods shall be stated in the Order and, unless otherwise agreed in Writing by both parties, shall be inclusive of all charges including, delivery of the Goods to the delivery address, and any duties levies or taxes, other than Value Added Tax; and, fixed for the duration of the Contract.
7. PAYMENT
7.1. The Buyer shall pay a deposit when placing an Order for the Goods with the Company.
7.2. The deposit shall be non-refundable, and shall be offset against the first invoice to be rendered by the Company to the Buyer, whereupon the Company shall account to the Buyer for any credit due.
7.3. The Company shall invoice the Buyer monthly for the Goods supplied in the preceding calendar month.
7.4. The Buyer shall pay, within 30 days of the date of the invoice, the full amount as stated on the invoice.
7.5. In the event the Buyer does not pay any monies due to the Company on or before the due date:
7.5.1. the Buyer shall pay to the Company Interest, on the full outstanding amount as at the invoice date;
7.5.2. the Company may stop any work it is undertaking for the Buyer;
7.5.3. the Company may take legal steps against the Buyer for recovery, and the Buyer agrees to pay the Company any legal fees incurred thereof;
7.5.4. the Company will not be obliged to continue, finalise, or complete any unfinished work.
7.6. The Buyer shall not be entitled to offset any monies owing to the Company, without the prior consent of the Company in Writing.
8. WARRANTIES AND INDEMNITIES
8.1. The Buyer warrants to the Company to:
8.1.1. provide evidence that the Goods have been maintained in accordance with the instructions of the manufacturer and/or the Company, in relation to any claim under the warranty;
8.1.2. indemnify and keep indemnified the Company, from and against all direct, indirect, or consequential liability, loss, damages, injury, costs and expenses (including legal expenses) awarded against, incurred or paid by the Company, as a result of the Buyers failure to maintain the Goods.
8.2. The Company and the Buyer agree that the warranty provided under the Contract shall not be assignable by the Buyer to any third party.
9. FORCE MAJEURE
9.1. Neither the Company nor the Buyer shall be liable for any failure to perform their obligations hereunder, if such failure results from a Force Majeure.
9.2. In the event of a Force Majeure, the Company’s performance under the Contract is deemed to be suspended for the period that the Force Majeure event continues, and the Company will have an extension of time for the duration of that period.
9.3. The Company and the Buyer will use their reasonable endeavours to bring the Force Majeure event to a close, or to find a solution by which the Company and the Buyer’s obligations under the Contract may be performed, despite the Force Majeure event.
10. CANCELLATION
10.1. The Buyer may cancel the Order by giving notice to the Company in Writing within 7 working days (the Cooling-Off Period) from the date of the Order.
10.2. Upon cancellation of the Order by the Buyer, the Company shall refund the Buyer the deposit. The refund by the Company shall be paid within 30 days from the date of the notice of cancelation, subject to deductions to services, installations or repairs carried out by the Company for the Buyer, whereby reasonable deductions and charges will be made by the Company from the deposit to cover the cost of any such services, installations or repairs.
11. TERMINATION
11.1. The Company may at any time, by giving notice in Writing, terminate the Contract with the Buyer, if:
11.1.1. the Buyer commits a breach of any of the these Conditions;
11.1.2. any distress, execution, or other legal process is levied upon any of the assets of the Buyer;
11.1.3. the Buyer enters into any arrangement or composition with its creditors, commits any act of bankruptcy, or (being a corporation) if an order is made or an effective resolution is passed for its winding up (except for the purpose of amalgamation or reconstruction), or if a petition is presented to the court, or if a receiver, administrative receiver, or administrator is appointed in respect of the whole, or any part of, the Buyer’s undertaking or assets;
11.1.4. in the case of a company the Buyer ceases, or threatens to cease, to carry on its business;
11.1.5. the financial position of the Buyer deteriorates to such an extent, that in the opinion of the Company, the capability of the Buyer adequately to fulfil its obligations under these Conditions, has been placed in jeopardy;
11.1.6. the Company reasonably apprehends that any of the events mentioned above is about to occur in relation to the Buyer;
11.1.7. the Buyer does not pay any money due from it to the Company, on or before the due date;
11.1.8. there is any breach by the Buyer of these Conditions (other than the non payment of money), and the Buyer is unable to remedy the breach within 14 days notice, in Writing, by the Company to the Buyer;
11.1.9. by reason of an event of Force Majeure, either party is materially prevented from performing its obligations for a period of 3 consecutive calendar months.
12. WAIVER
A waiver by the Company of any default shall not constitute a waiver of any subsequent default, and no waiver of any of these Conditions shall be effective, unless it is expressly stated to be a waiver by the Company to the Buyer in Writing.
13. NOTICES
Any notice to be served hereunder shall be in Writing, and shall be deemed given when personally delivered, when sent by fax if confirmation of delivery is available, when sent by email if a delivery or read receipt is obtained, or 3 days after being sent by pre-paid First Class post to a corporate party’s registered office, or a non-corporate party’s last known business address, or such other address as a party last provided to the other given in accordance with the provisions of this Clause
14. ASSIGNMENT
The Company may transfer, assign, charge, sub-contract the Company’s rights and obligations under these conditions, whereas, the Buyer may not transfer, assign, charge or sub-contract any rights or obligations hereunder
15. ENTIRE AGREEMENT
15.1. These Conditions, and the Contract referred to herein, represent the entire agreement between the Company and the Buyer, and supersede any prior agreement, understanding, or arrangement between the parties, whether oral or in Writing.
15.2. If any provision contained in these Conditions is determined by a court of competent jurisdiction to be illegal, invalid or otherwise unenforceable, that provision shall be severed from these Conditions, and the remaining provisions shall continue in full force and effect.
16. GOVERNING LAW AND JURISDICTION
These Conditions shall be governed by, and construed in accordance with, English law. Disputes arising in connection with these Conditions shall be subject to the exclusive jurisdiction of the English courts.
