Embury Ltd

TERMS & CONDITIONS

 

1. THESE TERMS

 

1.1  What these terms cover. These are the terms and conditions on which we supply products to you, whether these are goods or services.

 

1.2  Why you should read them. Please read these terms carefully before you sign the acceptance form supplied with your quotation. These terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there is a problem and other important information.

 

2. INFORMATION ABOUT US AND HOW TO CONTACT US

 

2.1  Who we are. We/us/our (all references relate to) are Embury Ltd, a company incorporated in England & Wales under registration number 14069917. Our Head Office is at 166 C/O Mg Tax, College Road, Harrow, HA1 1BH.

 

2.2  How to contact us. You can contact us by telephoning our customer service team at 0800 6226441 or by writing to us at info@emburyservices.co.uk.

 

2.3  How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.

 

2.4  ”Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.

 

3. OUR CONTRACT WITH YOU

 

3.1  How we will accept your order. Our acceptance of your order will take place when, following your written acceptance of our quote, we tell you that we are able to provide you with the Goods and/or Services, and you sign our contract, at which point the formal contract will come into existence between you and us. Please note that the prices shown on are valid for a period of 30 calendar days from the date of the original quote.

 

3.2 If we cannot accept your order. If we are unable to accept your order, we will inform you of this and will not charge you for the Goods and/or Services. This might be because products are out of stock, because of unexpected limits on our resources which we could not reasonably plan for or because we have identified an error in the price or description of the product or because we are unable to meet a delivery deadline you have specified.

 

3.3 Sales literature and website.  Any samples, drawings, descriptive matter, or advertising issued by us and any descriptions of the Goods or illustrations or descriptions of the Services contained in our catalogues, brochures or on their website are issued or published for the sole purpose of giving an approximate idea of the Services and/or Goods described in them. They shall not form part of the Contract or have any contractual force.

 

3.4 Designs and drawings. Any specifications, drawings, dimensions etc., are intended as a guide only. Whilst we take as much care as possible when preparing them, they may include errors and/or inaccuracies and their content is not binding upon us in any way. We reserve the right to withdraw ranges and models that have been replaced by improved or amended designs.

 

3.5 Your order number. We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.

 

3.6  We only sell to the UK. Our brochure and website are solely for the promotion of our Services in the UK. Unfortunately, we do not accept orders from outside the UK.

 

4. OUR GOODS & SERVICES

 

4.1  Goods may vary slightly from their pictures. The images of the products in our brochure OR on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours or the printed pictures in brochures accurately reflect the colour of the products. Your product may vary slightly from those images.

 

4.2  Quality of Goods. We warrant that on delivery, the Goods shall:

 

(a)  conform with their description and any applicable Goods Specification;

 

(b)  be free from material defects in design, material, and workmanship;

 

(c)  be of satisfactory quality (within the meaning of the Consumer Rights Act 2015);

 

(d)  have the benefit of the Manufacturer’s Guarantee/Warranty.

 

4.3  Replacement Goods. Subject to Clause 4.4, we shall, at our option, replace the defective Goods if:

 

(a)  you give notice in writing within 7 days of receipt of the Goods;

 

(b)  we are given a reasonable opportunity of examining such Goods; and

 

(c)  you (if asked to do so by us) return such Goods to our place of business at your cost.

 

4.4 Liability for Goods. We shall not be liable for the Goods’ failure to comply with the terms of Clause 4.3 if:

 

(a)  you make any further use of such Goods after giving a notice in accordance with Clause 4.3;

 

(b)  the defect arises because you failed to follow our or the Manufacturers oral or written instructions as to the use or maintenance of the Goods or (if there are none) good trade practice;

 

(c)  you alter or amend the Goods without our written consent;

 

(d)  the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions; or

 

(e)  the Goods differ from their description as a result of changes made to ensure they comply with applicable statutory or regulatory standards.

 

4.5 Except as provided in this Clause 4, we shall have no liability to you in respect of the Goods’ failure to comply with the terms set out in Clause 4.2.

 

4.6 When you become responsible for the Goods. The Goods and Materials and their risk will be your responsibility from the time we deliver them to the address you gave us.

 

4.7 When you own Goods. The title to the Goods and materials shall not pass to you until we have received payment in full (in cash or cleared funds).

 

4.8 Legal title to the Goods. Until title to the goods has passed to you, (where necessary) you shall:

 

(a) store the Goods and Materials separately from all other goods held buy you so that they remain readily identifiable as our property;

 

(b) not remove, deface, or obscure any identifying mark or packaging on or relating to the Goods and Materials;

 

(c)  maintain the Goods and Materials in satisfactory condition and keep them insured against all risks for their full price on our behalf from the date of delivery;

 

(d) give us such information relating to the Goods and Materials as we may require from time to time.

 

4.9 Issues with Goods and Materials. All Goods and Materials are installed and fitted in accordance with the manufacturer's guidelines. Any fault which may arise once installed or fitted will be responsibility of Manufacturer.

 

4.10 The terms of these Conditions shall apply to any repaired or replacement Goods and Materials supplied by us.

 

5. YOUR RIGHTS TO MAKE CHANGES

 

5.1 If you wish to make a change to the product you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the product, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.

 

6. OUR RIGHTS TO MAKE CHANGES

 

6.1  Minor changes to the Goods. We reserve the right to change the Goods:

 

(a)  to reflect changes in relevant laws and regulatory requirements; and

 

(b)  to implement minor technical adjustments and improvements.

 

7. SUPPLY OF SERVICES  

 

7.1 These Terms and Conditions apply to the following Goods and Services, provided by the us:

 

• Extensions and Building;

 

• Loft Conversions;

 

• Design and Build;

 

• Kitchens;

 

• Bathrooms;

 

• Commercial;

 

• External;

 

• Bespoke Carpentry;

 

• Paint and Decoration;

 

• Gas and Heating;

 

• Electrical Work.

 

7.2 When we will provide the Goods and Services. During the order process we will let you know when we will provide the Goods and Services to you.

 

7.3 We are not responsible for delays outside our control. If our supply of the Goods and Materials is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. We will not be liable and direct or indirect loss caused by such delays.

 

7.4 Design changes. If you decide to make changes to the original agreed design, this may result in us

pausing the supply of Services, whilst we wait for the architect/design amendments to be provided by them or you. Please note that in such circumstances we will not be liable for any such delays which may occur.

 

7.5 Weather. Please note that if inclement weather should occur, preventing us form providing our services, we will not be liable for any such delays which occur.

 

7.6 Prior to commencement. Please make sure that works area is clear and your (where applicable) any furniture and appliances are properly stored away before work begins. We will not be liable for any damage which may occur due to moving of furniture, fixtures, and fittings.

 

7.7 Disruption. A building project is something that will disrupt your routine. Certain areas of your property (such as the kitchen or bathroom area) may be unusable for some time and it may be necessary to temporarily disconnect services such as gas, water, and electricity. Building works are a  dusty job and our installers will keep agreed working areas as tidy as possible.

 

7.8 If you do not allow us access to provide services. If you do not allow us access to your property to perform the agreed services as arranged (and you do not have a good reason for this) we may charge you additional costs incurred by us as a result. If, despite our reasonable efforts, we are unable to contact you or re-arrange access to your property we may end the contract and Clauses 12.3 & 13.1 will apply.

 

7.9 Additional costs. Although we make every effort to ensure that all work has been estimated for accurately, certain tasks or requirements may only become apparent when your existing furniture has been removed.  If this occurs, we will notify you and advise what the cost of any necessary additional work will be, and this will be charged in addition to the original quote. Please also not that if you request any additional goods or services in addition to what we originally quoted for, there will be an additional fee for this, which we will notify you of.

 

7.10 Storage. If we ask you to store any goods or materials whilst the work is ongoing, you are required to ensure that these are kept in a suitably safe and dry place.

 

7.11 We may suspend supply of the products if you do not pay. If you do not pay us for the Goods, Materials and Services when required, we reserve the right to suspend the supply of Goods and Services until you have paid us the outstanding amounts. We will contact you to tell you we are suspending supply of the products. As well as suspending the supply, we can also charge you interest on your overdue payments (see Clause 10.4).

 

7.12 Labour Guarantee. We will provide a 12-month Labour Guarantee on the installation of the Goods (provided with the Services) commencing from the date of completion of the Services. The guarantee covers new build work only and does not apply to repair work, renovations, restorations, refurbishments and alterations carried out unless agreed in writing before the start of any contract. Repairs to buildings, roofs, infrastructure or any existing workmanship or related materials are not covered by our guarantee. Guarantees on materials run in accordance with manufacturer's warranty periods where applicable. Our guarantee covers all new work and new materials used in construction but does not guarantee the integrity of any existing structures, materials or decorations. New build structures only (roofs, flashings to new roofs and new vertical brickwork joints to existing masonry) are covered by our guarantee against water ingress, ingress of water through existing structures are not covered by this guarantee. Subsidence issues (sinkage below slabs, subsidence below new or existing foundations or movement of foundations or floors etc) are not covered within our guarantee agreement. In the event of a failure beyond the guarantee period we will be happy to investigate the cause and negotiate a solution to the problem without delay (if it is found that our company is wholly responsible for the failure) and carry out any agreed repairs as soon as possible. Charges may apply for remedial work carried out beyond guarantee dates or to items not covered by our guarantee. Decorations are signed off on completion and not covered by guarantee.

 

8. YOUR OBLIGATIONS UNDER THE CONTRACT

 

8.1 Additional Obligations. In addition to any and all other obligations within this contract, you shall:

 

(a)  ensure that the terms of the order and any information it provides in (in relation to the Goods and Services to be provided) are complete and accurate;

 

(b)  co-operate with us in all matters relating to the Goods and Services;

 

(c)  provide us, our employees, agents, consultants, and subcontractors, with access to the location where the Goods and Services are to be supplied and other facilities as reasonably required by the us;

 

(d)  provide us with such information and materials as we may reasonably require in order to supply the goods and services, and ensure that such information is complete and accurate in all material respects;

 

(e) obtain and maintain all necessary licences, permissions and consents which may be required for the goods and services before the date on which we start;

 

(f) provide us with access to gas, water and electric at the site;

 

(g) provide us with parking at the location, within 20 metres of where the Goods and Services are to be supplied. Please note that if we incur any parking fees that you will be liable to pay these under this agreement;

 

(h) provide us with full and clear access at the site;

 

(i) ensure that any and all rooms which will be impacted by the Services are cleared of furniture;

 

(j) pay any skip licence fee (which is not included in the quote);

 

(k) pay any congestion charges which we incur as part of providing the Services;

 

(l) (where applicable) ensure that any required party wall agreement in in place;

 

(m) ensure that there is a toilet available on site or if no such facility is available you will be liable for the cost of an external one being supplied,

 

(n) ensure that you are not physically or verbally abusive to our staff, agents, or subcontractors. If you fail to adhere to this, we reserve the right to leave site and where necessary end the contract in accordance with Clause 12;

 

(o) where applicable, keep all materials, equipment, documents, and other property of ours (Supplier Materials) at your premises in safe custody at its own risk, maintain these Goods and Materials in good condition until returned to us, and not dispose of or use the goods and Materials other than in accordance with our written instructions or authorisation;

 

(p) comply with all applicable laws, including health and safety laws.

 

8.2  Client default. If our performance of any of our obligations under the contract are prevented or delayed by any act or omission by you or your agents, sub-contractors, or employees, or by failure by you to perform any relevant obligation, then:

 

(a)  without limiting or affecting any other right or remedy available to it, we shall have the right to suspend performance of the Services until you remedy the Client Default, and to rely on the Client Default to relieve it from the performance of any of its obligations in each case to the extent the Client Default prevents or delays our performance of any of its obligations;

 

(b)  we shall not be liable for any costs or losses sustained or incurred by you arising directly or indirectly from our failure or delay to perform any of its obligations as set out in this Clause 8.2;

 

(c)  you shall reimburse us on written demand for any costs or losses sustained or incurred by us arising directly or indirectly from the Client Default.

 

9. IF THERE IS A PROBLEM WITH THE GOODS OR SERVICES

 

9.1 The business always endeavours to provide the best service.  However, on rare occasions, there may be times when a customer may not be completely satisfied.
To ensure the business can put things right for you, as soon as possible after the completion of the works, please inspect the work to ensure everything has been carried out based on the contract terms and to the high standards the business aims to achieve.

 

9.2  Summary of your legal rights. We are under a legal duty to supply goods and materials that are in conformity with this contract. See the box below for a summary of your key legal rights (Consumers only) in relation to this. Nothing in these terms will affect your legal rights.

 

This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 0808 2231133.   If your product is goods, for example furniture, the Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your product your legal rights entitle you to the following:   ·       up to 30 days: if your goods are faulty, then you can get an immediate refund.   ·       up to six months: if your goods can’t be repaired or replaced, then you’re entitled to a full refund, in most cases.   If your product is services, for example, the Consumer Rights Act 2015 says:   ·       you can ask us to repeat or fix a service if it’s not carried out with reasonable care and skill, or get some money back if we can’t fix it.   ·       if you haven’t agreed a price beforehand, what you’re asked to pay must be reasonable.   ·       if you haven’t agreed a time beforehand, it must be carried out within a reasonable time.

 

9.3  Your obligation to return rejected goods. If you wish to exercise your legal rights to reject goods you must either return them in person to where you bought them, post them back to us or (if they are not suitable for posting) allow us to collect them from you. We will pay the costs of postage or collection unless you have simply changed your mind.

 

10. PRICE AND PAYMENT

 

10.1 The Price and Payment for Goods and Services. The charges shall be calculated on a time and material basis, with specific details stipulated in the quote and payment schedule. This will include a Booking Fee, which is required to secure a works commencement date, followed by a number of scheduled interim payments and a final payment. The payment schedule specify will at which point each payment will be required.

 

10.2 Where to submit payment. You shall pay each invoice submitted by us in full and in cleared funds to a bank account nominated in writing by us, and time for payment shall be of the essence of the Contract.

 

10.3 VAT. All amounts payable by you under the Contract are inclusive of amounts in respect of value added tax chargeable from time to time (VAT). Please not that prices are subject to change if rates change.

 

10.4 Late payment. If you fail to make a payment due to us under the Contract by the due date, then, without limiting the our remedies under Clause 12, you shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this Clause 10.4 will accrue each day at 8% a year above the Bank of England’s base rate from time to time, but at 8% a year for any period when that base rate is below 0%.

 

10.5 Debt Recovery and Legal Fees. Under the terms of this agreement, you agree to pay any and all legal costs, fees and disbursements incurred by us instructing Debt Recovery agents of legal representatives to recover outstanding sums owed under the contract from you.

 

10.6 Cancellation Fee. If you decide to cancel, the following fees will apply:

 

• Works with a value of up to £149,999 - after your order has been placed (and prior to the agreed works commencement date), you will forfeit your 25% booking fee (detailed within your quote and payment schedule);

 

• Works with a value of £150,000 and above:

 

1. at any point after your order has been placed and up to 15 calendar days prior to the works commencement date, we will retain 5% of your Booking Fee as a cancellation fee;

 

1. within 14 calendar days of the works commencement date, we will retain your 25% booking fee (detailed within your quote and payment schedule) in full as a cancellation fee.

 

• after the agreed works commencement date - you will forfeit your booking fee (detailed within your quote and payment schedule) and also be liable to pay for any works (including goods and materials) carried out. In respect of any goods, materials and services supplied but for which no invoice has been submitted, we shall submit an invoice, which shall be payable by you immediately on receipt.

 

10.7 Certification. Any and all relevant certifications will not be provided to you until we are in receipt of full cleared payment.

 

10.8 All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

 

11. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU

 

11.1  We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.

 

11.2  We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the products as summarised at Clause 9.2 and for defective products under the Consumer Protection Act 1987.

 

11.3  When we are liable for damage to your property. If we are providing services in your property, we will make good any damage to your property caused by us while doing so. However, we are not responsible for the cost of repairing any pre-existing faults or damage to your property that we discover while providing the services. This includes (but is not limited to) any and all pre-existing issues which are discovered after we have removed your old kitchen or bathroom or any other areas, which could not previously be seen.

 

11.4 Further limitations of our potential liability to you. Subject to the terms of Clause 11.2, we shall not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for:

 

(a)  loss of profits;

 

(b)  loss of sales or business;

 

(c)  loss of agreements or contracts;

 

(d)  loss of anticipated savings;

 

(e)  loss of use or corruption of software, data, or information;

 

(f) any damage caused to due to use of plant and machinery required to dig as part of the Services;

 

(g) any pre-existing issues discovered on site;

 

(h) loss of or damage to goodwill; and

 

(i)  any indirect or consequential loss.

 

11.5 Our total liability. Subject to Clause 11.4 our total liability to you, whether in contract, tort (including negligence), breach of statutory duty or otherwise, arising under or in connection with the Contract, shall be limited to 100% of the total charges paid under the Contract.

 

11.6 Claims. All claims against us must be brought within a reasonable time in accordance with the consumer rights act 2015 and you agree to waive any statute of limitations which might apply by operation of law or otherwise.

 

11.7  This Clause 11 shall survive termination of the Contract.

 

12 ENDING THE CONTRACT

 

12.1 Your rights to end the contract before works commence. Without affecting any other right or remedy available to it, you may terminate the contract prior to agreed works date by giving us 24 hours written notice. Please note that you will be liable for the applicable cancellation fee in accordance with Clause 10.6).

 

12.2 Your rights to end the contract after work has commenced. Without affecting any other right or remedy available to it, you may terminate the Contract by providing us with written notice if:

 

(a)  we commit a material breach of our obligations under the Contract and (if such breach is remediable) fails to remedy that breach within 7 calendar days, after receipt of notice in writing to do so;

 

(b)  we take any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business;

 

(c) we suspend, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of our business.

 

12.3 Our rights to end the contract before works commence. Without affecting any other right or remedy available to it, we may terminate the contract prior to agreed works date by giving you 48 hours written notice. Please note that in these circumstances (only) we will refund your Booking fee in full.

 

12.4 Our rights to end the contract. Without affecting any other right or remedy available to it, we  may terminate the Contract with immediate effect by giving you written notice if:

 

(a)  you commit a material breach of any term of the Contract;

 

(b)  fail to pay any amount due under the Contract on the due date for payment;

 

(c) you take any step or action in connection with entering bankruptcy, administration, provisional liquidation, bankruptcy or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business;

 

(d) (where applicable) you suspend, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business;

 

(e)  your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy; or

 

(f)  (where applicable) there is a change of control of your business.

 

12.4 Suspension of services. Without affecting any other right or remedy available to it, we may suspend the supply of Services under the Contract or any other contract between us, if the you fail to pay any amount due under the Contract on the due date for payment, you become subject to any of the events listed in Clause 12.4(c) to Clause 12.4(f), or the we reasonably believes that you are about to become subject to any of them.

 

13. CONSEQUENCES OF ENDING THE CONTRACT

 

13.1  What happens if the contract is ended early. On ending the Contract:

 

(a) we shall retain any applicable cancellation fee  (unless Clause 12.3 applies) and you shall immediately pay to us all of our outstanding unpaid invoices for works completed and interest. In respect of any goods, materials and services supplied but for which no invoice has been submitted, we shall submit an invoice, which shall be payable by you immediately on receipt;

 

(b)  you shall return all of our goods and materials which have not been fully paid for. If you fail to do so, then we may enter your premises and take possession of them. Until they have been returned, you shall be solely responsible for their safe keeping and will not use them for any purpose not connected with the Contract.

 

13.2 Termination or expiry of the Contract shall not affect any rights, remedies, obligations, or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.

 

13.3  Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination or expiry of the Contract shall remain in full force and effect.

 

14. DATA PROTECTION & PROCESSING

 

14.1  We both acknowledge that for the purposes of General Data Protection Regulation (GDPR), that you are the Data Controller and we are the Data Processor in respect of any Personal Data.

 

14.2  We shall process the Personal Data only in accordance with your instructions from time to time and shall not process the Personal Data for any purposes other than those expressly authorised by the you.

 

14.3  We will take all reasonable measures to ensure they adhere to its obligations under Articles 30 and 32 of GDPR taking into account the information that the Data controller has made available to it.

 

14.4 We shall take reasonable steps to ensure the reliability of all our employees who have access to the Personal Data.

 

14.5  We both warrant to the other that it will process the Personal Data in compliance with all applicable laws, enactments, regulations, orders, standards, and other similar instruments.

 

14.6  We warrant that, having regard to the state of technological development and the costs of implementing any measures, we will:

 

(a)  take appropriate technical and organisational measures against the unauthorised or unlawful processing of Personal Data and against the accidental loss or destruction of, or damage to, Personal Data to ensure a level of security appropriate to:

 

• the harm that might result from such unauthorised or unlawful processing or accidental loss, destruction, or damage; and

 

(ii)       the nature of the data to be protected.

 

(b)  take reasonable steps to ensure compliance with those measures.

 

14.7  We both agree to indemnify and keep indemnified and defend at its own expense the other party against all costs, claims, damages, or expenses incurred by the other party or for which the other party may become liable due to any failure by the first party or its employees or agents to comply with any of its obligations under this Clause 14.

 

14.8  You acknowledge that we are reliant on you for direction as to the extent to which we are entitled to use and process the Personal Data. Consequently, we will not be liable for any claim brought by a Data Subject arising from any action or omission by us, to the extent that such action or omission resulted directly from your instructions.

 

14.9 Neither party shall use the other party’s confidential information for any purpose other than to perform its obligations under the Contract.

 

15. OTHER IMPORTANT TERMS

 

15.1 Intellectual Property Rights

 

(a) All Intellectual Property Rights in or arising out of or in connection with the Services (other than Intellectual Property Rights in any materials provided by you) shall be owned by us.

 

(b) You agree to grant us a fully paid-up, non-exclusive, royalty-free, non-transferable licence to copy and modify any materials provided by you to us for the term of the Contract for the purpose of providing the Services to you.

 

15.2 Force Majeure. Neither party shall be liable for failure to perform, nor be deemed to be in default, under this Agreement for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, acts of Governmental authorities, acts of terrorism, natural catastrophe, fire, storm, flood, earthquake, riot, insurrection, civil disturbance, sabotage, embargo, blockade, acts of war, accident, pandemics, epidemics, lightning damage, electromagnetic interference, radio interference, strikes, industrial dispute, power failure or any other cause beyond its reasonable control..

 

15.3 In the unlikely event the business is unable to resolve your complaint having exhausted the business complaints procedure, it may be necessary to use another complaint service.  Where the business cannot resolve the complaint to your satisfaction and/or agree to the final resolution requests confirmed to us; and both parties agree a ‘deadlock’ has been reached, you can then escalate your complaint.

The business has access to an Alternative Dispute Resolution (ADR) service for our domestic installation, service, repair and maintenance contracts as part of the Which? Trusted Traders Endorsement.  If you choose to you can refer your complaint to Which? Trusted Traders’ Alternative Dispute Resolution.  You will need to contact Which? Trusted Traders on 02922 670 040 who can explain if you are eligible to use their Alternative Dispute Resolution.

 

(a)  We may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.

 

(b)  You shall not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract.

 

15.4  Notices

 

(a)  Any notice or other communication given to a party under or in connection with the Contract shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its principal place of business; or sent by email to the address specified in the quote or order.

 

(b)  Any notice or other communication shall be deemed to have been received: if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address; if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service; or, if sent by fax or email, at 9.00 am on the next Business Day after transmission.

 

(c)  This clause does not apply to the service of any proceedings or other documents in any legal.

 

15.5 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal, or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.

 

15.6  Waiver. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.

 

15.7 No partnership or agency. Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, constitute either party the agent of the other, or authorise either party to make or enter into any commitments for or on behalf of the other party.

 

15.8  Entire agreement.

 

(a)  The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to its subject matter.

 

(b)  Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation [or negligent misrepresentation] based on any statement in the Contract.

 

(c)  Nothing in this clause shall limit or exclude any liability for fraud.

 

15.9 Third parties’ rights. The Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.

 

15.10  Variation. Except as set out in these Conditions, no variation of the Contract shall be effective unless it is agreed in writing and signed by the parties (or their authorised representatives).

 

15.11  Governing law. The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.

 

15.12  Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.

 

15.13 Dispute Resolution. In the event of a dispute, you agree under the terms of this contract, that in the first instance, if this relates to the quality of workmanship provided, we are permitted to instruct an independent third party to visit your property/site to inspect and review the works carried out and provide their opinion on the same. If the dispute is not resolved at this stage or it relates to any other issue, you agree to use Dispute Resolution Ombudsman, in accordance with our complaints policy (which can be found at https://emburyservices.co.uk/contact-us/). If this fails to resolve the issue, then the matter will be dealt with in accordance with the Courts of England and Wales.

16. Embury LTD (company number 14069917) was previously traded as Embury Building Services LTD (Company Number 08765240). Embury Building Services LTD has now ceased trading. All previous customers' Guarantees, Warranties and Liabilities under consumer law will be honoured and completed by Embury LTD 14069917

 

 

 

Please note that these Terms and Conditions need to be read in accordance with the Contract for works.