T erms and Conditions
Terms and Conditions 2020 – 2021
- Application of Conditions
1.1 The Supplier shall supply, and the Customer shall purchase the Goods and Services in accordance with the Quotation / Accepted Order which are subject to these Conditions.
1.2 The Contract shall be to the exclusion of any other terms and conditions subject to which any such quotation is accepted or purported to be accepted, or any such order is made or purported to be made, by the Customer.
- Definitions and Interpretation
2.1 In these Conditions: –
“Business Day” means any day other than a Saturday, Sunday or bank holiday. Business Hours normally are 8:00 to 17:30 Hrs depending on weather and available light.
“the Customer” means the person who accepts a quotation or offer of the Supplier for the sale of the Goods and supply of the Services, or whose order for the Goods and Services is accepted by the Supplier;
“the Contract” means the contract for the purchase and sale of the Goods and supply of the Services under these conditions;
“these Conditions” means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between the Customer and the Supplier;
“the Delivery Date” means the date on which the Goods and Services are to be delivered as stipulated in the Customer’s order and accepted by the Supplier;
“the Goods” means the goods (including any instalment of the goods or any parts for them) which the Supplier is to supply in accordance with these Conditions;
“the Supplier” means ZenPod Ltd.
“writing” includes any communications effected by letter, SMS, telex, facsimile transmission, electronic mail (with acknowledged delivery) or any comparable means.
2.2 Any reference in these Conditions to a statute or a provision of a statute shall be construed as a reference to that statute or provision as amended, re-enacted or extended at the relevant time.
2.3 The headings in these Conditions are for convenience only and shall not affect their interpretation.
- Basis of Sale and Service
3.1 The Supplier’s employees, sub-contractors or agents are not authorised to make any representations concerning the Goods and Services unless confirmed by the Supplier in writing.
In entering into the Contract, the Customer acknowledges that it does not rely on, and waives any claim for breach of, any such representations which are not so confirmed.
3.2 No variation to these Conditions shall be binding unless agreed in writing between the authorised representatives of the Customer and the Supplier.
3.3 Sales literature, price lists, plans, imagery and other documents issued by the Supplier in relation to the Goods and Services are subject to alteration without notice and do not constitute offers to sell the Goods which are capable of acceptance.
An order placed by the Customer may not be withdrawn cancelled or altered prior to acceptance by the Supplier and no contract for the sale of the Goods and Services shall be binding on the Supplier unless the Supplier has issued a quotation which is expressed to be an offer to sell the goods and services or has accepted an order placed by the Customer by whichever is the earlier of: –
3.3.1 the Supplier’s written acceptance.
3.3.2 delivery of the Goods; or
3.3.3 the Supplier’s invoice.
3.4 Any typographical, clerical or other accidental errors or omissions in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Supplier shall be subject to correction without any liability on the part of the Supplier.
- The Goods
4.1 No order submitted by the Customer shall be deemed to be accepted by the Supplier unless and until confirmed in writing by the Supplier’s authorised representative.
4.2 The specification for the Goods shall be those set out in the Supplier’s sales documentation unless varied expressly in the Customer’s order (if accepted by the Supplier).
4.3 The Supplier reserves the right to make any changes in the specification of the Goods which may be required to conform with any applicable safety or other statutory or regulatory requirements or, where the Goods to be supplied are unavailable or non-applicable (at the Supplier’s discretion), which do not materially affect their quality or performance. This may result in slight changes in dimensions. The Supplier reserves the right to substitute other similar quality or performing products where the Supplier deems it necessary to perform such a substitution.
4.4 No order which has been accepted by the Supplier may be cancelled by the Customer except with the agreement in writing of the Supplier on the terms that the Customer shall indemnify the Supplier 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 Supplier as a result of cancellation.
- The Services
5.1 With effect from the Commencement Date the Supplier shall, in consideration of the Fees being paid in accordance with the Terms of Payment will provide the goods and services expressly identified in the Quotation / Accepted Order or otherwise agreed under this agreement.
5.2 The Supplier will use reasonable care and skill to perform the services identified in the Quotation / Accepted Order or otherwise agreed under this agreement.
5.3 The Supplier shall use all reasonable endeavours to complete its obligations under the Schedule, but time will not be of the essence in the performance of these obligations.
6.1 The price of the Goods and Services shall be the price listed in the Quotation / Accepted Order current at the date of acceptance of the Customer’s order or such other price as may be agreed in writing by the Supplier and the Customer.
6.2 Where the Supplier has quoted a price for the Goods other than in accordance with the Supplier’s published price list the price quoted shall be valid for 30 days only or such time as the Supplier has specified in the Quotation / Accepted Order unless stated otherwise.
6.3 The price is inclusive of any applicable value added tax excise, sales or taxes or levies of a similar nature which are imposed or charged by any competent fiscal authority in respect of the Goods and Services, which the Customer shall be additionally liable to pay to the Supplier.
6.4 Any extra items agreed by the Client and Supplier shall be payable before hand over unless otherwise agreed with the Supplier in writing.
7.1 A 50% deposit (unless otherwise notified on the quotation) is required to be made at time of order, with 25% payable upon achievement by the supplier of a watertight stage (floor, walls, roof constructed, windows installed, and an impermeable layer applied to the roof) the remaining 25% balance shall be due on or before day of delivery of the finished construction.
7.2 All payments shall be made to the Supplier as indicated on the invoice or quotation.
7.3 At the discretion of the supplier, late payment on completion of the building may incur a monthly penalty of up to 5% interest of the outstanding total (pro-rata) starting five working days after completion of the building is notified by the Supplier.
7.4 Optional non-constructional/structural items or décor extras (such as blinds, appliances, alarms, IP cameras, etc) may not be ready, or available, at the time of finishing of the construction due to delayed delivery times from the manufacturers or other circumstances outside of the Supplier’s control.
In the event of delayed delivery of such items after finishing of the construction a reasonable deduction may be withheld by the client no greater than the cost of said extras. In these circumstances the balance for the construction of the building, less that “reasonable amount” is still payable upon finishing of construction and may not be withheld without incurring interest on the whole balance.
7.5 Any extras agreed by the client installed by the supplier or their sub-contractors shall be payable in addition to the quotation provided at or before the point of hand over.
4.1 Delivery time on our buildings is normally 2 to 16 weeks from confirmed order dependant on weather, staffing, available materials, etc. An approximate completion date will be confirmed when ordering, however time for delivery shall not be of the essence of the contract. The Supplier shall not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the goods. The supplier shall endeavour to complete the building within the agreed timeframe where possible.
9.1 The Customer may cancel an Order by notifying the Supplier via email to email@example.com or in writing within 72 hours of placing an order and any deposit paid will be refunded in full less any loss occurring due to non-refundable material orders or costs involved and made for the building ordered.
9.2 If the Customer fails to cancel the order within the time specified any deposit paid may not be returnable. Bespoke buildings made especially for individual customers can only be cancelled prior to materials being ordered for the building proposed.
9.3 Should unilateral cancellation by the Customer occur after construction has started the full balance may be charged in by the Supplier.
- Customers obligations
10.1 Provide the supplier with any information reasonably required
10.2 Obtain all necessary permissions, licenses, plans and consents which may be required before the commencement of the services, the cost of which shall be the sole responsibility of the customer.
10.3 Ensure any rights of way have been agreed with neighbouring property owners as necessary.
10.4 Ensure that any necessary services (water or waste), where applicable, have been installed prior to commencement of the build unless otherwise agreed with the Supplier.
10.5 Provide the supplier unfettered access to the site until the build is completed and final balance paid.
- Suppliers Obligation & 10 Year Structural Guarantee
11.1 The Supplier guarantees the structure of the building for a period of 10 years from the date of delivery and any structural materials used shall be guaranteed in accordance with each manufacturer’s warranty assuming the building has been kept watertight and that all reasonable and necessary maintenance and care has been performed by or on behalf of the customer during the life of the building.
11.2 Materials and any appliances used in the construction each have their own guarantee provided by the manufacturer (flooring for example is guaranteed for between 15 years and 25 years depending on the type selected).
Where there is a manufacturer warranty in existence this shall be the applicable guarantee/warranty and their terms/conditions shall be the terms and conditions applied.
12 Limitation of liability
12.1 Nothing in these Terms and Conditions shall exclude or limit the liability of the Supplier for death or personal injury, however the Supplier shall not be liable for any direct loss or damage suffered by the Customer howsoever caused, as a result of any negligence, breach of contract or otherwise in excess of the price for the Goods and Services.
12.2 The Supplier shall not be liable under any circumstances to the Customer or any third party for any indirect or consequential loss of profit, consequential or other economic loss suffered by the Customer howsoever caused, as a result of any negligence, breach of contract, misrepresentation or otherwise.
13 Force majeure
The Supplier shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, epidemics, illness, war, fire, breakdown of plant or machinery or shortage or unavailability of materials from a source of supply, and, if necessary, the party shall be entitled to a reasonable extension of its obligations.
14 Governing law
These Terms and Conditions shall be governed by and construed in accordance with the law of the United Kingdom.
15 Materials Used
Our buildings are often constructed from natural and recycled composite materials and consequently they may be subject to the possibility of certain natural processes such as splits and/or deformations or other inherent properties including minor handling abrasions or dents.
These do not affect the structural integrity of buildings and can be a normal occurrence in these types of materials. The supplier cannot guarantee splits/deformations/anomalies will not occur.
From time to time materials may become obsolete or unobtainable due to supply chain problems etc and the supplier reserves the right to replace any material with a suitable alternative in those rare occasions.
These are not deemed to be defects and individual pieces cannot be deemed to be faulty unless the structure of the building can be shown to be negatively affected.
Notification of any such structural issue or deficiency must be received by the Supplier in writing within 10 days of any occurrence to maintain the validity of the Suppliers guarantee.
16 Design Realisation
The plans and computer-generated images supplied are provided solely as a visual aid to the Customer to provide as near an approximation to the finished building as is possible but can only be treated as a guide.
We shall of course endeavour to achieve as near to that look as possible whilst reserving the right of the Supplier to adjust sizes and/or substitute products and materials where deemed necessary by the Supplier which may, in some circumstances, change that “guide” look beyond our control.
Normally speaking furniture and decorative items shown in these illustrations are purely for visualisation, scale and informational purposes unless expressly specified as included in writing in the quotation provided by the supplier.
17 Working Environment
The Customer agrees that the use of a toilet at the address where the construction shall take place, or the Customer may opt to pay a surcharge to cover the hire of a suitable temporary toilet (approx. £500).
Where practical, tea/coffee will also be provided by the Customer during the construction.
It will be necessary to stock materials and place equipment on site which may have a temporary, negative effect on lawn/garden and the Customer accepts that we cannot be held responsible for this.
Obviously, we shall endeavour to mitigate to the minimum any effect caused during the process, where deemed necessary, including the use of tarpaulins and ground sheets to protect the lawn, for example, which may result in a temporary light deprivation on the grass.
17 Site Safety
The construction area is potentially a dangerous environment and as such care must be taken by the Client or any invitees when visiting that area.
Children must not be allowed to enter the working environment without adult supervision.
The Supplier cannot be held responsible for any accidents or damage caused during the period of construction and it shall be the responsibility of the Client to ensure their safety and that of any non-construction team person entering the construction zone.
At no time must the Client or their representatives, sub-contractors, etc enter the site unaccompanied by the Suppliers’ representatives until the building is officially handed over when it shall become the Clients’ responsibility.
18 Site Security
The Zenpod shall, normally, be locked until final hand over occurs due to insurance factors together with the need to preserve a safe and secure environment.
Any access required by the Customer during construction and until hand over occurs must be arranged with the Supplier and due care and attention to preserve site security shall be maintained accordingly.
Where possible the Customer may be asked to keep valuable items including tools and materials locked in existing buildings such as garages, sheds or other outbuildings.
19 Hand Over
The Zenpod shall be handed over and all keys provided to the Customer upon completion of the structure after payment of the final balance is received at which time the Customer shall take possession.