Terms & Conditions
1. GENERAL
1.1 Any contract between MILANO WOODWORKS and any of its customers for the supply or services shall automatically incorporate these conditions which shall prevail over any other terms or conditions attached to the customer’s order.
1.2 The waiver of any conditions herein at any time by the
customer shall not be effective unless expressly agreed in writing by MILANO WOODWORKS and shall constitute a waiver for the purpose of that particular transaction only and all other conditions herein shall remain in full force and effect.
1.3 Any contract between MILANO WOODWORKS and the customer shall only arise on the written acceptance by MILANO WOODWORKS of the Customer’s order.
2. PRICE AND PAYMENT
2.1 The price for the Goods ("the Price") shall be the price as stated on the quotation or estimate provided by MILANO WOODWORKS, or such other price as the parties may agree in writing or orally.
2.2. For a "supply only" sale, i.e. where items are sold without
installation at the Customer's property, payment of the Price shall be made by the Customer upon collection of the goods from our workshop or upon delivery.
2.3. For an "installation" sale, i.e. where items are installed or work is carried out at the Customer's property, payment of the Price shall be made by the Customer within 20 days of the date of the invoice.
2.4. NBJ understands and will exercise its statutory right to claim
interest and compensation for debt recovery costs under the late
payment legislation if we are not paid according to the agreed credit terms.
2.5. The Customer should understand that, for all orders over £1000 including VAT, a credit check and public record search may be made, and the Customer will be asked for written consent for this.
2.6. The company may ask for deposit payments for large orders.
3. QUOTATIONS
3.1. Any quotation provided by MILANO WOODWORKS shall be valid for acceptance by the Customer for a period of 1 month from the date of the quotation, and MILANO WOODWORKS shall be required to accept an order based on the quotation within this 1 month period.
3.2 The price quoted is exclusive of VAT and all costs or charges in relation to packaging, loading, unloading, carriage, and insurance (if applicable) which shall be due at the rate ruling on the date of MILANO WOODWORKS' invoice unless included within our quotation.
3.3 Unless otherwise agreed in writing, no quotation shall be subject to any discount.
4. GOODS
4.1. All Goods shall be required to conform to the specification in the order for Goods by the Customer as accepted by MILANO WOODWORKS or as otherwise expressly agreed in writing or orally.
4.2. Any order for Goods sent by the Customer to MILANO WOODWORKS shall be deemed to be accepted subject to the Conditions contained herein.
4.3. Each order for Goods accepted by MILANO WOODWORKS shall be deemed to be an individual legally binding contract between the parties.
4.4 Where any designs or patterns or specifications have been supplied by the Customer for manufacture by or to the order of MILANO WOODWORKS then the Customer warrants that the use of those designs, patterns, or specifications for the manufacture, processing, assembly, or supply of
the Goods shall not infringe the intellectual property or other rights of any third party. The Customer shall indemnify and keep indemnified MILANO WOODWORKS against any loss in respect of any proceedings or otherwise resulting from any infringement of any letters, patent, copyright, registered design, registered trademark, or any other protection subsisting in favour of any third party in any such pattern or specification.
5. DELIVERY
5.1. The Customer shall be deemed to have accepted the Goods upon completion of the "installation" work, or upon delivery or collection for a "supply only" sale.
5.2. MILANO WOODWORKS shall not be liable to the Customer or be deemed to be in breach of the Conditions by reason of any delay or failure in a "supply only" sale or in "installation" work if the delay or failure was due to any cause beyond MILANO WOODWORKS' reasonable control.
5.3. All risk in the Goods shall pass to the Customer upon completion of the "installation" work, or upon delivery or collection for a "supply only" sale unless agreed otherwise in writing between parties.
5.4. If MILANO WOODWORKS is unable to deliver the Goods for reasons outside its control, MILANO WOODWORKS shall be entitled, at the Customer's expense, to place the Goods in storage until such time as the Goods may be delivered.
5.5. Any cancellation of an order must be sent by the Customer to MILANO WOODWORKS in writing. The Customer is liable to be charged for any materials ordered or work completed for an order at the time of cancellation.
5.6. Whilst MILANO WOODWORKS is pleased to undertake insurance work, this is only done on the understanding that the Customer is responsible for paying MILANO WOODWORKS' invoice, not the insurance company. MILANO WOODWORKS is unable to deal with insurance companies direct unless agreed in writing between all parties.
6. TITLE TO GOODS
6.1. MILANO WOODWORKS warrants that it has good title to the Goods and that it will transfer title in the Goods to the Customer pursuant to Clause 5.2.
6.2. Notwithstanding delivery, title in the Goods shall not pass to the Customer until MILANO WOODWORKS has been paid in full for the Goods. Nothing in this Clause shall prevent MILANO WOODWORKS from raising an action against the Customer for payment of the Goods.
6.3. The title of any unwanted items removed by MILANO WOODWORKS as debris or rubbish from the Customer's property transfers immediately to MILANO WOODWORKS.
7. DAMAGE IN TRANSIT
Upon serving notice within 24 hours of delivery to MILANO WOODWORKS, the Customer shall be entitled to replacement Goods if MILANO WOODWORKS is reasonably satisfied that the Goods have been damaged during transportation arranged by
MILANO WOODWORKS.
8. GUARANTEE
8.1. Where the Goods have been manufactured by MILANO WOODWORKS and are found to be defective, or installation work by MILANO WOODWORKS is found to be defective; MILANO WOODWORKS shall repair or, in its sole discretion, replace defective Goods free of charge upon the following conditions:
8.1.1. the Customer giving notice of the defect within 5 days of the defect coming to the Customer's attention;
8.1.2. such notice being served within 20 days of delivery or collection for a "supply only" sale, or within 6 months of the date of the invoice for "installation" work;
8.1.3. the defect being due to MILANO WOODWORKS' faulty design, workmanship, or materials;
8.1.4. the Customer having complied with MILANO WOODWORKS's oral or written
instructions as to storage, installation, use, or maintenance of the
Goods or in accordance with good trade practice; and
8.1.5. the defect is not due to rot or insect attack of joinery items as specified in Clause 10.3.
8.2. Any Goods to be repaired or replaced under Clause 7.1 for a
"supply only" sale shall be delivered to MILANO WOODWORKS at the Customer's expense.
8.3. Where the Goods have been manufactured by a third party MILANO WOODWORKS shall where possible pass on to the Customer the benefit of any warranty in respect of the Goods granted to MILANO WOODWORKS by such third party. This includes items such as double-glazing units.
8.4. All external joinery must be fully decorated within 3 months of delivery/installation and then at regular intervals thereafter. MILANO WOODWORKS will provide joinery with base coat primer/sealer unless instructed otherwise.
9. LIMITATION OF LIABILITY
9.1. Subject to MILANO WOODWORKS' liability under Clause 5 and subject to Clause 11 MILANO WOODWORKS shall not be liable to the Customer for any loss (including loss of
profit), costs, damages, charges, or expenses incurred by the Customer or for any loss or damage to or caused by the Goods.
9.2. Subject to this Clause 8 and Clause 11 all other conditions,
warranties or other stipulations concerning the Goods whether express or implied by common law or under the statute are excluded to the fullest extent permitted by law, and, in particular, but without limiting the foregoing generality, MILANO WOODWORKS grants no warranties regarding fitness for
purpose, use, quality, or nature of the Goods whether express or
implied by statute or common law.
9.3. Subject to Clause 12 the liability of MILANO WOODWORKS under this Agreement howsoever arising shall not exceed the Price.
10. JOINERY WORK
10.1. For a "supply only" sale, the Customer is responsible for the accuracy of sizes requested. Any amendments to joinery items ordered due to inaccurate sizes will be charged for.
10.2. Whilst every attempt is made to eliminate the expansion and shrinkage of external/internal joinery items such as gates, and doors by allowing a certain amount of clearance, MILANO WOODWORKS is not liable for any expansion/shrinkage or swelling of these items.
10.3. All external softwood joinery items will be pressure treated with preservative upon completion or during manufacture. Whilst this treatment reduces the possibility of rot and insect attack, it cannot eliminate this possibility entirely. Hence MILANO WOODWORKS' guarantee in Clause 8 does not cover rot and insect attack of joinery items.
10.4. Unless otherwise stated, staining or painting of joinery items is not included in the estimated or quoted price
10.5. Timber is a natural product, therefore there are always colour differentials within the wood, and whilst every effort is made to ensure the colour/grain matches with other timber, tolerances will have to be allowed for unless a "book matched" product has been asked for, which is normally extra to a standard quote.
10.6. MILANO WOODWORKS does an amount of "machine only" works for clients, and unless a cutting list is provided with all boards fully marked, then we can not be held responsible for elements of waste within the material supplied. We also abide by the standard tolerances within the timber trade, which allows for (+) 0.5 mm within machine works. We will make the clients aware if we feel the timber supplied is substandard for the works proposed.
11. SPECIFIC GOODS
11.1 Doors and Joinery Items; where doors and joinery items are
supplied with a factory-applied equalising stain, or primer, the
Customer must paint/stain such products with a minimum of two
coats of proprietary wood stain and primed joinery must be treated with a full paint finish. Primer and equalising stains do not give long term protection against the ingress of moisture and MILANO WOODWORKS cannot accept responsibility for Goods that are not treated as recommended after the sale.
11.2 Doors: subject to the Customer complying with Clause 11.1 - this guarantee does not apply to doors that swell/shrink due to intake of excessive moisture or any other neglect or misuse on the part of the Customer after the sale. MILANO WOODWORKS' liability under this guarantee shall not extend to costs or charges of unfixing, refixing, painting, polishing, staining, handling, cartage, storage, or other additional charges or expenses. (This does not affect your statutory rights).
11.3 Fire Doors and Door Frames; all fire doors offered by MILANO WOODWORKS comply with the requirements of the Building Regulations and are constructed to Chiltern/A03073 Revision A-BS476 Part 22. However, if the door frame is not one of MILANO WOODWORKS' manufacture, it is the responsibility of the Customer to ensure that the frame used is identical to the frame as tested. No liability can be accepted in respect of fire doors supplied by MILANO WOODWORKS where door frames not of correct specification are used.
12. DEFAULT BY CUSTOMER
12.1 If the Customer shall fail to pay the price for the goods and/or services by the due date for payment, (without prejudice to any other rights of MILANO WOODWORKS arising from such failure) the Customer shall (if so required by MILANO WOODWORKS) pay MILANO WOODWORKS interest thereon at a rate of 5% per month above the base rate or part thereof on the outstanding amounts from time to time.
12.2 If the Customer shall commit default in or commit any breach of it's obligations to MILANO WOODWORKS, or if any distress or execution shall be levied upon the Customer, its property or assets or if the Customer shall make or offer to make any arrangements or compositions with its creditors or commit any act of bankruptcy or if the Customer shall be a company and any resolution or petition or receiving order in bankruptcy shall be presented or made against him, or if the Customer shall be a company and any resolution or petition to wind up such company's business shall be passed or presented otherwise than for the purpose of amalgamation or reconstruction whilst solvent, or if a receiver of such company's undertaking property or assets or any part thereof shall be appointed, or if the Customer shall be insolvent then without prejudice to any other rights available to MILANO WOODWORKS it may forthwith cancel any contract then subsisting with the Customer or alternatively may suspend or cancel delivery of any of the goods to be supplied there under.
13. GENERAL
13.1. Nothing in these Conditions shall be construed so as to exclude or limit the liability of MILANO WOODWORKS for breach of the warranties contained in Clause 6 or for breach of warranty as to title and quiet possession implied by the Sale of Goods Act 1979 where such Act applies to the contract between MILANO WOODWORKS and the Customer for the sale and purchase of the Goods incorporating these Conditions.
13.2. Nothing contained in these Conditions shall be construed so as to limit or exclude the liability of MILANO WOODWORKS for death or personal injury as a result of MILANO WOODWORKS' fraudulent misrepresentation, negligent actions or those of its employees or agents.
14. FORCE MAJEURE
14.1 If the performance of the contract shall be delayed by any
circumstances beyond the control of MILANO WOODWORKS including (but without
prejudice to the generality of the foregoing) war, hostilities (whether war shall be declared or not), insurrection, industrial disputes, strikes, lock-outs, riots, explosion, fire, storm, acts of God, accidents, unavailability or shortage of materials or labour, interruptions of supply, any statute, rule, law bye-law, or order or request made by or issued by any government department or local or other duly constituted authority, then MILANO WOODWORKS shall have the right to suspend further
performance of the contract until such time as the cause of the delay shall no longer be present and for a reasonable time thereafter.
14.2 If the performance of the contract by MILANO WOODWORKS shall be prevented by any such circumstances beyond the control of MILANO WOODWORKS then MILANO WOODWORKS shall have the right to be discharged from the further performance of any liability under the contract. If MILANO WOODWORKS exercises such a right then the Customer shall thereupon pay the contract price less a reasonable allowance for what has not been performed by MILANO WOODWORKS.
15. CANCELLATION
15.1 No cancellation by the Customer is permitted except where
expressly agreed by MILANO WOODWORKS.
15.2 The Customer will in the event of agreed cancellation by the
Customer, indemnify MILANO WOODWORKS against all expenses incurred up to the time of such cancellation.
16. GOVERNING LAW AND JURISDICTION
16.1. This Agreement shall be governed by and construed in
accordance with the law of England and Wales and the parties hereto submit to the non-exclusive jurisdiction of the English and Welsh Courts.
17. CANCELLATION PERIOD
17.1 The customer has a 7 day cancellation period whereby the
customer has a 7 day period after signing the contract in which to cancel it, without penalty, in writing.