Store Street Framing Terms & Conditions
The supply to any Buyer of Goods and/or Services by the Seller shall be subject to the following Conditions.
In these Terms and Conditions ("Conditions"):
"Buyer" means the party purchasing Goods and/or Services from the Seller in accordance with the terms of this Agreement;
"Seller" means Brodie and Middleton Limited (Company registration number 00400967, registered office at 105 Great Russell Street, London, WC1B 3RY), trading as Store Street Framing;
"Artwork" means any artwork supplied by the Buyer to be the subject of the Services;
"Goods" means the products to be supplied by the Seller to the Buyer in accordance with the terms of these Conditions;
"Services" means the framing of Artwork and associated services provided by the Seller
"Materials" means any and all materials supplied to the Buyer as a consequence of and in relation to the provision of the Services;
"Order" means an order placed by the Buyer for the supply of Goods and/or provision of the Services;
"Price" means the price of the Goods and/or the Services as communicated by the Seller to the Buyer, which amount may or may not be inclusive of VAT;
"Quotation" where supplied, means a quotation for supplying the Goods and/or providing the Services produced by the Seller to the Buyer.
A Quotation shall remain valid for acceptance by the Buyer for thirty days from the date of the Quotation. Any Quotation is indicative only, shall not be binding and the Seller reserves the right to alter the Quotation after inspecting the Artwork.
3. Orders and Specifications
The Seller will comply with any Quotation, and shall be as confirmed in the Order, except in the event that the Buyer delays delivery of the Artwork to the Seller, in which case the Seller shall not be liable for any non-compliance with any delivery dates specified in the Quotation or such other delivery dates agreed between the parties, and the Seller shall advise the Buyer of a new delivery date as soon as possible. In the event that the Buyer require any goods and/or services in addition to those specified in the written order upon prior notice by the Buyer to the Seller thereof the Seller shall use its reasonable endeavours subject always to its other commitments to provide such supply and shall be in all respects subject to these Conditions. Details of any costs relating thereof shall be agreed between the parties prior to any charges being incurred.
The Seller contracts for the supply of the Goods only subject to these Conditions, which supersede any other Conditions previously issued. If the terms and conditions in the Buyer's order or enquiries are inconsistent with the conditions, the latter shall prevail. All oral orders from the Buyer for the Goods and/or Services to be supplied by the Seller must be confirmed in writing by the Buyer before work has commenced stating, amongst other things, the specifications required, requested completion/delivery date and delivery instructions and agreed price. In the case that this does not occur, the Seller will accept no liability for any loss of profit consequential or any other economic loss or damage suffered by the Buyer.
5. Price and payment
For the Goods and Services supplied by the Seller to the Buyer, the Buyer will pay the Price as agreed.
The Seller reserves the right to charge interest to the Buyer on the outstanding amount at such rate as the Seller may decide but which in any event will not exceed 5% per annum above the Seller's principal banker's normal base rate from time to time accruing daily. The interest will be payable for the period from the date upon which payment becomes due until the date of actual payment.
The Seller reserves the right to be reimbursed by the Buyer for all costs and expenses incurred in the collection of any overdue amounts.
The Seller reserves the right to amend the Price if the Buyer changes, alters or amends in any way the Goods they require from those set out in and accepted by the Order and detailed in any Quotation; or if the Buyer alters the scope or nature of the Services from that set out in the Order or if the Buyer delays the Seller in the provision of the Services or delivery of the Goods; or if there is a change in legislation preventing the Seller from meeting its contractual obligations; or if there is an event of force majeure as set out in the clause below.
In circumstances where the Buyer is located outside of the European Union, the Buyer shall be liable for any import taxes or local tariffs relating to the supply of the Goods or the provision of the Services. Any non-United Kingdom Buyers are required to provide proof of export for VAT exemption.
Invoices are payable without deduction, set off or counter claim on or before the date set out in any Quotation notwithstanding that the property in the Goods and/or the Materials may not have passed to the Buyer.
Unless specifically stated otherwise in the Quotation, terms of payment for orders is 50% of the Price at the time of placing the Order and the remaining 50% of the Price when the Goods or the Finished Artwork is ready for dispatch or collection.
The Seller may, at its discretion, release the Finished Artwork at any time but its usual practice is to only release upon receipt of the balance of all monies due (in cleared funds).
Some payment methods may incur an additional surcharge on the Price, for example American Express or PayPal. This will be advised in advance of the payment date.
Payment for Orders destined for delivery outside the United Kingdom will only be accepted once funds have cleared into the Seller's bank account. All bank charges will be payable by the Buyer.
Time of payment shall be of the essence and without prejudice to any other rights the Seller may have against the Buyer.
Title of the Goods supplied by the Seller will pass from to the Buyer when the agreed price and any monies outstanding from the Buyer to the Seller are paid in full.
The warranties of the Seller do not cover, and the Seller makes no warranty with respect to any defect, failure, deficiency or error, which is:
a) due to the supply of any part of the Goods or the Materials other than by the Seller; or
b) not reported to the Seller within 5 days of discovery; or
c) beyond the control of the Seller resulting from the provision of the Services.
Where the Materials or Goods supplied by the Seller include or comprise natural products then the Seller accepts no responsibility whatsoever for any naturally occurring changes to such natural products including but not limited to warping, distortion or other shape changes, differences in colour or shade and other natural imperfections in those products.
Except for personal injury or death due to the negligence of the Seller, the Buyer shall indemnify the Seller against all liabilities, claims, demands, damages, losses, costs and expenses, which may be incurred or brought against the Seller in respect of injury to any person or loss or of damage to any property arising out of or in connection with the use by the Buyer of the Goods and/or Services as a result of any negligent act or omission by the Buyer or of any breach by the Buyer of any of their obligations hereunder.
The Seller shall not be liable to the Buyer or any third party for any loss of profit, consequential or any other economic loss or damage suffered by the Buyer due to any defect in the Goods, the Materials or as a result of the performance of the Services or arising in any way from this Agreement or otherwise.
Except for personal injury or death due to the negligence of the Seller the liability of the Seller under this Agreement for any reason whatsoever shall not exceed the Price.
All or any Artwork and/or other Goods supplied by the Buyer or any third party to the Seller are supplied entirely at the Buyer's own risk and will remain at their risk while in the Seller's custody and the Seller will not be held liable for any loss or damage consequential or otherwise to such Artwork and such Goods.
The Seller's liability in respect of the Buyer's Artwork and/or other Goods is limited to a specific maximum amount. The cover is restricted and the Buyer may view the insurance policy upon request. The Buyer should arrange and maintain adequate insurance to cover their responsibility imposed by these Conditions, including without limitations all risks insurance at the full replacement value of any and all artwork and/or other goods supplied by the Buyer or any third party to the Seller and for the avoidance of doubt the Buyer should maintain such insurance during transportation of such Artwork and such Goods and of the Goods supplied by the Seller, even if that transportation is carried out by the Seller or the Seller's agents.
The Buyer is required to advise the Seller in writing of the value of each item of Artwork, and if the Buyer is in any way unsure as to whether the Artwork is covered by the Seller's insurance, the Buyer should contact the Seller in writing for further details.
Where it is agreed that the Seller will arrange transportation of the Goods to be supplied by them hereunder and/or any Artwork and/or other Goods supplied by the Buyer or any third party the delivery instructions relating thereto will be as agreed and transportation thereof will be carried out at the Buyer's own risk, expense and insurance liability.
10. Security of Property
The Seller will make reasonable endeavours to provide secure storage for any Artwork and/or other Goods supplied by the Buyer or any third party as agreed. Such storage will be provided at your own expense (where the cost thereof is not included in the agreed Price) and for the avoidance of doubt the Seller accepts no liability for such property whilst in storage other than in consequence of any negligence on its part.
11. Storage Charges
In the event that the Buyer's Goods remain uncollected after a one-month period from the agreed completion date, the Seller reserves the right to levy a storage charge at a rate the Seller sees fit.
In the event that the Buyer's Goods remain uncollected after a three-month period from the agreed completion date, the Seller reserves the right to sell the Buyer's Goods and/or Artwork to recover any monies owed to the Seller for production and storage costs. Three months prior to any sale the Seller will endeavour to contact the Buyer in writing using the contact details given at the time of the Order.
12. Force Majeure
The Seller will not be held liable for any failure to supply the agreed goods and services by reason of any event beyond their reasonable control.
No variation of these Terms of Trade and no oral stipulations or representations will be binding on the Seller unless expressly agreed to in writing.
During the continuance of such a contingency, the Buyer may, by written notice to the Seller at any time and with immediate effect, elect to terminate this Agreement and the Seller shall pay for any work actually done and Goods or Materials supplied, but subject thereto shall otherwise accept delivery when available.
Termination of these Terms of Trade howsoever arising will be without prejudice to any rights accruing or already accrued to either party at the date of termination. Upon termination of these Conditions for any cause whatsoever all sums accrued due to the Seller hereunder will immediately become due and payable to the Seller.