- The “Company” means AKW Medi-Care
- The “Customer” means any person, firm or company purchasing the
- The “Conditions” means the terms and conditions set out in this document as amended from time to time in accordance with clause 1.
- The “Contract” means the contract between the Company and the Customer for the sale and purchase of the Goods in accordance with these Conditions.
- “Credit Reference Agencies” means Experian Limited and/or any other organisation that maintains and provides information concerning the credit history of any person.
- “Data Subjects” means (1) the Customer, (2) where the Customer is a company, the directors of that company, (3) where the Customer is a partnership, the partners of that partnership, (4) where the Customer is a limited liability partnership, the members of that limited liability partnership and (5) where the Customer is a business conducted by an individual, that individual.
- The “Goods” means any goods or services set out in the Order.
- “Group Company” means the Company and any holding company of the Company from time to time and any subsidiary from time to time of any such holding company, as such terms are defined in the Companies Act 2006.
- The “Order” means the Customer’s order for the Goods, via telephone, as set out in the Customer’s purchase order form or in the Customer’s acceptance of the Company’s quotation in writing or via telephone, as the case may be.
- The “Specification” means any specification for the Goods, including any related plans and drawings, that is agreed in writing by the Company and the Customer.
2. PREVAILING TERMS & CONDITIONS
- The Company is only willing to contract on these Conditions, which apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by law, trade customer, practice or course of dealing. No variations from these Conditions are to have no legal effect unless agreed in writing by an authorised representative of the Company.
- The Contract constitutes the entire agreement between the parties and the Customer acknowledges that in entering into the Contract it does not rely on any statement, promise, representation, assurance or warranty made or given by or on behalf of the Company (whether made innocently or negligently) which is not set out in the Contract. The Customer agrees that it shall have no claim for innocent or negligent representation.
- The Customer waives any right it might otherwise have to rely on any term endorsed upon, delivered with or contained in any documents of the Customer that is inconsistent with these Conditions.
3. FORMATION OF CONTRACT
- The Order constitutes an offer by the Customer to purchase the Goods in accordance with these Conditions. The Customer is responsible for ensuring that the terms of the Order and any applicable Specification are complete and accurate.
- Any quotation from the Company shall not constitute an offer and is given to the Customer on the basis that no Contract will come into existence until the Customer’s Order is accepted by the Company in writing or via the telephone. If the Customer’s Order is not preceded by a quotation from the Company, the Customer’s Order shall only be deemed accepted upon the Company confirming its acceptance of the Order to the Customer (either in writing or via telephone), at which point the Contract shall come into existence. For the avoidance of doubt, the Company’s acceptance of an Order via the telephone is without prejudice to clause 2.1.
- Upon the Company’s acceptance of the Customer’s Order, the Customer shall not be entitled to cancel the Order without the prior written consent of the Company.
- Any samples, drawings or advertising produced by the Company and any descriptions or illustrations contained in the Company’s catalogues or brochures are produced for the sole purpose of giving an approximate idea of the Goods referred to in them. They shall not form part of the Contract nor have any contractual force.
4. PRICING AND PAYMENT
- The price of the Goods shall be the price set out in the Order, or, if no price is quoted, the price set out in the Company’s published price list in force as at the date of delivery.
- All prices are exclusive of:
- value added tax (VAT), which will be added to the price at the prevailing rate and which is the Customer shall be liable to pay, subject to the receipt of a valid VAT invoice; and
- the costs and charges of packaging, insurance and carriage which shall be invoiced to the Customer in accordance with the rates published in the Company’s published price lists in force as at the date of delivery.
- The Company reserves the right to, by giving notice to the Customer at any time before delivery:
- increase the price of the Goods to reflect any increase in the cost of the Goods that is due to any:
- factor beyond the Company’s control (including foreign exchange fluctuations, increases in taxes and duties, and increases in labour, materials and other manufacturing costs);
- request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Specification; or
- delay caused by any instructions of the Customer or failure of the Customer to give the Company adequate or accurate information or instructions.
- alter carriage charges without notice to the Customer in the event of fuel surcharges being imposed by the Company’s carriers. Small consignments may include a small order charge as published in the Company’s price lists in force as at the date of delivery.
- The Customer shall pay each invoice submitted by the Company:
- within 30 days from the end of the month in which the invoice was sent by the Company; and
- in full and cleared funds to a bank account nominated in writing by the Company, and
time for payment shall be of the essence of the Contract.
- Without limiting the Company’s remedies under clause 12 the Company reserves the right to charge interest at the rate of 4% a year over Lloyds Bank base rate from time to time (but at 4% a year for any period when the base rate is below 0%) on all overdue accounts, from the due date until payment of the overdue sum.
- 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).
- Unless otherwise agreed in writing, the Company shall deliver the Goods to the location set out in the Order (the “Delivery Location)” and, delivery of the Goods shall take place at any time after the Company notifies the Customer that the Goods are ready.
- The Delivery is completed on the completion of unloading the Goods at the Delivery Location.
- Please do not schedule or start any installation work until after you have received the Goods and checked all Goods for any defects or missing parts. This will enable you to resolve any technical questions or to order specific additional fittings if needed.
- Any quotation by the Company of a time for delivery is not guaranteed and time for delivery shall not be made of the essence by notice.
- No liability is accepted for any delay in the delivery of the Goods (even if caused by the Company’s negligence). Nor shall any delay entitle the Customer to terminate or rescind the Contract unless such delay exceeds 60
- In the absence of fraud or manifest error, the quantity of any consignment of Goods as recorded by the Company on despatch from the Company’s place of business shall be conclusive evidence of the quantity received by the Customer on delivery.
- The Company shall not be liable for any non-delivery of Goods (even if caused by the Company’s negligence) unless the Customer gives written notice to the Company of the non-delivery within 72 hours of the time when the Goods would in the ordinary course of events have been received.
- Any liability of the Company for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or issuing a credit note at the pro rata Contract rate against any invoice raised for such Goods.
- No claim for damage to the Goods or shortages in the Goods will be considered unless the Company is advised within 72 hours of delivery.
- If the Customer fails to accept delivery of any of the Goods when they are ready for delivery (except where such failure is caused by the Company’s failure to comply with its obligations under the Contract), or the Company is unable to deliver the Goods on time because the Customer has not provided appropriate instructions or documents, or does not hold the necessary licences or authorisations: (a) the Goods shall be deemed to have been delivered; and (b) the Company may store the Goods until delivery, whereupon the Customer shall be liable for all related costs and expenses (including, without limitation, storage and insurance).
6. TITLE AND RISK
- The title to the Goods shall not pass to the Customer until:
(a) the purchase price of the Goods has been paid in full; and
(b) the Company receives payment in full for any other goods that the Company has supplied to the Customer in respect of which payment has become due, in which case title to the Goods shall pass at the time of payment of all such sums.
- Risk in the Goods shall pass to the Customer on completion of delivery, at which point the Customer shall be responsible for maintaining the Goods in satisfactory condition and appropriately insuring the Goods against all risks for their full price from the date of delivery.
- Until title to the Goods has passed to the Customer, the Customer shall:
- keep the Goods separately from all other goods held by the Customer so that they remain identifiable as the Company’s property;
- not destroy, deface or obscure any identifying mark or packaging on or relating to the Goods; and
- notify the Company immediately if it becomes subject to any of the events listed in clause 1(c).
- At any time before title to the Goods passes to the Customer, the Company may require the Customer to deliver up all Goods in its possession that have not been resold or irrevocably incorporated into another product and if the Customer fails to do so promptly, enter any of the Customer’s premises, or the premises of any third party where the Goods are stored, in order to recover the
- The Company shall be entitled to recover payment for the Goods notwithstanding that ownership of any of the Goods has not passed from the
- Due to a continual policy of product development the Company reserves the right to amend Specifications where required. The Company further reserves the right to amend the Specification if required by any applicable statutory or regulatory requirement, and the Company shall notify the Customer in any such event.
- Irrespective of any suggestions and guidance given by the Company in its literature or otherwise it is the Customer’s responsibility to ensure the installation of the Goods complies with all regulations and requirements that apply to the Customer’s site.
- To the extent that the Goods are to be manufactured in accordance with a Specification supplied by the Customer, the Customer shall indemnify the Company against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other reasonable professional costs and expenses) suffered or incurred by the Company in connection with any claim made against the Company for actual or alleged infringement of a third party’s intellectual property rights arising out of or in connection with the Company’s use of the Specification. This Clause 3 shall survive termination of the Contract.
- All catalogue products are guaranteed for life apart from where it indicates otherwise, subject to this Clause 1. The Company will free of charge repair or at its option replace any Goods which are proved to its reasonable satisfaction to have failed to meet any Specification due to defective material or workmanship, provided that this obligation shall not apply where: (a) the Goods have been improperly installed, or installed with a defect without the written authority of the Company, or altered in any way, or are subject to any unauthorised repair or misuse, or (b) the Customer has failed to provide documentary notification and proof of a defect or suspected defect or returned the goods for inspection within 14 days of the same coming to the knowledge of the Customer, or (c) the Customer is in breach of this or any other contract with the Company. Except as provided in this Clause 8.1 (and subject to Clause 13.2), the Company shall have no liability to the Customer in respect of the Goods’ defects or failure including without limitation, any failure to meet any Specification due to defective material or workmanship. The Customer shall provide the Company with such access to the Goods that are the subject of any defect as the Company reasonably requires. The Company reserves the right to charge the Customer a reasonable fee in advance to cover the cost of any visits to inspect Goods where any defect claim is asserted by the Customer pursuant to this Clause 8.1. Any such fee paid shall be reimbursed to the Customer where the Company accepts the defect claim following the inspection of the Goods.
- The Company warrants to the Customer that any services that are comprised within the Goods will be provided by the Company using reasonable care and skill.
- To the greatest extent permitted by law, the Company hereby excludes all conditions, warranties and stipulations express or implied, statutory, customary or otherwise which but for such exclusion would or might subsist in favour of the Customer (including, without limitation, the terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3,4 and 5 of the Supply of Goods and Services Act 1982).
- The Customer shall notify the Company within 30 days of the date of delivery of the Goods, should it wish to return the Goods and any returns shall be subject to the prior approval of the Company. The Company disclaims liability for goods returned without the authority of the Any Goods approved for return must be advised quoting the Company’s invoice number and returns number.
- The Company disclaims any risk or liability for any returns whilst in transit to the
- All returns must be in the original Only items printed on the returns form are authorised for return. The Company reserves the right to return any non-authorised items to the Customer. The Customer is required to check the Goods in order to ensure it is happy with the Goods before signing any Goods delivery.
- The Company reserves the right to deduct repackaging or restocking fees (where applicable) from any credit/refund amount, or to apply charges direct to the Customer’s account. If a return is made using a third-party carrier proof of postage must be retained.
- The Company reserves the right to not credit an account if proof of postage cannot be provided and also the right to charge such collection charges as may apply from time to time.
- The following items may not be returned by the Customer: – made-to-measure products, kitchen units and any Goods made in accordance with a bespoke specification of the Customer.
10. RIGHT TO SUB-CONTRACT OR ASSIGN
- The Company shall be entitled to, at any time, mortgage, charge, sub-contract, delegate, declare a trust over, assign or deal in any other manner with any or all of its rights and obligations under the
- The Customer shall not be entitled to assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract or any part of it without the prior written consent of the
11. FORCE MAJEURE
- If the Company is prevented or hindered from making delivery of any Goods or completion of any work by reason of acts of God, civil disturbance, industrial action (including labour disputes involving the work force or any part of the work force of the Company), government action or any other cause whatever beyond the Company’s control, the Company may give notice to the Customer either: (a) cancelling the Company’s outstanding obligations under the Contract, or (b) extending the time for delivery or completion by a period not exceeding four months.
- Without limiting its other rights or remedies, the Company may terminate the Contract with immediate effect upon service of written notice to the Customer on the happening of any one or more of the following:
- the Customer commits a material breach of any term of the Contract;
- the Customer fails to pay any amount due under the Contract on the due date for payment;
- the Customer takes 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), obtaining a moratorium, 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 or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
- the Customer’s financial position deteriorates so far as to reasonably justify the opinion that its ability to give effect to the terms of the Contract is in jeopardy.
- On termination of the Contract for any reason the Customer shall immediately pay to the Company all of the Company’s outstanding unpaid invoices and interest and, in respect of Goods supplied but for which no invoice has been submitted, the Company shall submit an invoice, which shall be payable by the Customer immediately on receipt.
- Termination of the Contract, however arising, shall not affect any of the parties’ rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
- Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination of the Contract shall remain in full force and effect.
- References to liability in this Clause 13 include every kind of liability arising under or in connection with the Contract including liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
- Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979; or
(d) defective products under the Consumer Protection Act 1987.
- Subject to Clause 2, the Company’s total liability to the Customer under each Contract shall not exceed 100% of the price paid or payable by the Customer for the Goods in respect of the Contract.
- Subject to Clause 2, the following types of loss are wholly excluded:
(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) loss of or damage to goodwill; and
(g) indirect or consequential loss.
- No term of the Contract shall apply so as to have the effect of unlawfully limiting or excluding the legal rights of a Customer who is acting in the capacity of a consumer (being an individual acting for purposes which are wholly or mainly outside that person’s trade, business, craft or profession).
- Each party undertakes that it shall not at any time disclose to any person, or use for any purpose other than performing its obligations or enforcing its rights hereunder, any confidential information concerning the business, assets, affairs, customers, clients or suppliers of the other party.
- Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, or sent by pre-paid first class post or other next working day delivery service, commercial courier or email.
- A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 1(a); 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; if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed; or, if sent by email, one Business Day after transmission.
- The provisions of clause 1 shall not apply to the service of any proceedings or other documents in any legal action.
- Severance. If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision shall continue in full force and
- Waiver. Failure or delay by the Company in enforcing or partially enforcing any provision of the Contract shall not be construed as a waiver of any of its rights under the Contract. Any waiver by the Company of any breach of, or any default under, any provision of the Contract by the Customer shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Contract.
- Third party rights. The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
16. GOVERNING LAW AND JURISDICTION
- The Customer and the Company agree that 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 English law and 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.
17. CREDIT CHECKS
- To help the Company decide whether to enter into a Contract and to help the Company manage the Customer’s account, the Company may search any of the following records, namely the Data Subjects’ personal and business records at Credit Reference Agencies, the Company’s own records and those of any Group Company concerning Data Subjects and Data Subjects’ records at UK or overseas fraud prevention agencies. A record of the Company’s searches will be made and this will be available to other organisations who make similar searches. Credit Reference Agencies may supply to the Company both public (including electoral register) and shared credit and fraud prevention The Company may also use information it obtains from the Customer’s performance of any other agreement or contract it has or has had with any Group Company. The Company may also use identity verification, credit scoring or other automated decision-making systems.
- The Company will add to the Data Subjects’ records with the Credit Reference Agencies by giving information relating to the Data Subjects, the Contract and information about the Customer’s payment record. The Company will also tell them of any delay or default in payment or otherwise and any change of address the Customer fails to notify to the Company when any payment is overdue. It is important that Data Subjects supply accurate information to the Company. The Company may check Data Subjects’ details with fraud prevention agencies and if the Company is given false or inaccurate information or the Company suspects fraud, it will record this and may pass on this information to fraud prevention agencies and other organisations involved in crime and fraud prevention. Credit Reference Agencies and fraud prevention agencies may record any information supplied to them by the Company. Records remain on file for six years or other period permitted by applicable
- This information may be supplied to, shared with and cross checked by other UK or overseas businesses and organisations (including any Group Company, lenders, Credit Reference Agencies, fraud prevention agencies, credit industry fraud avoidance networks and any other company that the Company may select from time to time):
(a) to assess applications for credit and relate services made by Data Subjects;
(b) to trace debtors, recover debt, to prevent fraud and money laundering;
(c) to make decisions about a Data Subject’s account;
(d) to carry out statistical analysis and market research;
(e) for such other purposes required or permitted by law, including the General Data Protection Regulation (GDPR).
- The Company may also give information about Data Subjects to:
- the Company’s insurer;
- anyone acting on the Company’s behalf, including a Group Company;
- any finance house;
- companies or other bodies which maintain registers of assets and interests in them; and
- credit industry fraud avoidance networks for the purpose of administration, underwriting and processing.
- The identities of the Credit Reference Agencies and the ways in which they use and share personal information are explained in more detail at https://www.experian.co.uk/legal/crain/.
- Fraud prevention agency records will also be shared with other organisations to help make decisions on credit proposals for Data Subjects. For these purposes the Company or they may make further searches.
- Information held about Data Subjects by the Credit Reference Agencies may already be linked to records relating to one or more of their partners. For the purposes of the Contract, Data Subjects may be treated as financially linked and the Customer’s application will be assessed with reference to any associated records. If the Customer is a joint applicant or a Data Subject has told the Company of some other financial association with another person, the Customer and applicable Data Subjects must be sure that they are entitled to disclose information about the applicable joint applicant and anyone referred to by them and authorise the Company to search, link or record information at Credit Reference Agencies about them and anyone referred to by them. An “association” between joint applicants and between applicants and anyone referred to by them a financial partner will be created at Credit Reference Agencies. This will link the financial records of applicants and all such persons, each of which will be taken into account in all future applications by any of the applicants and all such This will continue until one of them successfully files a disassociation at the Credit Reference Agencies.
- If a Customer has obtained credit from the Company and does not make payment when due, the Company will trace the Customer’s whereabouts and recover
- The Company may contact Data Subjects from time to time with details of other products and services which it or third parties offer. Any such contact will be aligned with the requirements of the General Data Protection Regulation (GDPR), and Data Subjects will have the option to opt-out of this type of contact. For this purpose, the Company may make use of an automated decision-making programme now and in the future. It may also share information about Data Subjects to any Group The Company will never sell your Personal Data to any third parties. Data Subjects may be contacted by post, telephone, or other means. Data Subjects have a legal right to stop the Company from contacting them or giving their details to others for direct marketing purposes. Please write to the Company at our address at AKW Medi-Care Limited, Unit 404 Pointon Way, Hampton Lovett, Droitwich Spa, Worcestershire WR9 0LR if you wish to exercise this right.
- Data Subjects have several legal rights with regard to the Personal Data the Company holds about them. These rights granted under the General Data Protection Regulation (GDPR) include the right to be informed, the right of access, the right to rectification, the right to erasure, the right to restrict processing, the right to data portability, the right to object and rights in relation to the use of automated data profiling or decision-making systems. The Company has procedures in place to uphold these rights and fulfil and related requests within thirty days from Further details can be found in our Privacy Notice or you may contact GDPR.email@example.com.
- By agreeing to these terms and conditions, Data Subjects accept that the Company may use information concerning them in the way described above. The Company will take steps to ensure Personal Data is collected fairly, used for the purposes stated, stored securely and only retained.
18. DEMENTIA SERVICES DEVELOPMENT CENTRE
The Dementia Services Development Centre at the University of Stirling have undertaken a review of this product and have rated its design in relation to dementia design principles and it’s usability within a dementia-inclusive environment. For ease of identification, the suitability of the product is classified by number with corresponding explanation of use, within the ratings key provided. The DSDC Accredited Product logo is awarded on the merit of the individual product and colour-way. This accreditation does not merit the manufacture or final application of the product. Whilst every endeavour has made to ensure the ratings are reflective of the products suitability and applied use at the time of print, DSDC cannot be held responsible for the application of the final product, it’s performance or its interface with other products or finishes. For an environment to be considered ‘dementia-inclusive’ or ‘dementia-friendly’ careful consideration must be given to the specification of adjoining finishes, their performance specification (for example light reflectance value (LRV), slip resistance and use of pattern) and their suitability for their intended use.