UAB Unum Design London shall undertake the works in accordance with its quotation and in accordance with the written order from its client which, if accepted by Unum Design, is subject to these conditions: Unless otherwise expressly agreed in writing the following terms (“The Conditions”) shall apply to all business transacted and shall exclude any other terms and conditions which a client may seek to impose even though such other terms and conditions may be submitted in a later document and/or purport to exclude or supersede the Conditions whether contained in any offer, acceptance or counter-offer made by the Client or otherwise.
Definitions – in these Conditions: “The Client” means all parties to the Contract (as defined below) other than Unum Design Limited. “The Design Contract” means the Agreement between UAB Unum Design London and the Client and all documents to which reference may be properly made in order to ascertain the rights and obligations of the parties. “The Fabrication Contract” means the Agreement between UAB Unum Design London and the Client and all documents to which reference may be properly made in order to ascertain the rights and obligations of the parties. “The Goods” means the whole or any part of the Design, Furniture, Lighting, Handles, Prototypes, Materials and Goods supplied by Unum Design Limited under the contract. “The Contract Price” means the price of the Goods stipulated by Unum Design Limited in its quotation to the Client.
- Formation of The Design Contract Where deemed appropriate by UAB Unum Design London a written estimation of design fees will be issued. The design fees is equivalent to the deposit paid by the client. The estimate is a calculation of the expected time required to reach a conceptual design for the Client, therefore if the Client wishes to make amendments to the initial conceptual design, UAB Unum Design London will change the CAD designs twice without extra charge to the client. If the client wishes to make more amendments, these will be seen as additions and should they increase the time estimated, this will be charged accordingly. UAB Unum Design London will treat this as an extra and charge an hourly labour rate of £50.00 per hour. A Design Contract shall not be formed until receipt by UAB Unum Design London of confirmation to proceed in writing or/and by email from the Client.
- Formation of The Fabrication Contract Where deemed appropriate by UAB Unum Design London a written quotation will be issued specifying the Contract Price, the goods and the specification. The quotation comprises an invitation to treat and is open for six weeks from the date thereof, unless previously withdrawn by UAB Unum Design London. Orders shall be subject to acceptance by Unum Design Limited and a Fabrication Contract shall not be formed until receipt by UAB Unum Design London of the Clients signature on the quotation or confirmation by email from the Client with payment as provided in Clause 5 (ii) below.
- Cancellation The Client shall not cancel the Contract without the express written agreement of UAB Unum Design London. In the event of an agreed cancellation the Client shall indemnify UAB Unum Design London fully against all costs and expenses incurred up to the time of such cancellation together with, by the way of liquidated damages, the lesser of (a) a sum equivalent to 25% of the Contract price and (b) £500.00 which shall be paid UAB Unum Design London within 7 days.
- The Contract Price is based upon the cost at the date of the Quotation of materials, labour, transport or any currency fluctuations affecting the cost of imported materials and of conforming to any applicable statutory regulations or requirements and all other expenses. UAB Unum Design London reserves the right to vary the Contract Price to take account of any variation in the unforeseen costs before the date of delivery or installation.
- Terms of Payment (a) The Client shall pay in full all fees applicable immediately upon completion of the Design Contract and receipt of the relevant invoice. (b) UAB Unum Design London shall not be obliged to commence work upon the Contract until a sum equal to 70% of the total Contract Price (as specified in any quotation inclusive of VAT) is paid by the Client. (c) The Client shall pay the outstanding balance of the Contract Price of the Goods and any other costs, charges or expenses and all other sums due to UAB Unum Design London immediately upon the delivery/installation of the Goods to the Client unless UAB Unum Design London has agreed to give credit to the Client, in advance. (d) Time for payment shall be of the essence and UAB Unum Design London reserves the right to charge interest on all overdue accounts at 5% over Barclays Bank base rate, such interest deemed to accrue on a day to day basis from the due date for payment under clause (c) above. (e) The Client shall have no right of set-off or Counter-Claim, Statutory or otherwise. UAB Unum Design London shall at any time be entitled to appropriate any payment made by the Client in respect of any goods or other sums due to UAB Unum Design London as it may be in its absolute discretion think fit notwithstanding any purported appropriation to the contrary by the Client. (f) If the Client (being a company) has a petition presented for its winding-up or passes a resolution for voluntary winding-up (unless for the purpose of a bone fide amalgamation or reconstruction) or compounds with its creditors or has a receiver appointed overall or any part of its assets or (being an individual) becomes bankrupt or insolvent or enters into any arrangement with his creditors or commits material or serious breach of this agreement (and in the case of such a breach being remediable fails to remedy it within 7 days) the repudiated. (g) All goods, materials, finishes and items whatsoever manufactured of supplied in connection with the work as specified in the quotation will remain the property of UAB Unum Design London until the Contract Price and all other sums due to UAB Unum Design London is paid in full. For the avoidance of any doubt it is hereby declared that nothing in this clause shall offset the rights given to UAB Unum Design London by S38-48 of the Sales of Goods Act 1979.
- Design Variations (a) UAB Unum Design London reserves the right to vary the design or specification of the Goods with a view to improving such design or specification at any time before delivery provided that such variations will not alter substantially the performance or specification of the Goods. In any event an illustration or technical description in a quotation or other sales details shall be regarded as approximate only and should be confirmed by the Client with UAB Unum Design London before an order is placed in reliance upon them. UAB Unum Design London shall use its best endeavours to comply with any reasonable request by the Client to modify the Goods but in doing so may alter the Contract Price and/or the delivery date and/or stipulate such other conditions which it may, at UAB Unum Design London sole discretion, consider reasonable and all extra costs arising from such variation shall be payable by the Client. (b) In the absence of express and specific written instruction from the Client, UAB Unum Design London reserves the right to use any such construction or specification as it sees fit for any particular application. (c) Should a particular specification be required which is subject to a British Standard or current legislation the Client shall communicate this specification to UAB Unum Design London in writing prior to the formation of the Contract and shall not be deemed to have been received by UAB Unum Design London until acknowledged in writing to the Client.
- Additional Services At the request of the Client, UAB Unum Design London will at reasonable additional cost to the Client (payable at the same time and upon the same terms as the Contract Price):- (a) Supply additional drawings and/or dimensions and/or alterations relating to the Goods: and/or (b) Visit any site for any purpose connected with the Contract or the Goods: and/or (c) Prepare additional documentation relating to the Goods or their delivery/installation.
- Copyright All drawings, prototypes, specifications, mock-ups, designs and literature prepared by or on behalf of UAB Unum Design London and any copyright therein or in any part thereof are the property of and remain the intellectual property of UAB Unum Design London and shall not be reproduced, resold or dealt with in any manner whatsoever without the prior written consent of UAB Unum Design London.
- Client’s Specification If any part of the Goods are manufactured or supplied by UAB Unum Design London in accordance with any specification, drawing or design provided by or on behalf of the Client and the Goods or such manufacture or supply constitute any infringement of any patent or copyright the property of any person then the Client shall indemnify and keep UAB Unum Design London indemnified against any claim, damage, loss or expense made against or suffered by it arising out of or in connection with such infringement.
- Delivery and Installation (i) If the Fabrication Contract provides for the Goods to be collected by or on behalf of the Client, UAB Unum Design London shall give the Client reasonable notice of the date and the place where the Goods will be ready for collection and delivery shall be deemed to take place upon the date and at the place so notified. (ii) If the Client fails to collect the Goods within one week after receiving notification from UAB Unum Design London that the same are ready for collection, UAB Unum Design London shall be entitled to put the Goods into store and with effect from expiry of the said period whether the Goods shall remain on UAB Unum Design London premises or to be put into store any loss or damage to or deterioration in the Goods shall be at sole risk of the Client and UAB Unum Design London shall be reimbursed for any expense or cost (including the cost of reasonable insurance effected on behalf of the Client) incurred by UAB Unum Design London in exercising its rights hereunder or in consequence of the Clients failure to collect the Goods. (iii) If the Fabrication Contract provides for UAB Unum Design London to consign the Goods to a UK mainland destination delivery shall be deemed to take place when the Goods are handed over at the agreed destination. (iv) If UAB Unum Design London contracts to consign the Goods to a destination outside the UK mainland then delivery shall take place in the manner agreed in writing with the Client. In these circumstances time of delivery is not of the essence. (v) Until such a time as the Contract Price and all other sums have been paid in full the Client shall not allow any third party to acquire an interest in the Goods or title to them and, without prejudice to the generality of the foregoing, the Client shall not pledge the Goods or part with possession of them or allow any charge, lien or other encumbrance to affect them or to allow them to be installed within any property. (vi) If the Fabrication Contract provides for the installation of the Goods UAB Unum Design London shall give the Client reasonable notice of the estimated installation date. (vii) UAB Unum Design London will only undertake the installation of the Goods from 9am to 5pm Monday to Friday unless otherwise agreed. (viii) The Client shall ensure the area in which the Goods are to be installed is clear of any obstructions prior to the installation date unless otherwise agreed prior to the quotation and where this is not the case UAB Unum Design London will charge their hourly production rate £50.00 per hour to remove said obstructions.
- On removing old units when required, (remove and dispose) UAB Unum Design London does not take responsibility for damage to existing paintwork, plaster, hidden or exposed plumbing, electrics, alarms, phone cables, gas pipes or any other services that are accidently damaged. We will take reasonable care, but cannot take responsibility beyond that. Any work other that specified in the quotation will be treated as an extra and will be subject to any extra charge. UAB Unum Design London reserves the right to correct any typographical or clerical error or omission in any sales literature, quotation, and acceptance of offer, invoice or other document issued by it without liability on the part of UAB Unum Design London. Please note parking and congestion charge will be the responsibility of the client, on the days of installation and will be charged on the final invoice (if applicable). UAB Unum Design London does not take responsibility accordance of scratched floor, walls or sealing during the installation. We will take upmost care during installation, and protect all floor surfaces, but cannot take responsibility beyond that. UAB Unum Design London do supply and fit lights to our units, but the electrical connection of the lights needs to be carried out by a certified electrician. If you don’t have any electrician, UAB Unum Design London can suggest an electrician, but it is the client’s responsibility to contract electrician directly and the cost of this is not included in our quotation. If it is necessary to move electrical sockets, the client must allow for this to be completed before installation commences. Hand painting and oil finished will take place after installation is completed. Our painting quote is based on a White Dulux finish. If a different paint or colour is to be used, a charge might apply. Spray painting will take place before installation commences. Our spray-painting quote is based on white 20% sheen paint. Darker colours and other sheen levels will be subject to a surcharge. Our clear lacquer price is also based on a 10% sheen level.
UAB Unum Design London 2019