1.1. “Buyer” means the person or company named in the quotation who buys or agrees to buy the goods or services from the Seller.
1.2. “Despatch” means the date and time at which the goods leave the premises of the Seller.
1.3. “Premises” means the address nominated by the Buyer for delivery of the goods or services.
1.4. “Price” means the price for the goods or services in accordance with the quotation, or variation thereof agreed in writing between the Seller and the Buyer.
1.5. “Seller” means the Fine Art Restoration Company.
2. Quotations and Assessments
2.1. Any quotations made by the Fine Art Restoration Company shall amount to an invitation to the Buyer to make an offer on the terms set out in such a quotation. All quotations are given subject to the right of the Fine Art Restoration Company to alter or withdraw the same without notice. A binding contract between Fine Art Restoration Company and the Buyer shall only arise upon acceptance by the Fine Art Restoration Company’s offer and such contract shall be subject to the terms and conditions stated herein.
2.2. No conditions or stipulations in or attached to the Buyers form of order which is inconsistent with these conditions or which purport to add or modify these conditions in any way shall have any effect.
2.3. Prices quoted are based on the cost of material, labour, transport where applicable prevailing at the date of quotation and in the event of any variation in such costs occurring before the date of despatch the Fine Art Restoration Company reserves the right to adjust the price accordingly.
2.4. Unless otherwise stated the Fine Art Restoration Company’s quoted prices do not include any provision for Value Added Tax (VAT) or for any other Inland Revenue charges and the quotation is made on the basis that the Buyer will pay such tax duty or charge.
2.5. The quotation is subject to the availability of labour and materials.
2.6. Unless otherwise stated all quotations are valid for a period of 90 days.
2.7. Where an assessment is required of items, should arrangement for collection not be made or instructed by the Buyer within 180 days. The Fine Art Restoration Company reserves the right to dispose of the goods as it sees fit.
3. Storage Charges
3.1. Items remaining at any of the Fine Art restoration Company’s premises for 28 days following an assessment report or work/services are completed will be subject to a charge of £9.48 + VAT per item per week unless otherwise agreed by the Fine Art Restoration Company in writing.
4.1. Where a Buyer holds a credit account with the Fine Art Restoration Company, payment shall be made in full within 30 days of receipt of the invoice by the Buyer.
4.2. Upon acceptance of a quotation, all Buyers not covered by section 3.1 shall pay to the Fine Art Restoration Company the price plus VAT on completion of work prior to the buyer’s collection or delivery.
4.3. In default of payment within the said period, the Fine Art Restoration Company may charge interest of 10% per annum or 5% over the current base rate of the Bank of England, whichever is the higher, on all money overdue.
4.4. Payment on the due date shall be regarded as a fundamental term of the contract and failure by the Buyer to comply therewith shall entitle the Fine Art Restoration Company to treat the contract as suspended by the Buyer.
5.1. Unless otherwise agreed in writing the Fine Art Restoration Company shall deliver the goods to the premises. Delivery shall be deemed to have taken place at the moment when the vehicle transporting the goods enters the boundary of those premises.
5.2. Any delivery dates or times set out are estimates only and while the Fine Art Restoration Company will make all reasonable efforts to deliver the goods within the time or times agreed the Fine Art Restoration Company will not be responsible for any losses caused to the Buyer as a result of late delivery.
5.3. Time of delivery shall not be the essence of the contract between the Buyer and the Fine Art Restoration Company.
5.4. The Fine Art Restoration Company shall be entitled to deliver the goods in one or more consignments unless expressly agreed otherwise.
5.5. If the Buyer fails to take delivery of the goods at the time specified, or if the Buyer has failed for fourteen days to give delivery instructions after the same has been requested by the Fine Art Restoration Company, the Seller may, without prejudice to its other rights, charge the Buyer with the cost of storage from the date the goods were tendered for delivery, the cost of any additional transport.
6.1. The legal and beneficial ownership of the goods and the property therein shall remain in the Fine Art Restoration Company and shall not pass to the Buyer until such time as the Seller shall have received the benefit of payment of the whole of the price.
6.2. Until such time as the legal and beneficial ownership of the goods therein have passed to the Buyer, the goods shall be at the Buyers risk while they are in the Buyer’s possession or under the Buyer’s control and the Buyer shall indemnify the Fine Art Restoration Company from and against any loss of or damage to the goods by payment in full of the price thereof and from and against all claims and demands arising out of injury or damage by or attributable to the goods.
6.3. The Buyer may sell the goods before property in them shall have passed to the Buyer if such sale is in the ordinary course of the buyer’s business and is at a price which shall not (without the Seller’s prior agreement in writing) be the amount owing by the Buyer to the Seller. In such an event:
6.3.1. the sale shall be deemed to have been affected by the Buyer as agent for the Seller who shall be beneficially entitled to the proceeds of sale;
6.3.2. the Buyer shall pay to the Seller out of the proceeds of sale all amounts owing to the Seller;
6.3.3. until such payment to the Fine Art Restoration Company has been made the Buyer shall retain such proceeds of sale in a separate account.
6.4. The Buyer’s right to sell the goods under clause 6.3 shall cease as soon as the Fine Art Restoration Company shall have requested the return of the Goods under clause 6.5.
6.5. Until such time as property in the goods passes from the Fine Art Restoration Company the Buyer shall on request deliver up such Goods as have not ceased to be in existence or resold to the Fine Art Restoration Company and if the Buyer fails to do so the Fine Art Restoration Company may enter upon the Premises or any other premises owned occupied or controlled by the Buyer where the goods are situated and repossess them.
6.6. The Buyer shall not pledge or in any way charge by way of security for indebtedness of the Buyer or any other person any of the goods which are the property of the Fine Art Restoration Company and (without prejudice to the other rights of the Seller) if the Buyer shall purport to do so all sums whatsoever owing by the Buyer to the Fine Art Restoration Company shall forthwith become due and payable immediately.
6.7. The Buyer shall insure and keep insured the goods to an amount equal to the full price against “all risks” to the reasonable satisfaction of the Fine Art Restoration Company until the date the property passes from the Seller who may (without prejudice to a
ny other rights of the Seller) recover the same plus VAT and interest.
6.8. If the Buyer fails to insure the Goods in accordance with clause 6.7 all sums whatsoever owing by the Buyer to the Fine Art Restoration Company shall forthwith become due and payable to the Fine Art Restoration Company who may (without prejudice to any other rights of the seller) recover the same plus VAT and interest.
7.1. Either party may immediately terminate the contract or suspend future deliveries if the other becomes bankrupt, or makes an assignment agreement or composition with its creditors, or suffers distress or process of execution to be levied on its property, or goes into liquidation either compulsory or voluntarily (except for the purpose of reconstruction or amalgamation).
Similar rights are reserved to the parties if it appears to either party that it is probable or likely that any of the above events will occur.
7.2. Without prejudice to any other rights or remedies under the contract either party may terminate this contract or suspend future deliveries if the other fails to comply with any of its obligations hereunder and such failure had not been remedied within thirty days of notification to the other of such breach. The innocent party will be able to recover any loss or damage directly flowing from any suspension or termination under clause 8.2.
7.3. In the event of the Buyer, for reasons other than those provided for in the above clauses, terminating the contract, the Buyer shall be liable to the Fine Art Restoration Company for any costs or charges incurred by the Fine Art Restoration Company by reason of such termination together with all costs incurred by the Fine Art Restoration Company up to the date thereof and any difference between the price charged and the price at which the Fine Art Restoration Company is able to sell the goods elsewhere.
8. Limitation of Liability
8.1. The Fine Art Restoration Company’s liability (save in the case of liability in respect of death or personal injury resulting from the Fine Art Restoration Company negligence) is limited to an amount equal to the price of the goods and/or services.
8.2. The Buyer shall be deemed to have inspected the goods on delivery and any claim that the goods are not in accordance with the quotation or any allegation that the goods are of faulty design material or workmanship shall be made in writing to the Fine Art Restoration Company within 30 days of the date of delivery of the goods to the Buyer and if no such claim is made the goods shall be deemed to have been accepted by the Buyer as being in accordance with the quotation.
8.3. The Fine Art Restoration Company shall not be liable for any consequential loss or damage suffered by the Buyer whether direct or indirect.
8.4. Any failure by the Fine Art Restoration Company to make any delivery on the contractual date for delivery shall not entitle to the Buyer:
● to refuse delivery after such date;
● to repudiate the contract;
● to make a claim for damages for late delivery
8.5. Where any materials have been supplied or installed by the Fine Art Restoration Company, should such materials prove faulty through defective material or workmanship of the Fine Art Restoration Company during the period of twelve months from delivery, the defective items will be replaced or repaired free of charge. Such liability shall be conditional upon the Buyer giving notice to the Fine Art Restoration Company, in writing, within seven days of the discovery of the said defect and upon the Buyer returning such goods to the Fine Art Restoration Company at the seller’s own request for alteration, repair or examination unless written authorisation is given by the Seller for the alteration, repair or examination elsewhere.
8.6. The Fine Art Restoration Company does not accept liability to the Buyer for any consequential loss where the goods have proved to be defective or where they have not been installed correctly.
9. Use of Photography for Marketing Purposes
We reserve the right to use any images of items and artwork photographed or recorded by the Fine Art Restoration Company for marketing purposes unless instructed by the client in writing.
10. Warranties and Conditions
10.1. Any recommendation or suggestion relating to the use of goods made by the Seller either in technical literature or in response to a specific enquiry by the Buyer is given in good faith but it is for the Buyer to satisfy himself of the suitability of the goods for his own particular purpose of which the Seller has no knowledge.
11.1. The illustrations in Fine Art Restoration Company promotional literature, website and documentation used to demonstrate the workings of a product and its composition are only a guide to products and are not to scale. The Fine Art Restoration Company reserves the right to make minor modifications in design, specification or composition, as it shall think fit. The Buyer accepts that minor imperfection/variation in profile, colour and finish are not defects.
12. Variations and Cancellations
12.1. Cancellations will only be accepted on the understanding that all costs incurred by the Fine Art Restoration Company will be reimbursed in full. These costs shall date from receipt of a letter of intent or official order, whichever is the earlier.
13.1. The Fine Art Restoration Company may licence or sub-contract all or any part of its obligations under the contract without the Buyer’s consent but this shall not in any way release the Fine Art Restoration Company of its obligations to the Buyer under the contract.
13.2. Nothing in the contract shall confer or purport to confer upon any third party any benefit or right against the Fine Art Restoration Company.
14. Force Majeure
14.1. Neither party shall be liable for any default due to an act of God, war, strike, lock-out, industrial action, fire, flood, drought, tempest, or any event beyond their reasonable control.
15. Governing Law
15.1. This agreement is governed by and to be construed in accordance with English law and the parties submit to the exclusive jurisdiction of the English courts.