TERMS OF WEBSITE USE AND ACCEPTABLE USE POLICY
PLEASE READ THESE TERMS CAREFULLY BEFORE YOU USE OUR SITE
These Terms will apply to any contract between us for the sale of Products to you (Contract). Please read these Terms carefully and make sure that you understand them, before ordering any Products from our Site. Please note that before placing an order you will be asked to agree to these Terms. If you refuse to accept these Terms, you will not be able to order any Products from our Site.
You should print a copy of these Terms or save them to your computer for future reference.
We amend these Terms from time to time as set out in clause 9. Every time you wish to order Products, please check these Terms to ensure you understand the terms which will apply at the time.
1. INFORMATION ABOUT US
1.1 Our Site is a Site operated by Heat Group (UK) Limited (We). We are registered in England and Wales under company number 06265352 and have our registered office at Unit 27, Aston Business Park, Shrewsbury Avenue, Peterborough PE2 7BF. Our VAT number is 901284454. We are a limited company.
1.2 To cancel a Contract in accordance with your legal right to do so as set out in clause 9, you just need to let us know that you have decided to cancel. You can e-mail us at email@example.com or post to Sales Dept, Heat Group Supplies, Unit 27 Aston Business Park, Shrewsbury Avenue, Peterborough PE2 7BF. If you are emailing us or writing to us please include details of your order to help us to identify it. If you send us your cancellation notice by e-mail or by post, then your cancellation is effective from the date you send us the e-mail or post the letter to us.
1.3 If you wish to contact us for any other reason, including because you have any complaints, you can contact us by e-mailing us at firstname.lastname@example.org.
2. ACCESSING OUR SITE
2.1 Access to our Site is permitted on a temporary basis, and we reserve the right to withdraw or amend the service we provide on our Site without notice (see below). We will not be liable if for any reason our Site is unavailable at any time or for any period.
2.2 From time to time, we may restrict access to some parts of our Site, or our entire Site, to users who have registered with us.
2.3 If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any third party. We have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our opinion you have failed to comply with any of the provisions of these Terms.
2.4 When using our Site, you must comply with the provisions of our acceptable use policy as set out in these Terms.
2.5 You are responsible for making all arrangements necessary for you to have access to our Site. You are also responsible for ensuring that all persons who access our Site through your internet connection are aware of these Terms, and that they comply with them.
2.6 These Terms apply to all users and visitors of our Site.
3. INTELLECTUAL PROPERTY RIGHTS
3.1 We are the owner or the licensee of all intellectual property rights in our Site, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
3.2 You may print off one copy, and may download extracts, of any page(s) from our Site for your personal reference and you may draw the attention of others within your organisation to material posted on our Site.
3.3 You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
3.4 Our status (and that of any identified contributors) as the authors of material on our Site must always be acknowledged.
3.5 You must not use any part of the materials on our Site for commercial purposes without obtaining a licence to do so from us or our licensors.
4. RELIANCE ON INFORMATION POSTED
Commentary and other materials posted on our Site are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to our Site, or by anyone who may be informed of any of its contents.
5. OUR PRODUCTS
5.1 The images of the Products on our Site are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that your computer's display of the colours accurately reflect the colour of the Products. Your Products may vary slightly from those images.
5.2 The packaging of the Products may vary from that shown on images on our Site.
6. IF YOU ARE A CONSUMER
This clause 6 only applies if you are a consumer.
6.1 If you are a consumer, you may only purchase Products from our Site if you are at least  years old.
6.2 Certain Products on our Site can only be purchased if you satisfy the legal age requirement for that product. We are not allowed by law to supply these Products to you if you do not satisfy these age requirements. If you are underage, please do not attempt to order these Products through our Site.
7. IF YOU ARE A BUSINESS CUSTOMER
This clause 7 only applies if you are a business.
7.1 If you are not a consumer, you confirm that you have authority to bind any business on whose behalf you use our Site to purchase Products.
constitutes the entire agreement between you and us and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter.
7.4 You and we agree that neither of us shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Contract.
8. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US
8.1 Our shopping pages will guide you through the steps you need to take to place an order with us. Our order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order at each page of the order process.
8.2 After you place an order, you will receive an e-mail from us acknowledging that we have received your order. However, please note that this does not mean that your order has been accepted. Our acceptance of your order will take place as described in clause 8.3.
8.3 We will confirm our acceptance to you by sending you an e-mail (Confirmation). The Contract between us will only be formed when we send you the Confirmation.
8.4 If we are unable to supply you with a Product, for example because that Product is not in stock or no longer available or because we cannot meet your requested delivery date or because of an error in the price on our Site as referred to in clause 13.5, we will inform you of this by e-mail and we will not process your order. If you have already paid for the Products, we will refund you the full amount including any delivery costs charged as soon as possible.
9. OUR SITE CHANGES REGULARLY AND OUR RIGHT TO VARY
9.1 We aim to update our Site regularly, and may change the content at any time. If the need arises, we may suspend access to our Site, or close it indefinitely. Any of the material on our Site may be out of date at any given time, and we are under no obligation to update such material.
9.2 We amend these Terms from time to time. Please look at the top of this page to see when these Terms were last updated and which Terms were changed.
9.3 Every time you order Products from us, the Terms in force at the time of your order will apply to the Contract between you and us.
9.4 We may revise these Terms as they apply to your order from time to time to reflect the following circumstances changes in relevant laws and regulatory requirements.
9.5 If we have to revise these Terms as they apply to your order, we will contact you to give you reasonable advance notice of the changes and let you know how to cancel the Contract if you are not happy with the changes. You may cancel either in respect of all the affected Products or just the Products you have yet to receive. If you opt to cancel, you will have to return (at our cost) any relevant Products you have already received and we will arrange a full refund of the price you have paid, including any delivery charges.
This clause 10 only applies if you are a consumer.
10.1 If you are a consumer, you have a legal right to cancel a Contract under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 during the period set out below in clause 10.3. This means that during the relevant period if you change your mind or decide for any other reason that you do not want to receive or keep a Product, you can notify us of your decision to cancel the Contract and receive a refund. Advice about your legal right to cancel the Contract is available from your local Citizens' Advice Bureau or Trading Standards office.
10.2 However, this cancellation right does not apply in the case of any Products which become mixed inseparably with other items after their delivery.
10.3 Your legal right to cancel a Contract starts from the date of the Confirmation (the date on which we e-mail you to confirm our acceptance of your order), which is when the Contract between us is formed. Your deadline for cancelling the Contract then depends on what you have ordered and how it is delivered, as set out in the table below:
| Your Contract
||End of the cancellation period
|Your Contract is for a single Product (which is not delivered in instalments on separate days)
The end date is the end of 14 days after the day on which you receive the Product.
Example: if we provide you with a Confirmation on 1 January and you receive the Product on 10 January you may cancel at any time between 1 January and the end of the day on 24 January.
Your Contract is for either of the following:
- one Product which is delivered in instalments on separate days.
- multiple Products which are delivered on separate days.
The end date is 14 days after the day on which you receive the last instalment of the Product or the last of the separate Products ordered.
Example: if we provide you with a Confirmation on 1 January and you receive the first instalment of your Product or the first of your separate Products on 10 January and the last instalment or last separate Product on 15 January you may cancel in respect of all instalments and any or all of the separate Products at any time between 1 January and the end of the day on 29 January.
Your Contract is for the regular delivery of a Product over a set period.
The end date is 14 days after the day on which you receive the first delivery of the Products.
Example: if we provide you with a Confirmation on 1 January in respect of Products to be delivered at regular intervals over a year and you receive the first delivery of your Product on 10 January, you may cancel at any time between 1 January and the end of the day on 24 January. 24 January is the last day of the cancellation period in respect of all Products to arrive during the year.
10.4 To cancel a Contract, you can e-mail us at email@example.com
10.5 You can also e-mail us at firstname.lastname@example.org or by post to Sales Dept. Heat Group Supplies, Unit 27 Aston Business Park, Shrewsbury Avenue, Peterborough PE2 7BF. If you are e-mailing us or writing to us please include details of your order to help us to identify it. If you send us your cancellation notice by e-mail or by post, then your cancellation is effective from the date you send us the e-mail or post the letter to us. For example, you will have given us notice in time as long as you get your letter into the last post on the last day of the cancellation period or e-mail us before midnight on that day.
10.6 If you cancel your Contract we will:
10.6.1 refund you the price you paid for the Products. However, please note we are permitted by law to reduce your refund to reflect any reduction in the value of the goods, if this has been caused by your handling them in a way which would not be permitted in a shop.
10.6.2 refund any delivery costs you have paid, although, as permitted by law, the maximum refund will be the costs of delivery by the least expensive delivery method we offer (provided that this is a common and generally acceptable method). For example, if we offer delivery of a Product within 3-5 days at one cost but you choose to have the Product delivered within 24 hours at a higher cost, then we will only refund what you would have paid for the cheaper delivery option.
10.6.3 make any refunds due to you as soon as possible and in any event within the deadlines indicated below:
10.6.3.1 if you have received the Product and we have not offered to collect it from you: 14 days after the day on which we receive the Product back from you or, if earlier, the day on which you provide us with evidence that you have sent the Product back to us. For information about how to return a Product to us, see clause 10.9; and
10.6.3.2 if you have not received the Product or you have received it and we have offered to collect it from you: 14 days after you inform us of your decision to cancel the Contract.
10.7 If you have returned the Products to us under this clause 10 because they are faulty or mis-described, we will refund the price of the Products in full, together with any applicable delivery charges, and any reasonable costs you incur in returning the item to us.
10.8 We will refund you on the credit card or debit card used by you to pay. If you used vouchers to pay for the Product we may refund you in vouchers.
10.9 If a Product has been delivered to you before you decide to cancel your Contract:
10.9.1 then you must return it to us without undue delay and in any event not later than 14 days after the day on which you let us know that you wish to cancel the Contract. You can send it back. If we have offered to collect the Product from you (as advised in writing), we will collect the Products from the address to which they were delivered. We will contact you to arrange a suitable time for collection; and
10.9.2 unless the Product is faulty or not as described (in this case, see clause 10.7), you will be responsible for the cost of returning the Products to us. If the Product is one which cannot be returned by post, we estimate that if you use the carrier which delivered the Product to you, these costs should not exceed the sums we charged you for delivery. If we have offered to collect the Product from you, we will charge you the direct cost to us of collection less a handling charge.
10.10 Because you are a consumer, we are under a legal duty to supply Products that are in conformity with this Contract. As a consumer, you have legal rights in relation to Products that are faulty or not as described. These legal rights are not affected by your right of return and refund in this clause 10 or anything else in these Terms. Advice about your legal rights is available from your local Citizens' Advice Bureau or Trading Standards office.
11.1 We will contact you with an estimated delivery date, which will be within 30 days after the date of the Confirmation (the date on which we e-mail you to confirm our acceptance of your order). Occasionally our delivery to you may be affected by an Event Outside Our Control. See clause 18 for our responsibilities when this happens.
11.2 If no one is available at your address to take delivery, our courier may leave you a note that the Products have been returned to our premises or held at their local depot, in which case, please contact them to rearrange delivery.
11.3 Delivery of an Order shall be completed when we deliver the Products to the address you gave us and the Products will be your responsibility from that time.
11.4 You own the Products once we have received payment in full, including all applicable delivery charges.
This clause 11.6 only applies if you are a consumer.
11.5 If we miss the 30 day delivery deadline for any Products then you may cancel your Order straight away if any of the following apply:
11.5.1 we have refused to deliver the Products;
11.5.2 delivery within the delivery deadline was essential (taking into account all the relevant circumstances); or
11.5.3 you told us before we accepted your order that delivery within the delivery deadline was essential.
11.6 If you do not wish to cancel your order straight away, or do not have the right to do so under clause 11.5, you can give us a new deadline for delivery, which must be reasonable, and you can cancel your Order if we do not meet the new deadline.
11.7 If you do choose to cancel your Order for late delivery under clause 11.6 or clause 11.7, you can do so for just some of the Products or all of them, unless splitting them up would significantly reduce their value. If the Products have been delivered to you, you will have to return them to us or allow us to collect them, and we will pay the costs of this. After you cancel your Order we will refund any sums you have paid to us for the cancelled Products and their delivery.
12. NO INTERNATIONAL DELIVERY
Unfortunately, we do not deliver to addresses outside the UK.
13. PRICE OF PRODUCTS AND DELIVERY CHARGES
13.1 The prices of the Products will be as quoted on our Site at the time you submit your order. We take all reasonable care to ensure that the prices of Products are correct at the time when the relevant information was entered onto the system. However please see clause 13.5 for what happens if we discover an error in the price of Product(s) you ordered.
13.2 Prices for our Products may change from time to time, but changes will not affect any order you have already placed.
13.3 The price of a Product includes VAT (where applicable) at the applicable current rate chargeable in the UK for the time being. However, if the rate of VAT changes between the date of your order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the Products in full before the change in VAT takes effect.
13.4 The price of a Product does not include delivery charges. Our delivery charges are as advised to you during the check-out process, before you confirm your order.
13.5 Our Site contains a large number of Products. It is always possible that, despite our reasonable efforts, some of the Products on our Site may be incorrectly priced. We will normally check prices as part of our dispatch procedures so that:
13.5.1 where the Product's correct price is less than the price stated on our Site, we will charge the lower amount when dispatching the Products to you. However, if the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mispricing, we do not have to provide the Products to you at the incorrect (lower) price; and
13.5.2 if the Product's correct price is higher than the price stated on our Site, we will contact you as soon as possible to inform you of this error and we will give you the option of continuing to purchase the Product at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing.
14. HOW TO PAY
14.1 You can pay for Products using a debit card/ credit card or Paypal. We accept the following cards: Visa Delta, Visa Electron, MasterCard, UK based Maestro and Solo cards.
14.2 Payment for the Products and all applicable delivery charges is in advance. We will not charge your debit card or credit card until we dispatch your order.
15. MANUFACTURER GUARANTEES
15.1 Some of the Products we sell to you come with a manufacturer's guarantee. For details of the applicable terms and conditions, please refer to the manufacturer's guarantee provided with the Products.
15.2 If you are a consumer, a manufacturer's guarantee is in addition to, and does not affect, your legal rights in relation to Products that are faulty or not as described. Advice about your legal rights is available from your local Citizens' Advice Bureau or Trading Standards office.
16. OUR LIABILITY IF YOU ARE A BUSINESS
This clause 16 only applies if you are a business customer.
16.1 We only supply the Products for internal use by your business, and you agree not to use the Product for any resale purposes.
16.2 Nothing in these Terms limits or excludes our liability for:
16.2.1 death or personal injury caused by our negligence;
16.2.2 fraud or fraudulent misrepresentation;
16.2.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
16.2.4 defective products under the Consumer Protection Act 1987.
16.3 Subject to clause 16.2, we will under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
16.3.1 any loss of profits, sales, business, or revenue;
16.3.2 loss or corruption of data, information or software;
16.3.3 loss of business opportunity;
16.3.4 loss of anticipated savings;
16.3.5 loss of goodwill; or
16.3.6 any indirect or consequential loss.
16.4 Subject to clause 16.2, our total liability to you in respect of all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 100% of the price of the Products.
16.5 Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to the Products. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Products are suitable for your purposes.
17. OUR LIABILITY IF YOU ARE A CONSUMER
This clause 17 only applies if you are a consumer.
17.1 If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious consequence of our breach or if it was contemplated by you and us at the time we entered into this contract.
17.2 We only supply the Products for domestic and private use. You agree not to use the product for any commercial, business or resale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
17.3 We do not in any way exclude or limit our liability for:
17.3.1 death or personal injury caused by our negligence;
17.3.2 fraud or fraudulent misrepresentation;
17.3.3 any breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession);
17.3.4 any breach of the terms implied by section 13 to 15 of the Sale of Goods Act 1979 (description, satisfactory quality, fitness for purpose and samples); and
17.3.5 defective products under the Consumer Protection Act 1987.
18. EVENTS OUTSIDE OUR CONTROL
18.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in clause 18.2.
18.2 An Event Outside Our Control means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
18.3 If an Event Outside Our Control takes place that affects the performance of our obligations under a Contract:
18.3.1 we will contact you as soon as reasonably possible to notify you; and
18.3.2 our obligations under a Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Products to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
18.4 You may cancel a Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us. If you opt to cancel, you will have to return (at our cost) any relevant Products you have already received and we will refund the price you have paid, including any delivery charges.
19. OUR LIABILITY FOR CONTENT ON OUR SITE
19.1 Subject to clauses 16 and 17, the material displayed on our Site is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, we, other members of our group of companies and third parties connected to us hereby expressly exclude:
19.1.1 all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.
19.1.2 any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with our Site or in connection with the use, inability to use, or results of the use of our Site, any websites linked to it and any materials posted on it, including, without limitation any liability for:
19.1.3 loss of income or revenue;
19.1.4 loss of business;
19.1.5 loss of profits or contracts;
19.1.6 loss of anticipated savings;
19.1.7 loss of data;
19.1.8 loss of goodwill;
19.1.9 wasted management or office time; and
19.1.10 for any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to your tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out above.
19.2 This does not affect our liability for death or personal injury arising from our negligence, nor our liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, nor any other liability which cannot be excluded or limited under applicable law.
20. INFORMATION ABOUT YOU AND YOUR VISITS TO OUR SITE
21 UPLOADING MATERIAL TO OUR SITE
21.1 Whenever you make use of a feature that allows you to upload material to our Site, or to make contact with other users of our Site, you must comply with the content standards set out in clauses 25 to 29 of these Terms. You warrant that any such contribution does comply with those standards, and you indemnify us for any breach of that warranty.
21.2 Any material you upload to our Site will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such material for any purpose. We also have the right to disclose your identity to any third party who is claiming that any material posted or uploaded by you to our Site constitutes a violation of their intellectual property rights, or of their right to privacy.
21.3 We will not be responsible, or liable to any third party, for the content or accuracy of any materials posted by you or any other user of our Site.
21.4 We have the right to remove any material or posting you make on our Site if, in our opinion, such material does not comply with the content standards set out in clauses 25 to 29 of these Terms.
22. VIRUSES, HACKING AND OTHER OFFENCES
22.1 You must not misuse our Site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to our Site, the server on which our Site is stored or any server, computer or database connected to our Site. You must not attack our Site via a denial-of-service attack or a distributed denial-of service attack.
22.2 By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Site will cease immediately.
22.3 We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our Site or to your downloading of any material posted on it, or on any website linked to it.
23. LINKING TO OUR SITE
23.1 You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.
23.2 You must not establish a link from any website that is not owned by you.
23.3 Our Site must not be framed on any other Site, nor may you create a link to any part of our Site other than the home page. We reserve the right to withdraw linking permission without notice. The website from which you are linking must comply in all respects with the content standards set out in clauses 25 to 29 of these Terms.
23.4 If you wish to make any use of material on our Site other than that set out above, please address your request to email@example.com.
24. LINKS FROM OUR SITE
Where our Site contains links to other Sites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those Sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.
25. PROHIBITED USES
25.1 The provisions of this clause 25 sets out the terms between you and us under which you may access our Site.
25.2 You may use our Site only for lawful purposes. You may not use our Site:
25.2.1 in any way that breaches any applicable local, national or international law or regulation;
25.2.2 in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
25.2.3 for the purpose of harming or attempting to harm minors in any way;
25.2.4 to send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards as set out in clause 27;
25.2.5 to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam);
25.2.6 to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
25.3 You also agree:
25.3.1 not to reproduce, duplicate, copy or re-sell any part of our Site in contravention of the provisions of these Terms;
25.3.2 not to access without authority, interfere with, damage or disrupt:
184.108.40.206 any part of our Site;
220.127.116.11 any equipment or network on which our Site is stored;
18.104.22.168 any software used in the provision of our Site; or
22.214.171.124 any equipment or network or software owned or used by any third party.
26 INTERACTIVE SERVICES
26.1 We may from time to time provide interactive services on our Site, including, without limitation:
26.1.1 chat rooms; and
26.1.2 bulletin boards (Interactive Services).
26.2 Where We do provide any Interactive Service, we will provide clear information to you about the kind of service offered, if it is moderated and what form of moderation is used (including whether it is human or technical).
26.3 We will do our best to assess any possible risks for users (and in particular, for children) from third parties when they use any Interactive Service provided on our Site, and we will decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in the light of those risks. However, we are under no obligation to oversee, monitor or moderate any Interactive Service we provide on our Site, and we expressly exclude our liability for any loss or damage arising from the use of any Interactive Service by a user in contravention of our content standards, whether the service is moderated or not.
26.4 The use of any of our Interactive Services by a minor is subject to the consent of their parent or guardian. We advise parents who permit their children to use an interactive service that it is important that they communicate with their children about their safety online, as moderation is not foolproof. Minors who are using any interactive service should be made aware of the potential risks to them.
26.5 Where we do moderate an Interactive Service, we will normally provide you with a means of contacting the moderator, should a concern or difficulty arise.
27 CONTENT STANDARDS
27.1 These content standards apply to any and all material which you contribute to our Site (Contributions), and to any Interactive Services associated with it.
27.2 You must comply with the spirit of the following standards as well as the letter. The standards apply to each part of any Contribution as well as to its whole.
27.3 Contributions must:
27.3.1 be accurate (where they state facts);
27.3.2 be genuinely held (where they state opinions); and
27.3.3 comply with applicable law in the UK and in any country from which they are posted.
27.4 Contributions must not:
27.4.1 contain any material which is defamatory of any person;
27.4.2 contain any material which is obscene, offensive, hateful or inflammatory;
27.4.3 promote sexually explicit material;
27.4.4 promote violence;
27.4.5 promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
27.4.6 infringe any copyright, database right or trade mark of any other person;
27.4.7 be likely to deceive any person;
27.4.8 be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence;
27.4.9 promote any illegal activity;
27.4.10 be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or needless anxiety;
27.4.11 be likely to harass, upset, embarrass, alarm or annoy any other person;
27.4.12 be used to impersonate any person, or to misrepresent your identity or affiliation with any person;
27.4.13 give the impression that they emanate from us, if this is not the case; or
27.4.14 Advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.
28 SUSPENSION AND TERMINATION
28.1 We will determine, in our discretion, whether there has been a breach of these through your use of our Site. When a breach of these Terms has occurred, we may take such action as we deem appropriate.
28.2 Failure to comply with these Terms may result in our taking all or any of the following actions:
28.2.1 immediate, temporary or permanent withdrawal of your right to use our Site;
28.2.2 immediate, temporary or permanent removal of any posting or material uploaded by you to our Site;
28.2.3 issue of a warning to you;
28.2.4 legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach;
28.2.5 further legal action against you;
28.2.6 disclosure of such information to law enforcement authorities as we reasonably feel is necessary.
28.3 We exclude liability for actions taken in response to breaches of clauses 25 to 28 (inclusive). The responses described in this clause 28 are not limited, and We may take any other action We reasonably deem appropriate.
29 COMMUNICATIONS BETWEEN US
29.1 When we refer, in these Terms, to "in writing", this will include e-mail.
29.2 If you are a consumer you may contact us as described in clause 1.2.
29.3 If you are a business:
29.3.1 Any notice or other communication given by you to us, or by us to you, under or in connection with the Contract shall be in writing and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service or e-mail.
29.3.2 A notice or other communication shall be deemed to have been received: if delivered personally, when left at our registered office; 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 or if sent by e-mail, one Business Day after transmission.
29.3.3 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
29.3.4 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
30 OTHER IMPORTANT TERMS
30.1 We may transfer our rights and obligations under a Contract to another organisation, but this will not affect your rights or our obligations under these Terms. We will always notify you in writing or by posting on this webpage if this happens.
30.2 You may only transfer your rights or your obligations under these Terms to another person if we agree in writing.
30.3 This Contract is between you and us. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
30.4 Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
30.5 If we fail to insist that you perform any of your obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
30.6 If you are a consumer, please note that these Terms are governed by English law. This means a Contract for the purchase of Products through our Site and any dispute or claim arising out of or in connection with it will be governed by English law. You and we both agree to that the courts of England and Wales will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are a resident of Scotland, you may also bring proceedings in Scotland.
30.7 If you are a business, a Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
30.8 If you are a business, we both irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with a Contract or its subject matter or formation (including non-contractual disputes or claims).
31 YOUR CONCERNS
If you have any concerns about material which appears on our Site, please contact firstname.lastname@example.org.
HEAT GROUP (UK) LIMITED B2B TERMS AND CONDITIONS
1.1 Definitions. In these Conditions, the following definitions apply:
Account: has the meaning given in clause 8.1.
Business Day: a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.
Company: Heat Group (UK) Limited registered in England and Wales with company number 06265352.
Conditions: the terms and conditions set out in this document as amended from time to time in accordance with clause 13.6.
Contract: the contract between the Company and the Customer for the sale and purchase of the Goods in accordance with these Conditions.
Customer: the business or firm who purchases Goods from the Company.
Force Majeure Event: has the meaning given in clause 11.
Goods: the goods (or any part of them) set out in the Order.
Order: the Customer’s order for Goods.
In these Conditions, the rules of construction in this clause apply:
1.1.1 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.1.2 A reference to a party includes its personal representatives, successors or permitted assigns.
1.1.3 A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.
1.1.4 Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
1.1.5 A reference to writing or written includes faxes and e-mails.
2. BASIS OF CONTRACT
2.1 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.2 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 its Order and any other information or instructions it gives to the Company in connection with its Order are complete and accurate.
2.3 The Order shall only be deemed to be accepted when the Company issues a written acceptance of the Order or supplies the Goods to the Customer (whichever is the earlier), at which point a Contract shall come into existence.
2.4 The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Company which is not set out in the Contract.
2.5 Any samples, drawings, descriptive matter, or advertising produced by the Company and any descriptions or illustrations contained in the Company's literature are produced for the sole purpose of giving an approximate idea of the Goods described in them. They shall not form part of the Contract or have any contractual force.
2.6 A quotation for the Goods given by the Company shall not constitute an offer. A quotation shall only be an estimated value of the Goods, and exclude any value added tax (VAT) liability.
3. DELIVERY AND COLLECTION
3.1 The Company shall either:
3.1.1 deliver the Goods to the location set out in the Order or such other location as the parties may agree (Delivery Location) at any time after the Company notifies the Customer that the Goods are ready; or
3.1.2 inform the Customer that the Goods are ready for collection.
3.2 If the Company notifies the Customer under clause 3.1.2 above, the Customer shall collect the Goods during normal business hours from the Company's premises within 14 Business Days of the Company’s notification.
3.3 Delivery of the Goods shall be completed on the Goods' arrival at the Delivery Location or the Customer’s collection in accordance with clause 3.2.
3.4 Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. The Company shall not be liable for any delay in delivery of the Goods that is caused by a Force Majeure Event or the Customer's failure to provide the Company with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
3.5 If the Customer fails to take delivery of the Goods within 14 Business Days of the Company notifying the Customer that the Goods are ready, then, except where such failure or delay is caused by a Force Majeure Event or the Company's failure to comply with its obligations under the Contract:
3.5.1 delivery of the Goods shall be deemed to have been completed at 9.00 am on the 14th Business Day after the day on which the Company notified the Customer that the Goods were ready; and
3.5.2 the Company shall store the Goods until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).
3.6 If 14 Business Days after the day on which the Company notified the Customer that the Goods were ready for delivery the Customer has not taken delivery of the Goods, the Company may resell or otherwise dispose of part or all of the Goods.
3.7 The Company may deliver the Goods by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate Contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.
4.1 The Customer acknowledges that the Company is a reseller of the Goods and that the Goods are being sold subject to the manufacturer’s warranty. The Company shall pass on the benefit of that manufacturer’s warranty to the Customer.
4.2 The Company warrants that on delivery, and for a period of three months from the date of delivery (warranty period), the Goods shall:
4.2.1 conform in all material respects with their description;
4.2.2 be free from material defects in design, material and workmanship; and
4.2.3 be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and
4.2.4 be fit for any purpose held out by the Company.
4.3 Subject to clause 4.4, if:
4.3.1 the Customer gives notice in writing to the Company during the warranty period within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in clause 4.1;
4.3.2 the Company and any respective manufacturer of the Goods are given a reasonable opportunity of examining such Goods; and
4.3.3 the Customer (if asked to do so by the Company) returns such Goods to the Company's place of business, the Company shall, at its option, repair or replace the defective Goods, or return faulty Goods to the respective manufacturer and issue the Customer with a credit note for the price of the defective Goods in full if determined by the manufacturer that the Goods are faulty.
4.4 The Company shall not be liable for Goods' failure to comply with the warranty set out in clause 4.1 in any of the following events:
4.4.1 the Customer makes any further use of such Goods after giving notice in accordance with clause 4.3;
4.4.2 the defect arises because the Customer failed to follow the Company's oral or written instructions as to the storage, commissioning, installation, use and maintenance of the Goods or (if there are none) good trade practice regarding the same;
4.4.3 the Customer alters or repairs such Goods without the written consent of the Company;
4.4.4 the Customer does anything which would invalidate any manufacturer warranty in respect of the Goods;
4.4.5 the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
4.4.6 the Goods differ from their description as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
4.5 Except as provided in this clause 4, the Company shall have no liability to the Customer in respect of the Goods' failure to comply with the warranty set out in clause 4.1.
4.6 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.
4.7 These Conditions shall apply to any repaired or replacement Goods supplied by the Company.
5.1 Save in respect of faulty Goods:
5.1.1 the Customer may return any Goods that have not been used or installed within one month from the date of purchase provided that the Goods are returned in their original packaging and condition and the Customer provides proof of purchase;
5.1.2 the Customer may not return any Goods under £5.00 in value;
5.1.3 the Customer may not return any made-to-measure or special order Goods.
5.2 The Customer acknowledges that any Goods which have been fitted or installed shall not be returnable unless they are faulty.
5.3 The Customer shall pay to the Company an administration charge of £5.00 in respect of any Goods returned pursuant to this clause.
5.4 Any electrical components or Goods supplied by the Company shall not be accepted for return, and no credit issued in respect of the item, unless it can be demonstrated as faulty, and the original purchase invoice provided.
6. TITLE AND RISK
6.1 The risk in the Goods shall pass to the Customer on completion of delivery.
6.2 Title to the Goods shall not pass to the Customer until:
6.2.1 the Company receives payment in full (in cash or cleared funds) for the Goods and 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; or
6.2.2 if the Customer resells the Goods, where title to the Goods shall pass to the Customer in accordance with clause 6.4 below.
6.3 Until title to the Goods has passed to the Customer, the Customer shall:
6.3.1 hold the Goods on a fiduciary basis as the Company's bailee;
6.3.2 store the Goods separately from all other goods held by the Customer so that they remain readily identifiable as the Company's property;
6.3.3 not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
6.3.4 maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery;
6.3.5 notify the Company immediately if it becomes subject to any of the events listed in clause 9.2; and
6.3.6 give the Company such information relating to the Goods as the Company may require from time to time.
6.4 Subject to Clause 6.3, the Customer may resell or use the Goods in the ordinary course of its business (but not otherwise) before title to the Goods has passed to the Customer. However, if the Customer resells the Goods before that time:
6.4.1 it does so as principal and not as the Company’s agent; and
6.4.2 title to the Goods shall pass from the Company to the Customer immediately before the time at which resale by the Customer occurs.
6.5 If before title to the Goods passes to the Customer the Customer becomes subject to any of the events listed in clause 9.2 then, without limiting any other right or remedy the Company may have:
6.5.1 the Customer’s right to resell the Goods or use them in the ordinary course of its business ceases immediately; and
6.5.2 the Company may at any time:
(i) require the Customer to deliver up all Goods in its possession that have not been resold, or irrevocably incorporated into another product; and
(ii) if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Goods are stored in order to recover them.
7. PRICE AND PAYMENT
7.1 The price of the Goods shall be the price as quoted.
7.2 The Company may, 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:
7.2.1 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);
7.2.2 any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Specification; or
7.2.3 any delay caused by any instructions of the Customer or failure of the Customer to give the Company adequate or accurate information or instructions.
7.3 The Customer acknowledges that delivery and insurance charges in respect of the Goods may apply and the Company shall notify the Customer of any such costs.
7.4 The price of the Goods is exclusive of amounts in respect of VAT. The Customer shall, pay to the Company such additional amounts in respect of VAT as are chargeable on the supply of the Goods in accordance with the Company’s invoice.
7.5 Unless otherwise agreed and subject to clause 8 below, the price for the Goods shall be payable by the Customer to the Company:
7.5.1 in respect of Goods in stock, on Order; and
7.5.2 in respect of made to measure Goods or Goods that are out of stock or require special delivery, a deposit of 50% of the total price on Order and the balance on delivery.
7.6 Time of payment is of the essence.
7.7 The Customer shall pay all amounts due under the Contract in full without any deduction or withholding except as required by law and the Customer shall not be entitled to assert any credit, set-off or counterclaim against the Company in order to justify withholding payment of any such amount in whole or in part. The Company may at any time, without limiting any other rights or remedies it may have, set off any amount owing to it by the Customer against any amount payable by the Company to the Customer.
8. CUSTOMER ACCOUNTS
8.1 The Company may, but is not obliged to, offer a credit facility account to the Customer on such terms and conditions as it thinks fit.
8.2 In the event the Company offers the Customer a credit facility, any payments due to the Company in respect of the Goods (or otherwise) shall be payable by the Customer within 30 days following the end of the calendar month of the date of an invoice.
8.3 Payments under this clause can be made by cash, credit or debit card, BACS, direct debit or cheque.
8.4 If the Customer fails to make a payment due under this clause by the due date, interest shall be payable at a rate of 5% a year above the Bank of England's base rate from time to time. This interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. The Customer shall pay the interest together with the overdue amount.
9. CUSTOMER'S INSOLVENCY OR INCAPACITY
9.1 If the Customer becomes subject to any of the events listed in clause 9.2, or the Company reasonably believes that the Customer is about to become subject to any of them and notifies the Customer accordingly, then, without limiting any other right or remedy available to the Company, the Company may cancel or suspend all further deliveries under the Contract or under any other contract between the Customer and the Company without incurring any liability to the Customer, and all outstanding sums in respect of Goods delivered to the Customer shall become immediately due.
9.2 For the purposes of clause 9.1, the relevant events are:
9.2.1 the Customer suspends, or threatens to suspend, payment of its debts, or is unable to pay its debts as they fall due or admits inability to pay its debts, or (being a company) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986, or (being an individual) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986, or (being a partnership) has any partner to whom any of the foregoing apply;
9.2.2 the Customer commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors other than (where the Customer is a company) where these events take place for the sole purpose of a scheme for a solvent amalgamation of the Customer with one or more other companies or the solvent reconstruction of the Customer;
9.2.3 (being a company) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of the Customer, other than for the sole purpose of a scheme for a solvent amalgamation of the Customer with one or more other companies or the solvent reconstruction of the Customer;
9.2.4 a creditor or encumbrancer of the Customer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and such attachment or process is not discharged within 14 days;
9.2.5 (being a company) an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over the Customer;
9.2.6 (being a company) a floating charge holder over the Customer's assets has become entitled to appoint or has appointed an administrative receiver;
9.2.7 a person becomes entitled to appoint a receiver over the Customer's assets or a receiver is appointed over the Customer's assets;
9.2.8 any event occurs, or proceeding is taken, with respect to the Customer in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 9.2.1to clause 9.2.7 (inclusive);
9.2.9 the Customer suspends, threatens to suspends, ceases or threatens to cease to carry on all or substantially the whole of its business;
9.2.10 the Customer's financial position deteriorates to such an extent that in the Company's opinion the Customer's capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
9.3 Termination of the Contract, however arising, shall not affect any of the parties' rights and remedies that have accrued as at termination. Clauses which expressly or by implication survive termination of the Contract shall continue in full force and effect.
10. LIMITATION OF LIABILITY
10.1 Nothing in these Conditions shall limit or exclude the Company's liability for:
10.1.1 death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors (as applicable);
10.1.2 fraud or fraudulent misrepresentation;
10.1.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979;
10.1.4 defective products under the Consumer Protection Act 1987; or
10.1.5 any matter in respect of which it would be unlawful for the Company to exclude or restrict liability.
10.2 The Company has insurance cover in respect of its own legal liability for individual claims. The Company does not accept liability for claims that exceed £10,000 per claim. The Company’s liability is therefore limited to £10,000 and the Customer is responsible for making its own arrangements for the insurance of any excess loss.
10.3 Subject to clause 10.1 the Company shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
10.4 Subject to clause 10.1 and 10.2, the Company's total liability to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the price paid by the Customer in respect of the Goods.
11. FORCE MAJEURE
Neither party shall be liable for any failure or delay in performing its obligations under the Contract to the extent that such failure or delay is caused by a Force Majeure Event. A Force Majeure Event means any event beyond a party's reasonable control, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including strikes, lock-outs or other industrial disputes (whether involving its own workforce or a third party's), failure of energy sources or transport network, acts of God, war, terrorism, riot, civil commotion, interference by civil or military authorities, national or international calamity, armed conflict, malicious damage, breakdown of plant or machinery, nuclear, chemical or biological contamination, sonic boom, explosions, collapse of building structures, fires, floods, storms, earthquakes, loss at sea, epidemics or similar events, natural disasters or extreme adverse weather conditions, or default of suppliers or subcontractors.
12. HOW WE MAY USE YOUR PERSONAL INFORMATION
13.1 Assignment and subcontracting.
13.1.1 The Company may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract.
13.1.2 The Customer may not assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract without the prior written consent of the Company.
13.2.1 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 or its principal place of business 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, sent by pre-paid first class post, recorded delivery, commercial courier, fax or e-mail.
13.2.2 A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 13.2.1; if sent by pre-paid first class post or recorded delivery, 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 fax or e-mail, one Business Day after transmission.
13.2.3 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
13.3.1 If any court or competent authority finds that any provision of the Contract (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of the Contract shall not be affected.
13.3.2 If any invalid, unenforceable or illegal provision of the Contract would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
13.4 Waiver. A waiver of any right or remedy under the Contract is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. No failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
13.5 Third party rights. A person who is not a party to the Contract shall not have any rights under or in connection with it.
13.6 Variation. Except as set out in these Conditions, any variation to the Contract, including the introduction of any additional terms and conditions, shall only be binding when agreed in writing and signed by the Company.
13.7 Governing law and jurisdiction. The Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, English law, and the parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.
HEAT GROUP (UK) LIMITED TERMS AND CONDITIONS
1.1 When the following words with capital letters are used in these Terms, this is what they will mean:
1.1.1 Event Outside Our Control: is defined in clause 11.2;
1.1.2 Goods: the goods that We are selling to you;
1.1.3 Order: your order for the Goods;
1.1.4 Terms: the terms and conditions set out in this document; and
1.1.5 We/Our/Us: Heat Group (UK) Limited whose registered number is 06265352 and whose registered office is at Unit 26 Aston Business Park, Shrewsbury Avenue, Woodston, Peterborough, PE2 7BX.
1.2 When We use the words "writing" or "written" in these Terms, this will include e-mail unless We say otherwise.
2. OUR CONTRACT WITH YOU
2.1 These are the terms and conditions on which We supply Goods to you.
2.2 Please ensure that you read these Terms carefully, and check that the details in your Order, the information you provide to us regarding your requirements and the details in these Terms are complete and accurate. If you think that there is a mistake with your Order or these Terms, please contact Us to discuss, and please make sure that you ask Us to confirm any changes in writing to avoid any confusion between you and Us.
2.3 We consider that these Terms and your Order constitute the whole agreement between you and Us.
2.4 When you place an Order, this does not mean We have accepted your order for Goods. If We are unable to supply you with the Goods, We will inform you of this and We will not process your Order.
2.5 These Terms will become binding on you and Us when We issue you with a written acceptance of your Order or supply the Goods to you (whichever is the earlier), at which point a contract will come into existence between you and Us.
2.6 If any of these Terms conflict with any term of your Order, then your Order will take priority.
2.7 Our website, catalogue and brochure are solely for the promotion of Our Goods in the UK. Unfortunately, We do not accept orders from or deliver to addresses outside the UK.
2.8 The images of the Goods on Our website or in Our catalogue or brochure are for illustrative purposes only. Your Goods may vary slightly from those images.
3. CHANGES TO ORDER OR TERMS
3.1 We may revise these Terms from time to time in the following circumstances:
3.1.1 changes in how We accept payment from you; or
3.1.2 changes in relevant laws and regulatory requirements.
3.2 If We have to revise these Terms under clause 3.1, We will give you at least two month's written notice of any changes to these Terms before they take effect. You can choose to cancel the contract in accordance with clause 12.
3.3 You may make a change to your Order for Goods on the same day of placing your Order by contacting Us. Where this means a change in the total price of the Goods, We will notify you of the amended price. You can choose to cancel your Order in accordance with clause 12.1 in these circumstances.
3.4 If you wish to cancel your Order before it has been fulfilled, please see your right to do so in clause 12.
4. DELIVERY OF GOODS
4.1 Unless otherwise stated, delivery charges may apply and delivery is estimated to be next day. Same day delivery may be available, but you will be advised of this upon confirmation of your Order. Unfortunately We do not accept orders from or deliver to addresses outside the UK.
4.2 Occasionally Our delivery to you may be affected by an Event Outside Our Control. See clause 11 for Our responsibilities when this happens.
4.3 If you are collecting Goods from Our premises, you can collect the Goods from Us at any time during Our working hours of 7.30 am to 5.00 pm on weekdays and 8.00 am to 12.00 pm on Saturdays, at least 24 hours after you have received confirmation from Us that your Order is ready for collection, unless otherwise agreed.
4.4 Delivery of an Order shall be completed when We deliver the Goods to the address you gave Us.
4.5 If no one is available at your address to take delivery, We will leave you a note that the Goods have been returned to Our premises, in which case, please contact us to rearrange delivery or collection.
4.6 If We are not able to deliver the whole of your Order at one time due to operational reasons or shortage of stock, We will deliver your Order in instalments. We will not charge you extra delivery costs for this. However, if you ask Us to deliver your Order in instalments, We may charge you extra delivery costs. Each instalment shall constitute a separate contract governed by these Terms. If We are late delivering an instalment or one instalment is faulty, that will not entitle you to cancel any other instalment.
4.7 The Goods will be your responsibility from the completion of delivery or from when you collect the Goods from Us (whichever may be the case).
4.8 You own the Goods once We have received payment in full and the Goods have been delivered to or collected by you.
5.1 Save in respect of faulty Goods (in which case clause 6 shall apply):
5.1.1 you may return any Goods that have not been used or installed within one month from the date of purchase provided that the Goods are returned in their original packaging and condition and you provide proof of purchase;
5.1.2 due to the administration time involved, you may not return any Goods under £5.00 in value;
5.1.3 you may not return any made-to-measure or special order Goods.
5.2 You acknowledge that any Goods which have been fitted or installed shall not be returnable unless they are faulty.
5.3 You shall pay to Us an administration charge of £5.00 in respect of any Goods returned pursuant to this clause.
5.4 Any electrical components or Goods supplied by us shall be not be accepted for return, and no credit issued in respect of the item, unless it can be demonstrated as faulty and the original purchase invoice provided.
6. IF THE GOODS ARE FAULTY
As a consumer, you have legal rights in relation to Goods that are faulty or not as described. Advice about your legal rights is available from your local Citizens' Advice Bureau or Trading Standards office. Nothing in these Terms will affect these legal rights.
7. THIRD-PARTY MANUFACTURER'S GUARANTEE OF GOODS
7.1 The Goods come with a manufacturer's guarantee. For details, please refer to the manufacturer's guarantee provided with the Goods.
7.2 If there is a fault with the Goods, please contact Us as soon as possible with details of the alleged fault. We will contact the manufacturer on your behalf. We are under no obligation to provide additional Goods to you whilst any claim under the guarantee is being effected but if you ask Us to process that for you and We receive a credit from the manufacturer, we will issue you with a credit or refund you in respect of the full amount for any faulty Goods.
7.3 This guarantee is in addition to your legal rights in relation to the Goods that are faulty or not as described. Advice about your legal rights is available from your local Citizens' Advice Bureau or Trading Standards office.
8. PRICE AND PAYMENT
8.1 The price of the Goods will be set out in your Order. Our prices may change at any time, but price changes will not affect Orders that We have confirmed with you.
8.2 The prices for the Goods exclude Value Added Tax and delivery costs, which will be added to the total amount due.
8.3 It is always possible that, despite Our best efforts, some of the Goods We sell may be incorrectly priced. We will normally check prices as part of Our despatch procedures so that, where the Goods' correct price is less than Our stated price, We will charge the lower amount when dispatching the Goods to you. If the Goods' correct price is higher than the price stated in Our literature, We will contact you to tell you and for your instructions. If the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mispricing, We do not have to provide the Goods to you at the incorrect (lower) price.
8.4 Where We are providing Goods to you, you must make payment for Goods in advance by cash (if in-store) credit or debit card or by paypal if your Order is placed through Ebay. We accept payment with Visa, Mastercard and all generally accepted debit cards. We will not charge your credit or debit card until We despatch the Goods to you.
8.5 If you do not make any payment due to Us with your Order or upon confirmation of your Order, the Goods will not be dispatched to you until full payment has been received by Us.
8.6 However, if you dispute an invoice in good faith and contact Us to let Us know promptly after you have received an invoice that you dispute it, a refund of any incorrect charges may be made to you.
9. OUR LIABILITY TO YOU
9.1 If We fail to comply with these Terms, We are responsible for loss or damage you suffer that is a foreseeable result of Our breach of the Terms or Our negligence, but We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of our breach or if they were contemplated by you and Us at the time we entered into this contract.
9.2 We only supply the Goods for domestic and private use. You agree not to use the Goods for any commercial, business or re-sale purpose, and We have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
9.3 We do not exclude or limit in any way Our liability for:
9.3.1 death or personal injury caused by Our negligence or the negligence of Our employees, agents or subcontractors;
9.3.2 fraud or fraudulent misrepresentation;
9.3.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979(title and quiet possession);
9.3.4 breach of the terms implied by sections 13, 14 and 15 of the Sale of Goods Act 1979 (description, satisfactory quality, fitness for purpose and samples); and
9.3.5 defective products under the Consumer Protection Act 1987.
10. EVENTS OUTSIDE OUR CONTROL
10.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of Our obligations under these Terms that is caused by an Event Outside Our Control.
10.2 An Event Outside Our Control means any act or event beyond Our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.
10.3 If an Event Outside Our Control takes place that affects the performance of Our obligations under these Terms:
10.3.1 We will contact you as soon as reasonably possible to notify you; and
10.3.2 Our obligations under these Terms will be suspended and the time for performance of Our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects Our delivery of Goods to you, We will arrange a new delivery date with you after the Event Outside Our Control is over.
10.4 You may cancel the contract if an Event Outside Our Control takes place and you no longer wish Us to provide the Goods. Please see your cancellation rights under clause 12. We will only cancel the contract if the Event Outside Our Control continues for longer than 4 weeks in accordance with Our cancellation rights in clause 12.
11. YOUR CANCELLATION RIGHTS
Before the Goods are delivered, you have the following rights to cancel your Order for Goods, including where you choose to cancel because We are affected by an Event Outside Our Control or We change these Terms under clause 3.1 to your material disadvantage:
11.1 You may cancel any Order for Goods within seven calendar days of placing your Order by contacting Us. We will confirm your cancellation in writing to you.
11.2 If you cancel your Order under clause 12.1.1 and you have made any payment in advance for Goods that have not been delivered to you, We will refund these amounts to you.
11.3 Unfortunately, if you cancel your Order for Goods under clause 12.1.1 and We have already despatched your Goods to you, We will not be able to cancel your Order until it is delivered. In this case, if you return the Goods to Us, We will have to charge you the cost of collection or you will have to pay the cost of returning the Goods back to Us. This will not affect your refund for the Goods, but any charge for collection will be deducted from the refund that is due to you.
12. OUR CANCELLATION RIGHTS
12.1 We may have to cancel your Order before the Goods are delivered, due to an Event Outside Our Control or the unavailability of stock. We will promptly contact you if this happens.
12.2 If We have to cancel your Order under clause 13.1.1 and you have made any payment in advance for Goods that have not been delivered to you, We will refund these amounts to you.
13. INFORMATION ABOUT US AND HOW TO CONTACT US
13.1 We are a company registered in England and Wales. Our company registration number is 06265352 and Our registered office is at Unit 26 Aston Business Park, Shrewsbury Avenue, Woodston, Peterborough, PE2 7BX.
13.2 If you have any questions or if you have any complaints, please contact Us. You can contact Us by telephoning Our customer service team at 01733 232499 or by e-mailing Us at email@example.com.
13.3 If you wish to contact Us in writing, or if any clause in these Terms requires you to give Us notice in writing (for example, to cancel the contract), you can send this to Us by e-mail, by hand, or by pre-paid post to Heat Group (UK) Limited at unit 26 & 27, Aston Business Park, Shrewsbury Avenue, Peterborough, PE2 7BX or firstname.lastname@example.org . We will confirm receipt of this by contacting you in writing. If We have to contact you or give you notice in writing, We will do so by e-mail, by hand, or by pre-paid post to the address you provide to Us in your Order.
14. HOW WE MAY USE YOUR PERSONAL INFORMATION
15. OTHER IMPORTANT TERMS
15.1 We may transfer Our rights and obligations under these Terms to another organisation, and We will always notify you in writing if this happens, but this will not affect your rights or Our obligations under these Terms.
15.2 You may only transfer your rights or your obligations under these Terms to another person if We agree in writing.
15.3 This contract is between you and Us. No other person shall have any rights to enforce any of its terms. However, the purchaser of your property will have the benefit of the guarantee at clause 7.1 if you transfer it to them, but We and you will not need their consent to cancel or make any changes to these Terms.
15.4 Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
15.5 If We fail to insist that you perform any of your obligations under these Terms, or if We do not enforce Our rights against you, or if We delay in doing so, that will not mean that We have waived Our rights against you and will not mean that you do not have to comply with those obligations. If We do waive a default by you, We will only do so in writing, and that will not mean that We will automatically waive any later default by you.
15.6 These Terms are governed by English law. You and We both agree to submit to the non-exclusive jurisdiction of the English courts.