CONDITIONS OF SALE
1 INFORMATION ABOUT US AND HOW TO CONTACT US
1.1 We are First Stone Worktops Limited, a company incorporated in England and Wales with company number 09237618 (the ‘Company’, ‘we’ or ‘us’). Our registered address is Index House, Midhurst Road, Liphook, Hampshire GU30 7TN. Our registered VAT number is 199040095.
1.2 You can contact us by calling our customer service team on 01420 408787 or by writing to us by email at info@firststoneworktops.co.uk or to our showroom at 59d, The Whitehill & Bordon Enterprise Centre, Budds Lane, Bordon GU35 0FJ
1.3 These conditions (the “Conditions”) apply to all sale of Goods by First Stone and shall prevail over any other terms and conditions the Customer seeks to impose or incorporate or which are implied by trade, custom, practice or course of dealing.
1.4 First Stone’s agents or representatives shall have no authority to vary these Conditions unless specifically agreed in writing by First Stone and the Customer, and any such variation must be signed by an authorised signatory of First Stone. First Stone reserves the right to vary these Conditions from time to time.
1.5 The following terms below shall have the following meanings in these Conditions:
1.5.1 Accepted: means the acceptance by First Stone of an Order, as described in clause 4.1.
1.5.2 Contract: means the contract between a Customer and First Stone for the supply of the Goods set out in an Order which is made at the point at which an Order is Accepted.
1.5.3 Customer: the person or firm who purchases the Goods from First Stone. Where the context allows we also refer in these Conditions to the Customer as ‘you’.
1.5.4 Goods: the goods (or any part of them) set out in the Order including worktops, fireplaces, floors, bath or basin surrounds, window cills or shelves or any other stone or ancillary finishes.
1.5.5 Order: the Customer’s Order for Goods, however placed, which may set out in the Customer’s purchase Order form or the Customer’s written acceptance of First Stone’s quotation, or be placed over the telephone, or in branch, as the case may be.
1.5.6 Special Order: any Order which is bespoke, personalised or custom made for the customer.
2 THESE CONDITIONS
2.1 Please read these Conditions carefully before you submit an Order to us. These Conditions tell you who we are, how we will provide Goods to you, how you and we may change or end the Contract and other important information.
3 BUSINESS CUSTOMERS AND CONSUMERS
3.1 You will have different rights depending on whether you are a consumer or a business customer. You are a consumer if:
3.1.1 you are an individual; and
3.1.2 you are buying Goods from First Stone wholly or mainly for your personal use (and not for use in connection with your trade, business, craft or profession).
3.2 These Conditions are generally applicable to both consumer and business customers, however where specific provisions apply only to consumer or business customers, we will indicate this using bold font at the start of the relevant provision.
4 THE ORDER
4.1 The Order constitutes an offer by the Customer to purchase the Goods in accordance with these Conditions. The Order shall only be deemed to be Accepted when First Stone issues either a written acceptance of the Order, or a verbal Acceptance of the Order over the telephone, at which point a Contract between First Stone and the Customer shall come into existence.
4.2 Once the Order is agreed, we require a 50% deposit to secure the Order. First Stone will not commence work until this is received.
4.3 Once the deposit has been received First Stone will arrange a time to visit the Customer’s site to make a template and any associated measurements. All base units on which the Goods are to be installed must be level and all building works including plastering, tiling, flooring and boxing in of pipes should be completed before the template can be taken.
4.4 If First Stone arrives on site to take the template on the agreed date and the site has not been prepared to First Stone’s reasonable satisfaction, there are items missing or there is any other reason the template cannot be taken, the Customer will incur a charge of £150 + VAT (which will be added to the balance payable by the Customer for the Order) and this will delay the installation date.
4.5 After the template has been taken, it will be returned to our office and digitalised. It will then be drawn up and sent to the Customer for confirmation.
4.6 The production process will not begin until after the Customer has confirmed the plans are correct. The Customer must confirm all details of the template by email to alice@firststoneworktops.co.uk
4.7 It is intended that the job will go into production within 24-48 hours after the confirmation is received. Therefore any changes to the template must be emailed to alice@firststoneworktops.co.uk At the earliest opportunity.
4.8 Although we will use our reasonable endeavours to make changes where possible, due to the manufacturing process, once confirmation has been received from the Customer, it may not be possible to amend the Order. Therefore, the Customer is responsible for ensuring that the Order is correct when it is confirmed and First Stone will not accept any liability for an incorrect Order which has been confirmed by the Customer.
5 FITTING
5.1 To fit the Goods, the surfaces must be in the same condition as when the template was taken. First Stone requires that the base units are level and all other building works have been completed. The fitting is subject to this prior preparation having already taken place and the Goods will not be able to be fitted if the site has not been prepared to First Stone’s reasonable satisfaction.
5.2 The Customer or its authorised representative (which may be a contractor acting on the Customer’s behalf) must be on site to sign off completion of the work once the work has been carried out.
5.3 On completion of the work, First Stone will provide formal documentation to the Customer or its authorised representative, who will be required to countersign to confirm that the work undertaken is complete. Such signature will constitute acceptance of the job and the work that has taken place.
5.4 If the Customer or its authorised representative is not willing to accept the work undertaken as complete, First Stone will use its reasonable endeavours to fix any issues and once fixed the Customer or its authorised representative will accept the work in accordance with clause 5.3
5.5 First Stone will not be held responsible for any damage found after the first Stone fitters have left.
5.6 If First Stone arrives on the arranged date for the fitting and the fitting cannot take place, First Stone reserves the right to charge for the reschedule of the fit at £275 + VAT, with such costs added to the balance of the sums payable by the Customer with respect to the Order.
6 AFTERCARE
6.1 All Goods require 24 hours for the adhesives and silicon used to cure. The Customer should therefore refrain from using the Goods during this time after they have been fitted, and First Stone reserves the right to charge the Customer to make any repairs needed as a result of the Customer failing to comply with this clause.
6.2 Care should be taken when using the Goods, any spills should be cleared up and chopping boards should always be used.
6.3 First Stone always recommends the use of trivets and pan-stands for hot pans.
6.4 The Customer should never sit or stand on its Goods.
7 OUR GOODS
7.1 Goods may vary slightly from their pictures. Although First Stone has made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours will accurately reflect the colour of the Goods and your Goods may vary slightly from those images.
7.2 If you are a business customer, any samples, drawings, descriptive matter or advertising produced by First Stone and any descriptions or illustrations contained in First Stone’s catalogues or brochures are produced for the sole purpose of giving an approximate idea of the Goods referred to in them. They shall not form part of the Contract nor have any contractual force.
7.3 First Stone shall have the option to supply all or any of the Goods to the nearest metric equivalent.
8 TITLE AND RISK
8.1 The risk in the Goods shall pass to the Customer on completion of installation, which means that the Customer shall be responsible for the Goods from this time onwards.
8.2 If you are a consumer then title in the Goods shall pass to you when First Stone receives payment in full for the Goods.
8.3 If you are a business customer, the following provisions of this clause 7 shall apply to you with respect to title in the Goods:
8.1.1 Title to the Goods shall not pass to a business customer until the earlier of:
(a) the time at which First Stone receives payment in full (in cash or cleared funds) for the Goods and any other goods that First Stone has supplied to the business customer, in which case title to the Goods shall pass at the time of payment of all such sums; and
(b) the business customer resells the Goods, in which case title to the Goods shall pass to the business customer immediately before the time at which resale by the business customer occurs.
8.4 Until title to the Goods has passed to the business customer, the business customer shall:
8.4.1 store the Goods separately from all other goods held by the business customer so that they remain readily identifiable as First Stone’s property.
8.4.2 not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
8.4.3 maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery;
8.4.4 notify First Stone immediately if it becomes subject to any events as listed in clause 11.2
8.4.5 give First Stone such information relating to the Goods as First Stone may require from time to time; and
8.4.6 afford to First Stone access to the Goods by way of irrevocable licence during all normal business hours, irrespective of whether they are on land owned or occupied by the business customer or its customer.
8.5 Subject to clause 9.13 the business customer has the right to sell and deliver the Goods or the resultant goods to third parties in the ordinary course of his business before First Stone receives payment for the goods but shall hold the proceeds of sale on trust for First Stone. The business customer therefore assigns to First Stone all rights and claims which the business customer may have against its customers arising from such sales until full payment is made to First Stone for the Good.
9 PRICE AND PAYMENT
Price of the Goods
9.1 The price payable for the Goods sold shall be contained in First Stone’s quotation at the time the order is placed. If there are any discrepancies or additional items required after the template has been taken, First Stone will inform the Customer of the price for any additional work before the Order is confirmed.
9.2 If you are a business customer, all prices are exclusive of VAT. The Customer shall, on receipt of a valid VAT invoice from First Stone, pay to First Stone such additional amounts in respect of VAT as are chargeable on the supply of the Goods.
9.3 If you are a consumer, the price of the Goods including VAT, will be set out in the quotation or otherwise displayed to you prior to you placing an Order.
9.4 Quotations and prices are for the supply of Goods and materials only. No other terms of any main building contract shall affect these Conditions.
Quotations and estimates
9.5 Quotations are valid for 30 days only and First Stone reserves the right to withdraw any quotations at any time prior to an Order being accepted.
9.6 Any estimate given by First Stone or its representative in respect of quantities cannot be guaranteed and is given without obligation on the part of First Stone and the Customer will be entirely responsible for ascertaining the quantities required.
Changes to the price
9.7 First Stone shall have the right, without notice, to revise prices where necessary prior to the placement of an Order.
9.8 First Stone’s quote is based on the template, manufacture, delivery, and fit being carried out during normal working hours which are Monday to Friday 8-30am to 5-00pm. An additional sum will be charged if any work is requested outside these hours to cover staff overtime costs.
Ways to pay
9.9 Credit accounts will be opened at First Stone’s discretion, subject to a satisfactory credit reference being received. Payment for Goods supplied on credit accounts shall become due for payment 30 days after the end of the month during which the goods were delivered unless other terms have been agreed with First Stone in writing. Please note that Special Orders may not be paid for using a credit account.
9.10 Unless you are paying using a credit account, all Orders will be paid for at the time the order is placed. All Special Orders will be paid for in full in advance or as otherwise agreed.
What happens if you disagree with an invoice
9.11 If the Customer wishes to dispute any invoice, it shall notify First Stone in writing within seven business days of receipt of invoice and provide full details of the disputed amount and the nature of the dispute. The Customer shall pay the undisputed portion of any invoice in accordance with clause 9.9 and 9.10 .
What happens if you are late paying
9.12 If the Customer fails to make payment, First Stone shall be entitled to charge interest on the balance outstanding. Interest shall be payable on all amounts that are not subject to a dispute in accordance with clause 9.11 . Interest and late payment compensation shall be charged at the rate of 4% above the Bank of England base rate, payable from the date the relevant sum fell due to the actual date of payment.
9.13 If you are a business Customer, First Stone reserves the right to re-possess any of the Goods in respect of which payment is overdue and thereafter to re-sell the same, and for this purpose the business customer hereby grants an irrevocable right and licence to First Stone’s servants and agents to enter upon all or any of its premises with or without vehicles during normal business hours. This right shall continue to subsist notwithstanding the termination of the Contract through the happening of any events specified in clause 11.2 .
9.14 If you are a business Customer, you shall pay all amounts due under the Contract in full without any set-off, counterclaim, deduction or withholding (except for any deduction or withholding required by law). First Stone may at any time, without limiting any other rights or remedies it may have, set off any amount owing to it by the business customer against any amount payable by First Stone to the business customer.
10 RETURNS
10.1 First Stone’s products are made to Order and therefore may only be returned if they are fault or do not meet the specification as set out in the Order. Please see clause 10.2 if you are a consumer, and clauses 10.4 to 10.6 if you are a business customer.
What happens when the Goods are faulty or misdescribed
10.2 If you are a consumer and the Goods are faulty or misdescribed:
10.2.1 You must review the goods before the fitters leave. If they are faulty, you may return the Goods and we will offer you a repair or refund in accordance with your statutory rights, which can be summarised here: https://www.citizensadvice.org.uk/about-us/how-citizens-advice-works/citizens-advice-consumer-work/the-consumer-rights-act-2015/; and
10.2.2 where we offer you a refund, refunds will be made to the credit or debit card you paid for the Goods on, or to your account if you paid using your credit account, and will be processed as soon as possible and within 14 days of receiving the returned Goods. Refunds will include the delivery price of the Goods.
10.3 If you wish to return or ask for a refund for any goods, please email us at info@firststoneworktops.co.uk , or call us on 01420 408787 and we will arrange collection free of charge. Please note that your right to return faulty Goods does not include faults caused by accident, neglect, misuse or normal wear and tear.
If you are a business customer and the Goods are faulty or misdescribed, the below provisions of this clause 10 shall apply to you:
10.4 First Stone warrants that on delivery the Goods shall:
10.4.1 conform in all material respects with their description;
10.4.2 be free from material defects in design, material and workmanship; and
10.4.3 be suitable for their usual purpose.
10.5 Subject to clause 10.6, if the business customer:
10.5.1 gives notice in writing to First Stone within a reasonable time of discovery, and in any event within a reasonable time following delivery, that some or all of the Goods do not comply with the warranty set out in clause 10.4
10.5.2 First Stone is given a reasonable opportunity of examining such Goods; and
10.5.3 returns such Goods to First Stone’s place of business at the Customer’s cost,
10.5.4 First Stone shall, at its option, repair or replace the defective Goods, or refund the price of the defective Goods in full, if First Stone complies with this obligation, it shall have no further liability in respect of, or arising from the relevant Goods.
10.6 First Stone will not be liable for any fault in the Goods to the extent it arises from:
10.6.1 fair wear and tear, damage caused by the business customer’s or any third party’s default, negligence or misuse of the Goods, including the deliberate or accidental destruction of or damage to the Goods.
10.6.2 any failure to install, use or maintain the Goods in accordance with First Stone’s or the manufacturer’s instructions;
10.6.3 any alterations, modifications or repairs made to the Goods other than those carried out by First Stone; and
10.6.4 any drawing, design , specification or instruction supplied or approved by the business customer.
What happens if you change your mind?
10.7 As above, the Goods are made to measure and the Customer does not have a legal right to a refund if the Customer changes it’s mind.
11 ENDING THE CONTRACT
How First Stone can end the Contract
11.1 First Stone may end the Contract with a Customer if:
11.1.1 the Customer does not make any payment when due;
11.1.2 the Customer does not, within a reasonable time of asking for it, provide First Stone with information that is necessary to provide the Goods, for example you do not give us a valid address for delivery; or
11.1.3 the Customer does not allow First Stone to template, deliver and fit the Goods in accordance with clauses 4.3, 4.4 and/or 5.1 as applicable
11.2 If you are a business customer, First Stone may, on written notice, terminate the contract immediately in the event that:
11.2.1 the business Customer is deemed insolvent;
11.2.2 the business customer commences negotiation with all or any class of it’s creditors with a view to rescheduling any of it’s debts;
11.2.3 a petition is filed, notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of the business cutomer’s business;
11.2.4 an application is made, or an order made, for the appointment of an administrator;
11.2.5 the business customer is the subject of an adverse credit agency report; or
11.2.6 a person becomes entitled to appoint a receiver over the business customer’s assets or a receiver is appointed over the business customer’s assets.
11.3 If you are a business customer then without limiting it’s other rights or remedies, First Stone may suspend provision of Goods under the Contract or any other contract between the business customer and First Stone if the business customer becomes subject to any of the events listed in clause 11.2, or First Stone reasonably believes that the business customer is about to become subject to any of them, or if the business customer fails to pay any amount due under this Contract on the due date for payment.
What happens if First Stone ends the Contract
11.4 Subject to clause 11.5, if First Stone ends the Contract in the situations set out in clause 11.1 First Stone will refund the Customer any money paid in advance for any Goods First Stone does not provide but First Stone may deduct or charge the Customer reasonable compensation for the net costs First Stone will incur as a result of the Customer breaking the Contract. First Stone may also charge re-stocking fees in accordance with clause 11.
11.5 If the Customer has placed a Special Order and First Stone ends the Contract in the situations set out in clause11.1, the Customer shall not be entitled to any refund.
What happens when the Contract ends
11.6 On termination of the Contract for any reason the Customer shall immediately pay to First Stone’s outstanding unpaid invoices and interest.
11.7 Termination of the Contract, however arising, shall not affect any of the parties’ rights, remedies, obligations and liabilities that have accrued as at termination.
12 LIABILITY
When neither party is liable to the other
12.1 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 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.
When First Stone is not liable to you
12.2 First Stone does not exclude or limit in any way its liability to the Customer where it would be unlawful to do so. This includes liability for:
12.2.1 death or personal injury caused by First Stone’s negligence or the negligence of First Stone’s employees, agents or subcontractors.
12.2.2 fraud; or
12.2.3 for any legal rights and remedies available to the customer under consumer law.
12.3 If you are a Consumer, then subject to clause 14.1 . First Stone will only be liable to you for foreseeable loss and damage that First Stone cause. If first Stone fails to comply with the terms of this Agreement, then First Stone is responsible for loss or damage you suffer that is a foreseeable result of First Stone breaking this Agreement or First Stone failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if:
12.3.1 it is obvious that it will happen; or
12.3.2 If, at the time the Agreement was made, we both knew it might happen.
12.4 If you are a business customer, then subject to clause 14.1:
12.4.1 First Stone shall under no circumstances whatsoever be liable to the business 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.
12.4.2 First Stone’s total liability to the business 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 of the Goods; and
12.4.3 all warranties, conditions, terms and liabilities express or implied, statutory or otherwise, on the part of First Stone, in respect of compliance with descriptions, the quality and fitness for the purpose of the Goods which are not expressly set out in this Agreement are excluded except to the extent such exclusion is prohibited or limited by Law.
13 DATA PROTECTION
13.1 From time to time First Stone may process the Customer’s personal data in connection with the Contract or other dealings between the parties. Where First Stone does process Customer personal data, it shall do so in accordance with First Stone’s privacy policy, a copy of which can be found at https://firststoneworktops.co.uk/privacy policy/.
14 GENERAL
14.1 You may not transfer any of your rights or obligations under these conditions to another person without our prior written consent. We can transfer all or any part of these Conditions to another organisation but your rights under these Conditions will not be affected.
14.2 The failure by either party to exercise or enforce any rights conferred by these Conditions shall not be deemed to be a waiver of any such rights nor operate so as to bar the exercise or enforcement thereof at any time or times thereafter.
14.3 These Conditions are governed by the laws of England and Wales.
14.4 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Conditions or their subject matter or formation (including non-contractual disputes or claims).
14.5 If any part of these Conditions is disallowed or held to be ineffective by any court or other competent body, the rest of the Conditions will not be affected.
