Terms and Conditions

Standard Terms and Conditions v1.1 June 2024 Terms and Conditions for the Sale and Supply of Goods and Services Definitions Business Day Company Conditions Contract Customer Order A day other than a Saturday, Sunday or public holiday in England ALPO AIR LTD (registered company number 15772249) These terms and conditions The Contract between the Company and the Customer for the supply of goods and/or services in accordance with these Conditions. The party who purchases the goods and/or services The Customer’s written or verbal acceptance of the Company’s quotation 1 Basis of sale and supply of goods and services 1. 1.1 The Order constitutes an offer by the Customer to purchase the Company’s goods and/or services set out in the quotation in accordance with these Conditions. 2. 1.2 The Order shall be deemed to be accepted when the Company receives the deposit (see 3.1.1) and sends written confirmation to the Customer acknowledging the same; at which point and on which date the Contract between the Company and the Customer shall come into existence. 3. 1.3 Any descriptive matter, advertising and illustrations issued or used by the Company are for the sole purpose of giving an approximate idea of the goods and/or services described in them. They shall not form part of the Contract between the Company and the Customer. 4. 1.4 These Conditions apply 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 Quotations 1. 2.1 Any quotation given by the Company shall not constitute an offer, and is only valid for a period of 30 Business Days from its date of issue. 2. 2.2 Quotations may be withdrawn at any time before the Customer’s Order. 3 Payment terms 3.1 Payment is due in two instalments, namely: 1. 3.1.1 50% of the total agreed price as a deposit payment; and, 2. 3.1.2 The remaining 50% due on the same day of completion of the provision of the goods 3. 3.1.3 With regard to service work and maintenance, cost of works is due in full on day of completion. and/or services. 3.2 All amounts due from the Customer to the Company shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law). 4 Failure to make payment 4.1 If the Customer fails to make payment in accordance with Clauses 3.1.2 and 3.2 then, without prejudice to any other right or remedy available to the Company, the Company shall be entitled to: 1. 4.1.1 Cancel the Contract; and/or, 2. 4.1.2 Disable use of the goods; and/or, 3. 4.1.3 Charge the Customer interest on the overdue sum from the due date until the date of payment of the overdue sum, whether before or after judgment. Interest under this Clause will accrue each day at 4% a year above the Bank of England’s base rate from time to time, but at 4% a year for any period when that base rate is below 0%. 4. 4.1.4 If payment is not made on day of completion, we will charge an admin fee of £50 plus VAT to chase the payment. 4.2 The property of the goods shall not pass to the Customer until the payment set out in Clause 3.1.2 is received by the Company in cleared funds. 5 Customer’s obligations 1. 5.1 The Customer shall co-operate with the Company in all matters relating to the provision of the Company’s services. 2. 5.2 The Customer shall provide the Company with access to the Customer’s premises as reasonably required by the Company to provide the services. 3. 5.3 The Customer will prepare the premises sufficiently so as to enable the Company to provide the services. 4. 5.4 It is the Customer’s responsibility to seek advice and/or information relating to consents and permissions, including planning permissions, which may be required for the provision of the services and/or installation of the goods. 5. 5.5 If the Customer fails to meet any of the obligations set out in Clauses 5.1 to 5.4, which results in the Company being unable to supply the goods and/or perform its services on the day agreed between the parties for supply and/or performance, the Customer will be liable to pay a penalty charge of £500 to cover the Company’s wasted expenditure and loss of earnings. The penalty charge is in addition to the payments due under Clause 3 irrespective of whether the goods and/or services are supplied at a later date. 6. 5.6 The Customer is responsible for notifying the Company of any material defects in the appearance and finish of the goods on the day of completion of the performance of the services. The Customer shall not be entitled to reject the goods for material defects in the appearance and finish of the goods after the day of completion of the performance of the services. 6 Supply of goods and performance of the services 1. 6.1 The Company warrants that upon supply and/or installation, goods shall: (a) correspond with the specification detailed in the Company’s quotation to the Customer; and, (b) be free from material defects; and, (c) be of satisfactory quality (within the meaning of the sale of Goods Act 1979); and, (d) be fit for any purpose held out by the Company. 2. 6.2 The Company warrants to the Customer that the Services will be provided using reasonable care and skill. 6.3 The Company shall use all reasonable endeavours to supply goods and/or services on the date agreed with the Customer, but any such dates shall be estimates only and the Company shall not be liable for any delay in supply of goods or performance of the services howsoever caused. Time shall not be of the essence for the performance of the services. 7 Limitation of liability 1. 7.1 The Company has obtained insurance cover in respect of its own liability for individual claims not exceeding £1,000,000 per claim. 2. 7.2 The Company shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Company’s instructions (whether oral or in writing), misuse or alteration or repair of the goods without the Company’s approval. 3. 7.3 The Company shall have no liability under the warranty set out in Clause 8 if the Customer fails to make payment in accordance with Clause 4. 4. 7.4 Except in respect of death or personal injury caused by the Company’s negligence, the Company shall not be liable to the Customer for any consequential loss or damage (including but not limited to loss of profit) which arise out of or in connection with the supply of the goods, their use, or the performance of the services. 5. 7.5 The Company shall not be liable for any accidental damage to the Customer’s property occurring during the provision of services. 8 Warranty on goods 1. 8.1 The goods benefit from a 5-year manufacturer’s warranty. 2. 8.2 The Company will uphold the manufacturer’s warranty, namely by repairing or replacing the goods free-of-charge, if the Customer adheres to the following maintenance plan: 1. (a) The Company performs a maintenance visit within a year of the initial installation of the goods. 2. (b) The Company performs an additional maintenance visit once a year for the following four years. 3. (c) The cost of each maintenance visit, due from the Customer to the Company, is £125 plus VAT per visit for the first air conditioning unit and £55 plus VAT per additional unit at the same premises per visit subject to increase. If units are heavily soiled we hold the right to request extra funds for the extra time taken over 1 hour per system. 3. for the cost or performance of repairing or replacing the goods if the maintenance plan is not adhered to. 9 Data protection 1. 9.1 Both parties will comply with all applicable requirements of data protection legislation. 2. 9.2 The Customer consents to the Company processing the Customer’s data in relation to the supply of the goods and/or services. 3. 9.3 The Company will not share the Customer’s personal data with third parties without consent from the Customer. 10 Termination 10.1 The Company may terminate the Contract at any time with immediate effect by giving written notice to the Customer. In this event, the Company will fully refund any payment already received from the Customer. 10.2 The Customer may terminate the Contract by giving the Company written notice, not less than 7 days prior to the agreed date for the supply of the goods and/or services, usually the anticipated installation date. The Company will return any deposit payment received from the Customer less a restocking fee per air conditioning unit or similar good as set out in the quotation. This fee is currently set at 50% of the units RRP. 11 Force majeure 11.1 Neither party shall be in breach of the Contract nor liable for delay in performing or failure to perform, any of its obligations under the Contract, if such delay or failure result from events, circumstance or causes beyond its reasonable control. 12 Entire agreement 1. 12.1 The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. 2. 12.2 Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation based on any statement in the Contract. 11 Governing law and jurisdiction 1. 11.1 The Contract and any dispute or claim between the parties shall be governed by the laws of England and Wales. 2. 11.2 The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Contract between the parties.