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Playground Installations Terms & Conditions

  • 1.1 In this contract – 'The Company' means either Pentagon Sport Ltd (Company Number 03520712) or Pentagon Sport (South) Ltd (Company Number 08516821), whichever company is named on the Quote. 'Completion Certificate' means the certificate issued by the Company denoting the Goods are safe for use. 'The Goods' means the goods, materials and/or services sold or supplied by the Company to the Customer under this contract. 'The Customer' means the person to whom this Quote is addressed. 'Order Confirmation' means the order confirmation by the Customer by clicking an online link within the Quote; sending an email to the Company or sending other written confirmation to the Company, in each case to purchase the Goods in the Quote. 'Pre-Installation Form' means the questionnaire to be completed and returned to the Company by the Customer prior to installation. 'The Quote' means the enclosed document setting out the details and Price of the order and any supporting documents expressly referred to in the Quote. 'The Price' means the sum stated on the Quote as the sum payable by the Customer to the Company, as adjusted in accordance with the contract. 'This Contract' means the contract between the Customer and the Company incorporating these terms and conditions and the Quote. 'The Installation Date' means the date notified to the Customer by the Company for the commencement of installation of the Goods and where the customer is notified that installation will commence in a specified week the Installation Date shall be deemed to be the first working day of that week. 'Practical Completion' takes place when the Project is complete for all practical purposes. Practical completion will be no less than 90% of the overall project scope.
  • 1.2 These terms and conditions and the Quote apply to the Contract to the exclusion of any other terms and conditions sought to be imposed by either party or which are implied by trade, custom, practice or course of dealing. No other terms or conditions shall be incorporated or have effect without prior written agreement of both parties.
  • 1.3 The Quote is an offer from the Company to the Customer, valid for the period set out in condition 2.4 ('Validity Period'), to sell the Goods on the terms set out in the Quote and subject to these terms and conditions. The Customer’s Order constitutes an acceptance of the Company’s offer and the Contract shall come into existence at the date and time that the Order is received by the Company’s Internet Service Provider.
  • 1.4 If the Customer purports to accept the Company’s offer outside the Validity Period, regardless of any automatic confirmation sent to the Customer, the Company may at its option refuse to fulfil the Order or amend and update the Quote and re-submit it to the Customer as a revised offer.
  • 1.5 The Company operates a continuous product development program and reserves the right to make minor alterations of designs and specification without notice. Any material change in design or specification of the Goods will be discussed with the Customer prior to installation and the Customer has the option to substitute alternative products of the same Price as the Goods which have materially changed since the date of the Contract.
  • 1.6 All designs created by The Company are for the use of visualisation and concept approval only and must be taken as indicative. No designs should be used as ‘fit for purpose’ and The Company limit all liability to the test set out in the ‘Reasonable Skill and Care Clause’ of the Consumer Rights Act 2015. Designs have not been created to incorporate the requirements set of by other statutory authorities, such as building or planning regulations and all permissions must be sought by the customer. The Company will not indemnify against any claims made for works defected as a result of noncompliance.
  • 1.7 The Company are a supplier of goods and services and not a main contractor under the constraints of the Construction Act. All liability is limited to that of a reasonable supplier including the risk of ground conditions, scope, specification and application of JCT or NEC Design and Build construction contracts.
  • 1.8 All measurements including, depth, length and diameter of all products, materials, trenches and any other quoted works or products are indicative only. Any specifications provided are based on industry norms and all final finished products are subject to individual project requirements and availability of materials. The company retains the right to change the specifications, appearance and measurements of the final works dependant on the resources and batches available at the time of installation and subject to any changes in design by the company from the time of order to the installation. Any changes made to the final installation which are as a result of any required re-design, which that has resulted in an increase in materials, labour, tools or sundries may result in an increase in final cost for the project.

  • 2.1 The Price for the supply of the Goods is set out within the Quote or if no price is quoted the full brochure price at the date of installation.
  • 2.2 Any further charges identified in the Pre-Installation Form or chargeable pursuant to clause 5 will be payable by the Customer in addition to the Price in accordance with the payment terms set out in this clause 2.
  • 2.3 The Price of the Goods and any other charges are exclusive of Value Added Tax which the Customer shall pay in addition to the Price at the rate prevailing at the relevant tax point.
  • 2.4 Unless expressly withdrawn in writing the Quote is valid for the validity period specified in the Quote, or if none is specified, for 30 days from the date of Quote.
  • 2.5 The Customer agrees to pay full brochure price for any additional work requested by the Customer during installation which the Company does carry out however, the Company reserves the right to refuse to carry out any such additional work unless it forms part of a separate written contract. If the Company does undertake such additional work during installation without a separate contract then such work and any Goods provided shall be subject to these terms and conditions and shall form part of the Contract.
  • 2.6 Pentagon Sport Limited exercise all best endeavours when submitting quotations to anticipate inflationary rates and availability of installations, construction and manufacturing materials. Due to the volatility of the market and the unpredictability of our supply chain all orders are subject to, Part 2, Section 8 of the sales of goods act ‘Ascertainment of Price’. If, between the time of placing the order and delivering the goods to site, the price of materials has increased above the inflationary rate as set out in the BCIS General Building Cost Index, Pentagon Sports Limited reserve the right to apply an adjustment figure to the final invoice. Pentagon Sports Limited will advise of any increases above index as soon as it becomes aware or no less than the first day of the construction start date.

  • 3.1 The risk in the Goods shall pass to the Customer on delivery.
  • 3.2 Title to the Goods shall not pass to the Customer until the Company has received payment in full (in cash or cleared funds) for
  • 3.2.1 the Goods; and
  • 3.2.2 any other goods or services that the Company has supplied to the Customer.
  • 3.3 Until title to the Goods has passed to the Customer, the Customer shall:
  • 3.3.1 hold the Goods on a fiduciary basis as the Company’s bailee;
  • 3.3.2 store the Goods separately from all other goods held by the Customer so that they remain readily identifiable as the Company’s property;
  • 3.3.3 not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
  • 3.3.4 maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery;
  • 3.3.5 notify the Company immediately if it becomes subject to any of the events listed in clause 3.5;
  • 3.3.6 give the Company such information relating to the Goods as the Company may require from time to time; and
  • 3.3.7 notify the Company immediately if the Customer is unable to pay the Price for the Goods or to pay its debts, makes a proposal for or enters into any compromise or arrangement with its creditors, a petition is filed, a notice is given, a resolution is passed, or an order is made, for or on connection with its winding up, an administrator or receiver is appointed or a notice or application is made for the appointment of an administrator or a person become entitled to appoint a receiver, it ceases or threatens to cease trading or any other event analogous to those listed in this clause 3.3.7 occurs or is about to occur, but the Customer may resell or use the Goods in the ordinary course of its business.

  • 4.1 The Company will deliver the Goods to the address on the Quote, or specified by the Customer in writing, for delivery of the Customer order. It is important that this address is accurate. Goods will need to be signed for and charges will be applied for re-deliveries if the Customer is not in attendance when delivery is attempted. The Company cannot accept any liability for any loss or damage to the Goods once they have been delivered in accordance with the Customer delivery instructions (unless this is caused by our negligence). The company will aim to deliver the Goods by the date quoted for delivery but delivery times are estimates only and not guaranteed. Time of delivery is not of the essence. If delivery is delayed due to any cause beyond the Company’s reasonable control, the delivery date will be extended by a reasonable period and the Company will contact the Customer to arrange an alternative time.

  • 5.1 Where the Company is asked to manufacture or supply goods to the Customer’s own specification:
  • 5.1.1 The Customer is responsible for the accuracy and suitability of that specification and the Company will not be held responsible for any non-compliance to the relevant statutory regulatory or industry standards for those Goods and is not responsible for the suitability of the Goods for the intended purpose.
  • 5.1.2 The Customer shall indemnify the Company against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses) suffered or incurred by the Company in connection with any claim made against the Company for actual or alleged infringement of a third party’s intellectual property rights arising out of or in connection with the Company’s use of the Customer’s specification. This clause 5.1.2 shall survive termination of the Contract.
  • 5.2 Where no design plan has been provided by the Company as part of the Quote it is the responsibility of the Customer to direct the Company’s installers regarding the positioning and layout of the installed Goods.
  • 5.3 The Customer will provide general attendance without charge. General attendance shall be deemed to include reasonable access to the installation site during normal working hours, the provision of clean water supplies, power, security, space for vehicles and the storage of plant and materials and the provision of welfare facilities. Where access to these services is not allowed the costs of providing alternative facilities will be reimbursable to the Company from the Customer.
  • 5.4 The Company shall be permitted to carry out installation works in a proper sequential manner.
  • 5.5 In the Event that the Company’s works are delayed by the Customer, for any reason, then a wasted day charge of £25 per man per hour will be reimbursable to the Company by the Customer. Where a delay affects only part of the Contract the Company may at its discretion continue with that part of the Contract that is unaffected and the charges in this Clause 5.5 shall apply to the man hours relating to the delayed part of the Contract.
  • 5.6 The maintenance of the Goods is the responsibility of the customer. The company will provide maintenance schedules for Goods supplied and can provide maintenance services where required.
  • 5.7 Where the Quote includes excavation work the Price is based on the reasonable assumption that normal sub soil conditions exist and that there are no concealed obstructions that will impede the installation. Where unforeseen obstructions such as but not limited to: stone, unstable grounds, excessive water or underground services are discovered that have not been previously advised by the Customer the Company reserves the right to charge for any additional works required but shall not proceed with such works without obtaining agreement from the Customer.
  • 5.8 The Company is not responsible for damage to underground services during excavation works where the Customer has not advised the Company of the whereabouts of such services.
  • 5.9 Some disruption disturbance or damage to land surrounding the access and installation site is inevitable and whilst the Company will try to keep any such disruption disturbance or damage to a minimum it shall not be liable for such disruption disturbance or damage to the extent that it reasonably consistent with the installation of the Goods.
  • 5.10 Subject to clause 6, the Company shall issue a Completion Certificate following the Company’s final inspection of the Goods after installation and provided that the Goods pass all the Company’s safety checks.

  • 6.1 Payment conditions may vary dependant on the value and type of works. Please always refer to your invoice for the applicable payment dates. Our normal payment conditions are as follows (this is subject to change); less than £20,000 full payment upfront - to be paid in 14 days from the invoice date. Greater than £20,000 30% upon placing the order, 50% upon issuing the goods or by the first day of construction and 20% upon practical completion. Sometimes it may be necessary to deviate from the above based on the value of works. Please always refer to your quotation. Unless the Contract states otherwise, the Price for the Goods on all invoices shall be payable no later than 14 days from the issue date. The time stipulated for payment shall be of the essence of the Contract. Failure to pay by the due date for payment shall entitle the Company to charge interest at the rate then in force pursuant to the Late Payment of Commercial Debts (Interest) Act 1998 as at the due date and to charge the Customer for costs and expenses incurred in recovering late payments.
  • 6.2 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, without limiting its other rights or remedies, set off any amount owing to it by the Customer against any amount payable by the Company to the Customer.
  • 6.3 Completion Certificates may be issued before the works are complete however your warranty is only valid once payment in full is received.
  • 6.4 The final sum of the works will be invoiced (if applicable) and are deemed to be payable upon achieving ‘Practical Completion’. Practical completion will occur once, equal to or greater than 90%, of the overall scope of works has been reached. Remedial works shall account for no more than 10% of the overall scope of works and will not inhibit practical use of the products. Remedial works will be completed within a reasonable timescale.

  • 7.1 The Company warrants that as from the date of delivery for a period of 12 months ('Guarantee Period') the Goods and all their component parts, where applicable, conform in all material respects with their description (subject to Clause 1.5), are free from any material defects in design, workmanship, construction or materials. Any additional warranties described in the specification document are manufacturer’s warranty only.
  • 7.2 The Company warrants that the services performed under this Contract shall be performed using reasonable skill and care, and of a quality conforming to generally accepted industry standards and practices.
  • 7.3 Subject to clause 7.4, if the Customer gives notice in writing 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 7.1 then provided that the Customer provides images of the defects and the Company is given a reasonable opportunity of examining such Goods the Company shall, at its option, repair or replace the defective Goods, or refund the price of the defective Goods in full.
  • 7.4 The Company shall not be liable for the Goods’ failure to comply with the warranty in clause 7.1 if:
  • 7.4.1 the Customer makes or permits any further use of such Goods after giving a notice in accordance with clause 7.3;
  • 7.4.2 the defect arises because the Customer failed to follow the Customer’s oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Goods or (if there are none) good trade practice;
  • 7.4.3 the defect arises as a result of the Company following any drawing, design or Goods Specification supplied by the Customer;
  • 7.4.4 the Customer alters or repairs such Goods without the written consent of the Company;
  • 7.4.5 the Goods have been inspected by a person other than the Company or a qualified inspector registered with the Register of Play Inspectors International (RPII);
  • 7.4.6 the defect arises as a result of fair wear and tear, wilful damage, vandalism, negligence, or abnormal working conditions;
  • 7.4.7 the Goods differ from their description as a result of changes made to ensure they comply with applicable statutory or regulatory standards;
  • 7.4.8 the Company has not had the opportunity to rectify defects, imperfections, shrinkages, settlement or other faults;
  • 7.4.9 the Customer has given incorrect information in the Pre-Installation Questionnaire on which the Company has relied;
  • 7.4.10 in the case of installation by the Company, the Customer uses or permits the Goods to be used prior to receipt of the Completion Certificate.
  • 7.4.11 the Customer has not complied with the payment obligations set out in Clause 6.
  • 7.5 Except as provided in this clause 7, the Company shall have no liability to the Customer in respect of the Goods’ failure to comply with the warranty set out in clause 7.1.

  • 8.1 Subject to Clause 8.2, the Company will permit the Customer to cancel this Contract by sending written notice no later than 5 days after the date on which the Order has been sent in which case there will be no payment due from the Customer. If the Customer requests cancellation between 5 days and 30 days after the Order was sent then the Company may recover costs from the Customer amounting to 25% of the Price. If the Customer requested cancellation 30 days or more after the date the Order is sent then the Company may recover costs from the customer amounting to 40% of the Price. These charges are non- negotiable and are solely at the discretion of the Company. Notice of cancellation must be given in writing.
  • 8.2 Notwithstanding clause 8.1, if the Customer cancels the Contract 14 days or less before the Installation Date whether by written notice or otherwise then the Customer shall be liable to pay 90% of the Price which the Customer acknowledges reasonably reflects the costs and financial commitments incurred by the Company as the order approaches delivery and installation.
  • 8.3 The Customer may give notice to the Company in writing or otherwise to postpone the Contract in whole or in part PROVIDED THAT if such notice of postponement is received 30 days or less before the Installation Date then the Company reserves the right to recover costs from the Customer amounting up to 30% of the Price or up to 30% of that part of the Price relating to the part of the Contract postponed. If the Customer requests a subsequent cancellation, the cancellation date for the part or whole of the Contract postponed will be the date that written notice of postponement was received by the Company and the provisions of the remainder if this Clause 8 will apply and the 30% of the Price already paid will be deducted from any amount owing pursuant to the remainder of Clause 8. If the Contract was postponed in part only and is subsequently cancelled as a whole, the provisions of Clause 8.1 and 8.2 shall apply to that part of the Contract which was not the subject of the postponement and the references to Price shall be the Price relating to that part of the Contract which was not the subject of the postponement. If the Company receives advance notification from the Customer of circumstances which prevent an installation from starting it may at its discretion deem the Contract to have been postponed.
  • 8.3.1 Any products/goods or services that have been ordered and are subsequently postponed that have not yet been manufactured, will, at The Company’s sole discretion, be subject to an inflationary charge to reflect any increase in cost between the original installation date and the new installation date.
  • 8.3.2 The Company will, at its sole discretion, hold into stock any products/goods or services that have been ordered that are subject to postponement, that have already been manufactured for a period not exceeding 3 months. Notwithstanding the aforementioned, The Company reserve the right to charge for restocking or holding into stock any goods that have been postponed at the customer’s request.
  • 8.4 Where the Company and the Customer have agreed that payment of part or all of the Price is due on a date before the Installation Date and the Customer fails to pay in full the amount due on that agreed date then the Company may deem the failure or delay in payment by the Customer to be a postponement of the whole or part of the Contract in accordance with Clause 8.3 and the Customer shall pay to the Company the amounts set out in Clause 8.3.
  • 8.5 Where the Contract has been postponed or deemed to be postponed pursuant to this Clause 8, then the Company shall notify the Customer of a revised Installation Date at the Company’s convenience, provided that all sums due and owing under these terms and conditions have been received by the Company.
  • 8.6 If the Contract has been postponed for a period of 6 months or more and the Customer does not agree a revised Installation Date then the Company reserves the right to terminate the Contract immediately on written notice with no liability to the Customer and the Customer shall pay the applicable cancellation charges as set out in Clauses 8.1 and 8.2.
  • 8.7 The Customer acknowledges that the charges set out in this Clause 8 are not a penalty but they reasonably reflect the costs and financial and resources commitments incurred by the Company as the order approaches delivery and installation and are a genuine pre-estimate of loss.
  • 8.8 Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
  • 8.8.1 the other party commits a material breach of its obligations under the Contract and (if such breach is remediable) fails to remedy that breach within [30] days after receipt of notice in writing to do so;
  • 8.8.2 the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), obtaining a moratorium, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business; or
  • 8.8.3 the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business.
  • 8.9 Without affecting any other right or remedy available to it, the Company may terminate the Contract with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under the Contract on the due date for payment.
  • 8.10 Without affecting any other right or remedy available to it, the Company may suspend the supply of Goods or services under the Contract if the Customer fails to pay any amount due under the Contract on the due date for payment, the Customer becomes subject to any of the events listed in clause 8.8 or the Company reasonably believes that the Customer is about to become subject to any of them.
  • 8.11 On termination of the Contract for whatever reason:
  • 8.11.1 the Customer shall immediately pay to the Company all of the Company’s outstanding unpaid invoices and interest and, in respect of services and Goods supplied but for which no invoice has been submitted, the Company shall submit an invoice, which shall be payable by the Customer immediately on receipt;
  • 8.11.2 the Customer shall return all of the Goods which have not been fully paid for. If the Customer fails to do so, then the Company may enter the Customer’s premises and take possession of them. Until they have been returned, the Customer shall be solely responsible for their safe keeping and will not use them for any purpose not connected with this Contract.
  • 8.11.3 Termination of the Contract shall not affect any rights, remedies, obligations and liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
  • 8.11.4 Any provision of the Contract that expressly or by implication is intended to have effect after termination shall continue in full force and effect.

  • 9.1 If a court or any other 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 deleted, and the validity and enforceability of the other provisions of the Contract shall not be affected.

  • 10.1 Subject to Clause 10.5, the Company’s total aggregate liability arising for any reason out of or in connection with this Contract shall not exceed the Price.
  • 10.2 Subject to Clause 10.5, in no circumstances will the Company be liable in contract, tort (including negligence or breach of statutory duty) or otherwise for loss (whether direct or indirect) of profits, loss of business or anticipated savings, or for any indirect or consequential loss or damage whatever arising out of or in connection with the Contract.
  • 10.3 The Customer will be responsible for all claims, liabilities, damages, costs and expenses suffered or incurred by the Company as a result of the Customer’s breach or default in the discharge of the Customer’s obligations.
  • 10.4 Subject to clause 10.6, the Company will not be liable for any claims, liabilities, damages, losses, costs or expenses suffered or incurred by the Customer where:
  • 10.4.1 the Company has relied on incorrect statements made or responses given by the Customer in the Pre-Installation Questionnaire;
  • 10.4.2 the Customer has permitted use of the products by any person or persons prior to receiving the Certificate of Completion.
  • 10.5 Nothing in this Agreement shall exclude or limit the Company’s liability for death or personal injury resulting from the Company’s negligence or that of its employees, agents or sub-contractors, fraud or fraudulent misrepresentation, breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982, breach of the terms implied by section 12 of the Sale of Goods Act 1979, or defective products under the Consumer Protection Act 1987.
  • 10.6 Except as set out in these terms and conditions, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.
  • 10.7 This Clause 10 shall survive termination of the Contract.

  • 11.1 Safety is paramount to the Company. All our Products and installation services are designed to comply with BS EN1176 and/or have been tested in accordance with BS EN 1177.
  • 11.2 The Company inspects all Goods installed by the Company following installation. Goods are not deemed safe for use until they have been inspected by the Company and the Completion Certificate has been issued.
  • 11.3 If the Goods do not pass the Company’s safety inspection then the Company shall at its own cost, subject to clause 7.4, carry out such rectification works as it in its sole opinion deems necessary. Following such rectification works the Company shall reinspect the Goods. When the Goods pass the Company’s safety inspection then the Company will issue the Completion Certificate, subject to clause 6.
  • 11.4 The Customer shall not use the Goods and shall ensure that the Goods are not used by any other person until the Completion Certificate has been issued by the Company.
  • 11.5 It is the Customer’s responsibility to ensure that the Goods are insured for use once title in the Goods has passed to the Customer and the Goods have been certified by the Company. The Company shall not be liable for any loss or damage caused by use of the Goods prior to delivery of the Certificate of Completion.
  • 11.6 The Company shall not be responsible for any adverse consequences of use of the Goods prior to issue of the Certificate of Completion.
  • 11.7 If the Company in its sole reasonable opinion deems that any Goods or installation services cannot be rectified to the extent required to pass the safety inspection or it is not economically viable to do so, then the Company shall remove the Goods and, provided that the Customer is not in breach of any of its obligations under the Contract, shall issue a full refund to the Customer. If the breach by the Customer of any of its obligations under the Contract has caused or materially contributed to the Goods not passing the safety inspection then the Company shall be entitled to deduct from such refund or to charge the Customer a reasonable amount for the labour provided by the Company pursuant to the Contract including the cost of removal of the Goods.

  • 12.1 This 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.
  • 12.2 In the event that a change in applicable law after the date of the acceptance of the quotation, whether by statute, rule or judicial decision, expands or otherwise changes the scope of works, liability or effects the performance of this contract or alters any proposed delivery model of the works, the price shall be adjusted to take into account of any increase in cost resulting from a change in the laws. If, in the event of a change in law, Pentagon Sports Limited, suffers, or will suffer any supply chain delay, or any effect to the availability of our installation teams, and/ or incurs, or will incur, any additional cost as a result of these changes in the Laws or in such interpretations, Pentagon Sports limited shall be entitled to: (a) an extension of time for any such delay if completion is or will be delayed; and (b) payment of any such cost, which shall be included in the final invoice price.

  • 13.1 Nothing in this Agreement is intended to, nor shall it confer any rights on a third party.

  • 14.1 To protect your own interests please read the conditions carefully before agreeing to them.
  • 14.2 If you are unhappy with any aspect of our service, please contact the customer services director. Any complaints will be dealt with sympathetically and the Company will work with you to reach a satisfactory conclusion.

  • 15.1 The Company reserve the right to make minor changes to this Agreement from time to time. Any major changes will only be made with the Customer’s agreement.

  • 16.1 The Company processes all personal data in accordance with its Privacy Policy.
  • 16.2 In addition personal data provided by the Customer in connection with this Contract may be used for the Company’s legitimate interests including statistical analysis, marketing of our services and credit control. If the Customer breaches this Contract, the Customer’s personal data may be disclosed or passed to third parties to the extent necessary to assist recovery procedures and the Customer will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the personal data to the Company for the purposes and the duration of the Contract.

  • 17.1 The Contract constitutes the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter.
  • 17.2 Each party acknowledges that, in entering into and performing this Contract, it has not relied on, and shall have no right or remedy in respect of, any verbal statement or agreement made by either party (whether made negligently or innocently) or any other statement, promise, undertaking, condition or warranty not expressly contained in the Contract, save that the Company has relied on statements made by the Customer in the Pre-Installation Form.
  • 17.3 Any advice or guidance relating to planning permission and building regulations is provided as guidance only and shall not be relied on as fact. The Customer shall be responsible for determining if planning or building regulations applications are required.
  • 17.4 Nothing in this condition shall limit or exclude any liability for fraud.

  • 18.1 Neither party shall be in breach of the Contract nor liable for delay in performing or failure to perform, any of its obligations (excluding payment obligations) under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control (a Force Majeure Event). In such circumstances the affected party shall be entitled to a reasonable extension of the time for performing such obligations. If the period of delay or non-performance continues for 12 months, the party not affected may terminate the Contract by giving [30 days’ written notice to the affected party.

Supply and Delivery of Goods and Products Via Internet or Direct Sales Terms & Conditions

  • 1.1 In this contract – 'The Company' means either Pentagon Sport Ltd (Company Number 03520712) or Pentagon Sport (South) Ltd (Company Number 08516821), whichever company is named on the purchase order or invoice. 'The Goods' means the products, goods and or materials supplied by the Company to the Customer under this contract. 'The Customer' means the person or company to whom the invoice or purchase order is addressed and or the person who places the order through The Company’s website. 'Order Confirmation' means the order confirmation by the Customer by: (a) clicking an online purchase link; (b) sending an email to the Company or (c) sending other written confirmation to the Company, in each case to purchase the Goods. 'The Quote' means the a) the price listed on The Company’s website; b) any document provided by The Company which setting out the details and Price of the order c) any purchase order which is expressly excepted by The Company. 'The Price' means the sum stated on the website or on the invoice as the sum payable by the Customer to the Company, as adjusted in accordance with the contract. 'This Contract' means the contract between the Customer and the Company incorporating these terms and conditions and the Quote. 'The Dispatch Date' means the date in which the goods will be sent from our distribution centre 'The Construction Date' means the date in which the goods will enter the manufacturing process.
  • 1.2 These terms and conditions apply to the Contract to the exclusion of any other terms and conditions sought to be imposed by either party (including any terms or conditions which the Customer purports to apply under any purchase order, confirmation of order, specification or other document) or which are implied by trade, custom, practice or course of dealing. No other terms or conditions shall be incorporated or have effect without prior written agreement of both parties. None of the terms of this contract shall limit your statutory rights under The Sales of Goods Act 1999.
  • 1.3 The Quote is an offer from the Company to the Customer, valid for the period set out in condition 2.3 (“Validity Period”), to sell the Goods on the terms set out on The Company’s Website and subject to these terms and conditions. The Customer’s Order constitutes an acceptance of the Company’s offer and the Contract shall come into existence at the date and time that the Order is received by the Company’s Internet Service Provider.
  • 1.4 If the Customer purports to accept the Company’s offer outside the Validity Period, regardless of any automatic confirmation sent to the Customer, the Company may at its option refuse to fulfil the Order or amend and update the Quote and re-submit it to the Customer as a revised offer.
  • 1.5 The Company operates a continuous product development program and reserves the right to make minor alterations of designs and specification without notice. Any material change in design or specification of the Goods that are dispatched will be discussed with the Customer prior to installation and the Customer has the option to substitute alternative products of the same Price as the Goods which have materially changed since the date of the Contract.
  • 1.6 All designs created by The Company are for the use of visualisation and concept approval only and must be taken as indicative. No designs should be used as ‘fit for purpose’ and The Company s Ltd limit all liability to the test set out in the ‘Reasonable Skill and Care Clause’ of the Consumer Rights Act 2015. Designs have not been created to incorporate the requirements set of by other statutory authorities, such as building or planning regulations and all permissions must be sought by the customer. The Company s Ltd will not indemnify against any claims made for works defected as a result of noncompliance.

  • 2.1 The Company agrees to supply to the Goods in strict accordance with any required specifications, and at the price stated for each item outlined on The Company website or in any other quotations submitted for acceptance to The Customer.
  • 2.2 The Customer has acknowledged, in placing an order with The Company, that they are purchasing the goods as fit for purpose and that they have carried out adequate research that the goods meet the Customer requirements.
  • 2.3 The price listed on the website or provided directly by the Company is subject to change and will only be valid for 7 days. Should an order not be completed within the validity period the company reserves the rights to cancel the offer and increase any quoted prices accordingly.

  • 3.1 The total Price for the supply and delivery of the Goods and any Incidental Services under this Contract is to be determined by the price on The Company’s website, any verbal or written quotation or any agreed pricing model. Any discounts or offers provided by The Company or listed on The Company’s website are at the sole discretion of The Company. The Company reserves the right to withdraw any offers or discounts with no notice and subject to availability.
  • 3.2 The Company shall invoice The Customer immediately after The Customer has placed an order for the goods. All invoices must be paid in full before the goods will enter the Construction Phase. No goods will be dispatched without the receipt of full payment of the good in advance. All invoices must be paid within 7 works days of the invoice date. Failure to pay any invoices may result in the order being cancelled and a charge payable of up to the order value.
  • 3.3 The invoice will be accompanied by the purchase order number and evidence of any agreed amendments made to the purchase order by a representative of The Company.
  • 3.4 Payments must be made by bank transfer to the Company’s designated bank. Payments by electronic debit or credit method will be added at a future date.
  • 3.5 The Customer shall be responsible for the payment of all taxes, duties, levies and charges assessed on it in connection with the purchase order excluding VAT.
  • 3.6 The Company Ltd shall be entitled, without prejudice, from any other right it may have, to withhold delivery of part or all of the goods due under the contract, until The Customer has confirmed acceptance to these terms and conditions by placing an official order and paying all monies due under this contract within 7 days of the invoice date.

  • 4.1 The Goods shall be delivered to the address listed on the purchase order unless expressly changed by The Customer and accepted by The Company.
  • 4.2 Cost of delivery is usually inclusive of the price stated on the website, however, we reserve the right to charge delivery should the location either be excessive or outside of mainland UK.
  • 4.3 In the event that a delivery has been attempted and has been deemed unsuccessful either due; a) wrong address provided, b) no one was available to accept the order at the final destination, c) no access or restricted access to the site. The Company reserve the right to charge a missed delivery fee of up to the original delivery cost / a re-delivery fee or in the event a second delivery attempt is not possible The Company will reserve the right to cancel the order without a refund becoming due to The Customer.
  • 4.4 Delivery will be exclusive of any set up or installation costs and delivery will be made to curb side and not to the products final position.
  • 4.5 The Company does not, at present, ship goods to outside of mainland UK. Any orders that are placed via the website that are outside of our delivery territories or mainland UK, will be cancelled and will not be fulfilled. The Company may at its discretion charge a fee for the cancelling of any orders that have been placed from outside its territories.

  • 5.1 In the event there is any breach to the terms of this contract or any required terms under this contract The Company reserves the right to: (a) Terminate this Contract without any liability to make any full or partial refund by giving an immediate notice and to charge The Customer with any loss incurred as a result of The Customers failure. Indemnity will include but not be limited to: - Loss of profit, - Loss of working days or programme preliminaries - Consequential or indirect Loss - Any claim for professional services or rectification works (b) The Company reserves the right to charge a penalty of 0.1% of the total contract price for every day of delay or breach or non-payment by The Customer . Based on the national indices.

  • 6.1 Our standard full returns policy for items purchased through our website is 14 days. You may return an item for a full refund if the item is unused, in its original packaging and accompanied by a valid proof of purchase. This does not affect your statutory rights. The cost of return will be payable by The Customer. The Company reserves the right to charge a re-stocking fee for any goods returned as unwanted provided they comply with the terms set out within this contract.
  • 6.1.1 In the event that a product is faulty or develops a fault within 30 days you can return the item to the original dispatch address or request that the item is collected by The Company. If you request the item to be collected a delivery charge will apply.
  • 6.1.2 The Company will inspect the product and will at it’s sole discretion deem the product unfit for purpose and will either exchange the product or will repair the product dependant on the nature of the fault. The item will then be returned to The Customer at the original delivery address, delivery charges may apply.
  • 6.1.3 The Company must be informed of any defected products within 30 days of the date of delivery, failure to do so will result in the Customer waving all rights to return the product. The Company will inspect the product for wear and tear and may either reject the claim in full or request a partial payment towards repairs if the item has been subject to any misuse or has significant signs of wear and tear.
  • 6.2 Upon accepting the delivery The Customer is deemed to have inspected the products and has certified that they have found no damage or faults that’s have been incurred during transit.
  • 6.3 Any refunds will be provided against the original purchase price listed and will be minus any discounts provided at the time of purchase.
  • 6.4 The Customer may not return any products that they deem to be unfit for purpose if the product is being used for any purpose other than that of the recommended use as stipulated by The Company.
  • 6.5 In the event an item is returned as faulty under this policy and the item is no longer available. The company may at its sole discretion offer an alternative product or exchange value up to the item value.

  • 7.1 The Company reserves the right to change at any time the quantities, packaging, unit size, place, method and/or time of delivery time or date of the product.
  • 7.2 Any lead times provided for the manufacture of the products are indicative only and will not be deemed a contractual due date. The Company will not be held liable for any damages or losses incurred by late or re-scheduled delivery of the items.
  • 7.3 The Company is subject to periodic price increases by the supply chain. In the event of a supply chain event which results either in a) a significant increase in price of raw materials b) availability of materials c) type of materials used. The company reserves the right to increase its prices on the website or may find itself in position where it is unable to fulfil an order due to supply chain issues. In the event that the order must be cancelled due to supplier issues, The company will have no liability to pay damages to the Customer for any losses.
  • 7.4 The Company may in the event of a supply chain issue, offer an alternative product to the customer. If the Customer refuses the alternative product The Company may at its discretion withhold in full or offer a partial refund of any monies paid.

  • 8.1 The Company will provide adequate packaging for the products to ensure safe delivery. It is the responsibility of The Customer to dispose of any packaging for the Product in a safe and environmentally sustainable manner.

  • 9.1 Upon accepting the deliver and having provided full payment for the goods. The transfer of ownership shall pass from The Company to The Customer. The Customer will/will not; (a) Will have full title to the Goods, and is deemed to be fully qualified to use the equipment, (b) Will not transfer ownership to another party who will seek to make a claim under this contract (c) Will in all circumstances act in the best interests of The Company (d) Will Not misrepresented or concealed any material facts from The Company If the products are sold to another party any rights or warranties are deemed to be void and The Company will not offer any additional third party rights other than that stipulated by statutory intervention.

  • 10.1 The Company may terminate this Contract, in whole or in part, at any time with written notice to The Customer. Any monies paid in advance by refunded unless otherwise stated elsewhere in this contract.
  • 10.2 If The Customer cancels the order or terminates this Contract in whole or in part after the date the invoice is sent to the Customer it will be liable to pay in full for any goods ordered and any monies paif to date will not be returned to the Customer.
  • 10.3 Upon any such termination, The Customer shall waive any claims for damages including loss.

  • 11.1 Neither Party will be liable for any delay in performing or failure to perform any of its obligations under this Contract if such delay or failure is caused by force majeure, such as civil disorder, military action, natural disaster and other circumstances which are beyond the control of the Party in question. In such event, the party will give immediate notice in writing to the other Party of the existence of such cause or event and of the likelihood of delay.

  • 12.1 The Customer shall at all times defend, indemnify, and hold harmless The Company, its officers, employees, and agents from and against all losses, costs, damages and expenses (including legal fees and costs), claims, suits, proceedings, demands and liabilities of any kind or nature to the extent arising out of or resulting from acts or omissions of The Customer or its employees, officers, agents or subcontractors, in the performance of this Contract. The Company shall promptly notify the Supplier of any written claim, loss, or demand for which the Supplier is responsible under this clause.
  • 12.2 This indemnity shall survive the expiration or termination of this Contract.

  • 13.1 Any dispute, controversy or claim arising out of or in relation to this Contract, or the breach, termination or invalidity thereof, shall be settled amicably by negotiation between the Parties. In the event that such negotiation is unsuccessful, either Party may submit the dispute to arbitration. The arbitral award will be final and binding.

  • 14.1 All information which comes into The Customers possession or knowledge in connection with this Contract is to be treated as strictly confidential. The Customer should not communicate such information to any third party without the prior written approval of The Company. The Customer shall comply with The Company’s Data Protection Principles in the event that it collects, receives, uses, transfers or stores any personal data in the performance of this Contract. These obligations shall survive the expiration or termination of this Contract.