Terms and Conditions

ClaudiCemento Ltd

Terms & Conditions of Business

The statutory rights of a buyer who is a consumer are not affected by these terms and conditions.

1. Definitions & Interpretations

1.1 – In these conditions: “Buyer” means the individual firm company or other party who purchases the Goods from ClaudiCemento; “Contract” means the contract for the sale and purchase of the Goods made between ClaudiCemento and the Buyer;  “direct, indirect or consequential loss” includes, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss; “Goods” means the articles, and materials, and things or any of them comprised in the Contract between the Buyer and ClaudiCemento; “insolvent” means: the Buyer becoming unable to pay its debts within the meaning of Section 123 of the Insolvency Act 1986; the Buyer allows any  execution to be levied on its property; the Buyer has a bankruptcy order made against it; the appointment of an administrator, administrative receiver or receiver over all or part of the Buyer’s property; the application for the appointment of an administrator; the Buyer makes any arrangement or compromise with its creditors; the passing of a resolution for the winding up or a meeting to pass such a resolution (except for the purposes of a solvent liquidation, reconstruction or amalgamation); the presentation of a winding-up petition or a petition for bankruptcy; the ceasing of, or threatening to cease carrying on business; “ClaudiCemento” means ClaudiCemento Limited, “working days” means Monday to Friday excluding bank holidays.

1.2 – A reference to any law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it.

1.3 A reference to one gender shall include all other genders.  Words in the singular include the plural and in the plural include the singular.

1.4 Condition headings do not effect the interpretation of these conditions.

2. Incorporation of Conditions

2.1 All orders for Goods shall only be accepted by ClaudiCemento subject to these conditions and (subject to any variation under condition 2.2) shall exclude all other terms and conditions (including any which the Buyer purports to apply under any purchase order, confirmation of order, specification or other document whether presented by the Buyer, referred to, or otherwise).

2.2 No variation or addition to these conditions shall be incorporated into the Contract unless such variations or additions have been expressly agreed to by ClaudiCemento in writing, and have been signed by a director of ClaudiCemento.  The Buyer acknowledges that it has not relied on any statement, promise, representation or warranty made by or on behalf of ClaudiCemento which is not set out in the Contract.  Nothing in this condition shall exclude or limit ClaudiCemento’s liability for fraudulent misrepresentation.

2.3 Any quotation or estimate made by or on behalf of ClaudiCemento whether in writing and/or orally, is an invitation only to the Buyer for it to make an offer.  The quotation shall only be valid for 30 days and prices stated in any quotation or estimate are subject to change (as per condition 10.1).

2.4 All orders made in pursuance of any quotation or estimate shall be deemed to be an offer by the Buyer to buy the Goods subject to these conditions.

2.5 – No order placed by the Buyer shall be binding upon ClaudiCemento unless and until such order is accepted by ClaudiCemento in writing on its acknowledgement of order form.

2.6  The Buyer shall ensure that the quantities specified in its order and any specifications provided are complete and accurate.  Subject to condition 7.1, the quantity and description of the Goods shall be as set out in ClaudiCemento’s acknowledgement of order.

3. New Customers

3.1  Where the Buyer is a new customer of ClaudiCemento, ClaudiCemento may require the Buyer to disclose the following information prior to or at the time of entering into any Contract with the Buyer:

3.1.1  full name and address of the Buyer (including trading address and where applicable registered address and company number);

3.1.2  contact details for all of the Buyer’s branches;

If the information is not provided within seven days of request, ClaudiCemento may terminate the Contract without liability to the Buyer.

4. Samples

The online colour charts should be used as a guide only, accuracy of the displayed colours will vary with screen resolution, device and shade range. Any samples, figures, statements, descriptions, illustrations, photographs, drawings or any other matters contained in ClaudiCemento’s websites, catalogues, brochures, price lists or advertising are not guaranteed to be accurate and are intended merely to represent an approximate idea of the Goods described in them.  They shall not form part of the Contract.  The Contract is not a sale by sample.

5. Buyer’s Designs

5.1  Where Goods are made or supplied to the Buyer’s own specification measurements or designs (including fine or specific tolerances required by the Buyer beyond those generally accepted in the building trade) ClaudiCemento accepts no liability for (or losses arising from) the suitability and fitness of the specification or design or for the fine tolerances requested (unless in the case of the fine tolerances, ClaudiCemento has acknowledged that it is prepared to accept such an order).

5.2  The Buyer warrants that such specifications or designs do not infringe any patent, trade mark, registered design, copyright or any other intellectual property right of any third party.  The Buyer shall indemnify ClaudiCemento in full for all and any loss, damage, or expense whatsoever (including professional costs) which ClaudiCemento may incur, suffer or be put, arising from the performance of the Contract by reason of any infringement of such intellectual property right.

6. Delivery

6.1  Delivery of Goods to the Buyer shall be deemed to be effected by ClaudiCemento at the following times:

6.1.1    where Goods are transported to the Buyer by ClaudiCemento, the manufacturer of the Goods, or by an independent carrier, at the time the Goods arrive prior to unloading at the at premises specified in the Contract, or at the nearest road accessible point to such premises (as applicable);

6.1.2   in the event of Goods being collected by the Buyer, at the earlier of:

6.1.2.1  the time of collection of the Goods by the Buyer, its employees or agents from ClaudiCemento’s premises; or,

6.1.2.2   seven days after the date on which the Buyer was notified that the Goods were ready for collection.

6.2 The Goods are generally dispatched within 2-3 business days after receipt of payment. The Exact timings of deliveries cannot be specified.  The date or dates (if any) specified by ClaudiCemento in the Contract shall only constitute the times by which ClaudiCemento expects to effect delivery, and time of delivery shall not be of the essence.

6.3 Unless otherwise stated, all deliveries will be made at the kerbside within the arc of the crane, where the driver deems safe to do so, whilst delivering the goods. ClaudiCemento is not responsible for any additional lifting or carrying of the Goods.  ClaudiCemento reserves the right not to unload Goods unless payment in full has been received and delivered Goods have been signed for.

6.4 When requested by the Buyer in writing, ClaudiCemento shall either endeavour to expedite delivery of the Goods (but such request shall not make time of delivery of the essence), or (as appropriate) delay the physical delivery of the Goods for a period of up to 28 days.

The Buyer shall reimburse ClaudiCemento for all additional costs (including but not limited to: overtime payments; storage charges and insurance) that ClaudiCemento incurs in complying with such a request under condition 6.6.

6.5  In the event that delay in physical delivery continues for a period in excess of 28 days then ClaudiCemento may:

6.5.1  terminate the Contract; and

6.5.2 sell the Goods to another person; and

6.5.3 seek damages for all direct, indirect and consequential loss suffered by ClaudiCemento as a result of the Buyer’s default.

6.6 If ClaudiCemento shall be prevented from delivering the Goods in accordance with the Contract as a result of delay or default on the part of the Buyer and the Contract is not cancelled, ClaudiCemento shall be entitled to reschedule the date for such delivery to such time as it shall reasonably require taking into account its commitments to third parties.

6.7 Subject to the other provisions of these conditions, ClaudiCemento’s financial liability for any late delivery shall be limited to the Contract Price and ClaudiCemento shall not be responsible for any direct, indirect or consequential loss, costs damages, charges, or expenses caused by any delay in the delivery of the Goods resulting from:

6.7.1  any failure of the Buyer to take delivery at the appropriate time;

6.7.2   any failure of the Buyer to give proper delivery instructions, or failure to obtain appropriate authorisations to permit the delivery of the Goods;

6.7.3   any delay or postponement of delivery requested by the Buyer pursuant to condition 6.3.

6.8 No delaying in delivery resulting from ClaudiCemento’s default shall entitle the Buyer to rescind the Contract unless the delay exceeds 5 days.

6.9 ClaudiCemento may deliver the goods by separate instalments.  Each separate instalment may be invoiced separately.  Each instalment shall be a separate Contract and no cancellation or termination of any one Contract shall entitle the Buyer to repudiate or cancel any other Contract or instalment.

6.10 Shipping fees include handling and packing fees as well as postage costs.

6.11 Transport fees vary according to total weight of the shipment. We advise the Buyer to group the purchased Goods in one order. We cannot group two distinct orders placed separately, and shipping fees will apply to each of them.

6.11 “Available on back order” status means that the Goods are not currently available for instant delivery, as it is out of stock. It takes between 8-10 working days to receive the Goods ordered with “Available on back order” status.

6.11 Orders for an area above 500m2 might be dispatched within 10-14 working days. The Buyer shall contact ClaudiCemento directly to obtain more details about the delivery times.

7. Shortages

7.1 Although ClaudiCemento endeavours to deliver Goods that are as near as possible to quantity ordered, standard packaging and measurements means that there may be quantity variances.  The Buyer is not entitled reject the goods or any of them by reason of such a surplus or shortfall.  ClaudiCemento reserves the right to charge for over deliveries at the pro rata rate.

7.2 Subject to condition 7.3 where ClaudiCemento has delivered the Goods, it undertakes to make up any shortages (which exceed the tolerance level in condition 7.1).  Where the manufacturer has delivered the Goods, ClaudiCemento shall not be liable for any shortages but will use reasonable efforts to procure that the manufacturer will make up such shortfall.

7.3 ClaudiCemento shall only be bound by its undertaking to make up procure the making up, of shortages set out in condition 7.2 if:

7.3.1 the Buyer shall have notified ClaudiCemento in writing (and the carrier if other than ClaudiCemento) of such shortage, within three days of receipt of the Goods with details of the date and time of delivery, the invoice number, and the delivery advice number (if any); or

7.3.2 in the event that they Buyer has not received the Goods, it has notified ClaudiCemento of this fact within 14 days of the receipt of ClaudiCemento’s invoice for the Goods

8. Substitutions

Unless the Buyer has requested otherwise, and ClaudiCemento’s  director has agreed to such request in writing, ClaudiCemento may supply substitute Goods of equivalent type and quality in performance of the Contract.

9. Returns/Cancellations and Refunds

9.1 – If the Buyer requires cancellation of the Contract this will only be accepted at the sole discretion of ClaudiCemento and upon such terms as ClaudiCemento may determine.

9.2 ClaudiCemento will exchange or refund any unopened and unused Goods which are returned to ClaudiCemento within 28 days of purchase, as sold, on production of an original receipt. All returns may be subject to a restocking charge of 15% (i.e. the invoice price of such Goods less 15%).

No refunds or credit notes will be given on any bespoke Goods or specially ordered Goods unless they fail to satisfy the warranty in condition 14.1.

9.3 The Buyer shall inform ClaudiCemento after 14 days by email orders@claudicemento.com the 14 calendar days of receiving the Goods. ClaudiCemento shall sent an email to the Buyer a return email with the return address for the Goods.

9.4 The returned Goods shall be will inspected by ClaudiCemento and the Buyer shall be notify about  the status of the refund after  the Goods inspection. Once the return is approved, ClaudiCemento shall make a refund using the same payment methods that the Buyer used in the original transaction, unless agreed otherwise with the ClaudiCemento director. The Buyer shall  receive the credit within 14 days of the return approval date, depending on the Buyer card issuer’s policies.

9.5 The Buyer shall be responsible for paying the return shipping costs.  The Buyer shall bear the direct cost of returning the items.

9.6 The shipping costs are non-refundable.

10. Price

10.1 The prices are subject to adjustment without warning. On rare occasions, a wrong price for a product may be listed on our website. ClaudiCemento reserve the right to increase or decrease the price to the right amount. ClaudiCemento shall inform the Buyer of the price alteration and the Buyer  shall have the option to either cancel the order or accept the revised price.

10.2 The price for the Goods does not include Value Added Tax, (which will be charged at the applicable rate) carriage, or pallets (which will be charged to the Buyer).

11. Payment

11.1 The Buyer shall make payment of the Goods in cleared funds in full without contra or set off.  For all Buyers, invoices are payable either online or upon receipt of the pro from invoice.

12. Credit Accounts

12.1 Credit accounts may be opened at the discretion of ClaudiCemento director. ClaudiCemento may impose such credit limit on the Buyer as it deems reasonable and may occasionally vary this limit without giving prior notice to the Buyer.

13. Workshops

 Our full Terms and Conditions detailed here apply to all of our workshops and courses.

14. Warranty

14.1 ClaudiCemento warrants that upon delivery the Goods shall be of satisfactory quality within the meaning of the Sale of Goods Act 1979 and reasonably fit for it normal purpose.

14.2 The instructions of use of the Goods provided by ClaudiCemento, are based on ClaudiCemento testing and expertise and issued for information purposes only and do not constitute a legally binding commitment on ClaudiCemento part.

14.3 Subject to conditions 14.4 and 14.5 if any of the Goods do not conform with the warranty in condition 14.1, ClaudiCemento’s liability in respect of any defect is, at ClaudiCemento’s option, limited to exchanging of the defective Goods or to making a pro rata refund.  ClaudiCemento shall be given a reasonable period in which to deliver the replacement.  If ClaudiCemento complies with this condition 14.3, it shall have no further liability for breach of the warranty in condition 14.1 in respect of such Goods.

14.4 ClaudiCemento’s liability under this warranty shall automatically cease if:

14.4.1  the Buyer fails to notify ClaudiCemento of the damage/defect of the Goods as soon as possible after becoming aware of them, or, where the damage/defect of the Goods has arisen in transit, the Buyer fails to notify ClaudiCemento within 3 days of the Buyer discovering the defect or ought to have discovered the defect; or

14.4.2  the Buyer makes any further use of the Goods after giving such notice; or

14.4.3  the Buyer shall not have paid for all Goods under the Contract by the due date referred to in condition 11.1; or

14.4.4 the defect arises because the Buyer failed to follow ClaudiCemento’s instruction for use, storage etc.; or

14.4.5 the Buyer, when requested by ClaudiCemento to do so, either fails to return the defective Goods to ClaudiCemento as soon as possible, but in any event within 14 days of such request, or, fails to make the defective Goods available for inspection by ClaudiCemento, its agents, and where applicable by the manufacturer;

or

14.4.6  the Buyer permits persons other than ClaudiCemento its employees or agents to effect or attempt any repair or replacement or other  rectification of defective Goods.

14.5 The Buyer shall be deemed to have accepted the Goods if the Buyer either uses the Goods, or has not notified ClaudiCemento of any defective within the periods set out in condition 14.4.1.

14.6 The warranty set out in condition 14.1 shall be in lieu of any warranties, conditions or undertakings whether implied by statue or common law (except for the conditions implied by section 12 of the Sale of Goods Act 1979) which are expressly excluded from the Contract.

15. Limitation of Liability

15.1 Subject to conditions 6.7 and 14:

15.1.1  ClaudiCemento’s financial liability to the Buyer (including any liability for the acts and omissions of its employees, agents and sub-contractors) under contract, tort, (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising from or in connection with the performance of any Contract, whether for:

15.1.1.1  personal injury; or

15.1.1.2  damage to tangible property; or

15.1.1.3  loss of profits; or

15.1.1.4  other financial loss; or

15.1.1.5  any combination of these shall be limited to £250,000;

15.1.2 ClaudiCemento’s liability to the Buyer under condition 15.1.1 shall also be limited to that proportion of the loss or damage (including interest and costs) ascribed to ClaudiCemento by a court, having regard to Civil Liability (Contribution) Act 1978 as if it were applied to all the other parties responsible, whether or not such other parties were in a position to make their contribution.

15.1.3  Except as set out in this Condition 15, ClaudiCemento shall not be liable for any claim for direct or indirect, consequential loss, injury, damage, claims, compensation whatsoever (howsoever caused) made by the Buyer or any third party against ClaudiCemento arising from or in connection with the Contract.

15.2 Nothing in these conditions excludes or limits the liability of ClaudiCemento for death or personal injury resulting from the negligence of ClaudiCemento its employees or agents, or for fraud or fraudulent misrepresentation.

16. Ownership of Goods

16.1 The Goods are at the risk of the Buyer from the time of deemed delivery.  The Buyer shall affect appropriate insurance cover over the Goods from deemed delivery with a reputable insurance company.

16.2 Notwithstanding that the risk in the Goods passes to the Buyer at the time of delivery, ownership of the Goods comprised in the

Contract shall be retained by ClaudiCemento until payment in full (in cash or in cleared funds) has been received in respect of:

16.2.1  the Goods; and

16.2.2  all other sums due from the Buyer in respect of other goods provided by ClaudiCemento;

16.3 ClaudiCemento shall be entitled to recover payment for the Goods notwithstanding that ownership of any of the Goods has not passed from ClaudiCemento.

16.4 The Buyer may resell Goods before ownership has passed to it solely on the following conditions:

16.4.1  any sale is made in the ordinary course of the Buyer’s business at full market value;

16.4.2  the Buyer sells ClaudiCemento’s property on its own behalf as principal (and not act as agent for ClaudiCemento); and

16.4.3  the Buyer has not become insolvent.

16.5 Until ownership of the Goods has passed to the Buyer, the Buyer shall hold the Goods as bailee, shall take proper care of the same and keep them in such manner that they may be clearly identified as belonging to ClaudiCemento.

16.6 The Buyer grants ClaudiCemento, its employees and agents an irrevocable licence to enter upon any of its premises where the Goods are  stored at any time in order for ClaudiCemento to inspect them, or where the Buyer’s right to possession has terminated, to recover them.

16.7 If at the time of the termination of the Buyer’s power of sale under condition 16.4 any Goods comprised in the Contract are in the custody or control of any third party, or on the premises of a third party the Buyer shall use its best efforts to allow ClaudiCemento to recover the goods from the third party or its premises, (including but not limited to immediately providing ClaudiCemento with written authority enter premises and to collect Goods on behalf of the Buyer).

17. Termination

17.1 If the Buyer shall:

17.1.1  fail to give delivery instructions; or fail to take delivery of the Goods; or fail to make any payment when it becomes due; or

17.1.2  shall commit any other breach of the Contract and fail to remedy the same within seven days of receiving ClaudiCemento’s request in writing so to do; or

17.1.3  shall become insolvent; or then ClaudiCemento may:

17.1.4  defer or cancel any further deliveries or work under the Contract and treat the Contract as terminated; and

17.1.5  treat any other contract between ClaudiCemento and the Buyer as terminated; but without prejudice to ClaudiCemento’s right to: either receive any unpaid price for Goods delivered under the Contract; or to repossess the Goods; and to damages for loss of profit suffered in consequence of such termination.

17.2 Upon the termination of a Contract (whether under this condition 17 or otherwise) shall not affect the accrued rights of ClaudiCemento or the Buyer.

18. Force Majeure

ClaudiCemento reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Goods ordered by the Buyer (without liability to the Buyer for any direct, indirect or consequential loss or damage suffered by the Buyer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond its reasonable control including, without limitation, acts of God, governmental action, war or national emergency, civil commotion, acts of terrorism, strikes (whether or not relating to ClaudiCemento’s or the Buyer’s workforce), restraints or inability or delay in obtaining supplies, provided that if the event in question continue for a continuous period in excess of 30 days either ClaudiCemento or the Buyer shall be entitled to give written notice to the other to terminate the Contract.

19. Sub-Contracts

19.1 ClaudiCemento shall be entitled to appoint one or more sub-contractors to carry out one or all of its obligations under these conditions.

19.2 Where ClaudiCemento introduces a sub-contractor to a Buyer and a separate contract is made between the sub-contractor and the Buyer, ClaudiCemento will not accept any responsibility for delays quality or workmanship occasioned by the sub-contractor.

20. Health and Safety at Work Act 1974

The attention of the Buyer is drawn to the provisions of Section 6 of the Health and Safety at Work Act 1974.  ClaudiCemento may make available upon request information on its products to ensure that as far as is reasonably practicable they are safe and without risk to health when properly used.  It is the responsibility of the Buyer to take such steps as are necessary to ensure that such information relevant to the Goods is made available to its employees agents or any person to whom the Buyer supplies them and to any other person to whom the Buyer should reasonably consider any such information should be given.

21. Severance

21.1 If any provision of these conditions shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions of this Agreement which shall remain in full force and effect.

21.2 If any provision of these conditions is so found to be invalid or unenforceable but would be valid or enforceable if some part of the provision were deleted, the condition in question shall apply with such modification(s) as may be necessary to make it valid and enforceable.

22. General

22.1 ClaudiCemento reserves the right to assign, sub-contract or sub-let the fulfilment of the Contract or any part of it without the consent of the Buyer.  The Buyer shall not be entitled to assign the benefit or burden of the Contract without the prior consent in writing of ClaudiCemento.

22.2 Each Contract constitutes the entire agreement and understanding of ClaudiCemento and the Buyer and supersedes any previous agreement between ClaudiCemento and the Buyer relating to the subject matter of that Contract.

22.3 Any waiver by ClaudiCemento of any breach of, or any default under any provision of the Contract shall not be a waiver of any subsequent breach or default, and the failure or delay by ClaudiCemento to enforce any of its rights under the Contract shall be a waiver of such rights.

22.4 All notices given concerning the Contract shall be in writing, and shall be hand delivered, sent by first class post or be sent by fax to the invoicing address provided by the Buyer, or to the relevant ClaudiCemento branch and to ClaudiCemento’s head office.

22.5 No person who is not a party to a Contract (other than lawfully successors and assigns) may enforce the terms of any Contract under the Contract (Rights of Third Parties) Act 1999.

22.6 In the event of a dispute arising out of any Contract, ClaudiCemento and the Buyer may attempt to resolve such dispute by mediation in accordance with the Centre for Effective Dispute Resolution Model Procedure.

22.7 These conditions and each and every Contract shall be governed by English law and ClaudiCemento and the Buyer submit to the exclusive  jurisdiction of the English courts.

ClaudiCemento Limited

Registered Office: UNIT7, ENTERPRISE ROW, RANGEMOOR ROAD,N15 4LU, LONDON, United Kingdom.