Terms & Conditions
Purchase Terms & Conditions
Terms of supply
the CUSTOMER’S ATTENTiON IS DRAWN IN PARTICULAR TO THE PROVISIONS OF CLAUSES 8 & 9
1 DEFINITIONS, INTERPRETATION AND GENERAL
1.1 In these Terms:
(a) ‘Business Day’ a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business
(b) ‘Company’ means Bob Rudd Leisure Limited trading as Clear Cool;
(c) ‘Customer’ means the individual, firm, company or other party with whom the Company contracts;
(d) ‘Contract’ the contract between the Company and the Customer for the supply of Goods and/or Services in accordance with these Terms;
(e) ‘Contract Specification’ the description or specification of the Goods and Services provided in writing by the Company to the Customer;
(f) ‘Goods’ any goods or other deliverables supplied to the Customer by the Company;
(g) ‘Manufacturer’s Warranties’ the warranties given by any third-party manufacturer in relation to Goods supplied by the Company;
(h) ‘Order’ the Customer’s order for the supply of Goods and/or Services as set out in the Customer’s purchase order;
(i) ‘Qualifying Goods’ means supply of Goods which have been designed and manufactured by the Company:
(j) ‘Services’ the services, including the supply of any associated Goods, supplied by the Company to the Customer as set out in the Contract Specification;
(k) ‘Site’ means the location where the Services are to be performed or Goods supplied as set out in the Contract Specification;
(l) ‘Site Standards’ means the required standards, access requirements and facilities to be made available at the Site for use by the Company and which are set out in the Contract Specification;
(m) ‘Terms’ means the terms of sale set out or referred to in the Company’s acknowledgment of Order;
(n) ‘Working Hours’ means 9.00am to 5.00pm, excluding Saturdays, Sundays, and Bank Holidays.
1.2 The headings in these Terms are for convenience only and are not for the purpose of interpretation.
1.3 Any reference in these Terms to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.
1.4 Failure by the Company to enforce strict compliance with these Terms by the Customer will not constitute a waiver of any of the provisions of these Terms.
1.5 References to clauses are to clauses of these Terms, unless stated otherwise.
2 CONTRACT TERMS, VARIATIONS AND REPRESENTATIONS
2.1 No Order in pursuance of any quotation or otherwise shall be binding on the Company unless and until such Order is accepted in writing by the Company. Any contract made between the Company and the Customer shall be subject to these Terms and, save as set out in these Terms, no representative or agent of the Company has authority to agree any terms or make any representations inconsistent with them or to enter into any contract except on the basis of them. Any such term representation on contract will bind the Company only if in writing and signed by a director of the Company.
2.2 Unless otherwise agreed in writing by the Company (which shall include anything contained in any quotation delivered by the Company to the Customer) these Terms shall apply to the exclusion of any terms stipulated or referred to by the Customer in its Order (whether by written purchase order or otherwise) or pre-contract negotiations or any inconsistent terms implied by law or trade custom, practice or course of dealing.
2.3 The Order constitutes an offer by the Customer to purchase Goods and/or Services in accordance with these Terms. The Customer is responsible for ensuring that the terms of the Order and any applicable specification are complete and accurate and that the Customer gives the Company any necessary information relating to the Goods and Services within a sufficient time to enable the Company duly to perform its obligations in connection with this Contract.
2.4 Where the Company has not given a written acknowledgment of Order, these Terms will nonetheless apply to the Contract provided that the Customer has had prior notice of them.
2.5 Where the Customer does not formally accept a quotation from the Company but the Customer continues to instruct the Company to supply the goods or services, the Customer’s continued instructions will be deemed to be acceptance of these Terms.
2.6 Any samples, drawings, descriptive matter, or advertising produced by the Company and any descriptions or illustrations contained in the Company's catalogues or brochures or website are produced for the sole purpose of giving an approximate idea of the goods and services described in them. They shall not form part of the contract or have any contractual force.
2.7 The Company reserves the right to correct any clerical or typographical error made by its employees (whether in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued) at any time without any liability on the part of the Company.
2.8 For the avoidance of doubt, except as set out in these Terms, no variation of the Contract, including the introduction of any additional terms shall be effective unless it is agreed in writing and signed by a director of the Company.
2.9 The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Company which is not set out in the Contract.
3 CUSTOMER’S REPRESENTATIONS
3.1 The Customer shall provide the Company with adequate instructions and accurate information regarding the Goods and/or Services it wishes to purchase from the Company. If the Company suffers any delay caused by the Customer’ inadequate instructions or inaccurate information, or delay caused by the Customer’s failure to give the Company adequate instructions or accurate information, the supply of Goods and/or Services shall be extended for such period as the Company may reasonably require.
3.2 Where the Contract requires the provision of Goods and/or Services at the Customer’s premises, the Customer hereby grants a licence to the Company, its employees and sub-contractors (together with appropriate transport) to enter upon the Customer’s premises for the purpose of supplying the Goods and/or Services. Except where otherwise stated in the Specification or agreed in writing, the Customer shall provide the Company at the Customer’s own cost and expense with a suitable water and power supply, toilet and washing facilities and storage space on Site at such times and in such a manner as the Company will from time to time require. The Customer shall ensure that its premises and all plant and equipment which is used by the Company’s employees or sub-contractors or with which they may come into contact or to which they may be exposed complies with the Health and Safety at Work Act 1974, all relevant statutory provisions (as defined in that Act) and all other obligations imposed by statute and common law relating to health and safety and will indemnify the Company against any loss, damage or expense in respect of any failure by the Customer to comply with its obligations.
4 QUOTATIONS AND PRICES
4.1 A quotation by the Company is not an offer. Quotations are valid for 30 days only and subject to withdrawal or revision at any time before acceptance of the Order by the Company in accordance with clause 2.1.
4.2 Unless otherwise expressly agreed in writing, the price set out in an Order has been calculated on condition that the Services are capable of being performed to an agreed programme with uninterrupted access to the Site during the Working Hours and that the Site conforms to the required Site Standards. In the event the Customer requires performance of the Services outside of Working Hours or the Site does not conform to the Site Standards, any additional costs or expenses incurred by the Company (including but not restricted to the supply of any necessary services, waiting and travelling time) shall be paid by the Customer to the Company within 30 days of the date of the Company’s invoice or demand for payment.
4.3 Any Goods and Services requested in addition to those identified in the Contract Specification will be chargeable for in addition to the price stated in the Contract as will the costs of all tests, alterations, additions and all other work undertaken at the request of the Customer but not identified in the Contract Specification. Those additional costs will be calculated by the Company having regard to the rates and prices set out in its quotation or in the Contract Specification or as otherwise agreed with the Customer and will be paid for by the Customer within 30 days from the date of the Company’s invoice or demand for payment.
4.4 Unless otherwise agreed in writing, the Company shall be entitled to increase its prices at any time to take account of any increase in the cost to the Company of purchasing any goods or materials or manufacturing, working on or supplying any goods or services (including, but not limited to, any delay caused by any instructions of the Customer or a third party or failure of the Customer or third party’s failure to give the Company adequate or accurate information or instructions or any change in labour costs, taxes or insurance premiums) and such increased prices ruling at the date of supply of Goods and/or Services by the Company shall be substituted for the previous contract price.
4.5 All prices quoted are exclusive of VAT and the Customer shall pay any and all taxes, duties and other governmental charges payable in respect of the Goods and/or Services.
5 DELIVERY OF GOODS
5.1 Where the Company supplies Goods as part of the Services, then in all such Contracts unless otherwise specified in writing by the Company in the Contract Specification, the Company shall deliver the Goods to the location set out in the agreed Order or to such other location as the parties may agree at any time after the Company notifies the Customer that the Goods are ready.
5.2 If the contract requires the Customer to take delivery of the Goods at the Company’s premises or such other location as may be specified by the Company, then:
(a) for the purposes of this sub-clause ‘the Goods’ shall mean the whole or any instalment of the Goods and ‘the collection date’ shall mean the date on which the Goods are or will be ready for delivery; and
(b) the Company shall notify the Customer of the collection date and the Customer shall take delivery of the Goods within 5 days of the collection date.
5.3 If the Customer shall for any reason fail to take or accept delivery of the Goods on the agreed date or dates, delays in doing so or fails to provide a delivery address pursuant to an Order then, except where such failure or delay is caused by a Force Majeure Event or the Company’s failure to comply with its obligations under the Contract, without prejudice to any other rights of the Company (whether under these Standard Terms or otherwise):
(a) delivery of the Goods shall be deemed to have been completed at 9.00 am on the third Business Day after the day on which the Company notified the Customer that the Goods were ready; and
(b) the Company shall be entitled to make an additional charge in respect of any delay caused by such failure and for any costs incurred as a result of repeated delivery necessitated by such failure.
5.4 Should the Company be delayed in or prevented from delivering the Goods due to a failure of the Company’s (or its sub-contractor’s) computerised business or due to any cause beyond the reasonable control of the Company, the Company shall be at liberty to terminate the Order placed by the Customer without incurring any liability for any loss or damage arising from such termination (but without prejudice in any such case to rights accrued to the Company in respect of deliveries already made).
5.5 While the Company will use its reasonable endeavours to deliver the Goods by any date or within any period agreed upon, such dates and periods are estimates only, given in good faith, and the Company will not be liable for any failure to deliver by or within such a period nor shall delays in the delivery of an Order entitle the Customer to refuse to take delivery of an Order. Time for delivery shall not be of the essence of the Contract. The Company shall be entitled to defer delivery until any monies due from the Customer have been received.
5.6 Subject to any agreement in writing by the Company, the risk in the Goods which the Company agrees to supply shall pass to the Customer on the date such Goods are delivered or made available for collection (as the case may be). Title in the Goods shall pass when the Customer pays for the Goods in accordance with clause 7.
5.7 Unless specifically stated in the Contract Specification, the price of the Goods is exclusive of the costs and charges of inspection, packaging, insurance and transport of the Goods, which shall be invoiced to the Customer.
6 SUPPLY OF THE SERVICES
6.1 The Company shall provide the Goods and/or Services to the Customer in accordance with the Contract Specification in all material respects.
6.2 The Company shall use reasonable endeavours to meet any performance dates for the Services specified and agreed in the Order, but any such dates shall be estimates only and time shall not be of the essence for the performance of the services. The Company shall be entitled to defer provision of the services until any monies due from the Customer have been received.
6.3 The Company shall have the right to make any changes to the Goods and/or Services which are necessary to comply with any applicable law or safety requirement or which do not materially affect the quality of the Goods and/or Services, and the Company shall notify the Customer in any such event.
6.4 The Company shall provide the Goods and/or Services using reasonable skill and care.
6.5 If the Customer shall for any reason prevent (or allow any other person to prevent) the Company (or its subcontractors) from supplying the Goods and/or Services (or any part thereof) on the agreed date or dates except where such prevention is caused by a Force Majeure Event or the Company’s failure to comply with its obligations under the Contract, without prejudice to any other rights of the Company whether under these Terms or otherwise, the Company shall be entitled to make an additional charge in respect of any costs incurred as a result of repeated provision of the Services necessitated by that failure.
6.6 The Customer shall provide all sufficient and accurate information requested by the Company in a timely fashion to enable the proper supply of the Goods and/or Services by the Company so as not to delay or disrupt the Company in performing its obligations under the Contract. The Company shall be entitled to rely on the accuracy and sufficiency of all information provided to it by the Customer, and to make assumptions on the basis of such information, when supplying the Goods and supply of Services.
6.7 The Customer is responsible for ensuring that the Site complies with the Site Standards at the time of delivery of the Goods and performance of the supply of Services.
6.8 The Customer agrees to have due regard to all information supplied by the Company relating to the use of the Goods necessary to ensure the Goods will be safe and do not pose a risk to the health and/or safety of any person at all times when the Goods are being set, used, cleaned or maintained by any person.
6.9 The Customer agrees to indemnify the Company in respect of any and all claims, losses, costs, and expenses suffered or incurred by the Company arising from any act, omission or default of the Customer (including any breach by the Customer of any of its obligations under this Contract).
7.1 Subject to clauses 7.2 and 7.3, payment to the Company shall be made by the Customer in full in Pounds Sterling before any Services are rendered (or, when applicable, before any Goods are delivered). Once payment has been received in full, the Company shall provide an estimated date for the commencement of the supply of the Services (or where applicable, an estimated delivery date for dispatch of the Goods). The parties hereby agree that the Company’s obligations under these Terms are wholly conditional upon such payment being made.
7.2 The Company may in its sole discretion, designate to the Customer approved credit terms and in any such case (unless otherwise specified in writing by the Company) the Customer shall pay each invoice submitted by the Company:
(a) within 30 days of the date of the invoice notwithstanding that property to the goods has not passed to the Customer; and
(b) in full, in pounds sterling and in cleared funds to a bank account nominated in writing by the Company, and
time for payment shall be of the essence of the Contract.
7.3 Where the price envisages deposit payments and/or payment in instalments, the Company’s charges shall be paid to the Company in the instalments as set out in the Contract Specification. In the event of the provision of the Services taking longer than one (1) month to complete, the Company reserves the right to render interim accounts on a monthly basis (which are payable on the same terms as set out in clauses 7.2(a) and 7.2(b)).
7.4 Time of payment shall be of the essence of the contract. Without prejudice to any other rights it may have the Company reserved the right to charge interest at the Handelsbanken base rate plus 4% or at the rate specified from time to time under the provisions of Late Payment of Commercial Debts (Interest) Act 1988 (whichever is the higher) on all overdue accounts and for the purposes of clauses 8 and 11 the full purchase price for the Goods and/or Services shall include all interest payable hereunder.
7.5 The Customer shall not in any circumstances be entitled to withhold payment for monies due whether as a means of setting of monies owed to it by the Company or otherwise. The Customer shall pay all amounts due under the Contract in full without any deduction or withholding except as required by law and the Customer shall not be entitled to assert any credit, set-off or counterclaim against the Company in order to justify withholding payment of any such amount in whole or in part. The Company may at any time, without limiting any other rights or remedies it may have, set off any amount owing to it by the Customer against any amount payable by the Company to the Customer
7.6 The Customer shall pay to the Company an amount equal to any costs and expenses incurred (on a full indemnity basis) by the Company in recovering from the Customer any monies due and payable by the Customer to the Company and for the purposes of clauses 8 and 11 the full purchase price of the Goods and/or Services shall include all costs and expenses payable hereunder.
8 FAILURE TO PAY, CANCELLATION OR DEFERMENT
8.1 For the purposes of this clause 8 “an Intervening Event” shall be any of the following:
(a) failure by the Customer to make any payment when it becomes due;
(b) breach by the Customer of any of the Terms of the Contract;
(c) the Customer’s proposal for or entry into any composition or arrangement with creditors;
(d) the presentation against the Customer of any petition for a bankruptcy order, administration order, winding-up order or similar process;
(e) the appointment of an administrative receiver or receiver in respect of the business of any part of the assets of the Customer;
(f) the Company forming the reasonable opinion that the Customer has become or is likely in the immediate future to become unable to pay his, her or its debts (adopting, in the case of a company, the definition of that term set out in section 123 of the Insolvency Act 1986); and
(g) any event occurs, or proceeding is taken, with respect to the Customer in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 8.1(b) to clause 8.1(b) (inclusive).
8.2 If there shall be an Intervening Event, the Company may within a reasonable time thereafter, defer or cancel any further provision of Services, stop any Goods in transit and treat the Contract as determined but without prejudice to its rights to the full purchase price for Services rendered or Goods supplied (which shall become immediately due) and damages for any loss suffered in consequence of such determination.
8.3 Cancellation by the Customer will only be accepted at the discretion of the Company and in any case on condition that any costs or expenses incurred by the Company up to the date of cancellation and all loss or damage resulting in the Company by reason of such cancellation will be paid by the Customer to the Company forthwith (including payment by the Customer of a restocking charge of 25% of the value of the cancelled goods). The Customer acknowledges that the restocking charge represents the company’s administrative costs in dealing with the Customer’s cancellation and is a reasonable pre-estimate of the company’s loss. Acceptance of such cancellation will only be binding on the Company if in writing and signed by a director of the Company.
8.4 Any costs or expenses incurred by the Company due to suspension or deferment of any Order by the Customer or in the event that the Customer cancels any direct debit or defaults in collecting, or giving instructions for the delivery of any goods or the performance of any services will be payable by the Customer forthwith on demand.
8.5 Without prejudice to the Company’s other rights under this Clause 10, the Company shall be entitled to suspend the Contract for a period of up to sixty days in the event an Intervening Event occurs. If the period of suspension reaches sixty days, the Company shall either end the suspension or terminate the Contract.
9 LIMITATION OF LIABILITY
9.1 Nothing in these Terms shall limit or exclude the Company’s liability for:
(a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors (as applicable):
(b) fraud or fraudulent misrepresentation;
9.2 Subject to Clause 9.1:
(a) the Company shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, goodwill or business opportunity or any indirect or consequential loss arising under or in connection with the Contract; and
(b) the Company shall have no liability or any responsibility for any loss, or damage of any nature due to or arising for any cause beyond its reasonable control
(c) the Company’s total liability to the Customer in respect of all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty or otherwise shall in no circumstances exceed price paid for the Goods and/or Services under the agreed Order.
9.3 Any and all liability of the Company under or in connection with this Contract shall cease with the expiry of the Warranty Period specified in Clause 10.2.
9.4 The limitations and exclusions of liability applying to the contractor under this Contract shall likewise apply to the Company’s directors, personnel, sub-contractors and sub-suppliers of any tier and their personnel.
10.1 In relation to Goods that are not Qualifying Goods the Company shall as far as it is able pass on to the Customer the benefits of any Manufacturer’s Warranties
10.2 In relation to Qualifying Goods only and subject always to Clauses 10.3 and 10.4, the Company warrants that on completion of the supply of the Qualifying Goods and for a period of 12 months thereafter (“Warranty Period”) the Qualifying Goods shall be free from material defects in materials and workmanship. The Company shall at its sole discretion repair or replace or pay reasonable costs for the repair or replacement of the defective Qualifying Goods which the Company’s examination confirms are defective in accordance with this Clause 10.
10.3 The parties acknowledge and agree that:
(a) the Customer shall make a full inspection of the Qualifying Goods upon completion of delivery;
(b) the Customer shall notify the Company with a written notice containing full particulars of any defects and the circumstances in which defects occurred, within 14 days of delivery in the case of defects apparent upon inspection and in the case of defects not so apparent provide such notification within a reasonable time of discovery (in any event within the Warranty Period); and
(c) the Customer shall return the defective Goods to the Company or its authorised service depot (as directed by the Company) and pay all transportation charges, duties and taxes associated with return and subsequent redelivery of the Goods to the Customer; or
(d) if, at the Company’s election, the Company arranged for a technician to visit the Customer’s installation to repair or replace the defective Qualifying Goods, the Customer shall bear the expense of all transportation charged for the technician and his equipment, including any applicable duties and taxes, accommodation and living expenses and normal charges for the technician’s time while travelling (save that the Customer shall not be liable for any charge in respect of the technician’s time on site actually engaged in carrying out the repair or replacement of such defective Qualifying Goods).
(e) the Customer shall provide the Company with working access to examine the Qualifying Goods without costs to the Company; and
(f) the Customer shall take all appropriate steps to mitigate damage caused by the defective Qualifying Goods; and
(g) the Customer shall provide the Company with adequate time and opportunity in which to repair or replace any part of the defective Qualifying Goods; and
10.4 The Company shall not be liable for the defective Qualifying Goods if:
(a) the defect arises because the Customer failed to follow the Company’s oral or written instructions as to use or maintenance of the Qualifying Goods or (if there are none) good trade practice;
(b) the Customer or a third party alters or repairs the product of the Qualifying Goods;
(c) the defect is due to circumstances which existed before the transfer of risk occurred and is not as a result of fair wear and tear,
(d) the product of the Qualifying Goods has been subjected to improper use, accident or improper maintenance by the Customer or a third party;
(e) the Customer prevents the Company from remedying the defect.
(f) such Goods are sold to the Customer in used or second hand condition, in which case the relevant Goods are sold ‘as seen’ and the Customer (who acknowledges that it has had the opportunity to examine the state of such Goods prior to entering into the Contract) shall take such Goods in the condition in which they are at the point the Contract is formed subject to all defects in such Goods;
(g) such Goods are not Qualifying Goods, in which instance, the Company’s only obligation shall be to, insofar as it is able, to pass on the benefit of the Manufacturer’s Warranty in accordance with clause 10.1.
10.5 The repair or replacement of defective goods during the Warranty Period in accordance with Clause 10.2 shall not as regards to such goods extend the period of warranty therein provided.
10.6 The Customer’s remedies under this clause shall be in place and to the exclusion of any other remedy to the Customer in relation to the defects (including latent defects) in the Services and any Goods including damage arising therefrom (whether the claims are based in contract, tort, negligence, indemnity or any other legal theory whatsoever). Any and all other warranties, terms and conditions, express or implied which may have otherwise applied in relation to such matter are excluded to the extent allowed under law.
10.7 Where the Company repairs or re-supplies Qualifying Goods in accordance with the foregoing provisions of this Clause 10 or otherwise, any time specified for delivery shall be extended for such period as the Company may reasonably require.
11 RETENTION OF TITLE
11.1 Subject to any agreement to the contrary in writing by the Company, the risk in Goods shall pass to the Customer on the relevant Delivery Date.
11.2 The following provisions shall apply to all Contracts and to all Goods which under the Contract the Company agrees to supply to the Customer. No failure by the Company to enforce strict compliances by the Customer with such provisions shall constitute a waiver thereof and no termination of the Contract shall prejudice limit or extinguish the Company’s rights under this clause.
(a) Upon delivery of the Goods the Customer shall hold the Goods solely as bailee for the Company and the Goods shall remain the property of the Company until such time as the Customer shall have paid to the Company and the Company shall have cleared funds for the full purchase price of all Goods, whether under the Contract or otherwise. Until this time the Company shall be entitled to recover the Goods or any part thereof and, for the purpose of exercising such rights, the Customer hereby grants a licence to the Company, its employees and agents (together with appropriate transport) to enter upon the Customer’s premises and any other location where the Goods are situated and remove the Goods.
(b) The Customer shall maintain an appropriate insurance in respect of the Goods from the date or dates on which the risk therein passes to the Customer. In the event of any loss or damage occurring while the Goods remain the property of the Company, the Customer shall immediately on receipt of the insurance monies, remit to the Company the full purchase price of the Goods lost or damaged less any part thereof which has already been paid and until such amount has been so remitted shall hold such amount as trustee and agent for the Company.
(c) The licences granted under this clause 11.2 shall be terminable forthwith at any time upon notice by the Company to the Customer.
12 INTELLECTUAL PROPERTY
Unless otherwise agreed in writing by the Company any and all intellectual property rights in the Services, any Goods and in any tooling and in any drawings of other documentation supplied or produced by the Company shall vest in and remain vested in the Company, the Customer agrees to execute any documents the Company deems necessary to give effect to this clause. All drawings, plans, specifications and method statements and related documents are to be returned to the Company immediately on written request. The Customer is not permitted to use (except for the purposes set out in the Contract Specification or Order) or make copies of such documents without having first obtained the consent of the Company in writing.
All tooling purchased or produced by the Company for the Contract shall be and remain the property of the Company unless otherwise agreed in writing, notwithstanding that the Customer may have made payment or part payment therefor.
The Customer agrees that it and its employees and agents will keep confidential all drawings and designs supplied by the Company and will not use, copy or reproduce the same save as specifically authorised by the Company in writing.
15 TEST AND MARKING
15.1 If the Company agrees to carry out any tests, certification or marking shall be provided in respect of the Goods it shall be entitled to charge therefor.
15.2 The Customer shall pay to the Company an amount equal to any costs payable to third parties in respect of any tests, independent design review or report carried out by that third party in respect of the goods at the request of the Customer together with an administration fee (equal to 10% of the third party costs) in respect of the Company procuring the same.
15.3 If the Company agrees that any tests shall be carried out in the presence of the Customer or his representative the Company shall notify the Customer of the date from which it is or will be ready to carry out such tests. The Customer undertakes that he or his representative will, by prior appointment, attend at the premises where the goods are situated within 3 days after such date for the purpose of witnessing such tests and agrees that in default of such attendance the Company may proceed with the tests in his absence and he shall be bound by the results thereof.
16 USE AND SAFE HANDLING
The Customer warrants that it will pass on to all third parties to whom it may supply the goods or any of them all information as to the use and safe handling of such goods as may have been provided to the Customer by the Company.
17 LAW AND JURISDICTION
The proper law of all Contracts shall be English law which shall govern in all respects the construction and effect of such Contracts and of these Terms. The Customer agrees that in the event of any dispute arising out of the Contract or the performance thereof he will submit to the jurisdiction of the English Courts.
18 FORCE MAJEURE
20.1 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 a Force Majeure Event. A ‘Force Majeure Event’ means any event beyond a party's reasonable control, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including but not limited to strikes, lock-outs or other industrial disputes (whether involving its own workforce or a third party's), failure of energy sources or transport network, acts of God, war, terrorism, riot, civil commotion, interference by civil or military authorities, national or international calamity, armed conflict, malicious damage, breakdown of plant or machinery, nuclear, chemical or biological contamination, sonic boom, explosions, collapse of building structures, fires, floods, storms, earthquakes, loss at sea, epidemics or similar events, natural disasters or extreme adverse weather conditions, or default of suppliers or subcontractors.
20.2 Where the Company is delayed due to a Force Majeure Event in accordance with this Clause 20 any time specified for delivery of the goods or performance of the services shall the extended for such period as the Company may reasonably require.
19.1 The Company may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all of its obligations under the Contract to any third party.
21.2 The Customer shall not, without the prior written consent of the Company, assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract.
20.1 Any notice or other communication given to a party under or in connection with this Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally or sent by prepaid first-class post or other next working day delivery service, or by commercial courier, fax or e-mail through the email address firstname.lastname@example.org.
20.2 A notice or other communication shall be deemed to have been received: if delivered personally, when left at the registered address of the parties; if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or, if sent by by fax, one Business Day after transmission.
20.3 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
21.1 If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.
21.2 If any provision or part-provision of this Contract is invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.
A waiver of any right under the Contract or law is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor prevent or restrict its further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
23 THIRD PARTIES
A person who is not a party to the Contract shall not have any rights to enforce its terms save that the Contract shall be for the benefit and enforceable by any parent undertaking of the Company and any subsidiary undertaking of the Company or of any such parent undertaking.
Rental Terms & Conditions
Prices: - all prices are exclusive of Vat. Vat will be added at the applicable rate on the date of despatch.
Rental Term & Charges: – all Clear Cool rental agreements are for a 12 months minimum period. Should any items be removed within the first 12 months of the agreement then the remaining term will be charged, after the initial 12 months rental term then the notice period is 4 weeks for removal. Items can be removed at short notice but contractual notice charges still apply.
Detergent: - It is a condition of our rental agreements that all ware washing equipment supplied must use Clear Cool Detergents, this is to guarantee results and prolong the life of our equipment. Our detergents are made in the UK specifically for Clear Cool and are of the highest quality. The high performance, advanced formulations of the chemicals used are developed for use with our automatic dosing systems. Our detergents have buffers and tannin removers that combine to kill bacteria and remove protein and starch deposits. They will not degrade glass and have built in corrosion inhibitor to protect machine parts.
Coffee machine rental is subject to additional terms listed below.
None compliance of the special terms applied to Coffee machine contracts will result in the discounted rental rates being withdrawn and full standard terms will apply.
Current advertised rates include a 20% discount. The 20% discount will be removed to achieve standard rental rate which will be due for the balance of the contract period.
The machine must be cleaned as per Daily, Weekly, Monthly requirements as laid out by the machine manufacturer (including regular descaling). Service calls due to lack of cleaning will be chargeable**
Ingredients supplied by Clear-Cool must be used exclusively in the machine. Ingredient’s usage will be measured via machine meter readings which will be taken by clear-cool to cross referenced with the product orders if the readings confirm none clear-Cool ingredients being used will be chargeable
**Service calls due to misuse including but not exclusively by the use of none clear-cool ingredients and incorrect or poor cleaning will be fully chargeable, current rates: -
Payment/Bond Deposit: - a bond equivalent to 4 weeks net weekly rent is required for all rental items, a direct debit payment scheme is required where the The Rudd Group do not have gaming or leisure services or have a regular cash collection from site. Detergent install packs are to be paid for with the bond deposits at the point of order. A detergent install pack is needed to commission and validate the machines warranty on install.
Invoicing will be on the 15th of each month prior to collection of the due monies on the 1st of the month, 1 month in advance for all rental agreements.
Payment must be made at the point of order unless a credit account has been established previously or a lease purchase credit agreement is in place. We understand and will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation.
Delivery Charges: - our standard delivery term is 72 hours from time of order received in to the office and providing this order is before 14.00. Next day delivery and timed deliveries all have additional charges and vary depending on location and times required – POA.
Call out charges: - (non fault) £75+VAT for the first hour on site, £45 +VAT per additional hour.
Delivery: - it is the responsibility of the receiver to check the goods for damage before signing or accepting the consignment. If there is any damage the goods must be signed for as damaged, and a picture taken where possible of the damaged item as a record/validation. (signing for them “unchecked” is not sufficient) and Clear Cool or The Rudd Group must be notified within 48 hours of delivery.
Returns/Cancellations: - returns must be agreed with Clear Cool in writing/email prior to returning and are subject to a 25% restock charge. Items returned must be new, unused and in their original packaging.
Service & installation: - all service and installation prices quoted are valid between normal working hours which are between 9am and 9:30pm, 364 days a year. If you require work outside these times additional charges apply.
Installation services outside our depot delivery areas will incur additional charges.
The installation and commissioning charges relate to clear and accessible site, where the correct water, electrical and waste services are within 1 metre of where the machine is to be installed and the correct isolator and water valves are in place and in working order, easy access is required.
It is the responsibility of the purchaser to see that all site requirements are met, Clear Cool will not undertake any of the above works if this is not the case.
Warranty: - all of our products listed are covered by a parts or parts & labour warranty. Parts warranty life differs by product type outside this time scale and will be clarified at the time of the order.
Warranty parts or work covers component failure and manufacturing defects in materials only, providing the item has been installed, used, serviced and maintained in accordance with the manufactures specification. It does not cover defects or issues arising from unsuitable storage, abnormal use, misuse, neglect or installation by an unauthorised or unqualified personnel or damage caused by a poor quality water supply. Scale or mineral damage will not be covered.
Disclaimer: - Clear Cool cannot be held responsible for any works carried out at a site/location as pointed out in the above terms and conditions. Clear Cool are only responsible for the products supplied and their internal working parts, any external issues i.e flood or electrical faults as a result of products on site are the responsibility and liability of the owner/operator.
Privacy & Cookies Policy
This policy is updated from time to time. The latest version is published on this page.
If you have any questions about this policy, please email email@example.com or write to: FAO Helena Rudd, Bob Rudd, Hawthorn House, Brunswick Ind Estate, Brunswick Village, Newcastle Upon Tyne, NE13 7BA.
We gather and use certain information about individuals in order to provide products and services and to enable certain functions on the website.
We also collect information to better understand how visitors use this website and to present timely, relevant information to them.
What data we gather
We may collect the following information:
- name and job title
- contact information including email address
- demographic information, such as postcode, preferences and interests
- website usage data
- other information relevant to client enquiries
- other information pertaining to special offers and surveys
How we use this data
Collecting this data helps us understand what you are looking at from the company, enabling us to deliver improved products and services.
Specifically, we may use data:
- for our own internal records
- to improve the products and services we provide
- to contact you in response to a specific enquiry
- to customise the website for you
- to send you promotional email about products, services, offers and other things we think might be relevant to you
- to send you promotional mailings or call you about products, services, offers and other things we think might be relevant to you
- to contact you via email, telephone or mail for market research reasons
Cookies and how we use them
What is a cookie?
A cookie is a small file placed on your computer’s hard drive. It enables our website to identify your computer as you view different pages on our website.
Cookies allow websites and applications to store your preferences in order to present content, options or functions that are specific to you. They also enable us to see information like how many people use the website and what pages they tend to visit.
- analyse our web traffic using an analytics package
- identify whether you are signed in to our website
- test content on our website
- store information about your preferences
- to recognise when you return to our website
Cookies do not provide us with access to your computer or any information about you, other than that which you choose to share with us.
However, please note that doing this may affect how our website functions. Some pages and services may become unavailable to you.
Controlling Information About You
When you fill in a form or provide your details on our website, you will see one or more tick boxes allowing you to:
- opt-in to receive marketing communications from us by email, telephone, text message or post
- opt-in to receive marketing communications from our third party partners by email, telephone, text message or post
If you have agreed that we can use your information for marketing purposes, you can change your mind easily, via one of these methods:
- send an email to firstname.lastname@example.org
- write to us at: FAO Helena Rudd, Bob Rudd, Hawthorn House, Brunswick Ind Estate, Brunswick Village, Newcastle, NE13 7BA
We will never lease, distribute or sell your personal information to third parties unless we have your permission or the law requires us to.
Any personal information we hold about you is stored and processed under the data protection policy, in line with the Data Protection Act 1998.
We will always hold your information securely.
To prevent unauthorised disclosure or access to your information, we have implemented strong physical and electronic security safeguards.
We also follow stringent procedures to ensure we work with all personal data in line with the Data Protection Act 1998.
Links from our site
Our website may contain links to other websites.
Please note that we have no control of websites outside the theruddgroup.co.uk, bobrudd.co.uk, innstay.co.uk, clear-cool.co.uk domains. If you provide information to a website to which we link, we are not responsible for its protection and privacy.
Always be wary when submitting data to websites.