TERMS & CONDITIONS
Unless otherwise specifically agreed in writing by IRSAP UK Limited trading as Clyde, the terms and conditions stated below apply to all transactions between you and us in respect of products (or any instalment of part of them) that we are selling to you (the "Products"). These terms are to the exclusion of all other terms and conditions, including any terms and conditions which you or any other party purports to apply under any purchase order, specification or other document. These terms will become binding on you when we issue our Order Acknowledgment (see further below). We reserve the right to amend these terms from time to time. Each order is a separate contract and you will be subject to the terms in force at the time you place your order.
Price
Unless otherwise agreed by us in writing, any prices shall be exclusive of any value added tax, any similar taxes or any tax that replaces such sales taxes. Where prices are expressly indicated as being inclusive of VAT these are at the rate of 20%; prices will be adjusted accordingly should this rate change before the date of supply of the Products according to the applicable VAT regulations.
Prices quoted are subject to alteration at any time. However, the prices shall be those confirmed when your order is acknowledged and accepted by us in our Order Acknowledgement. It is your responsibility to ensure all details on our Order Acknowledgement are correct.
Credit and payment terms
We require all trade accounts to be settled strictly 30 days from the date of invoice (unless other terms have been agreed in writing) and time for payment shall be of the essence. We reserve the right to charge interest on late payments in accordance with the Late Payment of Commercial Debts (Interest) Act 1998. All other accounts must be settled at the time of order.
All payments due shall be made in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise.
Without limiting any other remedies or rights we may have, if you do not pay us on time, we may do all or any of the following: cancel the contract or suspend any further deliveries to you, set off any payments due to you, immediately enforce all payments not yet due from you, or suspend your account from further trading.
Carriage charges
All prices quoted for the Products are inclusive of carriage throughout mainland UK, unless otherwise stated at the time of order. Deliveries to other addresses will have delivery charges added, such charges will be specified on our Order Acknowledgement.
Cancellations and Return of Goods
All orders received by us are confirmed in writing by an official 'Order Acknowledgement'. No order, once acknowledged by us, can be cancelled without our written consent.
Orders for stock products cancelled with our consent will attract a restocking charge of 15% provided that if the Products have been delivered, they are returned in their original packaging, undamaged and in their original condition. If this is not the case then there will be a restocking charge equal to 75% of the original order value.
All orders for non-stock (i.e. bespoke made to order products) cancelled with our consent after 48 hours of the date of the Order Acknowledgement are subject to a cancellation charge to compensate us for the fact that they will almost certainly be in production. The amount of the charge will depend on the Product and whilst we are under no obligation to do so, we will endeavour to minimise the charge which will be limited to payment to reimburse us for the costs we have reasonably incurred in fulfilling the order until we agree to the cancellation, such costs to include production, administration, delivery and collection costs.
The relevant cancellation charge appears on our order acknowledgement when an order is placed and will be confirmed at the time of cancellation.
Subject as provided in these Terms or as provided by law, under no circumstances will we accept returned goods after six months of delivery without our prior written consent. All returned goods will be accepted only on condition they are undamaged and suitably wrapped in their original packaging for transportation; otherwise, we reserve the right to increase the restock or cancellation charge to 75% of the original order value.
Delivery
Delivery of the Products shall take place when the Products are delivered by our driver or nominated carrier to the address stated on our Order Acknowledgement or to such other address as may have been agreed between us in writing. The date for delivery quoted or notified to is our estimate or guideline only and is applicable to deliveries to the UK mainland only. We do not accept responsibility for delays caused by factors beyond our control such as miss‑instruction, manufacturing delays, strikes or adverse weather conditions. We will use our reasonable endeavours to deliver within the quoted timescales to addresses in the Scottish Highlands, however, in some circumstances delivery may be delayed by an additional few days.
Delivery times may be extended during the Summer and Christmas holiday periods and during factory closures. It is advisable that no installation should be arranged until the Products have been received and checked. We will not be held responsible for any arrangement of installation prior to receipt and acceptance of the Products and any charges incurred in respect thereof.
Please note that many of our European manufacturing partners close for 2-4 weeks for their annual holiday during July/August and 1-2 weeks at Christmas. This can add substantially to the delivery period quoted for non-stock items ordered during July/August, as well as November/December. These factors are outside our control so please allow extra time for goods ordered just prior to and during this period. All expected delivery times will be confirmed on our Order Acknowledgement.
We will take reasonable steps to pack the Products properly and to ensure that they are delivered in good order. We take no responsibility for defects arising after delivery from fair wear and tear, wilful damage, accident, negligence by you or a third party, if you use the Products other than as we recommend, if you fail to follow our or the manufacturer's instructions or if you carry out any alteration or repair without our approval.
Our liability to you for failure to deliver the Products shall be limited to the excess (if any) of the costs to you (in the cheapest available market) of similar goods to replace those not delivered over the price of the Products.
If we are not able to deliver the whole of the order at one time due to operational reasons or shortage of stock, we will deliver the order in instalments. We will not charge you an extra delivery cost for this. If you ask us to deliver the order in instalments, we may charge you extra delivery costs. Each instalment shall constitute a separate contract. If we are late delivering an instalment or one instalment is faulty, that will not entitle you to cancel any other instalment.
If you fail to take delivery of the Products or fail to provide a delivery address then, without prejudice to any other rights or remedy available to us, (a) we may store the Products until actual delivery and charge you for reasonable costs (including insurance) of storage; (b) we shall have no liability for late delivery; (c) we may resell the Products at the best price readily attainable and (after deducting all reasonable storage and selling expenses), pay you any excess over the price of the Products or charge you for any shortfall below their price.
Shortages, Defective Goods and Returns
At the time of delivery, you should check that all items listed on the delivery note are present, prior to signing the delivery note. If there is a shortage in the delivery, please note this on the delivery note prior to signing both copies and returning one to the delivery driver. If you sign the delivery note, this is deemed as acceptance by you that all listed items have been delivered, even if you write "unchecked" or otherwise on the delivery note. In such circumstances, we shall have no further liability to you in respect of undelivered Products.
If some Products are missing from the order, please notify us by telephone or in writing. We will use our reasonable endeavours to ensure that the missing Products are then delivered, should it be found that this is the case.
All Products must be inspected once removed from the packaging and you must notify us within 28 days of delivery of any scratches, blemishes or other damage or defect which is apparent on reasonable inspection. Where the defect or damage is not apparent on reasonable inspection you must notify us within a reasonable time after the defect becomes apparent. Please refer to section "Guarantees" below for our warranty policy.
After inspection, the Products should then be repackaged in their original packaging to prevent damage prior to installation. All packaging should be kept until installation.
If the Products are damaged, we will either replace or repair the Products. These Terms will apply to any repaired or replacement Products we supply to you. All damaged, imperfect or scratched Products must be repackaged in their original packaging, ready for return to us. We will charge you for any replacement Products should the damaged, imperfect or scratched Product not be returned to us within 60 days of delivery of the replacement.
Installation of damaged, scratched or imperfect Products will be regarded as an acceptance of the Product by you and no credit will be given under any circumstances. Imperfect Products should therefore not be fitted and we will not accept any responsibility for replacement of scratched, imperfect or damaged once they have been installed. This includes any consequential loss or cost of fitting.
If you do not notify us as set out above we will have no liability for any defect or failure and you will be bound to pay the price as if the Products had been delivered in accordance with these Terms.
Risk and ownership
The Products will be at your risk and responsibility from the time of delivery. Ownership of the Products will only pass to you when we receive payment in full of all sums due for the Products, including any delivery charges we may have specified.
Guarantees
We offer a minimum 10-year guarantee on all products manufactured by ourselves.
In some instances, where we are not the manufacturer of products listed we will use all reasonable endeavours to make over to you the benefit of any warranty or guarantee given by the relevant manufacturer which is usually five years on most radiators and towel rails and 2 years on electric elements (Copies of specific guarantees for any of our products are available on request). (Copies of specific guarantees for any of our products are available on request).
The guarantees in all cases are subject to the Products being installed in accordance with British and or European standards as well as directed by the manufacturer in their installation instructions. The guarantees in all cases are restricted to the free of charge replacement or repair of the failed product only.
Liability
YOUR ATTENTION IS DRAWN TO THESE TERMS
If we provide any services to you such as installation of the Products, we warrant that the Services will be performed with reasonable skill and care.
Except as expressly provided in any written warranty which we give you or in these Terms, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded.
Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence or fraudulent misrepresentation or for any matter which it would be illegal for us to exclude or attempt to exclude.
Subject to the other provisions in these conditions we shall not be liable for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses which arise directly or indirectly in connection with the supply of the Products to you or services provided to you in connection with the Products, or your use or resale of the Products.
Our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the supply of the Products shall be limited to the price paid for the Products and any Services.
Description
All samples, drawings, descriptive matter, specifications and advertising issued by us and any descriptions or illustrations contained in our catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Products described in them. They will not form part of these Terms.
Technical
All technical data, measurements and outputs are in accordance with the manufacturer's terms of reference at the time of going to press. Each manufacturer reserves their individual rights to change, alter or discontinue Products (including brackets connections and fixtures of any kind) as illustrated within our catalogue. You are advised to confirm at the time of ordering that the published technical data in our brochure and the enclosed price list is still valid.
Packaging
Packaging is included in the price of the Products and is non-returnable (unless the Product is to be returned in accordance with these Terms).
Delivery is to the nearest hard-standing area.
The consignee is responsible for offloading.
The Products must be checked and signed for in the presence of our driver or the nominated carrier.
Special note for all off-shore islands including the Channel Islands and Ireland: Due to limitations in transport, sectional stocked items longer than 1200mm will be supplied with appropriate nipples, gasket and joining key for joining on site. Sectional items up to 2200mm can be delivered on request and will be subject to an additional delivery charge; items over 2200mm cannot be shipped off the UK mainland due to the limitations of transport.
Due to the size and weight of Cast Iron Radiators, please discuss your requirements with us before ordering to confirm the practicalities of delivery and handling of your order.
Prices shown for cast iron radiators are for delivery to an accessible hard standing area specified at the time of order, using a Heavy Goods Vehicle. Please contact us for a quote for any other requirements.
All radiators are supplied with B.O.E. (Bottom Opposite End) connections as standard unless otherwise stated in our brochure. If you require a radiator with different connections or optional positions for plugs and bushes, you should check that these are available and the change must be specified at the time of order.
Paint Finishes
Please note, due to printing processes, colours in our printed material may not be representative of the true finished colour and appropriate colour charts should be used before selecting a colour.
It should be noted that due to the production process finished colours can vary by +/- 5-10% from samples or colour charts or sample chips provided and between radiators ordered in the same colour at different times. White radiators ordered from different colour codes may also vary slightly due to manufacturing tolerances.
As a result of the casting process, cast iron radiators have a rough surface finish with imperfections which will show after the painting process.
On large, painted Cast iron orders a sample of the colour will be provided on a section of cast iron for the end client to approve, delivery lead times will then be confirmed once the sample has been seen and approval has been received, in writing via email or fax.
Adjusting Pipe Work Prior To Delivery
Whilst we endeavour to ensure all pipe centre dimensions are correct, manufacturing tolerances must be considered. Therefore, we strongly recommend that pipework is not altered or adjusted until the new radiator or towel rail is fixed in its final position. We will not accept any responsibility for any claims relating to inaccurate pipe centre information.
Commissioning
In accordance with Part L1 2006 of The Building Regulations and BS7593:1992 code of practice for the treatment of hot water and central heating systems, we strongly recommend systems are suitably flushed to remove debris post-installation of any new radiator(s) on a system and that a suitable quality and quantity of inhibitor is used to protect against scale, corrosion and bacterial growth in all types of indirect central heating systems including those containing aluminium. Failure to follow Part L1 2006 properly to protect a heating system will almost certainly lead to internal corrosion of radiators (or other products supplied) and will also almost certainly invalidate our product warranties. We reserve the right to request and undertake Sentinel water tests (or similar) at our cost to check the quality of a heating system; details of all reports will be provided.
Maintenance
Towel rails and Radiators are not designed for drying wet or sodden items. They are suitable for airing and preparation of warm towels only. Regular attention should be given to venting tall radiators and towel rails where air may collect and reduce efficiency. All heating systems require regular visual inspection of radiators, valves and surface pipework to ensure there is no seepage and loss of water.
Convector Units
To prolong the appearance and efficiency of Convector units, it is necessary to remove the top grilles occasionally and any settlement of dust from the heating element.
Leaking Radiators
If any of the Products leak after installation or are otherwise faulty during the relevant warranty period (see below), please notify us within 5 days of the date on which you discover the fault. We will, at our discretion, either replace or repair the Products. If we replace a Product we will deliver a replacement Product and collect the damaged Product from you within 60 days of delivering the replacement. These Terms will apply to any repaired or replacement Product we supply to you. If we comply with this term we shall have no further liability in respect of the faulty Product.
We will charge you for any replacement Products should the faulty Product not be returned to us within 60 days of delivery of the replacement. All returned items should be suitably packaged to prevent any further damage.
Early Termination
Without prejudice to any other rights we may have, we may by notice to you terminate any contract between us forthwith and/or immediately recover from you all sums due from you under any contract with us (notwithstanding any period of credit which may have been allowed) together with any accrued interest and other legitimate charges and any loss caused to us as a result of any termination if (a) any payment due by you to us is overdue in whole or in part; or (b) you shall commit any breach of any of the terms of any contract with us provided that if the breach is remediable we have given to you notice of such breach which has not been remedied within seven days; or (c) a resolution is passed or a court order is made resolving or ordering you to be placed into liquidation or ordering that an administrator be appointed over all or any of your assets; or (d) a receiver or administrative receiver is appointed over all or any of your assets; or you (being an individual) have petition in bankruptcy entered against you; or you cease or threaten to cease to carry on trading.
General
Any notice or other communication required to be given by you to us under these Terms shall be in writing and shall be delivered personally or sent by pre-paid first-class post or recorded delivery or by commercial courier to us at Clyde, Irsap UK Limited, Units 13-14 Charlwoods Road, East Grinstead, West Sussex RH19 2HU or by facsimile 01342 305560. We may give you notice at either the postal address or facsimile number you have provided in your order. Any notice or other communication shall be deemed to have been duly received (a) if delivered personally when left at the address given above; or (b) if sent by pre-paid first-class post or recorded delivery, at 9:00 am on the second business day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or (d) if sent by facsimile, at the time of the transmission printed on the transmission confirmation sheet.
You may not transfer any of your rights or obligations under these Terms to another person without our prior written consent, which we will not withhold unreasonably. We can transfer all or any of our rights and obligations under these Terms to another organisation, but this will not affect your rights under these Terms.
If any court or competent authority decides that any of the provisions of these Terms are invalid, unlawful or unenforceable to any extent, the term will, to that extent only, be severed from the remaining terms, which will continue to be valid to the fullest extent permitted by law.
If we fail, at any time while these Terms are in force, to insist that you perform any of your obligations under these Terms, or if we do not exercise any of our rights or remedies under these Terms, that will not mean that we have waived such rights or remedies and will not mean that you do not have to comply with those obligations. If we do waive a default by you, that will not mean that we will automatically waive any subsequent default by you. No waiver by us of any of these Terms shall be effective unless we expressly say that it is a waiver and we tell you so in writing.
A person who is not party to these Terms shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999.
These Terms shall be governed by English law and we both agree to the non-exclusive jurisdiction of the English courts.