TERMS AND CONDITIONS

Soal - Terms and Conditions of sale - Consumer

 

Note: These terms apply to contacts made with private individual not businesses. For business or institutional sales please see Business Terms.

 

1. Definitions

 

In this Contact:

 

•   ‘Goods’ includes goods supplied and/or supplied and installed.

•   ‘Soal’ , ‘We’, ‘us’, or’ our’ means Heart Smoke & Soal Ltd, and

•   ‘Customer’, ‘You’ or ‘your’ means the person buying Goods from us

•   ‘Order Confirmation’ is the email or letter or invoice sent to you confirming our acceptance of the order and the proposal of the order is based together with any additional information you may need.

•   ‘Proposal’ is the proposal sent to you by us giving details of the proposed Goods we will supply. Where there has been more than one proposal sent to you the proposal number will be quoted in the order confirmation.

 

 

2. Who are we?

 

•   Heart Smoke & Soal Ltd is a company registered in England and Wales with registered number 12620902.

•   Registered office is at Waterside Court, Falmouth Road, Penryn, Cornwall, United Kingdom, TR10 8AW;

•   e-mail: zbrooks@heart-smoke-soal.co.uk or 01409 251357

•   We are normally open Monday to Friday from 9:00 am to 3:00 pm.

•   “Soal” is a trading name of “Heart Smoke & Soal Ltd”

•   Our VAT number is 363 0065 27

Our website is at: www.heartsmokesoal.co.uk

 

3. Introduction

 

3.1 If you buy Goods from us you agree to be legally bound by this contract.

3.2 When buying any Goods you also agree to be legally bound by:

3.2.1 Details and specific terms which apply to your order that are set out in the proposal

3.2.2 Other details that have been agreed and are confirmed in writing in the order confirmation.

3.2.3 Requirements for safety including those in the Safety Instructions

3.2.4 Our Privacy Policy at www.heartsmokesoal.co.uk/privacy-policy/

3.2.4 These documents form part of this contract as though set out in full here.

 

4. Information we give you

 

4.1  By Law, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 say that we must give you certain key information before a legally binding contract between you and us is made. We will give you this information in a clear and understandable way. Typically, we will do this in a written proposal before you buy the Goods from us. Some of this information is likely to be obvious from the context. Some of this information is also set out in the contract, such as company and contact details above, and details of our warranty contact information in Clause 11. 

4.2 Once the contact is made we will only change any key information if you agree to it. Any changes to the key information will be confirmed in writing or by e-mail.

 

5. Your privacy and personal information

 

5.1 Your privacy and personal information are important to us. Any personal information that you provide us will be dealt with in line with our privacy policy, which explains what personal information we collect from you, how and why we collect, store, use and share such information. Your rights in relation to your personal information and how to contact us if you have a complaint or query about the use of your personal information.

5.2 Our privacy Policy is available at www.heartsmokesoal.co.uk/privacy-policy/

 

6. Ordering Goods from us

 

Below, we have set out for your information how a legally binding contract between you and us is made:

6.1 The Proposal or any other information or quotation given to you by us before you make an order for goods is not a binding offer by us to supply such goods.

6.2 When you decide to place an order for Goods with us, this is when you offer to buy such Goods from us.

6.3 When you place an order with us, we will carefully check the details and will normally issue an order confirmation promptly by e-mail or post. If we have any queries or in the unlikely event of any changes being needed (for example if we need to change any details regarding products or installation dates) we will contact you as soon as possible by telephone or e-mail. Once we have confirmed that you are happy we will send you an Order Confirmation which includes these details.

6.4 The contract is binding once the Order Confirmation is sent out and we start the detailed design and production of the Goods ready to deliver and/or install them for you.

 

7. Delivery and Installation

 

 

7.1 The time(s) and date(s) for delivery, and for installation where applicable, will be arranged with you by phone within the period shown on the Proposal and Order Confirmation.

7.2  If you have any questions please contact us using the details shown above.

7.3  If anything should happen which is outside of our control, and affects the estimated date of delivery and installation we will let you know as soon as possible and rearrange this with you and confirm it by email.

7.4 Delivery of the Goods will take place when we deliver them to the address that you gave to us, and if we are installing the Goods for you the order will be regarded as completed as soon as installation has been satisfactorily finished.

7.5 If you require a mains gas, electrical or water connection these are not included unless specifically stated within the Proposal and Order Confirmation and we can arrange this for you with our Gas Safe an WRAS qualified engineer or you can to arrange for these separately with suitably qualified and certified persons.

7.6 You are responsible for the Goods when delivery has taken place. In other words, the risk in the Goods passes to you.

7.7 Title to the Goods shall not pass to the Customer until Soal has received payment in full and cleared funds for the Goods.

7.8 If before title to the Goods passes to the Customer, the Customer’s financial position deteriorates to such an extent that, in the opinion of Soal, the Customer’s capability to make payment has been placed in jeopardy, Soal shall be entitled to recover possession of the Goods and for that purpose the Customer authorises Soal to enter any premises of the Customer, or any third party, where the Goods are stored in order to recover them.

 

 

 

8. Payment and Price

 

8.1 We accept payment by most methods including bank transfer, cheques, and Visa or MasterCard credit cards and debit cards.

8.2  Payment is required as follows, unless other terms are set out in the Proposal or agreed in writing:

•                       a) For orders of in-stock products payment is required in full at point of order and delivery will be arranged within 10 working days unless clearly stated otherwise.

•                       b) For orders placed by phone and/or email or for bespoke products other payment terms may apply.

8.3 The price of the Goods will be as shown on the Proposal and confirmed in the Order Confirmation including the following details:

•                       a) The total price which includes VAT at the applicable rate.

•                       b) All charges for delivery at the address shown.

•                       c) Charges for installation if Soal is providing this service.

(Note: unless otherwise stated prices quoted for delivery and installation assume the address is on the UK mainland at ground level with normal access. If this is not the case extra charges will apply – please ask for a quotation before ordering.)

If you have questions or anything is not clear please contact us for clarification as we want everything to be clear to you.

8.4 In the event of failure to make any payments on the due date, Soal reserves the right to charge interest on the overdue amount at the rate of 4% per annum above the current Bank of England base rate from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. The Customer shall pay the interest together with the overdue amount and any discount provided for on Soal’s invoice(s) shall be cancelled.

 

9. Right to Returns and cancellations

 

9.1 Customers buying through the website or by phone and email without visiting our premises have additional cancellation rights. After the order has been placed you have a period of 14 days when the order can be cancelled and a further right of cancellation for 14 days after the goods have been delivered before they are installed.

9.2 It is important to understand that because of the specialist nature and large size of the product, delivery and collection costs are expensive and customers are required to pay for these if orders are cancelled after delivery. The cost of delivery may not be refunded and the cost of collection will be calculated and charged based on the cost of sending specialist carriers to the collection address but would not exceed £200 for mainland UK. Any product returned must be in “as new” condition and Soal may deduct charges for excessive handling or damage.

 

10. Nature of the Goods

 

10.1 The Consumer Rights Act 2015 gives you certain legal rights (also known as ‘statutory rights’) which we must comply with. We will ensure that the Goods supplied:

10.1.1 are of satisfactory quality

10.1.2 are fit for purpose

10.1.3 match the description, sample or model, (subject to reasonable variation of colour and finish with natural materials) and

10.1.4 are installed properly (if we are installing the Goods)

10.2 Any Goods sold at discount prices or such as “ex-demo” stock that has for example been previously installed in a display will be clearly identified and sold as such. Please check that any such Goods are of a satisfactory quality for their intended use.

10.3 In the unlikely event of our being unable to supply certain Goods we may need to substitute them with alternative Goods of equal or better standard and value. We would always discuss this with you first and make sure you are happy.

 

 

11. Additional Customer requirements

 

Please read the following carefully and contact us if any questions.

As part of this contract the customer undertakes to:

11.1 Carefully read and follow all safety and other instructions supplied by Soal and the manufacturers of other Goods supplied, including guidance for the safe use and storage of gas bottles and appliances such as https://www.calor.co.uk/gas-bottles .

11.2 ensure that barbecues, fire-pits, grills and all heating and/or cooking appliances are always attended by a competent person who will also ensure that other persons, pets and flammable materials etc. are kept away from surfaces that are or could become hot and other risks, and that all food is properly cooked.

11.3 take precautions in event of extreme weather conditions to ensure the installation is suitably protected or anchored and separate accessories removed

11.4 ensure that all and any needed permissions for the installation and use of the Good(s) have been obtained from any parties who may need to give this (possibilities include landlords, local council planning or building regulations, environmental, health and fire authorities, etc.) and fire and other risk assessments carried out. In case of doubt as to whether any permissions may be needed professional advice should be sought.

11.5 ensure that the site chosen is a safe distance from any flammable materials and free from other hazards. It is important to carefully consider all risks including for example timber or plastic cladding, thatched roof, living wall, insulation, anything that could get hot or catch fire including materials that may be hidden.

11.6 ensure (if the kitchen is to be installed on a surface that is already prepared) that any prepared surface is flat and square and plumb and non-flammable.

11.7 ensure (if there has not been a site visit by Heart Smoke& Soal Ltd to measure up) that all information measurements and requirements given to heart Smoke& Soal Ltd are correct and accurate

11.8 provide Heart Smoke & Soal Ltd and whoever is installing the kitchen with details of any visible or hidden water gas electricity or other services in the vicinity of the site or any asbestos or other hazards.

11.9 be available at the agreed time to accept handover of the installed kitchen or delivery

11.10  ensure that payment is received by Heart Smoke& Soal Ltd on time and in accordance with the agreed arrangements

11.11 ensure, where the customer is not the end-user, that all safety instructions are passed on to the end-user of the Goods.

 

12. Warranty etc.

 

12.1 Soal undertake to provide the following warranty against defective materials and workmanship:

•                       a) Kitchen structure and structural materials.

•                       b) Barbecues, appliances, sinks/taps, branded buildings and other accessories – manufacturers’ warranty applies.

The warranty is only valid where the product has not been modified, relocated or changed in any way.

We undertake to rectify free of charge any material fault which develops within the period shown above, so far as is reasonable, other than wearing parts or anything caused by unfair wear and tear or natural weathering and aging. Corrosion and related damage is excluded where kitchens are installed in coastal areas.

If you have any queries or concerns regarding the Goods supplied and/or installed or our service or any other matter relating, do not hesitate to contact us on 01409 251357 or email

grees@heart-smoke-soal.co.uk or using the address details in clause (2) and we will promptly attend to any query or concern you may have.

12.2  Please note that natural materials and other finishes may vary in colour due to differences in grain and shade and that materials such as stone and wood may naturally season and age or weather over time.

12.3 Nothing in this contract affects your legal rights under the Consumer Rights Act 2015 (also known as ‘statutory rights’) or any other rights you may have in law (see adviceguide.org.uk for more details of your legal rights).

 

13. Limit on our responsibility to you

 

13.1 Except for any legal responsibility that we cannot exclude in law (such as for death or personal injury) or arising under applicable laws relating to the protection of your personal information, we are not legally responsible for any:

13.1.1 losses that:

•                       were not foreseeable to you and us when the contract was formed

•                       were not caused by any breach on our part

13.1.2  business losses

13.1.3  losses to non-consumers

13.1.4 delays caused by circumstances outside of our control including pandemics and external factors

13.2 The laws of England and Wales will apply to this contract. The jurisdiction of England and Wales also applies except that where Goods are supplied to consumers in other areas of the UK their own jurisdiction may be used.

 

14. Third party rights

 

No one other than a party to this contract has any right to enforce any term of this contract.

 

© Heart Smoke & Soal Ltd 2020. Issue No. CV101

Soal - Terms and Conditions of sale to Business

 

1.         Definitions

 

In these terms and conditions, the following words and phrases shall have the following meanings:

• ‘Goods’ includes goods supplied and/or supplied and installed.

• ‘Grillo’, ‘We’, ‘us’ or ‘our’ means Heart Smoke & Soal Ltd, (see clause 2)

• ‘Conditions’: the terms and conditions set out in this document.

• ‘Contract’: the contract between Heart Smoke & Soal Ltd. and the Customer for the sale and purchase of the Goods in accordance with these Conditions;

• ‘Customer’, ‘You’ or ‘your’: the person firm or organisation who purchases the Goods from us.

• ‘Order Confirmation’: the email or letter or proforma invoice sent to you confirming our acceptance of the order and the Proposal the order is based on together with any additional information you may need.

• ‘Proposal’: the Proposal sent to you by us or shown on our Website giving details of the proposed Goods we will supply. Where there has been more than one proposal sent to you the proposal number will be quoted in the order confirmation or a copy supplied.

• ‘Satisfactorily Completed’ means finished to a standard that any reasonable person would consider acceptable.

 

2. Who are we?

 

• Heart Smoke & Soal Ltd is a company registered in England and Wales with registered number 12620902.

• Registered office is at Waterside Court, Falmouth Road, Penryn, Cornwall, United Kingdom, TR10 8AW;

•      e-mail: zbrooks@heart-smoke-soal.co.uk or telephone 01409 251357

• We are normally open Monday to Friday from 9:00 am to 3:00 pm.

• “Soal” is a trading name of “Heart Smoke& Soal Ltd”

• Our VAT number is: 363 0065 27

•     Our website is www.heartsmokesoal.co.uk

•      

3. Application

 

3.1 If you buy Goods from us you agree to be legally bound by these Conditions.

3.2 When buying any Goods you also agree to be legally bound by:

3.2.1 Details and specific terms that are set out by us in the Proposal

3.2.2 Other details that have been agreed and are confirmed in writing by us in the Order Confirmation.

3.2.3 Requirements for safety including those in the Safety Instructions

3.2.4 Our Privacy Policy at www.heartsmokesoal.co.uk/privacy-policy/

3.2.5 These documents form part of the contract as though set out in full here.

3.3 These Conditions apply to the Contract to the exclusion of any and all other terms that the Customer may seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

 

4. Information we give you

 

4.1 We will give you certain key information before a legally binding contract between you and us is made. We will give you this information in a clear and understandable way. Typically, we will do this in a written Proposal before you buy the Goods from us. Some of this information is likely to be obvious from the context. Some of this information is also set out in this contract, such as the company and contact details above, and details of our warranty contact information in clause 11.

4.2 The key information we give you forms part of the contract (as though it is set out in full here).

4.3 Once the contract is made we will only change any key information if you agree to it. Any changes to the key information will be confirmed in writing or by e-mail.

 

5. Your privacy and personal information

 

5.1 Your privacy and personal information are important to us. Any personal information that you provide to us will be dealt with in line with our Privacy Policy, which explains what personal information we collect from you, how and why we collect, store, use and share such information, your rights in relation to your personal information and how to contact us and supervisory authorities if you have a complaint or query about the use of your personal information.

5.2 Our Privacy Policy is available at www.heartsmokesoal.co.uk/privacy-policy/

 

6. Ordering Goods from us

 

Below, we have set out for your information how a legally binding contract between you and us is made:

6.1 The Proposal or any other information or quotation given to you by us before you make an order for Goods is not a binding offer by us to supply such Goods.

6.2 When you decide to place an order for Goods with us, this is when you offer to buy such Goods from us.

6.3 When you place your order with us, we will carefully check the details and will normally issue an Order Confirmation promptly by e-mail or post. If we have any queries or in the unlikely event of any changes being needed (for example if we need to change any details regarding Goods or installation dates) we will contact you as soon as possible by telephone or email. Once we have confirmed that you are happy we will send you an Order Confirmation which includes these details.

6.4 The contract is binding once the Order Confirmation is sent out and we will start the detailed design and production of the Goods ready to deliver and/or install them for you.

 

7. Delivery, Installation, Title & Risk

 

7.1 The time(s) and date(s) for delivery and installation will be arranged with you by phone or email within the period shown on the Proposal and Order Confirmation.

7.2 If you have any questions please contact us using the details shown at (2) above.

7.3 If anything should happen which is outside of our control, and affects the estimated date of delivery and installation we will let you know as soon as possible and rearrange this with you and confirm it by email. Grillo do not accept liability for any delays caused by circumstances outside of our control.

7.4 Delivery of the Goods will take place when we deliver them to the address that you gave to us, and where we are installing the Goods for you the order will be regarded as completed as soon as installation has been satisfactorily completed

7.5 If you require a mains gas, electrical or water connection these are not included unless specifically stated within the Proposal and Order Confirmation and we can arrange this for you with our Gas Safe an WRAS qualified engineer or you can to arrange for these separately with suitably qualified and certified persons.

7.6 The risk of damage to or loss of the Goods passes to you on delivery whether or not the Goods have been installed.

 

7.7 Title to the Goods shall not pass to the Customer until Soal has received payment in full and cleared funds for the Goods.

7.8 If before title to the Goods passes to the Customer, the Customer’s financial position deteriorates to such an extent that, in the opinion of Soal, the Customer’s capability to make payment has been placed in jeopardy, Soal shall be entitled to recover possession of the Goods and for that purpose the Customer authorises Soal to enter any premises of the Customer, or any third party, where the Goods are stored in order to recover them.

 

 

8. Payment and Price

 

8.1 We accept payment by most methods including bank transfer, cheques, and Visa or MasterCard credit cards and debit cards.

8.2 Payment is required as follows, unless other terms are set out in the Proposal or agreed in writing:

8.2.1 For website orders of in-stock products payment is required in full at point of order and delivery will be arranged within 10 working days unless clearly stated otherwise.

8.2.2 For orders placed by phone and/or email or for bespoke products other payment terms may apply but payment is required in full prior to delivery.

8.3 The price of the Goods will be as shown on the Proposal and confirmed in the Order Confirmation including the following details:

8.3.1 The total price and the total including VAT at the applicable rate.

8.3.2 All charges for delivery and installation at the address shown. Note: unless otherwise stated the price quoted for delivery and installation assumes the address is on the UK mainland at ground level with normal access. If this is not the case extra charges will apply.

If anything is not clear please contact us for clarification as we want everything to be clear to you.

8.4 In the event of failure to make any payments on the due date, Soal reserves the right to charge interest on the overdue amount at the rate of 4% per annum above the current Bank of England base rate from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. The Customer shall pay the interest together with the overdue amount and any discount provided for on Soal’s invoice(s) shall be cancelled.

8.5 Soal reserves the right, at any time prior to delivery of the Goods, to increase the price of the Goods or add further charges, on giving notice to the Customer, to reflect any increase in the cost of the Goods that is due to:

8.5.1 any request by the Customer or the Customer’s agent employee or subcontractor to change the delivery and/or installation date(s) or location(s), and/or the quantities or types of Goods ordered; or

8.5.2 any delay caused by the Customer or the Customer’s agent employee or subcontractor, directly or indirectly, or failure of the Customer to give Soal adequate or accurate information or instructions, or

8.5.3 circumstances or requirements that are not the fault of Soal that prevent Soal from installing the Goods and/or access to the site not being available at any time(s) during normal working hours on the agreed scheduled dates, or

8.5.4 any requirement for Soal to obtain or provide extra insurance and/or security and/or facilities and/or additional contracts or paperwork and/or induction and/or other such like expenses not allowed for in the Proposal.

8.5.5 Any of the requirements in clauses 10.4 to 10.10 not being met.

 

9. Nature of the Goods

 

9.1 We will ensure, so far as is reasonable, that the Goods supplied:

9.1.1 are of satisfactory quality

9.1.2 are fit for normal use (please bring any specific requirements to our attention in writing prior to placing your order)

9.1.3 match the description, sample or model, (subject to reasonable variation of colour and finish with natural materials) and

9.1.4 are installed properly (if we are installing the Goods)

9.2 Any Goods sold at discount prices or such as “ex-demo” stock that has for example been previously installed in a display will be clearly identified and sold as such. Please check that any such Goods are of a satisfactory quality for their intended use.

9.3 In the unlikely event of our being unable to supply certain Goods we may need to substitute them with alternative Goods of equal or better standard and value. We would always discuss this with you first and make sure you are happy.

 

10. Additional Customer requirements

 

Please read the following carefully and contact us if any questions.

As part of this contract the customer undertakes to:

10.1 carefully read and follow all safety and other instructions supplied by Soal, the manufacturers of other Goods supplied, and Health & Safety Executive online guidance, including guidance for the safe use and storage of gas bottles and appliances such as https://www.calor.co.uk/gas-bottles..

10.2 ensure that barbecues, fire-pits, grills and all heating and/or cooking appliances are always attended by a competent person who will also ensure that other persons, pets and flammable materials etc. are kept away from surfaces that are or could become hot and other risks, and that food is properly cooked.

10.3 take precautions in event of extreme weather conditions to ensure the installation is suitably protected from all risks including wind and water and separate accessories removed

10.4 ensure that all and any needed permissions for the installation and use of the Good(s) have been obtained from any parties who may need to give this (possibilities include for example landlords, local council planning or building regulations, fire authorities, environmental and health agencies) and fire and other risk assessments carried out. In case of doubt as to whether any permissions may be needed independent professional advice should be sought.

10.5 ensure that the site chosen is a safe distance from any flammable materials and free from other hazards. It is important to carefully consider all risks including for example timber or plastic cladding, thatched roof, living wall, insulation, anything that could get hot or catch fire.

10.6 ensure (if the kitchen is to be installed on a surface that is already prepared) that any prepared surface is flat and square and plumb and non-flammable.

10.7 ensure (if there has not been a site visit by Grillo to measure up) that all information measurements and requirements given to Grillo are correct and accurate

10.8 provide Soal and the installers with details of any visible or hidden water gas electricity or other services in the vicinity of the site or any asbestos or other hazards.

10.9 Be available at the agreed time to accept handover or delivery of the installed kitchen

10.10 Ensure that payment is received by Soal on time and in accordance with the agreed arrangements

10.11 Ensure, where the customer is not the end-user, that all safety instructions are passed on to the end-user of the Goods.

 

11. Warranty and Liability

 

11.1 Soal undertake to provide the following warranty against defective materials and workmanship:

•                       a) Kitchen structure and structural materials.

•                       b) Barbecues, appliances, sinks/taps, branded buildings and other accessories – manufacturers’ warranty applies.

The warranty is only valid where the product has not been modified, relocated or changed in any way.

We undertake to rectify free of charge any material fault which develops within the period shown above, so far as is reasonable, other than wearing parts or anything caused by unfair wear and tear or natural weathering and aging. Corrosion and related damage is excluded where kitchens are installed in coastal areas.

If you have any queries or concerns regarding the Goods supplied and/or installed or our service or any other matter relating, do not hesitate to contact us on 01409 251357 or email and

grees@heart-smoke-soal.co.uk and we will promptly attend to any query or concern you may have.

11.2 Please note that natural materials and other finishes may vary in colour due to differences in grain and shade and that materials such as stone and wood may naturally season and age or weather over time.

11.3 Except as expressly stated in these Conditions, we do not give any representations, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Conditions by statute, common law or otherwise is excluded to the fullest extent permitted by law.

11.4 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.

11.5 Nothing in these Conditions shall limit or exclude our liability for:

11.5.1 death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);

11.5.2 fraud or fraudulent misrepresentation;

11.5.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979;

11.5.4 any matter in respect of which it would be unlawful for us to exclude or restrict liability

11.6 Subject to clause 11.5 we shall under no circumstances whatsoever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any of the following:

11.6.1 loss of profits,

11.6.2 loss of business,

11.6.3 loss of revenue,

11.6.4 loss of business opportunity,

11.6.5 loss of anticipated savings,

11.6.6 loss of goodwill

11.6.7 any indirect loss

11.6.8 any consequential loss,

arising under or in connection with the Contract.

11.7 Subject to clause 11.5, our total liability to the Customer in respect of all other 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 the purchase price of the Goods as referred to in the Order.

 

12. Law & Jurisdiction

 

12.1 The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be governed by and construed in accordance with the law of England and Wales.

12.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.

 

13. Third party rights

 

No one other than a party to this contract has any right to enforce any term of this contract.

 

14. Termination

 

14.1 Without limiting its other rights or remedies, Soal may terminate the Contract with immediate effect by giving notice to the Customer if the Customer fails to pay any amount due under the Contract on the due date for payment.

14.2 On termination of the Contract for any reason the Customer shall immediately pay to Soal all of Soal’s outstanding unpaid invoices and interest.

14.3 Termination of the Contract shall not affect any of the parties’ rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of the Contract that existed at or before the date of termination.

14.4 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.

 

15. Waiver

 

No failure or delay by us to exercise any right or remedy provided under these Conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the 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.

 

16. Severance

 

If any provision or part-provision of these Conditions 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 16 shall not affect the validity and enforceability of the rest of these Conditions.

 

17. Variation

 

No variation of the Contract, unless provided for in these Conditions, shall be effective unless it is in writing and signed by a company director or a senior manager of Soal and an authorised representative of the Customer.

18. Entire Agreement

 

These Conditions, together with the documents and information referred to in clause 3.2 constitute the entire agreement between the parties.

© Heart Smoke & Soal Ltd. 2020. Issue GBV.101