1.1 In these Terms and Conditions "Seller" means Passivhaus Homes Limited (trading as Passivhaus Store) and "Buyer" means the individual, company or other organisation to whom the quotation is addressed or on behalf of whom the order is placed. "Goods" means the articles or things or services described in the Buyer's order confirmation or invoice or email and any goods supplied in substitution for or in replacement to the Goods and services supplied or work done in connection with the Goods or with the said replacement substitute or additional goods.
2.1 Unless otherwise specifically agreed in writing by a director of the Seller, these conditions which supersede any earlier sets of conditions appearing on the Seller's quotations or elsewhere shall override any terms or conditions stipulated or incorporated or referred to by the Buyer whether in the order or in any negotiations, and no verbal quotation or undertaking will be binding on the Seller. In the event of there being any inconsistency between the terms of any order placed by the Buyer and the Seller's terms and conditions as set out below, the Seller's terms and conditions shall prevail and the Buyer's order shall be subject to them.
2.2 These Terms & Conditions apply whether the Buyer places orders online, by telephone, by email, fax or other electronic message, or in person or by post and whether payment is made by card payment online or by telephone, by bank transfer, by cheque or in cash.
3.1 The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of any order submitted by the Buyer, and for giving the Seller any necessary information relating to the Goods within a sufficient time to enable the Seller to perform the contract in accordance with its terms.
3.2 All specifications, drawings, illustrations and advice (written or oral) provided by the Seller accompanying the quotation or product or contained in the Seller's price lists or advertisements whilst offered in good faith are approximate only and shall not form part of the contract unless expressly so stated in writing by the Seller. Without prejudice to the generality of the foregoing, any such specifications, drawings and illustrations are subject to such variations as may from time to time be made by the manufacturers of the Goods.
4.1 The Seller will replace or refund the purchase price, or a fair proportion thereof, for any Goods ascertained and agreed by the Seller to be defective provided the Buyer shall have given written notice to the Seller of such defects within three days of receipt of the Goods (time being of the essence for the purposes of this sub-clause) but the Seller shall have no further liability of the Buyer.
4.2 Except in respect of death or personal injury caused by the Seller's negligence, the Seller shall not be liable to the Buyer or any third party for any direct or indirect loss whatsoever arising out of or in connection with the supply of the Goods or their use by the Buyer (including, for the avoidance of doubt, any economic loss, loss of profits, reputation, goodwill, use of interest services of employees or agents and anticipated savings or expenses), except as expressly provided in these conditions PROVIDED ALWAYS that if the Buyer notifies in writing the Seller (prior to the making of the contract) that the Buyer wishes the Seller to accept liability for consequential loss or damage and the Seller accepts such liability the Seller shall have the right to increase any quoted price to reflect the increased risk and/or the cost of insuring against such risk.
4.3 No condition is made or to be implied nor is any warranty given or to be implied as to the life or wear of the Goods supplied or that they will be suitable for any particular purpose or for the use under any specific conditions notwithstanding that such purpose or condition may be known or made known to the Seller.
4.4 Subject as expressly provided in these conditions, and except where the Goods are sold to a person dealing as a consumer (within the meaning of the Unfair contract Terms Act 1977), all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
4.4.1 Where Goods are sold under a consumer transaction (as defined by the Consumer Transactions (Restrictions on Statements) Order 1975) the statutory rights of the Buyer are not affected by these conditions.
5.1 The Buyer will:-
5.1.1 examine products carefully immediately on taking delivery;
5.1.2 notify the Seller and carrier by email or telephone within 24 hours of taking delivery of any damage to Goods revealed by such examination and not caused post delivery and of any error in quantity of weight or description of Goods or that they were mixed with others not included in the contract;
5.1.3 notify the Seller in writing within 7 days of date of the Seller's invoice if Goods subject to such invoice have not been received. Failure to make any notification in accordance with paragraphs (5.1.2) and (5.1.3) of this condition, which such examination should have enabled the Buyer to make, shall constitute waiver by the Buyer of all claims based on or relating to facts which such examination should have revealed or for non-delivery.
5.2 The Buyer acknowledges that the Goods may be end of line ranges and that the Seller may not be able to supply the full quantity of Goods as specified in the contract. Short delivery shall not entitle the Buyer to cancel the contract or to treat the Seller as being in breach of contract, but the Buyer shall only be liable to pay for Goods delivered.
5.3 A Buyer's right under the Sale of Goods Act 1979 Section 35 to reject defective Goods will be lost if:- (i) he intimates his acceptance to the Seller; or (ii) he does anything after delivery which is inconsistent with the ownership of the Seller; or (iii) he retains them for more than 7 days without intimating his rejection to the Seller.
6.1 The price of the Goods shall be the Seller's quoted price. The Seller reserves the right, by giving notice to the Buyer at any time before delivery, to increase the price of the Goods to reflect any increase in the costs to the Seller, which is due to any factor beyond the control of the Seller (such as, without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, significant increase in the costs of labour, materials or other costs of manufacture) or any change in delivery dates, quantities or specifications for the Goods which is requested by the Buyer or any delay caused by any instruction by the Buyer or failure of the Buyer to give the Seller adequate information or instructions. The price is exclusive of any applicable value added tax, which the Buyer shall be additionally liable to pay to the Seller. All goods invoiced and E & O E (errors and omissions excepting).
7.1 The Seller shall be entitled to invoice the Buyer for all sums due under the contract on or at any time before delivery unless the Goods are to be collected by the Buyer or the Buyer wrongfully fails to take delivery of the Goods, in which event the Seller shall be entitled to invoice the Buyer for the amount due at any time after the Seller has tendered delivery of the Goods or (as appropriate) at any time after the Seller has notified the Buyer that the Goods are ready for collection. The Buyer shall pay the invoice for the Goods on delivery or on the terms as stated on the order form if longer, notwithstanding that delivery may not have taken place and the property of the Goods has not passed to the Buyer.
7.2 If the Buyer fails to make any payment on the due date then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to:-
7.2.1 cancel the contract, suspend any further deliveries to the Buyer or insist upon prior payment in full for the Goods prior to making delivery thereof;
7.2.2 appropriate any payment made by the Buyer to such of the Goods (or the Goods supplied under any other contract between the Buyer and the Seller) as the Seller may think fit (notwithstanding any purported appropriation by the Buyer);
7.2.3 charge the Buyer interest (both before and after any judgement) on the amount unpaid, at the rate of 5% above Co-operative Bank Plc base rate from time to time, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest).
7.3 In the event of the Seller considering there to be a material change in the financial circumstances of the Buyer then the Seller shall be entitled to insist upon prior payment in full for the Goods prior to making delivery thereof.
8.1 The Seller shall not be obliged to make delivery until full payment has been made in respect of any outstanding accounts on any other contracts between the parties hereto.
8.2 Delivery of the Goods shall be made to the Buyer by the Buyer collecting the Goods at the Seller's premises at any time after the Seller has notified the Buyer that the Goods are ready for collection or, if some other place for delivery is agreed by the Seller, by the Seller delivering the Goods to that place. Each delivery shall be deemed to be a separate transaction.
8.3 Time is not the essence of contract and any time or date specified by the Seller as time at which or date on which the Goods will be delivered is given and intended as an estimate only and the Seller shall not be liable for any loss, damage or expense howsoever arising from delay in delivery. The Goods may be delivered by the Seller in advance of the quoted delivery date upon giving reasonable notice to the Buyer.
8.4 The Buyer shall at the request of the Seller, supply the Seller with such details as are necessary to allow the Seller to make delivery and shall accept delivery whenever the Seller proffers delivery. If the Buyer fails to take delivery of the Goods or fails to give the Seller adequate delivery instructions, it shall not be entitled to withhold any payment related to such delivery and shall further indemnify the Seller against any consequential loss, damage or expense and after giving the Buyer 7 days notice of intention to do so, the Seller may cancel the intended delivery and sell the Goods to which such intended delivery related without prejudice to its rights to claim damages in respect of such breach of contract for any consequential loss or may store the Goods in a place of its own choosing at the expense of the Buyer.
8.5 Unless otherwise specifically stated, the Seller's prices are quoted excluding delivery. Additional costs will be charged to the Buyer. Additional charges for small orders or deliveries may be made.
8.6 The Seller's liability, if any, in respect of failure to deliver the Goods in time or at all shall not in any event exceed the amount of any fall in the value of the Goods between the date when it should have been delivered and the dates on which it was in fact delivered or when the contract was terminated, as the case may be. In no circumstances (and whether or not involving negligence) shall the Seller be liable for any loss of profit or third party claims or consequential or other loss of whatever nature arising from such failure.
8.7 Large deliveries are often made by articulated lorry direct from the factory and require off-loading by forklift truck or telehandler, as well as hardstanding, at the Buyer's delivery address. The Seller accepts no responsibility if the delivery address is not able to accept deliveries made in this manner and additional delivery are incurred as a result.
9.1 Risk of damage to or loss of the Goods shall pass to the Buyer:-
9.1.1 in the case of Goods to be delivered to the Seller's premises, at the time when the Seller notifies the Buyer that the Goods are available for collection; or
9.1.2 in the case of the Goods to be delivered otherwise than at the Seller's premises, at the time of delivery or, if the Buyer wrongfully fails to take delivery of the Goods, the time when the Seller has tendered delivery of the Goods.
9.2 Notwithstanding delivery of, and the passing of risk in, the Goods or any other provision of these terms and conditions, the property in, and legal title to, the Goods shall not pass to the Buyer until the Seller has received in cash or cleared funds payment in full of the price of the Goods (including any interest thereon due under clause 7.2.3 hereof) and of all or any other moneys owing to the Seller by the Buyer under all contracts between the Seller and the Buyer together with any Value Added Tax payable by the Buyer in respect of any such payment.
9.3 Until such time as the property in the Goods passes to the Buyer, the Buyer shall hold the Goods as the Sellers fiduciary agent and bailee, and shall keep the Goods separate from those of the Buyer and third parties and properly stored, protected and insured and identified as the Sellers property. Until that time, the Buyer shall be entitled (subject to 9.4 and 9.5 below) to resell or use the Goods in the ordinary course of business, but shall account to the Seller for the proceeds of sale or otherwise of the Goods, whether tangible or intangible, including insurance proceeds, and shall keep all such proceeds separate from any moneys or property of the Buyer and third parties and, in the case of tangible proceeds, properly stored, protected and insured.
9.4 The Seller may at any time revoke the Buyers power of sale by notice to the Buyer.
9.5 The Buyer's power of sale shall automatically cease if a receiver is appointed over any of the assets or undertakings of the Buyer or if a winding up order is made against the Buyer or if the Buyer goes into liquidation (otherwise than for the purpose of reconstruction or amalgamation) or causes a meeting of creditors or makes any arrangement or composition with creditors or shall commit any act of bankruptcy or allows execution to be levied against its goods.
9.6 Upon determination of the Buyer's power of sale, the Buyer shall place the Goods at the disposal of the Seller, who shall be entitled, using such force as is necessary, to enter any premises of the Buyer at any time, for the purpose of removing the Goods.
9.7 In the event of the Seller repossessing the Goods, the Buyer shall be liable to pay the difference between the price of the Goods and their value on repossession and in the event of the Seller being entitled to repossess the Goods but being unable to do so for any reason whatsoever the Buyer shall pay to the Seller the full price thereof.
10.1 The Seller shall not in any circumstances be liable for any loss, liability or expense suffered or incurred by the Buyer by reason of any use or resale of the Goods which constitutes an alleged or actual infringement of a patent, design, copyright or trademark, foreign or domestic vested in a third party.
11.1 The Buyer may not cancel any order except with the written consent of the Seller and upon terms which will indemnify the Seller against all loss.
11.2 The Seller may refuse to supply Goods in the event of the Buyer committing any breach of the contract or any act of insolvency or if in the sole discretion of the Seller it appears to the Seller that the financial position of the Buyer has become unsatisfactory or impaired but such refusal shall not constitute cancellation of the contract.
11.3 If performance by the Seller of its obligations under this contract shall be hindered or prevented by industrial dispute, accident, breakdown of machinery, shortage of materials, exports or imports restrictions or any other cause whatsoever beyond the reasonable control of the Seller, the Seller shall be entitled by notice in writing to the Buyer to terminate or vary the contract but without prejudice to the liabilities of either parties accrued before the date of termination or variation.
12.1 Any person being an employee or who holds themselves out in any way as an agent of the Buyer who places an order verbally or who signs a confirmation of order on the Buyer's behalf shall be deemed to hold the authority of the Buyer so to do unless written notice to the contrary is received from the Buyer, such notice to be sent by recorded delivery post not later than 3 days after delivery.
13.1 The Buyer shall not without the written consent of the Seller assign the order or any part thereof.
14.1 Any notices given hereunder by the Seller may be served personally or left at the residence or place of business of the Buyer or may be sent by post in which case notice shall be deemed to have been received in the course of the post on the date of delivery if delivered by hand or two days after posting if delivered by post.
15.1 The terms and conditions of this contract shall be subject to and construed in accordance with English law and the English courts shall have exclusive jurisdiction in any dispute which may arise save that the Seller may institute and maintain proceedings in respect of the contract in any country.
The MVHR Terms and Conditions apply to purchases of MVHR Design Service, MVHR (heat recovery ventilation) units or Compact Units and any associated ducting or accessories. The MVHR Terms and Conditions are in addition to the General Terms and Conditions above.
In these Terms and Conditions "Seller" means Passivhaus Homes Limited (trading as Passivhaus Store) and "Buyer" means the individual, company or other organisation to whom the quotation is addressed or on behalf of whom the order is placed. "Goods" means the articles or things or services described in the Buyer's order confirmation or invoice or email and any goods supplied in substitution for or in replacement to the Goods and services supplied or work done in connection with the Goods or with the said replacement substitute or additional goods. The “Design Service” and the “Design” refer to the services described below and on the Seller’s website (www.phstore.co.uk/design).
2.1 The Seller provides a Design Service for the Brink Renovent Excellent or Renovent Sky and the associated Ubbink ducting system. All calculations are based on maximum air speeds of just below 3m/s within the ducts at the "nominal" (normal) MVHR setting and delivery of average whole building air change rates of between 0.30 and 0.50 per hour at "nominal" (normal) ventilation rates - these are in line with Passivhaus Institut recommendations. The Design Service is offered in order to (a) give an accurate quotation; (b) provide a restrictor calculation which ensures air change rates are appropriate for each room; (c) give a duct, vent and terminal layout, and; (d) to provide information needed to help the Buyer or those carrying out installation on behalf of the Buyer to install and set up the system accurately.
2.2 Prices quoted in the completed Design Service are those that are current at the time of the issue of the Design and are valid for one month or for as long as the prices are current, whichever is longer.
2.3 To provide a Design Service, the Buyer must first:
2.3.1 Pay for the Design Service at the Seller’s advertised current rates before Design work is commenced;
2.3.2 Provide architectural plans and sections and, where needed, elevations in electronic format. These drawings should ideally be at 1:50 scale, and provided in scaled PDF exported from the original CAD drawings or DWG format. Where drawings have been scanned from scaled hard copy drawings, there is a greater risk of inaccuracies, which may result in a reworking of the design after installation and in this circumstance, the Seller reserves the right to make an additional Design Service charge if the drawings provided result in excessive additional work. The Design Service charge includes time for minor correction of the Design (see 2.6) at the discretion of the Seller and the Seller reserves the right to make an additional charge should changes result in excessive additional work, particularly if additional work is created as a result of errors or omissions in the information about the project supplied to the Seller;
2.3.3 Inform the Seller of any relevant constraints or impediments relating to the building or building design and/or the site which may impact on the Design before the design is commenced (see 2.6);
2.3.4 Provide the Seller with email and telephone contact details, together with a full Delivery Address/Postcode, where there is an architect or third party associated with the project who is responsible for construction detailing, their contact details. The process of creating the Design will require the Seller to be able to reach the Buyer or their nominated contact by email and (where necessary) telephone.
2.4 On completion of the Design, the Buyer will be asked to confirm in writing that they and all relevant parties to their project - architects, Passivhaus Consultants, main contractors and any third party or sub-contractors - are content with the design. After the Buyer has provided written confirmation of acceptance of the quotation and the Design to the Seller and once the Seller has received payment from the Buyer, the MVHR system will be ordered from our suppliers. The Seller cannot accept return of or refund for any partly or wholly unused components.
2.5 Whilst the Seller will make every endeavour to provide an accurate design that can be implemented on site, no guarantee is offered that the Buyer will not have to vary the layout and components required. In this case the Buyer will be liable for the cost of any additional components that may be needed as a result of the change at the discretion of the Seller.
2.6 The Design Service fee includes up to two minor corrections of the design, however, at the Seller's discretion, significant additional design work will be charged on a consultancy basis at the Seller's current hourly rate. In this case, only the original design fee is refundable, subject to the conditions set out in 2.7 below.
2.7 In order to qualify for the Free Design Service, the Buyer must place an order and pay for a complete system (ducting components, MVHR unit and controls) as designed (minimum value excluding VAT £5000) no later than six months after purchasing the Design Service.
2.8 The Buyer should satisfy themselves that the Design meets all relevant fire safety requirements, for example, in the case of three-storey or multi-occupancy buildings.
2.9 The Free Design Service offer applies only to buildings with one, two or a maximum of three dwellings. The Design Service fee is per MVHR system and dwelling. Larger buildings requiring more than three MVHR systems and containing more than three dwellings are not eligible for the Free Design Service.
3.1 Goods ordered for the MVHR system will be delivered by third party logistics companies engaged by the Seller’s suppliers and the Buyer will need to be present at the Delivery Address in order to sign for receipt of Goods. The Seller will make best endeavours to give the Buyer reasonable notice of a delivery date and a time slot where provided by the logistics company, however, where, for any reason, the logistics company reports that they are unable to make delivery, the Buyer will bear the cost of any redelivery charges passed on the Seller at the Seller’s discretion.
3.2 Unused system components cannot generally be returned.
4.1 The Seller’s provision of a Design Service, MVHR Unit and ducting components is on the basis that Buyers or those commissioned by them install and commission the systems themselves. No warrantee for can therefore be offered for the correct operating of the system. Buyers are strongly advised to familiarise themselves thoroughly with all of the instruction materials provided to ensure that the MVHR system functions as intended.
The Lacuna Terms and Conditions apply to purchases of Lacuna products. The Lacuna Terms and Conditions are in addition to the General Terms and Conditions above.
In these Terms and Conditions "Seller" means Passivhaus Homes Limited (trading as Passivhaus Store) and "Buyer" means the individual, company or other organisation to whom the quotation is addressed or on behalf of whom the order is placed. “Quotation” means the ‘no-obligation’ offer, which is provided by the Seller to the Buyer. “Order Confirmation” means the signed paperwork describing the “Order”, in which all exact measurements, specifications and delivery details are included and have been accepted and confirmed as correct by the Buyer. “Lacuna Products” refers to Lacuna bifold doors, double doors, single doors, windows and fixed frames. “Lacuna” and “Lacuna UK” is the Danish manufacturer, Lacuna A/S of Lacuna Products and its UK representatives.
It is the Buyer’s responsibility that a proper survey is carried out in order to establish the required dimensions and structural support, if needed, for the Lacuna Products.
The information required by Lacuna is the width and height of the overall frame as drawn on quotations and order confirmations. Some clearance, depending on surrounding materials, should be allowed around the frame for installation and adjustment.
A survey can either be carried out by the (main) contractor/installer on site or, alternatively, the Seller may be able to put the Buyer in touch with installers who have previous experience with installation of Lacuna Products. In either case it is the Buyer’s responsibility to ensure that the survey is carried out correctly, and that these dimensions are shown correctly on the order confirmation, which is signed by the Buyer.
Lacuna is only liable for keeping the overall frame size within +/- 2 mm. No part of Lacuna can be held responsible for incorrect measurements or structural calculations provided by the Buyer.
Once the quotation has been accepted by the Buyer, Lacuna UK will prepare the Order Confirmation, which will include all exact measurements, specifications and delivery details. The Order Confirmation will be the instruction for the manufacturing team (and delivery company), and thus must be read very carefully by the Buyer and approved by signing, to ensure that he/she fully agrees with its content. Once the Order Confirmation is signed and returned, the Order cannot be cancelled, unless agreed with Lacuna. Please enquire if there are any issues which need to be clarified before the order is signed and processed.
The estimated week of production will be specified at time of order. Shipment to the UK is usually 4-8 days. Once the Lacuna doors have been shipped (usually no later than Monday the week after production) a more exact time (weekday and possibly guide time slot) can be provided. The delivery will either be on a curtain side export lorry without lifting facilities, or a smaller lorry with a tail-lift, as agreed and stated on the order confirmation. Note that the tail-lift option is not possible for doors taller than 2.4m.
On delivery all pallets and packets must be inspected thoroughly to ensure they have not been damaged in transit. If any packaging has been damaged, the haulage company should be made aware of this before leaving site, and photos should be taken of the broken packaging. The packaging should then be taken off and the doors and frames should be inspected for any further damage. If any damage has been done to the actual elements the haulage company should be made aware of this, and equally photos should be taken. Clients are advised to make a note on the haulage paperwork describing the damage, and getting the haulage company to sign this; each party to keep a copy.
The Seller (email and 0345 257 1500) is to be advised of any such damage within 24 hours of delivery and will contact Lacuna UK and Ireland Ltd. to try to resolve the issue.
Lacuna will manufacture in the week shown on the order confirmation. In rare instances, the doors may be delayed in production (due to e.g. a broken glass) or in transit (due to e.g. adverse weather, or a transport damage, which requires remanufacturing of parts) In case of any delay, the Seller will do the upmost to keep the Buyer informed and will arrange shipment as soon as practical possible, but will not be able to compensate, unless agreed with Lacuna.
After a shipment has left the Lacuna factory, the Buyer will be liable for any additional storage and insurance costs incurred, should they be unable to take delivery of the product during the agreed week. If the Buyer contacts the Seller (email and 0345 257 1500) before the shipment leaves the Lacuna factory, shipment can be delayed for a short period without additional charge.
The installation of the Lacuna product(s) is not carried out by Lacuna UK, and is not part of the contract with Lacuna. A contract will have to be made directly between installers/builders and their client.
The Lacuna Products are supplied with an installation guide, which needs to be followed. We also require that any new installer watch the 22-minute installation video below or at http://www.lacuna.dk/index.php/installation.html before taking delivery.
As the doors are top hung, it is particularly important that the top frame is level and cannot deflect. Incorrect installation may cause the doors to stop functioning. Due to occasional settlements in a building after construction works, newly installed Lacuna Products sometimes need minor adjustments by adding or removing the 1 mm steel plates behind the hinges. To facilitate further adjustment due to potential future building movements, it is important that there is space for blocking up/alignment of the frame on all sides. In the unlikely event that the Lacuna product does not function properly after installation, any issues will initially be determined through photos taken by the installer on site. These are then analysed by Lacuna’s technical department, which will advise about potential installation errors and corrections, or provide a solution in case of product defects.
The Lacuna Folding doors are painted in 4-5 layers to achieve a very long durability before repainting is required. Usually, repainting is only required after 20 to 50 years, depending on the exposure. Because of the many layers the paint only hardens several weeks after production. Particularly in humid weather and in low winter temperatures the hardening takes a long time. Because of this, please note that the paint is not fully hardened at time of delivery directly from the factory, so caution should be exercised in handling the doors. In rare cases small blisters/bubbles occur in the paint. Blisters/bubbles must under no circumstances be touched or punctured. The bubbles contract when the temperature rises and the hardening process can continue. Any complaints due to punctured bubbles will be rejected.
Lacuna follows the guarantee from VinduesIndustrien – The Association of Danish Window Manufacturers – and provides a 5 year warranty on material and manufacturing defects on all products.
Document date: 16-Jul-2015