Terms & Conditions for the Supply of Goods & Services of Smartpod
a. In this document the following words shall have the following meanings: b. “Customer” means any person(s) or company who purchases a Smartpod from the Company;
c. “Goods” means the articles specified in the proposal;
d. “Proposal” means a statement of work, quotation or other similar document describing the Goods and Services to be provided by the Company;
e. “Services” means the service specified in the proposal;
f. “Company” means Smart Modular Group trading as Smartpod, Unit 1 Tuxford Business Park, Ashvale Road, Tuxford, Notts, NG22 0NH;
g. “Terms and Conditions” means the terms and conditions agreed in writing by the Company.
a. Planning and building regulations approval may be required. Customer should seek advice from their local authority.
b. These Terms and Conditions shall apply to all contracts for the supply of Goods and Services by the Company to the Customer and shall prevail over any other
documentation or communication from the Customer.
c. Any variation to these Terms and Conditions shall be inapplicable unless agreed in writing by the Company.
d. Nothing in these Terms and Conditions shall prejudice any condition or warranty, express or implied, or any legal remedy to which the Company may be entitled in relation to the Goods and Service, by virtue of any statute, law or regulation.
e. Nothing in these Terms and Conditions shall affect the Customer’s statutory rights as a Consumer.
f. For the purpose of the Contracts (Rights of Third Parties) Act 1999 and
notwithstanding any other provision of this agreement, this agreement is not intended to, and does not, give any person who is not a party to it any right to enforce any of its provisions.
g. You agree to indemnify us for reasonable costs that we may incur in the enforcement of our rights under this Agreement, including without limitation legal costs and expenses.
1. Basis of Sale
1.1 The Company will sell the Smartpod subject to these Terms
1.2 The Customer agrees that the Agreement constitutes the entire understanding between the parties hereto and there are no representatives, warranties, conditionsand terms or obligations (implied or otherwise) whether written or oral, express or implied by custom or otherwise other than those specifically contained in the Agreement
1.3 Any advise or recommendation given by the Company or its employees or agents to the Customer or it’s employees or agents as to the Smartpod, which is not confirmed in writing by the Company, is followed or acted upon entirely at the Customer’s own risk, and accordingly the Company shall not be liable for any such advice or recommendation which is not confirmed
1.4 Any typographical, clerical or other error or omission in the order confirmation invoice or other document or information issued by the Company shall be subject to correction without any liability on part of the Company
1.5 In these Terms, reference to the statute or statutory provision includes a reference to it from time to time, amend, extended or re-enacted
1.6 The headings in this Contract are for convenience only and shall not affect their interpretation
1.7 In these Terms where two or more individuals are included in the expression “the Customer” any obligation provided by them shall be deemed to be made by such persons jointly and severally
2. The Order
2.1 All Order Forms will be formally accepted by the Company by the issue of an Order Acceptance confirmation. An Order Acceptance confirmation will only be issued following receipt of an Order Form together with the requisite deposit
2.2 If for whatever reason no formal Order Acceptance Confirmation is issued by the Company, the Customer in accepting delivery and installation of the Smartpod shall be bound by these Terms and Conditions
2.3 Once the Order Acceptance confirmation has been issued by the Company to the Customer it may only be cancelled or the installation date deferred with the written agreement of the Company signed by a Director and on the condition that the Customer indemnifies the Company for all costs incurred as a result of the cancellation or deferral including labour, materials, any other charges and expenses
3. Customer Warranties
The Customer warrants that:
3.1 the Company will have unrestricted access to an adequate supply of electricity at all times during the installation at the Property
3.2 it will grant the Company suitable access to the Property at all times during the installation
3.3 the Installation Site and any access routes to the Installation Site have the capacity to support a maximum load of 10 tonnes
3.4 the installation Site is accessible and free from any dangers. In particular that the Installation Site is sound, level and free from any obstructions
3.5 it is the proprietor of the Property
3.6 it has obtained all required consents for the installation of the Smartpod including (without limitation)
3.6.1 consent from any mortgagee or charge of the Property
3.6.2 consent or planning permission from any local or public authority 3.7 the Installation Site has not been subject to subsidence, landslip or land-heave 3.8 the Installation of the Smartpod does not contravene any planning or other regulation or legislation
The Customer hereby agrees at all times to keep the Company indemnified against all claims and costs demands and liabilities arising as a result of the Customers breach of any warranty in this Clause 3 including (without limitations) the costs incurred by the Company as a result of any delay whilst such consents are obtained
4.1 The Smartpod shalled be installed by the Company at the Property unless otherwise agreed in writing. For avoidance of any doubt the Smartpod is installed as an empty unit unless otherwise agreed in writing
4.2 Any date specified by the Company in the Order Acceptance Confirmation for the installation of the Smartpod is approximate only and will be confirmed by the Company at least 5 working days before installation. This date shall not be made of the essence by the virtue of this confirmation. Where no dates are specified, installation will be within a reasonable time. Subject to the other provisions of the Terms the Company will not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery or in the actual installation of the Smartpod, nor will delay in installation entitle the Customer to terminate or rescind the Agreement. Any liability of the Company for non-delivery of the Smartpod shall be limited to refunding the deposit.
4.3 The Company shall use all reasonable endeavours not to cause damage to the Customer’s property and shall make good any damage caused
4.4 If in the reasonable opinion of the Company the installation site is not accessible or does not otherwise comply with Clause 3 the Company may without limiting its rights and in its absolute discretion defer installation to a later date subject always to the Customer indemnifying the Company for all additional costs incurred due to such deferment or the Company may cancel the Agreement with immediate effect whereupon the Customer’s deposit will be returned less an amount in respect of all the Company’s charges and expenses in connection with the Agreement up to the time of such cancellation.
4.5 It is the customer’s responsibility to arrange for a qualified electrician to connect the Smartpod to the Customer’s electricity supply and the Company excludes all liability in this respect. For the avoidance of doubt, notwithstanding that the Company may have agreed at additional cost to lay or install cables from the Smartpod it remains the Customer’s responsibility to specify the type of cable required and arrange for a qualified electrician to connect the Smartpod to the Customer’s electricity supply.
4.6 All water systems have been leak tested within our production facility. During transportation it is possible that things could move. Should Smartpod commission your Smartpod a water leak test will be carried out and subsequent leaks will fall under the warranty. If commissioning is carried out by a third party a final water testing/ commissioning report will be issued by the third-party company. The Customer must carry out a visual inspection of all areas where water feeds and waste are present to ensure the soundness of the pipe work. Any leaks that are found must be reported to Smartpod but may not be covered under warranty.
5. Company Warranty
5.1 The Company warrants that the Structural Elements of the Smartpod will be free from any significant defect for a period of 10 years from the date of the Agreement for purchase (structural elements of the building include –Steel Frame, timber stud work and floor joists only). In addition, the Company warrants that upon installation the Smartpod shall be free from any significant defect in other materials or
workmanship for 1 year from the date of Agreement for purchase. Excluding 5.2 If the Smartpod does not conform to these warranties the Company will take such steps as it deems necessary to bring the Smartpod into a condition where it is free from such defects
5.3 The Company shall not be liable for a breach of the warranty set out above relating to workmanship and materials other than Structural Elements, unless the Customer gives written notice to the Company within one month from the end of the build.
5.4 All warranties, conditions and other terms implied by statute or Common Law (save for conditions implied by Section 12 of the Sale of Goods Act 1979) are to the fullest extent permitted by law excluded from the Agreement.
5.5 Where the Smartpod is sold under a consumer transaction (as defined by the Consumer Transactions (Restrictions on Statements) Order 1976) the statutory rights of the Customer are not affected by these Terms.
5.6 Nothing in these Terms excludes or limits the liability of the Company for death or personal injury caused by the Company’s negligence or fraudulent
5.7 The warranty given in this Clause 5 shall not apply to any defects in the Smartpod arising as a result of any breach of the Customer’s Warranties set out at Clause 3 above or as a result of any subsidence, landslip or land-heave affecting the
Installation or any other form of instability affecting the Installation Site.
Smart Modular Group Ltd
5.8 The Company have not made allowances in the Order Form (quotation) for any revisits, after a one month period post completion, for any repair to the internal decoration.
5.9 The Company provides no warranty in relation to any Optional Extras save that it will use all reasonable endeavours to assign the benefit to the Customer of any manufacturer’s warranty relating to the Optional Extras capable of assignment.
5.10. Door adjustments are not covered under guarantee and may be necessary from time to time. Adjustments can be easily carried out by the customer – please call the Customer Care office for advice.
5.11. The Company shall not be deemed liable for subsidence to the Smartpod or of the surrounding installation site unless such subsidence is caused by the negligence of the Company during installation.
5.12 Should the customer choose not to view a Smartpod prior to placing an order and subsequently paying a deposit / balance payment then they negate the right to be covered by distance selling
5.13 Ventilation – Please ensure your Smartpod is suitably ventilated at all times. During sunny days ventilation allows a certain amount of warm air to escape and helps to reduce heat build-up. Any material damage as a result of excessive heat within the pod is not covered by the warranty. Purely a recommendation, we suggest maintaining a comfortable room temperature between 18-22°C. Where an Air Conditioning unit has been installed, and dependent on the type unit, these can generally be set to come on and go off automatically in line with temperature settings. Refer to manufacturers instruction manual.
5.14 Customer / Owners are responsible for carrying out regular visual inspections, and to ensure all necessary maintenance works are undertaken to prevent damage. Any item of concern deemed the responsibility of SMG (Smartpod) should be reported as soon as possible.
5.15 Customer/ Owners are responsible for carrying out regular maintenance of the exterior of your Smartpod. Ensuring the gutters are cleaned and checked regularly for blockages to prevent damage to the structure. Any damage caused as a result of negilance is not covered by the warranty.
6. Alteration in Specification
The Company reserves the right to make any changes in the specification of the Smartpod which do not materially alter their quality or function or where it is necessary to conform to any applicable safety or other statutory requirements.
7. Property and Risk
7.1 Risk in the Smartpod shall pass to the Customer upon handover of the keys to Smartpod and responsibility for effecting and maintaining insurance cover passes to the Customer at that time.
7.2 Title in the Smartpod shall not pass to the Customer until the Company has received payment in full (whether in cash or cleared funds) of all sums due to it in respect of the Smartpod.
8. Price and Payment Terms
8.1 The price for the Smartpod and any Optional Extras shall be shall be set out in the Order Acceptance Confirmation. The price shall be inclusive of any value added tax unless stated otherwise but excludes any other applicable tax which the Customer shall pay in addition to the price.
8.2 All prices quoted are valid for 30 days from the date stated below. Any orders placed after this 30 day period has elapsed may be subject to price changes.
8.3 A deposit of 50% of all sums payable to the company is payable on ordering the Smartpod from the Company. A balance payment of 50% is due 7 days prior to the agreed installation date.
8.4 The Customer shall make the full payment due without any deduction whether by way of set-off, counterclaim or otherwise and no payment shall be deemed to have been received until the Company has received cleared funds.
8.5 The Company reserves the right to alter its price list at any time
9. Failure to Make Payment
If the Customer fails to pay the full payment on the due date then without prejudice to its other rights and remedies the Company may charge interest both before and after Judgement on the amount unpaid at the rate of 10% per annum above the HSBC base lending rate from time to time compounded monthly until payment is made in full with a part of a month being treated as a full month for the purposes of calculating interest.
10.1. As all Products designed and manufactured by the Company are made-to-order, to customer specifications, they are exempt from cancellation rights.
10.2. If the customer cancels an order once the deposit has been paid, no refund will be given. The customer accepts that the deposit is non-refundable as once this payment has been made to the company the order is put into full production.
10.3. The company reserves the right to cancel an order at any time, for any reason. In the event of the company cancelling an order, a full refund will be given to the
11. Enforceability and Severability
Any provision of these Terms which is held to be illegal, invalid, unenforceable or unreasonable whether in whole or part shall to the extent necessary be deemed severable and the other provisions of these Terms and Conditions shall remain unaffected.
Smart Modular Group Ltd
Registered address – Unit 1 Tuxford Business Park, Ash Vale Road, Tuxford, NG22 0NH Company Registration Number – 11738029
These Terms shall not be amended, modified or varied except in writing signed by a Director of the Company
13.1 The Customer shall not be entitled to assign or transfer the benefit of the Agreement or any part of it without the Company’s prior written consent.
13.2 The Company may assign the Agreement or part of it to any person, firm or company.
Save as described in these Terms and Conditions the Company shall not be liable to the Customer for any loss or damage whether direct or indirect and howsoever caused. In any event the Company’s liability to the Customer in respect of the non performance of any of the Company’s obligations shall be limited to the price of the Smartpod
15. Force Majeure
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations.
If the Customer shall go into liquidation whether compulsory or voluntary (except the purposes of a bona fide reconstruction or amalgamation) or if a petition shall be presented or an order made for an administrator or if a receiver, administrative receiver or manager shall be appointed over any part of the assets or undertaking of the Customer or the Customer being an individual shall become bankrupt or make any arrangement with its creditors, then without limiting its remaining rights the Company shall be entitled to immediately recover from the Customer all sums then due and all losses arising to the Company as a result of such circumstances arising, and shall be entitled to give notice to the Customer to terminate the Agreement
Any notices to be given shall be in writing and be deemed to be given if left at last known address of the Company or the Customer as the case may be or sent to the same by first class post or email and shall be deemed to have been received two working days after despatch if sent by post or on receipt of a transmission in legible form if by facsimile or on delivery if by hand
No failure or delay on the part of the Company to exercise any right or remedy under these Terms shall be construed or operate as a waiver thereof. The rights and remedies provided are cumulative and are not exclusive any rights or remedies provided by law.
19. Limitation of Liability
19.1 Nothing in these Terms and Conditions shall exclude or limit the liability of the Supplier for death or personal injury, however the Company shall not be liable for any direct loss or damage suffered by the Customer howsoever caused, as a result of any negligence, breach of contract or otherwise in excess of the price for the Goods and Services.
19.2 The Company shall not be liable under any circumstances to the Customer or any third party for any indirect or consequential loss of profit, consequential or other economic loss suffered by the Customer howsoever caused, as a result of any negligence, breach of contract, misrepresentation or otherwise.
19.3 For the avoidance of doubt, time shall not be of the essence and the Supplier shall incur no liability to the Customer in respect of any failure to complete the Services by any agreed completion date.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such as provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated
The Company requests that in the first instance complaints be emailed to
email@example.com The Company will acknowledge the receipt of complaint within 48 hours and provide an appropriate written response to resolve the
complaint including timelines
22. Governing Law
These Terms and Conditions shall be governed by and constructed in accordance with the law of England and Wales and the parties hereby submit to the exclusive jurisdiction of the English/Welsh courts.