FBC LONDON LIMITED
Terms and conditions of FBC London Limited whose registered office is at 66 Pimlico Road, London SW1W 8L incorporated in England and Wales under company registration number 8248993.
FBC London Ltd is the supplier of goods and products (including soft furnishings) whose shop premises are situated at 66-66A Pimlico Road, London SW1W 8LS.
It is important that you read these terms and conditions as these are intended to be binding upon the parties.
Reference to “we”, “us” or “our” is reference to FBC London Ltd and reference to “you” “your” or “yourself” is reference to you, the client. Reference to Web Site means “www.fbc-london.com”
1. Description and Photographs of Goods and Products
Description, information, images and photographs contained in our Web Site brochure are described as best as we can but we cannot guarantee that colours, details and images will be entirely accurate.
2. Quotes and Orders
2.1 Goods and products can be ordered through our website, by telephone or in store and such orders shall be deemed effective on the day your order is confirmed by us. Orders are considered to be offers made by you and we are therefore not obliged to accept your order for whatever reason.
2.2 If orders are accepted, we will issue you with an invoice which will provide for payment on the terms set out therein.
2.3 Orders are accepted by us in writing which may be sent by email of the order confirmation or if you are buying in store, written confirmation of your order presented to you.
2.4 You may wish to enquire about our goods and products and seek an estimate from us. Any estimate should not be considered an offer nor shall it be binding on either party.
2.5 In respect of bespoke orders, acceptance of the bespoke design must be confirmed by you in writing before we commence having the goods or products made for you and in the event of you providing us with an image or design, we reserve the right to make changes where necessary as differences in dimensions made occur due to materials being used nor can exact match be guarantee.
3. Goods and Products
3.1 The goods and products that you may order may already be in stock and be available for delivery or such goods and products may have to be manufactured or made specifically for you.
3.2 In the event that the manufacturer is unable to process your order, you will be notified and your order will be cancelled and you will be reimbursed any monies that you have been paid.
Silks and velvet especially those made from cotton and silk may in some instances can as a matter of course be easily marked by touch. Accordingly, as the handling of the fabric will be unavoidable during the manufacturing process, we cannot therefore accept liability for the condition of the silks and velvet used and therefore the use is at your risk. Moreover, we reserve the right to refuse to use a particular fabric if we, in our experience, consider that it will affect the appearance of the quality of the product or services ordered.
4.1 Prices quoted are valid for one month from the date of the quote.
4.2 All prices are in pounds sterling, exclusive of VAT and are also exclusive of any delivery costs (that may be applicable) and additional expenses that may be provided for under these terms and conditions.
4.3 We reserve the right to change our prices at any time without notice.
5.1 Payments made as follows:
5.1.1 100% in the event that goods are in stock and are standard items which will therefore require payment when your order has been accepted.
5.1.2 50% of the value of the order, once the order has been accepted where goods and products have to be manufactured or where goods are specifically made for you.
5.1.3 where the goods have not been specifically made for you, (i.e. non bespoke) and you have ordered these goods direct from our shop you may cancel your order within 5 days estimated for delivery less administration costs and expenses which will equate to 10% of your order.
5.2 If payment is made by cheque, we will allow 10 working days for the clearance of your cheque before dispatching your goods as goods will only be delivered once we have received cleared funds in respect of your order.
5.3 Failure to pay on any due date shall entitle us to charge you interest equivalent to the County Court rate applied in England and Wales on any remaining sums outstanding.
5.4 In the event of credit notes being issued, these will remain valid for a maximum period of one year from the date of issue.
6.1 The delivery date quoted on the order shall not be regarded as the definite date of delivery but only a general estimate. Whilst we will use our reasonable endeavours to have your goods and products delivered as soon as possible, a delivery time shall not be of the essence under these terms and conditions.
6.2 All delivery estimates are subject to change and we will advise you of those changes.
6.3 Goods and products that have to be manufactured or those which have been made specifically for you have an average delivery lead time of between 10 – 12 weeks.
6.4 It is your responsibility that once the order has been delivered to check that the goods and products delivered to you fit the description and quantity of your order referred to in the
delivery note. You are also required to check that the goods and products delivered are not damaged.
6.5 Please note that writing on the delivery note “not inspected” or “not examined” would not be accepted as your refusal in not accepting the goods and/or products. You shall be deemed to have accepted the goods and products if you have not notified us of any defect in the goods and products within 7 working days of delivery.
6.6 Where furniture items or other objects have to be moved in the area of installation, any objects moved by us on your behalf will be carried out entirely at your risk and liability will not be accepted for any damage caused. We therefore recommend that all items in the area where the goods and products are to be installed are cleared and that you are present to help supervise the installation.
6.7 If you do not accept delivery on the delivery date, the goods or products will be placed in storage and you will be charged storage costs until delivery is made.
7.1 If the goods or products are not of satisfactory quality due to poor manufacturing, we will repair or replace the goods or products at no cost to you. We will only replace like for like.
7.2 We reserve the right of discretion to accept or refuse the return of any goods or products returned to us. It will be your responsibility that the goods or products are returned properly packed in good condition.
7.3 If after receiving the returned goods and products we are of the reasonable opinion that your reason for returning the goods and products are at variance with the condition of the goods or products, we reserve the right to offer you credit or a refund.
8. Cancellation and Refunds
8.1 You are entitled to cancel your order in respect of goods and products ordered and which are already in existence (i.e. non bespoke products) at the time of placing your order provided that you cancel your order within 7 days of the order but shall be liable to pay us an administration cost and expenses equivalent to 20% of your order.
8.2 If goods and products are to be manufactured following the placement of your order or are bespoke orders, these goods are personalised and therefore under the Distance Selling Regulations (which will only apply when goods are not ordered from our shop) you have 48 hours to amend your order from the date of placing it but if you amend your order in any way more than 48 hours after you have placed it, we reserve the right to charge you any costs and expenses we have incurred in relation to your order. However, bespoke goods and products cannot be cancelled once the order has been processed as these goods and products are made specifically for you.
8.3 Refunds or credit notes will not be available for items sold through any sale, special offers or “seconds”.
9. Risk and Title
9.1 Risk of goods and products shall pass to you on delivery even where goods and products have not been paid by you in full.
9.2 Until payment is made in full, you will not be entitled to part with possession of the goods and products and we reserve the right to enter premises where the goods and products are being stored for the reason of repossession where appropriate and necessary.
10.1 All warranties, representations or guarantees that may have been made prior to entering into the terms and conditions whether expressed or implied and whether in writing or orally made are hereby expressly excluded.
10.2 We also exclude liability for:
i) any consequential, indirect or direct or special losses;
ii) loss of profits, income, loss of interest or loss of business or business benefit, loss of contract, loss of time, expense or goodwill or reputation, or;
iii) any other losses arising out of or in connection with the goods or products howsoever arising and whether under contract, tort or otherwise.
10.3 Except for the liability of death, personal injury or fraudulent misrepresentation our maximum aggregate liability for all losses damages, costs, claims and expenses howsoever arising out of contract, tort or otherwise shall not exceed the value of your order and we will not be responsible for any other loss or be liable for any other loss or damage howsoever arising.
11. Intellectual Property Rights and Confidentiality
11.1 No right or licence is granted under these Terms to you or to any third party under any patent, trademark (whether registered or unregistered) copyright, United Kingdom of Community design right (whether registered or unregistered) or other intellectual property rights of us of whatever nature and subsisting in any part of the world (“Intellectual Property Rights”).
11.2 Where any designs, or specifications, information or other documents have been supplied by you to us then you warrant that the use of those designs or specifications for the provision of goods, products and or services as agreed between us and you shall not infringe the Intellectual property Rights of any third party. You shall keep us fully indemnified against all losses and all actions, claims, proceedings, costs and damages arising out of any claims made by a third party that we have infringed that third party’s rights as a result of breach by you of this clause 11.2
11.3 All documents, drawings, programs, artwork, sketches and diagrams generated by us in providing goods, products and/or services (the “Works) as agreed between us and you (and all Intellectual Property Rights therein) shall be owned by and vest in us unless otherwise expressly agreed in writing between us and you. In the event that we agree to transfer ownership of the Intellectual Property Rights in any Works to you by virtue of such express
agreement, you agree that we may reproduce those Works for the purposes of our own publicity without further reference to you provided that a sufficient acknowledgement of your ownership of the Intellectual Property Rights is given.
11.4 All information provided by either party to the other party in connection with the provision of the goods, products and/or services and which you inform us in writing is confidential and/or commercially sensitive shall be treated as and kept confidential by us, save for information which is in or which enters the public domain otherwise than through breach of this clause 11.4 or information which we receive from a third party or information which it is necessary for us to disclose to comply with any legal obligation or which we need to disclose to our legal advisers for the purpose of obtaining legal advice. Reference to “information” in this clause 11.4 shall include information provided by employees, contractors, agents, representatives or advisers of you, or information which is obtained by us through observation during visits to any of your premises or those of your agents, representatives or advisers and whether such information is received orally or in writing or by any other means.
11.5 You acknowledge that in providing goods products and or services as agreed between us and you, we may have to enter into agreements in relation to Works in which third parts (“Third Parties”) own Intellectual Property Rights (“Third Party Works”) to enable us and you to make use of Third Party Works in connection with a design or designs provided by us to you hereunder. You agre3e to use Third Party Works only in a way which is consistent with the rights of permission granted to us by Third Parties and of which we shall inform you. You shall keep us fully indemnified against all losses and all actions, claims proceedings costs and damages arising out of any claims made by Third Parties that we have infringed those Third Parties’ rights as a result of breach by you of this clause 11.5
11.6 We hereby assert all our moral rights on behalf of Fiona Barratt-Campbell & FBC London Limited under the Copyright, Designs and patents Act 1988 including the right to be identified as the creator of all copyright works created by us in providing the goods, products and/or services as agreed between us and you. You also agree to identify us as the creator of any non-copyright works in conjunction with any commercial publication of the work.
11.7 All intellectual property rights relating to the Web Site are and shall remain the property of us.
11.8 We grant to you a non-exclusive non-transferrable licence to use the Web Site for the purpose of browsing and/or purchasing products. You agree that you will not yourself, or through a third party;
a) Copy the Web Site, except as is necessary for use of the Web Site as set out in these Terms and Conditions.
b) Reverse, engineer, decompile, disassemble or otherwise attempt to derive source code from the Web Site except as permitted by law;
c) write or develop any derivative or other software programs based, in whole or in part upon the Web Site.
11.9 You may link to the Web Site if you or any third party wishes without our permission but must link to the homepage and not deep link into the site. You or any third party may also use any information contained in this Web Site as long as our ownership is acknowledged.
11.10 If you do link to the Web Site the person so linking ownership agrees that you will indemnify us in full if any action is taken against us by any party, or even by the person linking, by virtue of the link created. If a link is created to this Web Site, any use is subject to these Conditions.
12. Distance Selling
12.1 If you are a consumer, you have a legal right to cancel a contract under the Consumer Protection (Distance Selling) Regulations 2000 during the period set out below in clause 12.3. this means that during the relevant period if you change your mind or for any other reason you decide you do not want to keep a produce, you can notify us of your decision to cancel the contract and receive a refund. Advice about your legal right to cancel the contract under these regulations is available from your local Citizens Advice Bureau or Trading Standards office.
12.2 However, this cancellation right does not apply to bespoke or custom made goods or products (See paragraph 8.2).
12.3 Your rights to cancel and seek refunds are governed by clauses 7 and 8.
13. Miscellaneous Provisions
13.1 There shall be no alteration, modification or addition to these terms and conditions unless made in writing and signed by a duly authorised representatives of both parties.
13.2 If any part of these terms and conditions are held to be unreasonable, invalid or unlawful, the parties agree that the court shall have the power to strike out or override that part whether it be an entire clause or clauses or some part or parts thereof, enforce those terms and conditions as if the offending part or parts had not been included.
13.3 These terms and conditions constitute the entire contract between the parties other than those expressly stated otherwise in these terms and conditions and nothing in these terms and conditions shall give direct or indirectly any third party any enforceable benefit or any right or action against us.
14. Governing Law and Jurisdiction
These terms and conditions shall be governed by the laws of England and Wales and the parties agree to submit to the exclusive jurisdiction of the English and Welsh courts.