Terms and Conditions of Sale

Kebur Terms and Conditions of Sale

Nothing in these Conditions affects a Customer’s consumer rights. Advice and/or information about your legal rights is available from your local Citizen’s Advice Bureau or trading standards office and/or online from the Office of Fair Trading and/or the Department of Business, Innovation and Skills. The Customer should pay specific attention to Conditions 4, 5, 6, 8, 9, 10 & 12

  1. INTERPRETATION

1.1 The following definitions, unless the context requires otherwise, and rules of interpretation in Condition 1 shall apply to these Conditions:
Account:  the credit account (if any) provided to the Customer by Kebur Garden Materials;
Additional Terms:  any terms varying or adding to the Conditions that are included within the Order Acknowledgement or otherwise agreed in writing by Kebur Garden Materials;
Contract:  any contract between Kebur Garden Materials and the Customer for the purchase of Goods and/or Services by the Customer from Kebur Garden Materials in accordance with and subject to the Conditions and Additional Terms;
Customer:  the person, company or other type of organisation that enters into a Contract, in accordance with and subject to the Conditions, to purchase Goods and/or Services from Kebur Garden Materials;
Goods:  any goods Kebur Garden Materials agrees to supply to the Customer under a Contract;
Order Acknowledgement: receipt of payment, invoice for payment, or written confirmation of an order

Price:  is defined in Condition 7.1;
Kebur Garden Materials:  We are Kebur Concrete Products, trading as Kebur Garden Materials, a supplier and installer of landscaping materials. These Terms and Conditions also apply to Kebur Stone Imports Ltd (Company No. 10059884, Registered address: James House, 153 Grosvenor Road, Aldershot GU11 3EF), our affiliated company, that sources products on behalf of Kebur Garden Materials and supplies to other commercial landscaping companies.

Services:  any services Kebur Garden Materials agrees to supply to the Customer under a Contract; and
Special Orders:  any Goods not usually stocked by Kebur Garden Materials and ordered specifically for the Customer, any Goods designed and manufactured to meet the Customer’s specifications and any Goods that are by their nature perishable.

1.2    References to the masculine include the feminine and the neuter, the singular include the plural and, in each case, vice versa. Reference to a statute or statutory instrument is a reference to it as it is in force for the time being and includes reference to any amendment, extension, application or re-enactment and includes any subordinate legislation made under it.

1.3    Headings do not affect the interpretation of the Conditions.

  1. APPLICATION OF TERMS

2.1    Subject to Condition 2.2, the Conditions apply to all Contracts to the exclusion of all other terms and conditions. No terms or conditions of the Customer (whether endorsed on, delivered with, or contained in the Customer’s purchase order or other documents) shall form part of any Contract and any attempt by the Customer to exclude, vary or limit any Conditions shall be void.

2.2    Any variation to the Conditions, and any representations about the Goods and/or Services, shall have no effect and shall not form part of the Contract unless agreed in writing by Kebur Garden Materials.

2.3    Kebur Garden Materials may provide the Customer with an oral or written quotation. A quotation so provided is an invitation to treat by Kebur Garden Materials to supply the Goods and/or Services, subject to the Conditions, to the Customer. A quotation is valid for 30 days from its date unless specified otherwise, provided that Kebur Garden Materials has not previously withdrawn it.

2.4    An acceptance of a quotation or the placing of an order by the Customer shall be deemed to be an offer, subject to the Conditions, to purchase the Goods and/or Services stated therein from Kebur Garden Materials. No quotation accepted or order placed by the Customer shall be deemed to be accepted by Kebur Garden Materials until Kebur Garden Materials confirms acceptance orally or in writing.

2.5    No binding Contract will come into existence until an Order Acknowledgement (in the form of a receipt, invoice or written confirmation) is given by Kebur Garden Materials in accordance with Condition 2.4 or, if earlier, by Kebur Garden Materials accepting payment or delivering the Goods or commencing performance of the Services (whichever is the earlier).

  1. DESCRIPTION

3.1    The quantity and description of the Goods and/or Services is set out in Kebur Garden Materials’ quotation and/or Order Acknowledgement and the Contract.

3.2    All descriptions, drawings, specifications, technical data, including dimensions and illustrations and any advertising or other materials issued by Kebur Garden Materials, or contained in Kebur Garden Materials’ brochures or website, are approximations and for guidance only, should not be relied on by the Customer as precise or construed literally and shall not form part of the Contract. Before placing an order, the Customer is strongly encouraged to view a sample or the full product and should satisfy him or herself as to the specification and suitability for the intended purpose of the goods or services, by such further enquiry of ourselves as they consider necessary.

3.3    Kebur Garden Materials reserves the right to change any descriptions, drawings, specifications, technical data, illustrations, brochures, advertising materials, its website and any other materials provided at any time without notice.

3.4    The Customer acknowledges that Goods are supplied on the understanding that there may be slight dye and/or shade variations and that the finish of Goods containing manufactured or natural products or materials (such as porcelain, natural stone or wood) may vary from sample to sample and product to product, may not be uniform in colour or texture and may contain grain variations, natural marks and veining. Any such natural variations shall not be a defect for the purposes of Condition 10.1.

3.5 Any sample given or purchased is subject to the variation outlined in Condition 3.4. One small sample cannot be guaranteed to accurately represent any product as a whole or in bulk.3.6 We cannot accept any liability if products are not stored in appropriate conditions, if they are used for purposes other than those for which they were intended, or they are laid other than in accordance with recommendations. The recommendations we provide are for guidance purposes only and any applicable building regulations or planning requirements should be followed at all times. We cannot accept liability for any defect arising from fair wear and tear, wilful damage, negligence or abnormal working conditions.

  1. DELIVERY

4.1    Unless otherwise agreed in writing by Kebur Garden Materials, delivery of the Goods and/or Services shall take place at the Customer’s premises or the delivery address set out in the Contract and/or Account application form or Kebur Garden Materials’ premises (“Delivery Point”).

4.2    Kebur Garden Materials will endeavour to deliver the Goods as near as possible to the Delivery Point as a safe hard road permits but reserves the right to refuse to deliver the Goods at the Delivery Point if Kebur Garden Materials’ driver or the carrier reasonably considers the Delivery Point is unsuitable for delivery. All deliveries off the public highway are at the Customer’s own risk of damage to vehicles, pipes, manholes or any other property that may result from such delivery.

4.3    Unless agreed otherwise, Goods will be delivered during normal working hours. Kebur Garden Materials reserves the right to levy an additional charge where the Customer requests that the Goods are delivered in instalments.

4.4    Kebur Garden Materials will endeavour to deliver the Goods and perform the Services by the date specified by Kebur Garden Materials or, if none is specified, within a reasonable period of time. However, any such specified date is an estimate only and it is hereby expressly agreed that time for delivery shall not be, and shall not be made by notice, of the essence of the Contract.

4.5    Business customers shall be responsible for compliance with all regulations and for all steps which need to be taken from the protection at all times of persons or property and shall indemnify the Company in respect of all costs, claims, losses or expenses including legal costs on an indemnity basis which the Company may incur as a result of such delivery.

4.6    Kebur Garden Materials’ record of the delivery date and/or completion date and description of the Goods delivered to, and/or Services performed for, the Customer shall be conclusive evidence of such, unless the Customer can provide conclusive contrary evidence.

4.7    Kebur Garden Materials may deliver the Goods by separate instalments, which shall be invoiced and paid for separately and in accordance with the provisions of the Contract. Each separate instalment shall be a separate Contract. No cancellation or termination of any one Contract relating to an instalment shall entitle the Customer to repudiate or cancel any other Contract or instalment.

4.8    If for any reason the Customer fails to accept delivery of any of the Goods when the Goods are delivered to the Customer, or within 24 hours of notification that the Goods are ready for delivery, wishes to delay delivery, or Kebur Garden Materials is unable to deliver the Goods because the Customer has not provided appropriate instructions, access, documents or authorisations:
(a)  the Goods will be deemed to have been delivered; and
(b)  Kebur Garden Materials may store the Goods until actual delivery, whereupon the Customer shall be liable for all related costs and expenses (including, without limitation, storage and insurance costs).

4.9    If the Customer has not taken/accepted delivery of the Goods within 10 days of the notification that the Goods are ready for delivery, Kebur Garden Materials may resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage, insurance and selling costs, account to the Customer for any excess over or charge the Customer for any shortfall in the Price.

4.10 Subject to the other Conditions and unless agreed otherwise by Kebur Garden Materials, Kebur Garden Materials will not be liable for any direct, indirect or consequential loss (all three of which terms include, without limitation, loss of profits, loss of business, depletion of goodwill and any similar loss) costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Goods or performance of the Services, nor shall any such delay entitle the Customer to repudiate or terminate the Contract unless it exceeds 30 days and the delay is wholly and completely the fault of Kebur Garden Materials.

4.11 Kebur Garden Materials’ liability under Condition 5.2a, as a result of the Customer complying with the notice requirements, is limited to, at Kebur Garden Materials’ option, replacing or issuing a credit note for the Goods within a reasonable time.

  1. CUSTOMER’S OBLIGATIONS AND WARRANTIES

5.1    The Customer warrants that it has the necessary authority to enter into the Contract. The Customer warrants that all the information provided to Kebur Garden Materials is true and accurate and acknowledges that Kebur Garden Materials is relying upon such information in relation to the provision of the Services.

5.2  The Customer agrees to co-operate fully with Kebur Garden Materials and provide any assistance required to supply the Goods and/or Services, in particular, but without limitation, the Customer agrees to do the following at its own expense:
(a)  notify Kebur Garden Materials within 3 working days if Kebur Garden Materials fails to deliver the Goods on the agreed delivery date or delivers the wrong Goods;
(b)  provide adequate and appropriate equipment and suitably trained and competent people at the Delivery Point to unload the Goods at a reasonable speed. If Kebur Garden Materials’ or its carrier’s delivery vehicle is kept waiting for an unreasonable time, is unable to complete delivery or if Kebur Garden Materials’ has to provide staff to unload the Goods an additional charge may be made; and
(c)  inspect and check the Goods on delivery to ensure that they conform to the Contract and the Customer’s requirements; and

(d)  provide Kebur Garden Materials with all information, co-operation and support reasonably required to enable Kebur Garden Materials to perform the Services in accordance with the Conditions; and
(e)   take such steps as reasonably required to enable delivery of the Goods; and
(f)  where Goods are to be delivered to premises other than the Customer’s, ensure that all relevant regulations are complied with to ensure safe delivery of the Goods; and
(g)  ensure that Kebur Garden Materials and its employees, agents, and sub-contractors are always subject to a safe working environment

5.3    If Goods are supplied under a Contract for use in conjunction with the Customer’s existing equipment and/or structures the Customer shall be entirely responsible for ensuring that such equipment and/or structures are in all respects suitable and adequate for the purpose and properly installed.

5.4    Orders for goods and/ or services provided for by these Conditions which involve the use of the Customer’s trade account facility will only be accepted from the Customer. Agents or third parties may not use the trade account facility provided to the Customer unless the Customer has provided an authority for that party to obtain goods and/ or services on their behalf, which may be verbal or in writing. If any authority is given verbally the Company may at any time in its absolute discretion require that the Customer confirm that authority in writing. Unless it is specifically limited in time or extent, the Company shall treat an authority, whether verbal or in writing, as open ended and the Customer shall be liable for all orders made by that agent or third party on the Customer’s trading account unless and until that authority is revoked in writing by the Customer.

5.5    The Customer must inform the Company in writing of any change of name, trading status or any change in contact details contained within the trade account and must be able to provide copies of such request as evidence in any dispute that may arise out of such changes.

  1. RISK/TITLE

6.1    The risk in the Goods shall pass to the Customer when the Goods leave Kebur Garden Materials’ premises or, if applicable, Kebur Garden Materials’ supplier’s premises. Title in the Goods shall not pass to the Customer until Kebur Garden Materials has received (in cash or cleared funds) from the Customer:
(a)  the full Price for the Goods or Services plus VAT; and
(b)  all other sums which are due to Kebur Garden Materials from the Customer.

6.2    Until title in the Goods passes (as set out in Condition 6.1) the Customer shall:
(a)  hold the Goods on a fiduciary basis as Kebur Garden Materials’ bailee;
(b)  store the Goods (at no cost to Kebur Garden Materials) separately from all other goods of the Customer or any third party in such a way that they remain readily identifiable as Kebur Garden Materials’ property;
(c)  not remove, destroy, deface or obscure any identifying mark or packaging relating to the Goods;
(d)  maintain the Goods in satisfactory condition, keep them insured on Kebur Garden Materials’ behalf for their full Price against all risks from the date of delivery and provide Kebur Garden Materials with a copy of the insurance policy on request;
(e)  notify Kebur Garden Materials immediately if any of the events listed in Condition 6.3 occur; and
(f)  deliver up the Goods to Kebur Garden Materials on demand.

6.3    The Customer’s right to possess the Goods shall end immediately if the Customer:

(a) has a bankruptcy order made against it or become insolvent or bankrupt or the subject of insolvency proceedings, or if circumstances arise which would entitle any person to petition for the Customer’s winding up or bankruptcy, or if any statutory demand is served upon the Customer, or if the Customer makes any arrangement or compromise with its creditors which is in the alternative to being made insolvent or bankrupt; or

(b) otherwise takes the benefit of any statutory provision for the time being in force for the relief of bankruptcy; or

(c) fails to observe or perform any of its obligations under the Contract.

6.4    Kebur Garden Materials shall be entitled to recover payment for the Goods notwithstanding the fact that title in any of the Goods has not passed from Kebur Garden Materials to the Customer.

6.5    The Customer grants Kebur Garden Materials, its agents and employees an irrevocable licence to enter any premises where the Goods are or may be stored at any time to inspect or (where the Customer’s right to possession has ended) recover them.

6.6    The Customer may only resell the Goods before title has passed if such sale is a sale of Kebur Garden Materials’ property on the Customer’s own behalf as principal, made in the Customer’s ordinary course of business and at the full market value.

6.7    If before title to the Goods passes to the Customer any of the events listed in Condition 6.3 occur or Kebur Garden Materials reasonably believes any such event is about to occur and notifies the Customer accordingly, then, provided that the Goods have not been resold, or irrevocably incorporated into another product, and without limiting any other right or remedy of Kebur Garden Materials, Kebur Garden Materials may at any time require the Customer to deliver up the Goods or use its rights in Condition 6.5.

6.8    If Kebur Garden Materials repossesses any Goods or the Customer delivers up any Goods, in accordance with Condition 6, the Contract for those Goods shall be rescinded.

  1. PRICE

7.1    Unless otherwise agreed by Kebur Garden Materials in writing and subject to Conditions 7.2 and 7.3, the price for the Goods and/or Services shall be the price stated in the quotation or Order Acknowledgement provided by Kebur Garden Materials to the Customer in accordance with Conditions 2.3 and 2.4, together with any VAT and delivery costs (“Price”).

7.2    The Price, and the cost of any additional work provided for in Condition 7.4, is based on the costs of materials, labour, sub-contracts, transport, taxes, duties and all other relevant costs at the date of the quotation and/or Order Acknowledgement and on the work being done in normal working hours.

7.3    Kebur Garden Materials reserves the right to vary the Price, by giving notice to the Customer prior to delivery, to take account of any variation (howsoever arising) in these costs or the imposition of any new taxes or duties between the quotation or Order Acknowledgement date and the delivery date. Promotional offers may be withdrawn at any time and are not to be used in conjunction with any other offer, discount or promotion.

7.4    In addition to the Price, the Customer shall pay for any additional work:
(a)  required as a result of any matter that Kebur Garden Materials did not know existed and/or could not reasonably have foreseen at the date of the quotation and/or Order Acknowledgement, such as that arising from issues below the ground;
(b)  carried out by Kebur Garden Materials, at the Customer’s request, which Kebur Garden Materials was not originally contracted to undertake (such as providing additional staff for unloading Goods); and
(c)  or costs as a result of the Customer providing inadequate or inaccurate instructions, information or drawings to Kebur Garden Materials or as a result of the Customer failing to comply with any of the Conditions.

7.5    Any additional costs payable by the Customer under Condition 7.4 will be invoiced by Kebur Garden Materials at the time the work is carried out and payable in accordance with Condition 8.

  1. PAYMENT

8.1    Unless otherwise agreed in writing by Kebur Garden Materials, Kebur Garden Materials shall be entitled to issue an invoice for the Price before an agreed delivery date.

8.2    Unless otherwise agreed in writing, for Customers with an Account that has not reached its credit limit each invoice submitted by Kebur Garden Materials shall be paid by the end of the calendar month following the calendar month of invoice. For Customers without an Account, or with an Account that has reached its credit limit, the Price shall be paid at the time of the order or on receipt of Kebur Garden Materials’ invoice as directed by Kebur Garden Materials. Time for payment shall be of the essence.

8.3    Kebur Garden Materials reserves the right, in its absolute discretion, to cancel the Account by notice.

8.4    Kebur Garden Materials reserves the right to suspend the Account if it decides, for whatever reason, that it requires further security from the Customer, other than that already provided (if any), for the performance and discharge of the Customer’s obligations under any Contract or for any other reason it considers reasonable. The Customer agrees to use its best endeavours to ensure that any additional security required by Kebur Garden Materials (including, but not limited to, a third party providing a guarantee) is provided. Kebur Garden Materials may decide to reinstate the Account if the Customer provides the additional security required or meets any other conditions required to be satisfied by Kebur Garden Materials.

8.5    If Kebur Garden Materials exercises its right to cancel or suspend the Account, in accordance with Conditions 8.3 and 8.4 respectively, all sums owed to Kebur Garden Materials by the Customer at the date of cancellation or suspension shall be payable on demand and Kebur Garden Materials may continue trading with the Customer on the basis set out in Condition 8.2 for Customers without an Account.

8.6    No payment shall be deemed to have been received until Kebur Garden Materials has received cash or cleared funds and all sums payable to Kebur Garden Materials under a Contract shall become due immediately on its termination, howsoever arising.

8.7    The Customer shall make all payments due under the Contract in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Customer has a valid court order requiring an amount equal to such deduction to be paid by Kebur Garden Materials to the Customer.

8.8    In submitting a credit or debit card payment, the Customer confirms that the card belongs to them. All cardholders are subject to validation checks by the card issuer. If the card issuer refuses to authorise payment Kebur Garden Materials will not accept the Order and will not be liable for any delay or non-delivery and is not obliged to inform the Customer of the reason for the refusal. Kebur Garden Materials will not be responsible for any card issuer or bank charges to the Customer resulting from our processing of the Customer’s credit/ debit card payment in accordance with their Order.

8.9    Without prejudice to any of its other remedies, if any amount due from the Customer is not paid in accordance with the Conditions Kebur Garden Materials may do all or any of the following:
(a)  treat any or all Contracts as repudiated by the Customer;
(b)  without notice suspend or cancel delivery of the Goods and/or performance of the Services under the Contract, and any other Contract, until the Customer pays the outstanding amount(s) in full;
(c)  appropriate any payment made by the Customer under any other Contract with Kebur Garden Materials to pay for any outstanding amounts as Kebur Garden Materials may, in its sole discretion, think fit;
(d)  charge interest at the annual rate of 4% above the base rate of the Bank of England.

(e) claim interest under Late Payment of Commercial Debts (Interest) Act 1998

8.10 On termination of the Contract, howsoever caused, the rights of Kebur Garden Materials in this Condition 8 shall remain in effect.

  1. AMENDMENT & CANCELLATION

9.1    Subject to Condition 9.2 and unless agreed otherwise in writing by Kebur Garden Materials, the Customer is not entitled to cancel the Contract.

9.2    Subject to Condition 9.3, where the Customer enters into a Contract other than in person at Kebur Garden Materials’ premises (i.e. at a distance) the Customer is entitled to cancel the Contract under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 by sending written notice of cancellation to Kebur Garden Materials within 14 days from the date the Customer receives the Goods (the ‘cooling off’ period), as long as the Goods are returned within a further 14 days in a condition fit for resale as they were on delivery. For services, the Customer has the right to cancel the Contract in writing up to 14 days after the Contract, provided that the service has not commenced at this time.

9.3    Under Consumer Contracts Regulations 2013 and in accordance with Condition 9.2, the Customer is not entitled to cancel the Contract in relation to Special Orders. Business purchasers have no right to cancel orders under condition 9.2.

9.4    Kebur Garden Materials may accept a cancellation of the Contract and the return of Goods generally and/or after the cooling off period if Kebur Garden Materials agrees to such cancellation in writing.

9.5    Unless agreed otherwise by Kebur Garden Materials, where the Customer cancels the Contract in accordance with Conditions 9.2 or 9.4 the Customer shall promptly return the Goods to Kebur Garden Materials at its own expense or shall pay Kebur Garden Materials to collect the Goods and Kebur Garden Materials shall provide a refund to the Customer of the Price. Kebur Garden Materials shall reserve the right to charge a 20% handling and re-stocking fee. This does not affect any other legal consumer rights.

9.6    Any amounts payable by the Customer under Condition 9.1 or 9.5 shall be invoiced by Kebur Garden Materials within 14 days of the cancellation date and shall be payable by the Customer in accordance with Condition 8.

  1. KEBUR GARDEN MATERIALS’ WARRANTIES

10.1 Kebur Garden Materials offers a standard 5-year workmanship warranty for landscaping services and undertakes to use reasonable skill and care in providing these Services as described on its website and in its quotations, subject to the Customer complying with Condition 5.

10.2 Except as expressly provided in this Agreement, no warranty, condition, undertaking or term, expressed or implied, statutory or otherwise, as to the condition, quality, performance, durability or fitness for purpose of the Products is given or assumed by us and all such warranties, conditions, undertakings and terms are hereby excluded insofar as permitted by law.

10.3 Kebur Garden Materials shall not in any case be liable to the Customer or any other party for direct, special, incidental, consequential indirect or similar loss or damages (including all manner of costs, fees and expenses) arising from breach of warranty, breach of contract, negligence or any other cause

10.4 If any exclusion, disclaimer or other provision contained in this Agreement is held to be invalid for any reason by a court of competent jurisdiction and Kebur Garden Materials becomes liable for loss or damage that may lawfully be limited, such liability whether in contract, tort (including negligence but specifically excluding personal injury or death resulting from Kebur Garden Materials’ negligence) or otherwise, will not exceed the value of the Order.

  1. INDEMNITY

11.1 The Customer shall be liable to pay Kebur Garden Materials (on written demand) for, and indemnify Kebur Garden Materials against, all reasonable costs, expenses and losses sustained or incurred by Kebur Garden Materials (including but not limited to, any direct, indirect or consequential losses, loss of profit, loss of reputation, damage to property, loss of opportunity to deploy resources elsewhere and legal costs on an indemnity basis) arising directly or indirectly from the Customer’s fraud, negligence or failure to comply, or unreasonable delay in complying, with any of the Conditions.

  1. LIMITATION OF LIABILITY

12.1 Subject to Conditions 4, 10 and 14, Condition 12 sets out the entire financial liability of Kebur Garden Materials (including any liability for the acts or omissions of its employees, agents, and sub-contractors) to the Customer in respect of any breach of the Contract and any representation, statement, tortious act or omission, including negligence, arising under or in connection with the Contract.

12.2 Subject to Conditions 12.3 and 12.4:
Kebur Garden Materials shall not be liable to the Customer for any pure economic loss, loss of profit, loss of business, depletion of goodwill or otherwise (in each case whether direct, indirect or consequential) or any type of indirect loss whatsoever (and howsoever caused) which arises out of or in connection with the Contract.

12.3 Conditions 12.1 and 12.2 do not prevent the Customer from claiming foreseeable loss of or damage to the Customer’s physical property and nothing in these Conditions limit in any way the liability of Kebur Garden Materials for:
(a)  death or personal injury caused by Kebur Garden Materials’ negligence;
(b)  fraud or fraudulent misrepresentation;
(c)  any breach of the obligations implied by the Consumer Rights Act 2015;
(d)  losses for which it is prohibited by section 7 of the Consumer Protection Act 1987 to limit liability; or
(e)  any other matter for which it would be illegal or unlawful for Kebur Garden Materials to exclude or attempt to exclude liability.

12.4 Nothing in these Conditions affects the Customer’s consumer rights. Advice and/or information about your legal rights is available from your local Citizen’s Advice Bureau or trading standards office and/or online from the Office of Fair Trading and/or the Department of Business, Innovation and Skills.

  1. DATA PROTECTION

13.1 If the Customer is an individual or a group of individuals, the Customer agrees that Kebur Garden Materials may control and process the Customer’s personal data in accordance with its Privacy Policy which is available on request and at www.kebur.co.uk.

  1. FORCE MAJEURE

14.1 Kebur Garden Materials reserves the right to defer the date of delivery of the Goods and/or performance of the Services or cancel the Contract (in each case without liability to the Customer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond its reasonable control including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, labour disputes (other than in relation to Kebur Garden Materials’ own workforce), or restraints or delays affecting suppliers or carriers, or inability or delay in obtaining supplies of adequate quality, provided that, if the event in question continues for a continuous period in excess of 60 days, the Customer shall be entitled to give notice in writing to Kebur Garden Materials to terminate the Contract.

  1. GENERAL

15.1 If there are any differences between the information within the quotation and the Order Acknowledgement in respect of any Contract the latter shall prevail.

15.2 Each right or remedy of Kebur Garden Materials under the Contract is without prejudice to any other right or remedy of Kebur Garden Materials whether under the Contract or not.

15.3 All intellectual property rights, including, without limitation, copyright and trademarks, and all other rights in any documents or materials provided by Kebur Garden Materials to the Customer under the Contract shall belong to Kebur Garden Materials.

15.4 Kebur Garden Materials shall be entitled to subcontract, assign or transfer its obligations or rights to a competent third party or to any associated company whether in whole or in part. The Customer may not assign or transfer any of its rights or obligations without the written consent of Kebur Garden Materials.

15.5 Except as permitted by law, the Customer shall not disclose any confidential information or commercial know-how provided by or relating to Kebur Garden Materials.

15.6 If any Condition is found by any court to be wholly or partly illegal, invalid, unenforceable or unreasonable it shall, to the extent of such illegality, invalidity, unenforceability or unreasonableness be deemed severable and the remaining Conditions, and the remainder of such Condition, shall continue in full force and effect. In the event that such court decides that such Condition is not severable, the parties agree to substitute such Condition with a legal, valid, enforceable and reasonable Condition which achieves, to the greatest extent possible, the same commercial effect as the original Condition.

15.7 Failure or delay by Kebur Garden Materials to enforce, or partially enforce, any provision of the Contract shall not be construed as a waiver of any of its rights under the Contract. Any waiver by Kebur Garden Materials of any breach of, or any default under, any provision of the Contract by the Customer shall be in writing and shall not be deemed to be a waiver of any subsequent breach or default and shall in no way affect the other provisions of the Contract.

15.8 No provisions of the Contract are enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to the Contract.

15.9 All notices sent by the Customer to Kebur Garden Materials must be sent to Kebur Garden Materials at its registered address (as detailed in Condition 1) or by email (sales@kebur.co.uk) or as otherwise agreed by Kebur Garden Materials. Kebur Garden Materials may send notices to the Customer at the email or postal address provided by the Customer to Kebur Garden Materials.

15.10      All communications between the parties about the Contract, including any notices to be sent or received under the Contract, must be in writing. Notices shall be deemed served on delivery if delivered by hand, 48 hours after posting if sent by post, and on completion of transmission if sent by email or facsimile.

15.11      The formation, construction, performance, validity and all aspects of the Contract shall be governed by the law of England and Wales and the parties submit to the exclusive jurisdiction of the English courts.

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