Terms and Conditions

Terms and Conditions of Amabile Design Limited

• 1. Interpretation
• In these terms and conditions the following words and phrases have the following meanings:-
• 1.1 "the Company" means Amabile Design Limited and any employees or associates of Amabile Design Limited
• 1.2 "the Customer" means the customer of the Company
• 1.3 "the Price" means the price stipulated in any proposal submitted by the Company to the Customer
• 1.4 "The Works" means the services and/or goods detailed in any proposal
• 2. Price
• 2.1 The Price relates only to the Works detailed in the proposal and it shall be valid for 30 days from the date of the proposal following which in the absence of the proposal being accepted by the Customer the Company reserves the right to the alter the Price
• 2.2 The proposal details the scope of Works as understood by the Company and acceptance of the proposal operates as confirmation by the Customer that the scope of Works is correct. In the event that the Customer subsequently requests an amendment and in the case of acceptance reserves the right to increase the Price
• 2.3 The Company reserves the right to [a] increase the Price to reflect any increase in cost to itself of supplying the Works due to factors beyond the reasonable control of the Company [b] increase the Price to reflect any increase in the cost of the Company due to factors under the control of the Customer
• 3. Payment
• 3.1 Payment of the Price is due in accordance with the terms of any proposal made by the Company and time is of the essence. If the Customer fails to pay the Price or any part thereof or any stage payment on the due date the Company shall be entitled to charge interest on the overdue amount from the date upon which payment should have been made to the day on which payment is made on a monthly basis at a rate of 2% per month and be reimbursed on a full indemnity basis all costs and expenses [including legal costs] incurred in the collection of the overdue amounts
• 3.2 If the Price is to be paid in stages and if the Customer fails to pay any such sum when due the Company reserves the right to suspend work until such time as the sum is paid and in any event the Company shall be under no obligation to hand over any designs, design information or materials until all sums due to the Company have been paid
• 4. Additional Works
• 4.1 If the Customer requests additional goods or services these will be quoted for separately but their supply will be subject to the terms of the proposal and these terms
• 4.2 Work undertaken by the Company to rectify loss or damage to the Works on the premises of the Customer caused by persons other than the Company either during or after completion of the Works shall be treated as additional Works ordered by the Cusomter
• 5. Copyright
• 5.1 All specifications, patterns, drawings, photographs, samples, visual aids, mood boards and information created or provided by the Company shall remain the exclusive property of the Company in whom the copyright and any other intellectual property rights vest and shall not be disclosed by the Customer to any third party without the prior written consent of the Company
• 6. Extent of Liability
• 6.1 The Company shall undertake the Works to the specifications agreed with the Customer
• 6.2 The Company shall not be liable for any defect arising from any design, specification work or materials provided by the Customer or arising from any unsuitability of the property of the Customer nor for any adjustments, alterations or other work which has been done to the Works by any person other than the Company
• 6.3 The Company shall not be liable for any failure or delay in the performance of any of its obligations caused by factors outside its control including failures or delays by its agents, contractors or supplies
• 6.4 The Company shall not be liable for any loss, damage, injury or expense in relation to any injury to or the death of any person or for damage to any property moveable or immoveable by reason of or arising in any way directly or indirectly from the use, affixing or installation of such materials
• 6.5 Whilst every reasonable effort is made to ensure that the design of the Works can be effected within the budget specified in the proposal no warranty or representation is made or given by the Company or its employees or agents that it can in fact be effected within the budget
• 7. Termination
• The Company reserves the right to terminate the Works and any contract with the Customer although without prejudice to any claims the Company may have against the Customer without liability in the event of any of the following:-
• 7.1 Failure on the part of the Customer to make any payment on time
• 7.2 The levying of any distress or execution against the Customer or the making by him or any composition or arrangement with his creditors or being a company passing a resolution to wind up or having a receiver or manager appointed
• 7.3 Any act of god, legislation, war, fire, flood, drought, failure of power supply, lock out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any ability to produce materials required for the performance of the Works
• 8. Miscellaneous
• 8.1 Risk in any goods supplied during the course of the Works to the Customer passes to the Customer when the goods are delivered to the Customer
• 8.2 Notwithstanding that risk passes to the customer on delivery all legal and equitable title and interest in all or any goods shall remain in the Company and shall not pass to the Customer until the Company has received payment in full of all sums dues from the Customer to the Company
• 8.3 If any provision of the agreement between the Company and the Customer is held by any Court, Tribunal or similar body to be void or unenforceable such ruling shall not affect the remaining provisions of the agreement which shall be read as though the offending provision or provisions had been deleted. Furthermore in the event of any Court, Tribunal or similar body ruling that nay one or more of the time limits imposed under this agreement are unenforceable then in each such case the condition imposing the offending time limit shall be read as though a reasonable period was substituted for the specified time limit and that condition enforced accordingly
• 8.4 This agreement shall be governed and interpreted according to the Laws of Scotland and all parties agree to submit to the non exclusive jurisdiction of the Scottish Courts.

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