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Terms & Conditions of Sale

These terms and conditions set out the (“Contract”) terms on which we, Serene Stone Limited of 30 Brookhill Road, Brookhill Industrial Estate, Pinxton, Nottinghamshire, NG16 6NT, company No. 7601688 (“Serene Stone”), will provide goods (“Goods”) and / or services (“Services”) to any person or firm who purchases Goods and / or Services from Serene Stone (each a “Customer”).

1. Basis of the Contract
1.1 These terms and conditions (the “Conditions”) apply to the contract between Serene Stone and the Customer for the sale and purchase of Goods and/or Services (the “Contract”) to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by law, trade custom, practice, or course of dealings.
1.2 Any samples, drawings, descriptive matter, or advertising produced by Serene Stone and descriptions or illustrations contained in Serene Stone’s catalogues, brochures or electronic media are produced for the sole purpose of giving an approximate idea of the Goods and/or Services referred to in them, they do not form part of the Contract.
1.3 On placement of an (“Order”) from a Customer, where the Customer has requested the Goods to be dispatched over a period of time (“Call Off”), Serene Stone will hold the quoted price for a period of 12 months, thereafter Serene Stone reserves the right to increase the Goods price by a maximum of the rate of inflation or 3% whichever is the greater.
1.4 A quotation for Goods and / or Services given by Serene Stone will not constitute an offer, a quotation will only be valid for a period of 90 days from its issue, all pricing will be net of VAT.

2. Drawings / Approvals / Takeoff
2.1 Serene Stone will base quotations / drawings / schedules on best interpretation of the information supplied by the Customer. Where details supplied by the Customer are unclear, or not dimensioned, the requirement may be scaled or assumed for quoting purposes.
2.2 Where Serene Stone undertakes a drawing (“Takeoff”), this will be our best interpretation based on the details supplied by the Customer.
2.3 Serene Stone will not undertake any structural calculations or structural design. If the Goods are required to have a structural integrity, then please ensure this is clear when providing details at the quotation stage.
2.4 Serene Stone reserves the right to amend or recalculate the quotation upon receipt of final specifications / details not previously provided by the Customer.
2.5 Serene Stone will, upon acceptance of the quotation and receipt of the Customer Order, produce drawings for the manufacture of the Goods, these will be fully detailed and provided to the Customer. On occasion, manufacturing restrictions may mean some Goods are manufactured in multiple parts due to size and weight, these will be detailed in the drawings presented for approval.
2.6 No manufacturing will commence until the Customer has (“Approved”) the drawings, Approval will be required by email or a signed and dated document. Once Approval is received, unless otherwise agreed (see conditions under clause 2.7), manufacturing will commence and the Customer will become liable to the full cost of the Order.
2.7 Where the Customer and Serene Stone agree a specific date on which Goods are to be made available for (“Delivery”) or (“Collection”), this must be recorded, and expressly accepted by Serene Stone, by email or a signed and dated document at the point of Approval, under these circumstances, the Customer will become liable to the full cost of the Order 8 weeks before the agreed date.
2.8 Serene Stone reserves the right to make a professional charge for drawings completed after an Order is received, but for whatever reason whatsoever, never Approved.
2.9 IMPORTANT – the Customer is responsible for checking the drawings and making sure all quantities, colours, stone type and dimensions are correct. Once the drawings are Approved, Serene Stone will have no liability for errors, omissions or interpretation which have been signed off as Approved by the Customer.
2.10 Serene Stone will retain bespoke moulds that are applicable to an Order for a period of 45 days after the Goods are Delivered / Collected, after which the moulds will be disposed of. Thereafter requests for additional Goods requiring the original moulds may incur additional costs.

3. Order Fulfilment & Delivery of Goods
3.1 Where Serene Stone agrees to deliver the Goods, Serene Stone will communicate with the Customer prior to Delivery and agree a day and (“Delivery Location”) on site Delivery will constitute the Goods being unloaded (by either the Customer or Serene Stone / agent).
3.2 Serene Stone will ensure that Goods are supplied on suitable non-returnable pallets, or as appropriate. Multiple Goods on a single pallet will be stacked with suitable spacers and shrink wrapped for protection and load security in transit.
3.3 Serene Stone will on acceptance of an official Order from the Customer, indicate an approximate (“Lead Time”) for the manufacture of the Goods, this constitutes our best estimate.
3.4 Serene Stone will undertake best effort to communicate and establish a mutually acceptable Delivery / Collection date towards completion of manufacturing. However where Serene Stone is unable to contact the Customer, or agree an acceptable date, for any reason whatsoever, Serene Stone reserves the right to invoice the value of the Order in full, without delay.
3.5 Any dates quoted for Delivery / Collection are approximate only, and the time of Delivery / Collection is not of the essence. Serene Stone will not be liable for any delay of the Goods that is caused by any event, circumstance, or cause beyond a party’s reasonable control (a “Force Majeure Event”) or the Customer’s failure to provide Serene Stone with adequate Delivery / Collection instructions.
3.6 Serene Stone must be notified by the Customer at the earliest opportunity of any Delivery site restrictions / special instructions, and offload requirements.
3.7 Where Serene Stone agrees for the Customer to Collect Goods, the Customer will Collect the Goods from Serene Stone premises, or such location as may be advised by Serene Stone prior to collection (“Collection Location”), within 10 business days of Serene Stone notifying the Customer that the Goods are available for Collection.
3.8 Upon delivering to the Delivery Location on the mutually agreed day the Customer must be available to accept delivery of the Goods, and if agreed, have suitable offloading facilities for acceptance of the Goods.
3.9 If the Customer is unable to accept the Delivery as mutually agreed, Serene Stone may charge the customer for aborted delivery costs.
3.10 Serene Stone reserves the right to charge storage where Delivery or Collection is unable to be made, either; due to an aborted Delivery as per clause 3.9, or for any reason whatsoever where delays affect the Customer’s ability to accept Delivery or Collect Goods that are in excess of 10 days beyond the expected manufacturing Lead Time indicated by Serene Stone at the point of Approval.

4. Damages / Shortages / Incorrect Supply
4.1 Serene Stone will endeavour to supply all Goods undamaged and ready for use as per the Customer Order, however in the event the Goods arrive to the Delivery Location damaged, or not as per the Customer Order, then the Customer must undertake the following actions:
     a) Sign the delivery ticket, noting the damage.
     b) Leave the Goods on the original pallet, ideally in the original packaging.
     c) Notify Serene Stone within 10 working days with photographic evidence of the damage.
4.2 Serene Stone cannot accept liability for damages caused by Customer offloading. Serene Stone recommends against crane offloading.
4.3 Serene Stone will review the evidence and at its own option, repair or replace the damaged / defective Goods, or refund the price in full.
4.4 Serene Stone will have no liability greater than the replacement value of the damaged / defective Goods under any circumstances.

5. Quality of Goods
5.1 Serene Stone warrants that on Delivery, the Goods will conform in all material respects with the specification and be free from material, design and manufacturing defects and be of satisfactory quality based upon the guidelines and recommendations of the UK Cast Stone Association.
Extract based on the UK Cast Stone Association Guidelines:
     a) Use of natural materials within stone such as limestone and sand can cause slight colour and texture variations.
     b) Occasionally efflorescence markings may occur on stone surface, this is a natural phenomenon that will reduce over time with weathering.
     c) Cast stones are a handmade product subject to slight blemishes and markings during manufacture, as per UKCSA Standards these markings should not be visible under normal daylight from 3 meters away.
5.2 Serene Stone recommends that Goods should not be stored on site for longer than 2 months. Storage and longevity of Goods can be improved if Goods are kept in a dry area, in the original packaging to ensure minimal water ingress. This reduces the chance of water saturation causing colour differences where packing bearers protect areas of the stone and other areas are fully exposed to weathering.

6. Charges and Payment
6.1 All Goods and Services are quoted net of VAT.
6.2 Customers with a trade account will be invoiced in full once the Delivery or Collection is made, or where manufacture is complete and Delivery or Collection is incomplete with Goods still held by Serene Stone under specific circumstances highlighted in clauses 2.6, 2.7, 3.4, 3.7, 3.9.
6.3 Customers without a trade account will be required to pay Pro Forma. Where less than 100% of the outstanding amount is received prior to Delivery, the balance will be due immediately upon Delivery or Collection.
6.4 Customers with a trade account will be expected to pay invoices in full, based on a 30 day net monthly basis. Serene Stone reserves the right to withdraw credit facilities for any reason whatsoever.
6.5 Customers with credit facilities must inform Serene Stone of any query, missing invoices, or any reason whatsoever which will affect the Customers ability to make payments within the terms contained in 6.4.

7. Title & Risk
7.1 The risk in the Goods will pass to the Customer on completion of Delivery.
7.2 Title of the Goods will not pass to the Customer until Serene Stone receives payment in full.

8. Limitations of Liability
8.1 Nothing in this contract limits any liability which cannot legally be limited, including liability for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation.
8.2 Subject to clause 8.1 Serene Stone’s total liability to the Customer will not exceed the amount paid or payable by the Customer to Serene Stone in respect of the Order in question, this to include indirect or consequential loss by the Customer.
8.3 Clause 8 will survive the termination of the Contract.

9. Termination
9.1 Without limiting its other rights or remedies, Serene Stone may terminate the Contract with immediate effect by giving written notice to the Customer if:
     a) The Customer fails to pay any amount due under the Contract on the due date for payment.
     b) The Customer’s financial position deteriorates so far as to reasonably justify the opinion that its ability to give effect to the terms of Contract is in jeopardy.

10. Governing Law and Jurisdiction
10.1 The Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation, will be governed by and construed in accordance with English law and the English courts will have exclusive jurisdiction to settle any such dispute or claim.

Date Issued: 01-February-2024 / Version: 1.0.0