Terms & Conditions

Terms & Conditions

1. GENERAL

1.1 In these conditions the following words have the meanings shown:
"Buyer" means the person, firm or company purchasing Goods
"Company" means Coppola Cabins Limited.
"Contract" means the agreement between the Company and the Buyer for the purchase from the Company by the Buyer of Goods
"Contracts" includes all agreements between the Company and the Buyer for the purchase of Goods from the Company by the Buyer
"Goods" means the goods manufactured by the Company and purchased by the Buyer on the terms of this Contract

1.2 Unless agreed otherwise, these conditions shall be incorporated in all Contracts of the Company to sell Goods and shall be the sole conditions under which the sale takes place. All other terms, conditions or other representations are excluded from the Contracts between the Buyer and the Company including any terms and conditions which the Buyer may purport to apply under any order for Goods.

1.3 These conditions shall prevail unless expressly varied in writing and signed by a Director on behalf of the Company.

1.4 No statement, description, information, warranty, condition or recommendation contained in any catalogue, price list, advertisement or communication or made verbally by any of the agents or employees of the Company shall be construed to vary in any way any of the conditions under this Contract unless otherwise agreed in accordance with Clause 1.3 above.

1.5 Any written quotation, estimate and/or advertised price for the Goods shall be an invitation to treat and no binding contract shall be created until such time as the Buyer and the Company have executed the within contract and the Buyer has paid the deposit in full.

2. PRICE

2.1 Subject to Clause 2.2 below, the price payable for Goods shall, unless otherwise stated by the Company in writing and agreed on its behalf, be the price list of the Company current at the date of dispatch.

2.2 Unless otherwise agreed, the Company's prices may be subject to variation to take account of variations in wages, materials or other costs since the date of the Company's quotation (or if no quotation is issued) the Buyer's order. The Company accordingly reserves the right to adjust the invoice price payable by the amount of any increase or decrease in such costs after the price is quoted and the invoice so adjusted shall be payable as if it were the original Contract price.

2.3 All prices are inclusive of Value Added Tax, taxes and all other applicable duties. However the Buyer shall be responsible to discharge any increase in Value Added Tax brought about by a change in the rate of such tax between the order date and the date of delivery.

2.4. Payment shall be made by the Buyer to the Company in the following manner:
(a) …% of the total contract price (inclusive of all taxes, duties, expenses, outlays and interest accruing) is payable as a non-refundable contract deposit on the acceptance of the order by the Company.
(b) …% of the total contract price (inclusive of all taxes, duties, expenses, outlays and interest accruing) by either cash or bank draft only on delivery of the Goods to the Buyer at the place nominated by the Buyer on the date of the order.
(c) The remaining …% of the total contract price (inclusive of all taxes, duties, expenses, outlays and interest accruing) shall be paid in cash either on delivery of the Goods to the Buyer at the place nominated by the Buyer on the date of the order in the event that the Buyer nominates to assemble the Goods himself, or following assembly where the Company has agreed to assemble the Goods.
Where the Buyer undertakes to furnish the Company with the deposit subsequent to the order date he/she shall be responsible to discharge a handling fee of €100.00 to the Company which shall not be refunded in the event that the Buyer does not proceed with the order, and which shall be retained in full by the Company in such event.

2.5 In the event that the Buyer does not make any or all of the payments as set out in paragraph 2.4 he/she shall be charged interest at the rate of 0.5% per day on the outstanding amount, and the Company shall not be required to effect delivery of the Goods or complete assembly of the Goods until such time as the outstanding payment is made together with outstanding interest.

2.6 The Company has the right to invoice the Buyer for the costs of any packaging, transportation of the Goods or any additional costs resulting from any other alteration made by the Buyer on or at the time of delivery or upon notification by the Company that the Goods are awaiting collection.

2.7 The Buyer agrees to pay for any loss or extra costs above the quoted price for the Goods which are directly or indirectly incurred by the Company through the Buyer's instructions or lack of instruction or through failure or delay in taking delivery or through any act or default on the part of the Buyer, its servants or agents.

3. CARRIAGE AND INSURANCE

3.1 The cost of carriage and insurance of the Goods to the Buyer's premises shall be in accordance with the charges laid out in the Company's current price list.

3.2 In all other cases, the price of the Goods shall be exclusive of carriage and insurance to the Buyer's premises.

4. DELIVERY

4.1 Upon payment of the contract deposit as set out at paragraph 2.4 (a) the Company shall arrange for the immediate production of the Goods ordered and shall make all reasonable efforts to deliver the Goods to the Buyer within a period of 10 weeks from the date of contract.

4.2 All times or dates given for delivery of the Goods are given in good faith but without any responsibility on the part of the Company. Time of delivery shall not be of the essence of any Contract nor shall the Company be under any liability for any delay beyond the Company's control.

4.3 The Company shall give the Buyer three working days notice of the actual date of delivery of the Goods (hereinafter called "the Delivery Date") either by telephone or by prepaid registered post. If this date is not suitable to the Buyer they must advise the Company within 24 hours of being notified whereupon a new delivery date shall be agreed. If the Buyer subsequently contacts the Company to advise them that the Delivery Date is not suitable then delivery shall take place at a time nominated by the Company within 21 days of the original actual Delivery Date and the Buyer shall be responsible to pay the Company a daily storage fee of €50.00.

4.4 In cases where the Buyer is assembling the Goods same shall be delivered to the Buyer at the place nominated by them by a Transport Company appointed by the Company. No liability for non-delivery, loss or damage to the Goods occurring post delivery or for any claim that the Goods are not in accordance with the Contract will attach to the Company, unless claims to that effect are notified in writing by the Buyer to the Company (and in the case of claims for non-delivery, loss or damage with a copy to the carrier if the Company's own vehicles have not been used to deliver the Goods):
- within 2 days of delivery in the case of partial loss or damage of Goods in transit or delivery;
- within 7 days of delivery of the Goods in the case of defective Goods; or
- within 7 days of delivery for any other-non-compliance with the Contract.

4.5 If the Buyer fails to give notice in accordance with Clause 4.4 above, the Goods shall be deemed to be in all respects in accordance with the Contract and the Buyer shall be deemed to have accepted the Goods and shall be bound to pay for the same accordingly.

5. ASSEMBLY

5.1 Where previously agreed with the Company, a representative of the Company shall assemble the Goods within ten working days of delivery of the Goods only where the Buyer has taken the required steps as set out in paragraph 5.2 below.

5.2 Where it is agreed that the Company shall assemble the Goods the Buyer shall at their own discretion, advised in advance to the Company either prepare the foundations for the Goods within four weeks of the date of contract or alternatively supply blocks to be used for the construction of the base for their cabin prior to the date of delivery, and shall also advise the Company at the time of entering the contract of any dates on which it would be unsuitable for the Company to attend at the place nominated by the Buyer for the purposes of carrying out such works. The Buyer is hereby on notice that the Company shall require access to electricity and the water mains for the purposes of completing the works, and the Company shall not be responsible for any loss or omission on the part of the Buyer in this regard.

5.3 In the event that the foundation and site is not prepared as required, or the Buyer does not give the Company sufficient notice of his/her non-availability to have a representative of the Company to attend at the site nominated by them for the purposes of assembling the Goods the Company shall arrange a new appointment at a time of their choosing, which shall be notified to the Buyer at least two days in advance.

5.4 If the Buyer elects to erect the Goods themselves they do so at their own risk and the Company shall not bear any responsibility whatsoever as a result of damage caused to the Goods, or any injury suffered by the Buyer in the course of carrying out such works.

6. RETURNS AND CANCELLATIONS

6.1 Subject to Clause 4.4 above, Goods supplied pursuant to the Contract cannot be returned without the Company's prior written authorization. Duly authorized returns:

6.1.1 shall be sent to the Company's premises at the Buyer's expense;

6.1.2 may be subject to a handling charge of €250 or 20% of the value of the Goods, whichever amount is the greater; and

6.1.3 must be in the same condition as originally supplied to the Buyer.

6.2 The Buyer may not cancel an order of the Goods including but without limitation, any Goods that involve special requirements of the Buyer once the order has been inputted onto the Company's ordering system, without the prior written consent of the Company.

7. PASSING OF TITLE AND RISK

7.1 Risk in the Goods shall remain with the Company until delivery by the Company, collection of the Goods by the Buyer or receipt by the Company of all payments due for the Goods by the Buyer, whichever is the earlier at which time the risk in the Goods shall be transferred to the Buyer.

7.2 Title to the Goods shall only pass to the Buyer upon the happening of any one of the following events:-

7.2.1 the Buyer having paid (in full and cleared funds) to the Company all sums due from it to the Company under this Contract or under all other contracts between the Company and the Buyer including any sums due under Contracts made after this Contract whether or not the same are immediately payable; or

7.2.2 The Company serving on the Buyer notice in writing specifying that title in the Goods has passed.

7.3 In the event of failure to pay the price in accordance with the Contract, the Company, its servants and agents may forthwith enter upon any premises or land occupied or owned by the Buyer for removing all Goods in relation to which title remains with the Company. The Company may exercise any right of re-sale in respect of such Goods which shall operate in addition to any other legal rights which may accrue to the Company.

7.4 Pending payment of the full purchase price of the Goods, the Buyer shall at all times keep the Goods comprehensively insured against loss or damage by accident, fire, theft and other risks usually covered by insurance in the type of business for which the Goods are for the time being used, in an amount at least equal to the balance of the price for the same from time to time remaining outstanding. The policy shall bear an endorsement recording the Company's title and interest and shall be produced to the Company on request.

8. BUYER'S RESPONSIBILITY

8.1 The selection of the Goods suitable for the Buyer's purposes depends on a range of factors. These factors include, but are not limited to, on-site conditions or other circumstances of the proposed application of the Goods known only to the Buyer. The Buyer is solely responsible for satisfying itself that the data supplied to the Company on which information or recommendations made by the Company are based is correct and that any assumptions made by the Company to supplement that data are suitable for the Buyer's purposes.

8.2 The Company accepts no responsibility of any nature whatsoever for information or advice it supplies, where any data supplied by the Buyer is incorrect or where any assumption which the Company has made is unsuitable for the Buyer's purposes. The Buyer is encouraged to raise with the Company any questions it may have.

8.3 Each product is sold subject to its individual product description which may set out additional specific terms and conditions related to that product including but without limitation terms and conditions concerning estimated delivery times. The Company does not accept responsibility for inaccurate content and/or safety instructions which are included on any products supplied.

9. LIABILITY

9.1 Notwithstanding anything contrary, the Company's liability to any user for personal injury or death caused by its negligence or fraud is not limited.

9.2 The Company shall not be liable (whether or not the Company has been advised of the possibility of such loss) in contract, tort, negligence or otherwise howsoever arising for any claim, damage, and loss or costs in respect of:

9.2.1 any losses special to the Buyer, any direct loss of profits, any direct loss of turnover and/or any direct loss of revenue; and

9.2.2 any indirect or consequential loss or damage howsoever caused including without limitation any losses special to the Buyer, any loss of profits, loss of turnover, loss of revenue, loss of business and/or loss of data and for the avoidance of doubt, the sub-clauses in this Clause 9.2.2 are intended and agreed by the Buyer to be severable.

9.3 Subject to Clause 9.1, the aggregate liability of the Company (whether in contract, tort, negligence or breach of statutory duty or otherwise) to the Buyer for any loss or damage shall be limited to the price of the Goods.

9.4 The Buyer shall be liable for and shall indemnify the Company against any and all expenses, loss, liability or proceedings suffered by a third party arising as a result of or in connection with any act, omission, negligence, and/or breach of the terms of this Contract or otherwise through the default of the Buyer.

9.5 The Company makes no representation or warranty that the use of the Goods does not infringe the rights of any third party and the Company accepts no liability in this respect.

10. DEFAULT OR INSOLVENCY OF BUYER

10.1 In the event that:

10.1.1 the Buyer shall be in breach of any of its obligations under the Contract;

10.1.2 any distress or execution shall be levied on the Buyer's property or assets; or

10.1.3 if the Buyer (an individual or partnership) shall make or offer to make any voluntary arrangement or composition with its creditors or become bankrupt or if any bankruptcy petition be presented against him;

10.1.4 (if the Buyer is a company) has an administrative receiver or administrator appointed or makes a voluntary arrangement with its creditors or commences to be wound up; or

10.1.5 otherwise if the Buyer fails to pays its debts as and when they fall due; or

10.1.6 such equivalent event in Clauses 10.1.1 to Clause 10.1.5 occurs to the Buyer in its local jurisdiction; the Company at its discretion and without prejudice to any other right or claim may by notice in writing forthwith determine wholly or in part any and all of the other Contracts between the Company and the Buyer or may (without prejudice to the Company's rights subsequently to determine the Contract for the same cause should it so decide) by notice in writing suspend further deliveries of Goods.

11. FORCE MAJEURE

11.1 The Company shall be entitled to delay or cancel delivery or to reduce the amount of the Goods delivered if it is prevented from, hindered or delayed in manufacturing, obtaining or delivering the Goods by normal route or means of delivery through any circumstances beyond its control including, but not limited to, strikes, lock-outs, accidents, war, fire, reduction in or unavailability of power at manufacturing plant, breakdown of plant or machinery or shortage or unavailability of raw materials from normal source of supply.

12. WAIVER

12.1 The waiver by the Company of any right or the failure by the Company to exercise any right or to insist on the strict performance of any provision of this Contract shall not operate as a waiver of, or preclude any further exercise or enforcement of any other right or provision of this Contract.

13. SEVERABILITY

13.1 Each provision of this Contract is severable and distinct from the others. The parties intend that every such provision shall be and remain valid and enforceable to the fullest extent permitted by law. If in any particular case any of these conditions shall be held to be invalid or shall not apply to this Contract, the other conditions shall continue in full force and effect.

14. THIRD PARTY RIGHTS

14.1 Nothing in these terms and conditions should be interpreted as or is intended to grant any rights to any third party

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15. ASSIGNMENT

15.1 The Buyer may not assign, sub-contract or in any way dispose of its rights or obligations under this Contract without the prior written consent of the Company.

16. NOTICES

16.1 Any notice required to be served under this Contract shall be served on the Company at its registered offices in Ireland or such other address as the Company may from time to time notify to the Buyer and on the Buyer at the address notified to the Company in its registration application by pre-paid registered post, registered air mail or by email or facsimile. The Buyer is responsible for notifying the Company in writing of any change of address, email address or fax number from those in the Buyer's registration application.

16.2 Any such notice served by post shall be deemed to have been served in the case of a destination in Ireland two days after the date of dispatch and seven days after the date of dispatch to any other destination. In the case of service by email, when the email is available to read in the recipient's inbox and in the case of facsimile when the addressee's machine acknowledges receipt thereof provided that a copy of the notice or communication is also put into the post in accordance with Clause 18.1 within 24 hours following dispatch of the initial version.

17. IRISH LAW

This Terms and Conditions shall be construed and operated in accordance with the laws of Ireland and the parties submit to the exclusive jurisdiction of the Irish courts.