Terms and Conditions

1. General

• The following terms and conditions shall apply to every contract for the sale of goods by KB Lighting Ltd to the customer and shall supersede all other terms and condition issued by KB Lighting Ltd.
• Any purported variation or exclusion (whether contained in any document or otherwise) shall be of no effect unless accepted in writing by KB Lighting Ltd.

2. Specification

• All orders for goods are accepted by KB Lighting Ltd upon these conditions to the exclusion of any printed terms or conditions of the Customer, which shall not form part of the Contract. Acceptance of the delivery of the goods from KB Lighting Ltd shall be conclusive evidence before any Court or arbiter that these conditions apply to the sale of goods.
• Whilst KB Lighting Ltd take great care to ensure that its goods comply in all aspects with any specifications quoted in any sales literature/website, all descriptions, specifications, drawings and in relation to weight, dimensions, colour and performance of goods, are correct at publication (E & O.E) they may vary slightly and are intended only to present a general idea of goods to which they refer. As such, they shall not be relied upon as a basis for entering a contract with KB Lighting Ltd and the Customer.

3.  Validity of quotation

• KB Lighting Ltd are continually improving products and reserve the right to alter any of the specifications for its goods at any time without prior notice to the customer and without any liability on the part of KB Lighting Ltd.
• KB Lighting Ltd quotes should always show an expiry date, on order of an expired quote, if any prices vary an updated quote will be issued for acceptance.
• In the event, that no quotation is given by the KB Lighting Ltd and it has received an order from the Customer, all deliveries are made subject to these General Conditions of Sale.

4. Prices

• All prices quoted by KB Lighting Ltd are exclusive of VAT, and are subject to the addition of VAT at the appropriate rate.
• KB Lighting Ltd shall have the right to make an additional charge over and above its quoted price if there are any variation of goods or reduction in quantities to the quotation.
• If any prices are incorrectly quoted, either to increase or decrease, the Customer will be advised before order is processed so they have the option to change order accordingly.

5. Special products and Variations

• All orders for special products or variations to standards, must be detailed in writing with finished dimensions, specifications and colour. Production cannot proceed without this information
• All orders will be subject to KB lighting Ltd normal manufacturing tolerances, regarding material thickness and dimensions.
• Goods supplied may vary in detail from the illustrations, drawing and descriptions because of improvement and refinement.
• Where sizes and material thickness are shown, these may be subject to variations as dictated by the manufacturing process or raw material supply and such are for guidance only.
• Colour finishes will be maintained as accurately as possible but matching cannot be guaranteed due to different processes.

6. Terms and Payment

• Payment is on a proforma invoice, except where credit terms have been agreed in writing by KB Lighting Ltd.
• All payments are to be made via BACS unless agreed with KB Lighting Ltd.
• Payment for goods supplied shall be made no later than 30 days from KB Lighting Ltd invoice date, notwithstanding any claim (of whatever nature) which the Customer may have against KB Lighting Ltd.
• Terms of payment are strictly nett, unless agreed in writing from KB Lighting Ltd and will be noted on the front of the invoice. All prices are subject to the addition of Value Added Tax at the appropriate rate.
• Without prejudice to any other rights of KB Lighting Ltd if the customer fails to make a payment on or before the due date KB Lighting Ltd expressly reserves the right to charge interest on any outstanding balance at the rate of 8% above the base lending rate for the time being of the Barclays Bank.
• KB Lighting Ltd will use a credit management company to recover overdue payments and all costs will be added to the outstanding account. This is in addition to above.
• If the customer should default in payment or if KB Lighting Ltd shall have reasonable grounds for doubting that payment will be made on the due date, KB Lighting Ltd shall be entitled to withhold outstanding deliveries without prejudice to its payment for goods delivered which shall become immediately due and payable on demand.
• All goods remain KB Lighting Ltd property until full payment is made. As such, KB Lighting Ltd shall be entitled to recover or inspect the goods from the customer or wherever they are stored or installed.

7. Samples

• Any samples submitted with KB Lighting Ltd quotation or at the Customer’s request, must be returned within thirty days of receipt and may be charged if not so returned.

8. Delivery and Risk

• KB Lighting Ltd will endeavour to ensure delivery of goods will be on or prior to the Delivery date quoted. However, in circumstances beyond our control we will keep the Customer updated and KB Lighting Ltd shall not be liable for any loss or damage whether direct consequential or otherwise caused by any delay in Delivery or Completion.
• Details of delivery requirements/issues/requests must be on Customer orders i.e. Restricted parking, size of lorry, pallets acceptable, restricted hours etc. Any costs incurred from these issues will be passed to the Customer.
• If carriage is being charged, KB Lighting Ltd reserve the right to choose the method of transport unless specifically requested by the Customer.
• The risk in the goods forming the subject matter in this contract shall pass to the Customer when the goods are delivered in accordance with the terms hereof to the Customer or to any other person to whom KB Lighting Ltd has been authorised by the Customer to deliver the goods whether expressly or by implication, thereafter KB Lighting Ltd shall not be liable for the safety of the goods.
• If the goods are delivered at a time and place agreed with the Customer but no representative of the Customer is present when the goods are so delivered, KB Lighting reserves the right to deposit the goods at the specified place and KB Lighting Ltd shall have no liability in respect of loss or damage resulting there from.
• The Customer shall be responsible for ensuring that the goods delivered correspond to all relevant delivery  documentation, are undamaged and in good condition. KB Lighting Ltd must be informed in writing within 48hours if the Customer is not satisfied for whatever reason.
• KB Lighting Ltd shall have no liability in respect of goods lost or damaged in transit unless the Customer gives written notice      thereof to KB Lighting Ltd within 48 hours of delivery. In the event of the Company not receiving such written notice within the aforesaid time limits the Company shall be under no liability to the Customer whatsoever.
• KB Lighting Ltd may deliver by instalments and each instalment shall be deemed to be sold under a separate contract and no failure of or delay of any instalment or any defect in the contents thereof shall entitle the customer to treat the contract as repudiated with regard to any remaining instalments or give the Customer grounds for delay in paying for goods already delivered.

9. Cancellations by Customers prior to delivery

• The Customer should put in writing if any part of an order is to be cancelled. KB Lighting Ltd will advise the Customer of the handling/cancellation costs and the customer will be invoiced accordingly.

10. Return of Goods after delivery

• In no circumstances, may goods supplied against a firm order be returned without the Customer having first applied for and obtained the written consent of KB Lighting Ltd and accepted the handling charge. Goods returned will be at the cost of the Customer, must be in original packaging and will be inspected on return. Any opened boxes will be charged at full quoted price. Any goods altered in anyway will not be accepted back under any circumstances. A 25% handling charge will be applied within 1 month of delivery date, 50% handling within 2-3 months of delivery date and no return after 3 months from delivery date.

11. Storage

• If the Customer does not take delivery, delivery must be rearranged within 2 days, KB Lighting Ltd shall be entitled to invoice and be paid for the goods as though the goods had been duly delivered in accordance with these conditions.
• If delivery is still required but delayed, KB Lighting Ltd will arrange storage on the Customer’s behalf and all charges for storage, for insurance or for demurrage shall be payable by the Customer and invoiced immediately.

12. Property of Goods

• Property in and title to all goods supplied to the Customer under this contract shall remain vested in KB Lighting Ltd until such goods have been paid for in full.
• Until KB Lighting Ltd has been paid in full the Customer hereby grants KB Lighting Ltd the right to enter onto any premises owned or occupied by the Customer for the purpose of removing any goods or any premises where the goods have been installed, to recover the property of KB Lighting Ltd which have not been paid for in full by the Customer.
• Notwithstanding delivery and the passing of risk, property in the goods shall remain in KB Lighting Ltd until KB Lighting Ltd receives in cash or cleared funds payment in full of the price of the Goods and all other goods agreed to be sold by KB Lighting Ltd to the Customer for which payment is then due.
• Until property in the goods passes to the Customer, the Customer shall be bailee of the goods supplied by KB Lighting Ltd and shall store the goods securely, safely, separately from the Customers own goods, or those of any other person and in a manner which makes them readily identifiable as the goods of the KB Lighting.
• Any right the Customer may have to the possession of the goods shall cease at whichever is the earliest of the following events:

1. If any sum (whether in respect of the goods or otherwise howsoever) is not paid to KB Lighting Ltd by or on behalf of the Customer when it is due;

2. If the Customer, not being a Company, applies for an interim order or proposes a voluntary arrangement with the Customers creditors under Part VIII of the Insolvency Act 1986 or does or fails to do anything which would entitle a petition for bankruptcy order to be presented;

3. If the Customer, being a Company, does or fails to do anything which would entitle any person to appoint a receiver or the whole or any part of the Customer’s assets or which would entitle any person present a petition for an Administration Order or the winding up of the Customer. 

4. While the Customer is in possession of the goods with KB Lighting Ltd.’s consent (but not otherwise), the Customer may re-sell the goods if such a sale is in the ordinary course of the Customers business and is at a price not less than the price paid or payable by the Customer to KB Lighting Ltd for such goods.

5. As between the Customer and its sub-buyer, the Customer shall sell the goods as principal. The customer has no right to and shall not commit KB Lighting Ltd to any contractual relationship with or liability to the sub-buyer or any other person.

6. As between KB Lighting Ltd and the Customer, the Customer shall sell the goods as fiduciary agent for KB Lighting Ltd. The Customer shall hold the proceeds of any such on trust for KB Lighting Ltd and shall not mingle such proceeds with other monies or pay them into an overdrawn bank account. Notwithstanding any agreed period of credit for payment for the price of the goods the Customer shall pay the proceeds of such sales to KB Lighting Ltd forthwith upon receipt.

13. Waiver

• No failure by KB Lighting Ltd to enforce any of the conditions herein contained nor any additional time granted by KB Lighting Ltd for payment or otherwise shall be construed as a waiver of any of KB Lighting Ltd.’s rights hereunder.

14. Force Majeure

• This Agreement will terminate in the event of any substantial delay affecting due performance of this Agreement by reason of any cause arising from or attributable to acts, events or other incidents beyond the reasonable control of either Party, including but not limited to strikes, lock-outs, labour trouble, civil commotion, riots, invasions, piracy, war, fire, explosion, storm, flood, voluntary or mandatory compliance with any direction of any local or national government. The termination of this Agreement under this Clause will be without prejudice to those rights of the Parties which have accrued beforehand.
• In any such case, deliveries may, at the option of KB Lighting Ltd be cancelled, or, with the agreement of the Customer, made at the same rate of delivery commencing after the period of suspension, but KB Lighting Ltd shall, in no way, be liable for any loss caused by such cancellation or postponement of delivery.

15. Limit on Liability

• Any liability incurred by KB lighting Ltd in respect of goods sold pursuant to these conditions howsoever arising shall be limited to replacing the goods or refunding the purchase price (or a proportionate part thereof) or issuing a credit note for the amount in question as KB Lighting Ltd may in its sole discretion consider appropriate.
• Any replacement goods shall be as nearly as possible identical with the goods replaced and if not shall be at least of equal quality.

16. Health and Safety

• The Customer shall take all reasonable steps to ensure that the goods are used in accordance with the instructions and warnings relating to the safe and proper use of the goods. KB Lighting Ltd will not be held liable for any loss or damage incurred due to the improper use or installation of goods.

17. Exclusion of Terms

• Save as otherwise provided in these Conditions, KB Lighting Ltd shall not be liable to the Customer in respect of any representation, warranty, undertaking or condition, whether express or implied by statute, trade custom or otherwise howsoever as to the life or wear of the goods supplied nor that they will be suitable for any particular use or purpose under any specific conditions whether or not that purpose or those conditions are known to KB Lighting Ltd and in particular (but whether prejudice to the generality of the foregoing) KB lighting Ltd shall not be liable for any consequential loss or damage howsoever caused by or arising from goods supplied under these conditions
• a. Nothing in these Conditions shall operate to exclude any implied term concerning KB Lighting Ltd.’s title to sell the goods or (where relevant) any liability on the part of KB Lighting Ltd for personal injury to or the death of the Customer or any person arising from the negligence of KB Lighting Ltd.
• b. Nothing in these conditions affects KB Lighting Ltd.’s statutory rights (if any).

18. Arbitration

• It at any time any question, dispute or difference whatsoever shall arise between the Customer and KB Lighting Ltd upon, in relation to or in connection with the contract, either the Customer or KB Lighting Ltd may give to the other notice in writing of the existence of such question, dispute or differences and the same shall be referred to the arbitration of a person to be mutually agreed upon of failing agreement within 30 days of receipt of such notice, of some person appointed by the President for the time being of the Law Society of England and Wales.

19. Legal Construction

• These general conditions of sale shall be construed in accordance with the law of England in force for the time being and in the event of a dispute or difference arising between the parties, subject to the right to arbitration hereinbefore provided, the High Court of Justice shall be competent Court of Jurisdiction.