"My main concern apart from the interior design was how would I go about trying to find reliable workmen, who should be doing what and when, how much was it all going to cost. This worry was all taken away."
Helen Taylor, Coombe
'DESIGNER' means the person or company or practice whose name and address is shown on the top right hand corner of the front of the order form and on whose behalf the Company is acting as agent in concluding the Contract or such other person or company or practice agreed upon in writing between the Company and the Client to be substituted in its place.
'COMPANY' means Interior Your Home Ltd. whose office is situate at : 51a George Street, Richmond, Surrey, TW9 1HJ
'DESIGNER'S FEES' means the fees quoted by the Designer from time to time, for the provision of the Specified Service. 'CLIENT' means the person submitting the First Contact or Order Form.
'CONTRACT' means the contract for the provision of the Specified Service.
'DOCUMENT' includes, in addition to any document in writing, any map, plan, graph, drawing or photo- graph, any film, negative, tape or other device embodying visual images and any disc, tape or other device embodying any other data, whether in electronic form or otherwise.
'FIRST CONTACT FORM' means the initial completed form submitted by the Client to the Company by electronic mail or completed by the Company on initial contact by the client by telephone or other.
'INPUT MATERIAL' means any Documents or other materials, and any data or other information provided by the Client relating to the Specified Service (including, but not limited to, any information provided in the First Contact Form or the Questionnaire Form) whether in electronic form or otherwise.
'ORDER FORM' means the order form submitted by the Client to the Company requesting provision of the Specified Service.
'OUTPUT MATERIAL' means any Documents or other materials, and any data or other information provided by the Designer relating to the Specified Service whether in electronic form or otherwise.
'PROJECT' means the project to which the Specified Service relates as detailed in the Order Form.
'SPECIFIED SERVICE' means the service to be provided by the Designer for the Client as detailed in the Order Form.
1.2 The headings in these Conditions are for convenience only and shall not affect their interpretation.
2.1 These conditions are the only conditions upon which the Company and the Designer are prepared to deal with the Client and they shall govern the Contract to the exclusion of all other terms and conditions.
3.1 The Designer shall provide the Specified Service to the Client subject to these conditions. Any changes or additions to the Specified Service or these Conditions must be agreed in writing by the Designer and the Client.
3.2 The Client shall at his own expense supply the Designer with all necessary Documents or other materials, and all necessary data or other information relating to the Specified Service, within sufficient time to enable the Designer to provide the Specified Service in accordance with the Contract. The Client shall ensure the accuracy of all Input Material. The Designer will rely upon the accuracy of the Input Material.
3.3 Responsibility for the safe keeping of all Output Material shall be at the sole risk of the Client from the time of delivery to the Client.
3.4 The Specified Service shall be provided in accordance with the Order Form and otherwise in accordance with the Designer's current brochure as relating to the Specified Service from time to time, subject to these Conditions.
3.5 Further details about the Specified Service, advice or recommendations about its provision or utilisation, which are not given in the Designer's promotional literature, may be made available on written request.
3.6 The Designer may correct any typographical or other errors or omissions in any brochure, promotional literature, quotation or other document relating to the provision of the Specified Service without any liability to the Client unless such errors or omissions amount to fraudulent misrepresentation.
3.7 Where the Designer cannot perform the Contract the Company shall notify the Client and with the Clients consent shall substitute another Designer in its place.
4.1 Subject to any special terms agreed, the Client shall pay the Designer's Fees as detailed in the Order Form and any additional sums, which are agreed between the Designer and the Client for the provision of the Specified Service. Payment shall be made by debit or credit card to the Company who is authorised to accept such payment on behalf of the Designer.
4.2 Additional Fees shall be payable if the Designer, for reasons beyond its control, is involved in extra work or incurs extra expense, such as where:
(i) The scope of the Specified Service is varied by the Client
(ii) It is necessary to vary any item of work commenced or completed due to the nature of the Project.
(iii) Services by others are not provided or are delayed.
(iv) The Client requests amendments to any sketch designs, scheme level drawings or detail level drawings submitted by the Designer. Provided always that no additional fees shall be incurred without the prior written authority of the Client.
4.3 All fees quoted to the Client for the provision of the Specified Service are exclusive of any Value Added Tax, for which the Client shall be additionally liable at the applicable rate from time to time. All fees should be paid to the Company on behalf of the Designer.
4.4 The Company acting on behalf of the Designer shall be entitled to invoice the Client the provision of each stage of the Specified Service.
4.5 The Designer's Fees and any additional sums payable shall be paid by the Client to the Company (together with any applicable Value Added Tax, and without any set-off or other deductions) no more than 48 hours before delivery of the services. Upon submission of the Order Form, the Client shall submit a completed credit/debit card form to the Company on behalf of the Designer and hereby authorises the Company on behalf of the Designer to debit payment to the specified card.
4.6 If payment is not made when due, the Company, on behalf of the Designer shall be entitled, without limiting Designer any other rights it may have, to charge interest on the outstanding amount (both before and after any judgment) at the rate of 3% above the base rate from time to time of Barclays Bank plc from the due date until the outstanding amount is paid in full.
4.7 The Client shall pay the expenses specified in the Order Form. Expenses other than those specified shall only be charged with the prior authorisation of the Client.
4.8 Where the performance of the Specified Service is suspended or terminated by the Client or suspended or terminated by the Designer because of a breach of the Contract by the Client, the Designer shall be entitled to payment of all fees and expenses incurred to the date of suspension or termination such fees to be calculated on a time basis by reference to the Designer's then current hourly rate as shown on the front of this form plus VAT, together with any expenses incurred to the date of suspension or termination.
5.1 The property and any copyright or other intellectual property rights in any Output Material shall, unless otherwise agreed in writing between the Designer and the Client, belong to the Designer.
5.2 Subject to payment of the Designer's fees, the Client shall have a license to copy and use and allow other consultants and contractors providing services to the Client to use and copy Output Material for purposes related to the Project to which the Specified Services relates, provided that:
5.2.1 The Designer shall not be liable if the Output Material is used for any purpose other than that for which it was prepared;
5.2.2 In the event of the Client being in default of payment of any fees or other amounts due, the Designer may suspend use of the license on giving seven days notice of intention to do so. Use of the license may be resumed on receipt of outstanding amounts.
5.3 The Client warrants that any Input Material and its use by the Designer for the purpose of providing the Specified Service will not infringe the copyright or other rights of any third party, and the Client shall indemnify the Designer against any loss, damages, costs, expenses or other claims arising from any such infringement.
5.4 Subject to paragraph 5.3, the Designer warrants that any Output Material and its use by the Client for the purposes of utilising the Specified Service will not infringe the copyright or other rights of any third party, and the Designer shall indemnify the Client against any loss, damages, costs, expenses or other claims arising from any such infringement.
For the avoidance of doubt, save as expressly provided for in this agreement nothing in this Contract shall confer or purport to confer on any third party any benefit or right to enforce any term of this Contract.
7.1 Either the Client or the Designer may, by giving seven days notice to the other, suspend or terminate performance of the whole or part of the Specified Services. If the performance of the Specified Service is suspended and not resumed within three months, the Designer may by notice in writing to the Client terminate the Contract.
7.2 The Designer may suspend performance of the Specified Service and its obligations under the Contract on giving at least seven days notice to the Client of its intention and the grounds for doing so in the event that the Client:
7.2.1 Is in default of payment of any fees or other amounts due; or
7.2.2 Fails to comply with the requirements of the Construction (Design & Management) Regulations 1996 (CDM) and any subsequent applicable amendments (the majority of these Regulations do not apply to private domestic Projects).
7.3 The Designer shall resume performance of its obligations on receipt of any outstanding amounts.
8.1 Unless otherwise agreed in writing, the Client shall instruct the making of applications for planning permission and approval under building acts, regulations and other statutory requirements, and applications for consent by freeholders and all others having an interest in the Project. The Client shall pay any statutory charges and fees and any expenses and disbursements made in respect of such applications.
8.2 Where applicable, the Client shall comply with any obligations under the CDM Regulations, including the appointment of a competent Planning Supervisor as soon as practicable.
9.1 Unless otherwise expressly agreed with the Client in writing with the Designer, the Client shall appoint and pay any consultants and other persons as may be required under separate contracts. The Designers appointment shall be limited to the Specified Service as detailed in the Order Form.
9.2 The Client, in respect of any work or services in connection with the Project performed or to be performed by any person other than the Designer shall:
9.2.1 Hold such person responsible for the competence and performance of his services and for visits to the site in connection with work under taken by him;
9.2.2 Hold any principal Contractor and/or other Contractors responsible for his management and operational methods, for the proper carrying out and completion of their works and for health and safety provision.
9.3 The Company will provide, from time to time, on request from the client, details of consultants and other persons including surveyors, engineers and builders. Such details are provided for information purposes only and the Company makes no warranty or representation as to the competency or otherwise of such persons. In engaging such persons the Client shall rely on his own assessment and judgment.
9.4 In the event of the Company being specifically instructed in writing to arrange a land survey, such survey shall be limited to the provision of measured drawings. The survey will not address the condition of any property nor its suitability for the Project nor any structural issues.
10.1 The Designer warrants to the Client that the Specified Service will be provided using reasonable care and skill in conformity with the normal standards of the Designer's profession. Where the Designer supplies in connection with the provision of the Specified Service any goods (including Output Material) supplied by a third party, the Designer does not give any warranty, guarantee or other term as to their quality, fitness for purpose or otherwise, but shall, where possible, assign to the Client the benefit of any warranty, guarantee or indemnity given by the person supplying the goods to the Designer.
10.2 The Designer shall have no liability to the Client for any loss, damage, costs, expenses or other claims for compensation arising from any Input Material or instructions supplied by the Client which are incomplete, incorrect, inaccurate, illegible, out of sequence or in the wrong form, or arising from their late arrival or non-arrival, or any other fault of the Client.
10.3 The purpose of Interior Your Home is to enable every Client access to a tailor made service, which suits their project and budget. The degree of involvement and control of each Project will vary according to each Client's requirements and resources. In recognition of the uncertainty of the degree of involvement of the Designer in any Project and to enable the Specified Service to be provided at the most competitive price possible, the Client and the Designer agree that the Designer's liability under and in connection with this Contract shall be limited AND THE CLIENT'S ATTENTION IS DRAWN IN PARTICULAR TO THE LIMITATION OF LIABILITY PROVISIONS BELOW:
10.4 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are to the fullest extent permitted by law excluded from the Contract.
10.4.1 Except in respect of death or personal injury caused by the Designer or any of its employees, agents and sub-contractors negligence or fraudulent misrepresentation or as expressly provided for in these Conditions the Designer shall not be liable to the Customer for any indirect or consequential loss or damage (whether for loss of profit, loss of business or otherwise), costs, expenses or other claims for consequential compensation whatsoever and howsoever caused which arise out of or in connection with the Contract.
10.5 The Designer shall not be liable to the Client or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Designer's obligations in relation to the Specified Service, if the delay or failure was due to any cause beyond the Designer's reasonable control.
10.6 Subject to clause 9.1 and without prejudice to the generality of clause 9.4, the Designer specifically does not warrant:
10.6.1 That the Specified Service will be completed in accordance with any programme or timetable for the Project;
10.6.2 That planning permission or any other statutory consent will be granted;
10.6.3 The performance, work or products of others;
10.6.4 The solvency of any other body appointed by the Client whether or not such appointment was made on the advice of the Designer.
10.7 The Specified Service and for any advice provided by the Designer is in accordance with the laws of England and Wales and including building codes and practices. The Designer gives no warranty and excludes all liability for any service or advice provided to any Client in respect of any Project outside of England and Wales.
10.8 The Client acknowledges that the Company is acting as agent for and on behalf of the Designer in performing its obligations under these terms and conditions and shall not be liable to the Client by reason of any act, omission, default of the Designer, it's servants or agents or otherwise arising out of or in connection with the provision of the Specified Service or their use by the Client under this agreement.
11.1 Either party may (without limiting any other remedy) at any time terminate the Contract by giving written notice to the other if the other commits any breach of these Conditions and (if capable of remedy) fails to remedy the breach within 30 days after being required by written notice to do so, or if the other goes into liquidation, or (in the case of an individual or firm) becomes bankrupt, makes a voluntary arrangement with his or its creditors or has a receiver or administrator appointed. This is subject to clause 4.1 (the cooling off period) of these conditions.
12.1 These Conditions (together with the terms, if any, set out in the Order Form) constitute the entire agreement between the parties, supersede any previous agreement or understanding and may not be varied except in writing between the parties. All other terms and conditions express or implied by statute or otherwise, are excluded to the fullest extent permitted by law.
12.2 Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to the other party at its principal place of business or by email.
12.3 No failure or delay by either party in exercising any of its rights under the Contract shall be deemed to be a waiver of that right, and no waiver by either party of any breach of the Contract by the other shall be considered as a waiver of any subsequent breach of the same or any other provision.
12.4 If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected.
12.5 In the event of any dispute or difference arising out of the Contract, the Client and the Designer shall attempt to settle such difference or dispute by negotiation or in accordance with the Royal Institute of British Designer's Conciliation Procedure.
12.6 Any dispute or difference arising out of the Contract shall be acknowledged by the Designer within 5 working days along with notification of the length of time estimated for its resolution. Any such dispute or difference may be referred to adjudication by the Client or the Designer at any time. The adjudication procedures and the Agreement for the appointment of an Adjudicator shall be as set out in the 'Model Adjudication Procedures' published by the Construction Industry Council current at the date of the reference. Clause 28 of the 'Model Adjudication Procedures' shall be deleted and replaced as follows: 'The Adjudicator may in his discretion direct the payment of legal costs and expenses of one party by another as part of his decision. The Adjudicator may determine the amount of costs to be paid or may delegate the task to an independent costs draftsman'.
12.7 Where no Adjudicator is named in the Agreement and the parties are unable to agree on a person to act as Adjudicator, the Adjudicator shall be a person to be nominated at the request of either party by the President for the time being of RIBA.
12.8 When in accordance with the Contract either the Client or the Designer require any dispute or difference to be referred to arbitration the requiring party shall give notice to the other to such effect and the dispute or difference shall be referred to the arbitration and final decision of a person to be agreed between the parties or, failing agreement within fourteen days of the date of the notice, the appointer shall be the President for the time being of RIBA. Provided that:
12.8.1 The Client or the Designer may litigate any claim for a pecuniary remedy which does not exceed £5,000 or such other sum is provided by statute pursuant to section 91 of the Arbitration Act 1996;
12.8.2 The Client or the Designer may litigate the enforcement of any decision of an Adjudicator.
12.9 English Law shall apply to the Contract, and the parties agree to submit to the non-exclusive jurisdiction of the English Courts.