Terms & Conditions Agreement 2021
Application and entire agreement
1. These Terms and Condition apply to the provision of the services detailed in our quotation (Design Proposal) by Supra Design, (designer) to the person buying our services (the client).
2. You are deemed to accept this Terms and Conditions when you accept our quotation, or from date the payment is received, or from the date of any performance of the Services (whichever happen earlier). This Terms and Conditions and our quotation (the design proposal) are the entire agreement between us.
3. You acknowledge that you have not relied on any statement, promise or representation made or given by third
party, or on our behalf. These Conditions apply to the contract to the exclusion of any other terms that your try to impose or incorporate, or which are implied by trade, custom and practice or course of dealing.
4. Our Terms & Conditions agreement may subject to change and be validated at any given time to comply with legal and government legislation. Supra Design will ensure the contract is updated on our website and clients are informed by digital or written form of communication.
Interpretation
5. A ‘business day’ means any day other than a, Sunday, Seasonal Holidays and Bank Holidays.
6. The heading in these Terms and Conditions are for convenience only and do not affect their interpretation.
7. Words imparting the singular number shall include the plural and vice-versa.
8. The term ‘contract’ is also known as the ‘design proposal’ which includes the quotation or vice versa.
9. The term Service can also be referred as scope of work or vice versa
10. Communication – Communicating can occur either via digital or postal platform. Services
11. We warrant that we will use reasonable care and skill in our performance of the Service which will comply with the quotation, including any specification in all material respects. We can make any changes to the Services which are necessary to comply with any applicable law or safety requirement, and we will notify you if this is necessary.
12. We will use our reasonable endeavours to complete the performance of Services within the time agreed or as set out in the design proposal; however Supra Design shall not be held liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery, client, supplier/contractor or circumstances caused beyond our control.
13. All these Terms and Conditions apply to the supply of any goods as well as services unless we specify otherwise.
Your Obligation
14. Client is liable and must obtain any permissions, content licences or otherwise that we require to conduct workstated in design proposal (unless it is inclusive in our service provision). We will need to know relevant information that may affect or disturb our involvement in your project; this includes and not limited to; materials and properties and any other matters that will support our service provision.
15. If you do not comply with Clause 14, we hold rights to terminate our contract with you, along with an admin fee of £300 and expenses covered in preparation to complete your project.
16. We are not held liable for any delay or failure to provide the Services if this is caused by your failure to comply with provisions of this section (Your Obligations).
17. Any delays/ extension caused due to client or third-party suppliers/ contractors/ traders hired by the client, must be informed to Supra Design immediately by writing within 24 hours of acknowledgement.
18. Where the progress of the works is materially affected by matters for which the client is responsible, Supra Design may be entitled to claim direct loss and expense incurred. Such matters might include:
a) The client instructing variations in the works
b) The client delay in client nominating a supplier/ contractor.
c) Client failure to nominate a supplier/ contractor.
d) Failure by the client to communicate information passed on from the contractor/supplier directly
impacting Supra Design scope of work.
e) Delay on the part of a nominated contractor/sub-contractor.
f) Failure by the client to supply materials or goods to progress.
g) Delay in giving the contractor possession of the site which affects Supra Design’s workload.
19. The client is liable to check all forms of communication sent from Supra Design regards to the services offered. Any form of communication can be forwarded ONCE and any further communication reminders will be charged an admin fee of £70 per email. The above allows Supra Design to claim expense, loss or request for extension of time (whichever applies), that is
relevant to result in completing the project as indicated in the design proposal. See clause (Cancellation, Amendment & Delays). Fees and Deposits.
20. The fees (Fees) for the Services are set out in the Design Proposal, under heading ‘Quotation’ on time and scope of work basis.
21. In addition to the design and project management fees, we can recover from you
a) reasonable incident expenses including, but not limited to, travelling expenses, hotel costs, subsistence and any associated
expenses,
b) the cost of services provided by third parties hired by Supra Design required for the performance
of our Services, and
c) the cost of any materials required complete your project.
22. You must pay us for additional services not specified in the design proposal in accordance with our then current, applicable hourly rate (£70p/h) in effect at the time of performance, or such other rate as may be agreed between both parties. The provision of Clause 21 also applies to the additional services.
23. The design fees are exclusive and do not required to be paid for Services provided directly by Supra Design
includes consultation, design and project management. However, other taxes or levies which are imposed or charged by other competent authorities will be added to the goods/services.
24. You must pay a deposit (50% of the total, or an agreed amount) as detailed in the design proposal, section payment schedule, within 5 days (or agreed date) of acceptance in order to start design preparation, or understand the project may be delayed, postponed or withdrawn.
25. If you do not pay the Deposit to us according to the Clause 24, we can either withhold provision of Services until the Deposit is received or can terminate our contract under the Clause 59 (Termination).
26. A Deposit of 25% is non-refundable of the total invoice, unless we fail to provide the Services and are at fault. For failures that is not our fault, no refund will be made.
27. The remaining 15% fees must be paid on the day prior to completion day to our accounts via BACS or a valid cheque.
Cancellation, Amendment & Delays
28. We can withdraw, cancel or amend the quotation if it has not been accepted by you, or if the Services have not started within 14 days from the start date of the quotation, (unless the quotation has been withdrawn).
29. Either Supra Designor you (the client) can cancel the servicefor any reason prior to acceptance of the quotation.
30. If you want changes made to the Services/Quotation or Invoice, you must tell us in writing within 24 hours of payment received for the changes to be processed without a fee. If notified after the 24hrs cool-off period, the client accepts a liability fee of £70 per change made, an admin fee of £300, and additional fees/ expenses to process the changes which were prepared for the works to commence.
31. If, due to circumstances beyond our control, included those set out in the clauses below (Circumstance beyond the party’s control), we make any changes to the design proposal, or how the scope of works are provided, we will notify you immediately. We will use reasonable endeavours to keep any such changes to the minimum.
32. Project delayed due to the contractor/ sub-contractor impacting Supra Design works/services means expenses will be claimed from the client. The client may wish to consider designer fees into the Liquidated and ascertained damaged (LADs). Expenses and losses caused will be claimed including an admin fee of £300 (see clause 34).
33. Project delayed due to client’s decisions/delays (see clause 18), an admin fee pf £250 will occur if delayed for 14 days and over, or £350 for over 21 days. Over 30 days of delay, client must have informed us by writing in accordance to clause 14 giving us the right to cover expenses for the duration a minimum of £450 or over as well as other expenses to complete the service covered by the client.
34. Supra Design hold rights to cancelling the contract if over 30 days there are no progression in the works due to client or third-party contractors/suppliers with an admin fee of £300, as well as client covering expenses for the project reminder of the works, even if works has not been completed.
35. If the contract is cancelled by either party and Supra Design is not at fault, we have the rights to bill the client for our expenses committed to the client’s project, including and not limited to resources purchases for the client’s project, and a cancellation fee of £300.
36. For delays in payments or works progression (see Clause 33) an admin fee of £70 per email reminder will be
charged, along with 5% interest of the total due amount per week added until full payment is made.
Payment
37. We will invoice you for the payment of the Fees either:
a) When you have completed the Services and/ or moved to the next phase of our services: or,
b) On the invoice dates set out in the payment schedule; or
c) Agreed payment method stated in the design proposal
38. Supra Design may, by giving notice to the client at any time before delivery, increase the price of the goods and/or services due to:
a) Any factor beyond the control of Supra Design
b) Any change in delivery dates or performance, quantities or certification for the Products and/or Services requested by the Client or
c) Any delay caused by any instructions of the Client or failure of the client to give Supra Design adequate information or instruction.
39. You must pay the remaining 15% Fees due prior to completion day.
40. Time for payment shall be of the essence of this Contract.
41. Without limiting any other rights or remedies, Supra Design have found statutory interest, if you do not pay
invoice within the period set out above (Clause 39 & 40), we will charge you interest at the rate of 5% per week
and an admin fee of £70 per email, until payment is received in full.
42. All payments due under these Terms and Conditions must be made in full without any deduction or withholding excepts as required by law and neither of us can assert any cash, set-off or counterclaim against the other to justify withholding payment of such amount.
43. If you do not pay within the period set above, we can suspend any further provision of the Services and cancel any future services which have been ordered by, or otherwise arranged with you. Expenses for future purchases, deliveries, services will also be asked to be paid in full prior to deliveries.
44. Delay fee invoice, late payment invoices and/or final payment invoices with interest must all be paid within 5 working days.
45. Receipt of payment will be issued upon client request.
46. All payments must be made in British Pounds unless otherwise agreed in writing between us.
47. Foreign currency payments/ purchase made to our accounts or from our account will be charged based on the exchange rate, and an admin fee of £70 per transaction.
Sub-Contracting, Assignments & Project Managements:
48. We can at any time assign, transfer and charge subcontract or deal in any other manner with all or any of our rights under these Terms and Conditions. We can also subcontract or delegate in any manner or all obligation to any third party. We will ensure to inform the client of changes in writing.
49. You must not, without us, prior to written consent, assign, transfer or charge sub-contractor or deal in any manner with all or any of your rights or obligations under these Terms and Conditions.
50. Any delays in receiving permissions or work that the contractor/sub-contractor has taken reasonable steps to avoid impacting Supra Design timeline could occur a fee if it interferes with Supra Design services see clause
Third Party
51. Parties not named in this Contract between the client and Supra Design, we cannot take liability for.
52. Supra Design only project manages work which directly relates to our scope of work, and do not directly manage
contractors. We cannot be held liable for any contract issues, uncompleted scope of work or legal disputes between client and the contractor.
53. Supra Design cannot take liability for the following, not limited to: losses, damage, theft and failure to comply with work as contracted by client. We will not participate nor be responsible for any third-party issues.
54. No third-party contract is valid with use of our business name Supra Design, or the name of the lead designer/principal Rumcy Supra, unless the contract was approved or signed by us in writing.
55. Any collateral damage caused by third party contractor/supplier will not validate any claims made against Supra Design by the client or the third-party contractor. This clause applies even if the supplier/ contractor were recommended by Supra Design as client has an obligation to complete their own background checks prior to hiring the contractor.
56. Supra Design does not owe duty of care to the client if third party contractor conducts work after our services/ installation is completed. Client is responsible to make full checks prior to third-party contractor work commences. Failure to do so will void this Terms & Condition and any warranties we have with you as a client for goods and services offered by us.
57. Third-party contract stating any agreement between the client and the third-party contractor will not void, interfere or affect Supra Design’s contract with the client.
58. Misuse of contract agreement, breach, or third-party claim made against the client or third-party will not affect Supra Design or be liable or involved in any legal or disputes.
59. Disputes between the third-party and client shall not affect fees due or owed to Supra Design, and any late payment made will be charged at an interest under clause Payments & Cancellation, Amendment & Delays.
Termination
60. We can terminate the provision of this Service immediately if you:
a) Commit a breach of your obligations under these Terms and Conditions: or
b) Fail to make pay any amount due under the Contract on the due date for the payment: or
c) Are or become or, in our reasonable opinion, the subject of bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtor: or
d) Enter into a voluntary arrangement Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with its creditors: or
e) Convene any meeting of your creditors, enter into voluntary or compulsory liquidation, have a receiver, manager, administrator or administrative receiver appointed in respect of your assets or undertaking or any part of them, any documents are filed with the court for the appointment of an administrator in respect of you, notice of intention to appoint an administrator is given by you or any of your directors or by qualifying floating charge holder (as defined in para.14 of Schedule B1 of Act off Insolvency 1986), a resolution is passed or petition presented to any court for your winding up or for the granting for an administration order in respect of you, or any proceedings are commenced relating to your solvency or possible insolvency.
Intellectual Property
61. We reserve all copyright and any other intellectual property rights which may subsists in any goods supplied in connection with the provision of the Services. We reserve the right to take to any appropriate action to restrain or prevent infringement of such intellectual property rights.
Liability and Indemnity
62. Our liability under these Terms and Conditions, and in breach of statutory duty, and in tort or misinterpretation or otherwise, shall be limited as set out in this Terms and Condition.
63. The total amount of our liability is limited to the total amount of Fees payable by you under the Contract.
64. We are not liable (whether caused by our employees, agent or otherwise) in connection with our provision of the Services or the performance of any of our obligations under these Terms and Condition or the quotation for:
a) Any indirect, special or consequential loss, damage, loss expenses or;
b) Any loss of profits, loss of anticipated profits; loss of business; loss of data; loss of reputation or goodwill; business interruption; or, other third-party claims; or
c) Any failure to perform any obligations if such delay or failure due to any cause beyond our reasonable control: or
d) Any loss caused directly or indirectly by any failure or breach in relation to your obligations; or
e) Any loss caused directly or indirectly from choices of Services and how they will meet your requirements or your use of the Services or any goods supplied in connection with the Services.
65. You must indemnify us against all damage, cost, claims and expenses suffered by us rising from any loss or damage to any equipment (including that belonging to third parties) caused by you, your agents, employees or contractors.
66. We are not liable directly or indirectly for third party hire contracted by the client, unless stated in our Terms and Condition.
67. We will not be liable or participate in any legal disputes between client and third party contractor, but have the rights to terminate this contract if any dispute interferes with our contract with you, and will ask for our full fees to be paid as per Terms & Condition – Cancellation, Amendment & Delays, under Clause 35. Circumstance Beyond Party’s Control
68. Neither of us is liable for any failure or delay in performing our obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: power failure, internet service provision failure, industrial action, civil unrest, fire, flood, storm, earthquakes, act of terrorism, act of war, governmental action or any other event that’s beyond our control. If the delay continues for a period of 30 days, either of us may terminate or cancel Services to be carried out under these Terms and Conditions with fees/expenses covered for existing purchased/ delivered goods.
69. Beyond Party’s control, means pending expenses and fees are non-refundable, however will complete work at a later agreed date.
70. Neutral events which are not the fault of either party might entitles Supra Design to an extension of time. This could include entitlement expense necessary to conduct the extra work:
a) Exceptionally adverse weather.
b) Civil commotion or terrorism.
c) Statutory undertaker’s work.
d) Force majeure (such as a war or an epidemic).
e) A specified peril such as flood.
f) National strikes.
g) Changes in statutory requirements.
Communications
71. All notices under these Terms and Conditions must be in writing and proceeding to go ahead with quotation means you agree with all Terms and Conditions stated in this Contract.
72. Notices shall be deemed to have been duly given:
a) When delivered, if delivered by courier (including registered mail) or digital communication during the normal business hour of the recipient:
b) When sent, if sent by post or communicated by email, and a successful proof of receipt, or sent report is generated;
c) On third – fifth business day following mailing, if mailed by national ordinary or 1stor 2nd class recorded mail; or
d) On fifth business day following mailing, if mailed by airmail.
73. All notices under these Terms and Conditions must be addressed to the most recent address or email address notified to the other party.
No Wavier
74. No delay or act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any
other, right or remedy nor stop further exercise of any other rights, or remedies.
Severance
75. If one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that/those provisions will be deemed severed from the remainder of these Terms and Conditions (which will remain valid and enforceable).
Law and jurisdiction
76. These Terms and Conditions are governed by and interpreted according to English Law. All disputes arising
under these Terms and Condition are subject to the exclusive jurisdiction if the English court.
77. We will not participate in any jurisdiction, court or any sort of disputes between client and third-party contractor that has not been contracted by Supra Design.
78. Any legal dispute between Supra Design and the client raised by us for the following reasons;
a) Delayed/ withhold/ failure to make payments unreasonablyb) Misconduct, fail to cooperate resulting in failure to achieve final results (see section Your Obligation)
c) Cannot settle on dispute between client, contractor and us, leading to legal enforcement
d) Any other reasons above exclusive from above which cannot be mutually settled between the client
and the designer.
79. Supra Design will ensure legal disputed is the last resort and will ensure all protocols including reasonable settlement, time frame for payments or disputes are provided and communicated with the client as per government legislation. We will supply with reasonable time, reminder letters, emails, letter (postal) to ensure all forms of communication are met and the client is informed of the information. Duration of this period, Supra Design allows a settlement, however after the legal dispute is raised, settlements cannot be negotiated unless stated by judge, court or a mutual agreement between is raised between the client and designer solicitors.
80. We take all precautions to work, payments and from Supra Design end is met, if for whatever reason, the client is not satisfied and believes we have offered unreasonable service, and have attempted to try to mutually settle the issue with the designer within reasonable time frame as per government legislation, Supra Design
understands the need for the client to proceed with legal action.
GDPR
81. At Supra Design, we maintain personal details such as home address, mobile number, landline number, bank details etc. stored in password protected device or/and within secure data server
82. We hold data from past projects, personal contacts, industry professionals and commercial intelligence providers and will be kept confidential.
83. We may use your personal email to send marketing/promotional offers or post past/current photos of work conducted by Supra Design on social media. By proceeding with payment, you are agreeing to our Terms & Condition including our GDPR clause 81 & 82, unless informed to us by written prior to payment made. Any requirements related to Clause 81 & 82, please get in touch.
84. We only process data to fulfil our responsibilities of the contract or would send out maximum one e-mail per month as a marketing message on the basis of Legitimate Interest. We send out useful content to help our clients with their design, renovation, or refurbishment needs. We have combed through our contact database to remove personal e-mail addresses, contacts who have not opened e-mails in 1 years and have made it easier
to unsubscribe from our mailing list.