Terms & Conditions
Candlelight Products Limited
Terms of Trading
1.1 The price quoted excludes VAT (unless otherwise stated).
1.2 Rates of tax and duties on the goods will be those applying at the time of delivery.
2.1 All delivery times quoted are estimates only.
2.2 If we fail to deliver within a reasonable time, you may (by informing us in writing) cancel the contract, however:
2.2.1 you may not cancel if we receive your notice after the goods have been dispatched; and
2.2.2 if you cancel the contract, you can have no further claim against us under that contract.
2.3 If you accept delivery of the goods after the estimated delivery time, it will be on the basis that you have no claim against us for delay (including indirect or consequential loss, or increase in the price of the goods).
2.4 We may deliver the goods in instalments. Each instalment is treated as a separate contract.
2.5 We may deliver in quantities of 5% more or less than the quantity ordered and charge you for the quantity actually delivered.
2.6 Minimum Order Value is £350 carriage paid, £200 collection.
3. Delivery and Safety
3.1 We may decline to deliver if:
3.1.1 we believe that it would be unsafe, unlawful or unreasonably difficult to do so; or
3.1.2 the premises (or the access to them) are unsuitable for our vehicle.
4.1 The goods are at your risk from the time of delivery.
4.2 Delivery takes place either:
4.2.1 at our premises (if you are collecting them or arranging carriage); or
4.2.2 at your premises (if we are arranging carriage).
4.3 You must inspect the goods on delivery. If any goods are damaged (or not delivered), you must write to tell us within seven days of delivery. You must give us (and any carrier) a fair chance to inspect the damaged goods.
5. Payment Terms
5.1 You are to pay us in cash or otherwise in cleared funds on delivery, unless you have an approved credit account.
5.2 If you have an approved credit account, payment is due no later than 30 days after the date of our invoice unless otherwise agreed in writing.
5.3 If you fail to pay us in full on the due date:
5.3.1 we may suspend or cancel future deliveries;
5.3.2 we may cancel any discount offered to you;
5.3.3 you must pay us interest at the rate set under s.6 of the Late Payment of Commercial Debts (Interest) Act 1998
a calculated (on a daily basis) from the date of our invoice until payment;
b compounded on the first day of each month; and
c before and after any judgment (unless a court orders otherwise);
5.3.4 we may claim fixed sum compensation from you under s.5A of that Act to cover our credit control overhead costs; and
5.3.5 we may recover (under clause 5.7) the cost of taking legal action to make you pay.
5.4 If you have an approved credit account, we may withdraw it or reduce your credit limit or bring forward your due date for payment. We may do any of those at any time without notice.
5.5 You do not have the right to set off any money you may claim from us against anything you may owe us.
5.6 While you owe money to us, we have a lien on any of your property in our possession.
5.7 You are to indemnify us in full and hold us harmless from all expenses and liabilities we may incur (directly or indirectly including financing costs and including legal costs on a full indemnity basis) following any breach by you of any of your obligations under these terms
6.1 Until you pay all debts you may owe us:
6.1 1 all goods supplied by us remain our property;
6.1.2 you must store them so that they are clearly identifiable as our property;
6.1.3 you must insure them (against the risks for which a prudent owner would insure them) and hold the policy on trust for us;
6.1.4 you may use those goods and sell them in the ordinary course of your business, but not if:
a. we revoke that right (by informing you in writing); or
b. you become insolvent.
6.2 You must inform us (in writing) immediately if you become insolvent.
6.3 If your right to use and sell the goods ends you must allow us to remove the goods.
6.4 We have your permission to enter any premises where the goods may be stored:
6.4.1 at any time, to inspect them; and
6.4.2 after your right to use and sell them has ended, to remove them, using reasonable force if necessary.
6.5 Despite our retention of title to the goods, we have the right to take legal proceedings to recover the price of goods supplied should you not pay us by the due date.
6.6 You are not our agent. You have no authority to make any contract on our behalf or in our name.
7.1 We warrant that the goods:
7.1.1 comply with their description; and
7.1.2 are free from material defect at the time of delivery (as long as you comply with clause 7.3).
7.2 We give no other warranty (and exclude any warranty, term or condition that would otherwise be implied) as to the quality of the goods or their fitness for any purpose.
7.3 If you believe that we have delivered goods which are defective in materials or workmanship, you must:
7.3.1 inform us (in writing), with full details, as soon as possible; and
7.3.2 allow us to investigate (we may need access to your premises and product samples).
7.4 If the goods are found to be defective in material or workmanship (following our investigations, and you have complied with those conditions (in clause 7.3) in full, we will (at our option) replace the goods or refund the price.
7.5 We are not liable for any other loss or damage (including indirect or consequential loss, financial loss, loss of profits or loss of use) arising from the contract or the supply of goods or their use, even if we are negligent.
7.6 Our total liability to you (from one single cause) for damage to property caused by our negligence is limited to two million pounds.
7.7 For all other liabilities not referred to elsewhere in these terms our liability is limited in damages to the price of the goods.
7.8 Nothing in these terms restricts or limits our liability for death or personal injury resulting from negligence.
8.1 If we prepare the goods in accordance with your specifications or instructions:
8.1.1 you must ensure that the specifications or instructions are accurate;
8.1.2 you must ensure that goods prepared in accordance with those specifications or instructions will be fit for the purpose for which you intend to use them; and
8.1.3 you must ensure that your specifications or instructions will not result in the infringement of any intellectual property rights of a third party, or in the breach of any applicable law or regulation.
8.2 We reserve the right to make any changes in the specifications of our goods which are necessary to ensure they conform with any applicable safety or other statutory requirements.
8.3 We also reserve the right to make without notice any minor modifications in our specifications we think necessary or desirable.
9. Return of Goods
9.1 We will accept the return of goods from you only:
9.1.1 by prior arrangement (confirmed in writing);
9.1.2 on payment of an agreed handling charge (unless the goods were defective when delivered); and
9.1.3 where the goods are as fit for sale on their return as they were on delivery.
10. Export terms
10.1 Where the goods are supplied by us to you by way of export from the United Kingdom Clause 10 of these terms applies (except to the extent that it is inconsistent with any written agreement between us).
10.2 The ‘Incoterms’ of the International Chamber of Commerce which are in force at the time when the contract is made apply to exports, but these terms prevail to the extent that there is any inconsistency.
10.3 Unless otherwise agreed, the goods are supplied ex works our place of business.
10.4 Where the goods are to be sent by us to you by a route including sea transport we are under no obligation to give a notice under section 32(3) of the Sale of Goods Act 1979.
10.5 You are responsible for arranging testing and inspection of the goods at our premises before shipment (unless otherwise agreed). We are not liable for any defect in the goods which would be apparent on inspection unless a claim is made before shipment. We are not liable for any damage during transit.
10.6 We are not liable for death or personal injury arising from the use of the goods delivered in the territory of another State (within the meaning of s.26 (3) (b) Unfair Contract Terms Act 1977).
11.1 If the order is cancelled (for any reason) you are then to pay us for all stock (finished or unfinished) that we may then hold (or to which we are committed) for the order.
11.2 We may suspend or cancel the order, by written notice if:
11.2.1 you fail to pay us any money when due (under the order or otherwise);
11.2.2 you become insolvent;
11.2.3 you fail to honour your obligations under these terms.
11.3 You may not cancel the order unless we agree in writing (and clauses 2.2.2 and 11.1 then apply).
12. Waiver and Variations
12.1 Any waiver or variation of these terms is binding in honour only unless:
12.1.1 made (or recorded) in writing;
12.1.2 signed on behalf of each party; and
12.1.3 expressly stating an intention to vary these terms.
12.2 All orders that you place with us will be on these terms (or any that we may issue to replace them). By placing an order with us, you are expressly waiving any printed terms you may have to the extent that they are inconsistent with our terms.
13. Force Majeure
13.1 If we are unable to perform our obligations to you (or able to perform them only at unreasonable cost) because of circumstances beyond our control, we may cancel or suspend any of our obligations to you, without liability.
13.2 Examples of those circumstances include act of God, accident, explosion, war, terrorism, fire, flood, transport delays, strikes and other industrial disputes and difficulty in obtaining supplies.
14.1 English law is applicable to any contract made under these terms. The English and Welsh courts have non-exclusive jurisdiction.
14.2 If you are more than one person, each of you has joint and several obligations under these terms.
14.3 If any of these terms are unenforceable as drafted:
14.3.1 it will not affect the enforceability of any other of these terms; and
14.3.2 if it would be enforceable if amended, it will be treated as so amended.
14.4 We may treat you as insolvent if:
14.4.1 you are unable to pay your debts as they fall due; or
14.4.2 you (or any item of your property) become the subject of:
a. any formal insolvency procedure (examples of which include receivership, liquidation, administration, voluntary arrangements (including a moratorium) or bankruptcy);
b. any application or proposal for any formal insolvency procedure; or
c. any application, procedure or proposal overseas with similar effect or purpose.
14.5 All brochures, catalogues and other promotional materials are to be treated as illustrative only. Their contents form no part of any contract between us and you should not rely on them in entering into any contract with us.
14.6 Any notice by either of us which is to be served under these terms may be served by leaving it at or by delivering it to (by first class post or by fax) the other’s registered office or principal place of business. All such notices must be signed.
14.7 No contract will create any right enforceable (by virtue of the Contracts (Rights of Third Parties) Act 1999) by any person not identified as the buyer or seller.
14.8 The only statements upon which you may rely in making the contract with us, are those made in writing by someone who is our authorised representative and either:
14.8.1 contained in our estimate (or any covering letter) and not withdrawn before the contract is made or
14.8.2 which expressly state that you may rely on them when entering into the contract
14.9 Nothing in these terms affects or limits our liability for fraudulent misrepresentation.
15. Trade Accounts
15.1 Candlelight is a trade only supplier (Seller) and requires evidence of business trading before supplying any potential Buyer. The Buyer must provide documentary proof (i.e. Vat Certificate, Business invoices, etc.), as well as a fully completed Candlelight trade application form, which can be found on our website www.candlelight.co.uk
15.2 The Seller reserves the right to reject any application they feel is not ‘bona fide’ trade.
15.3 The Seller reserves the right to cancel trade accounts without notice.
15.4 The Seller reserves the right to change prices without notice.
15.5 All Items sold are intended for domestic use only. We do not accept any responsibility if used for contract or commercial purposes.
16. Product Design And Characteristics
16.1 We may occasionally alter or slightly change the design of items. We cannot accept these as faults. The majority of our furniture is hand crafted and therefore sizes are only offered as a guide. We reserve the right to change specification without prior notice.
17. Showroom Visits
17.1 The Candlelight showrooms are open Monday-Friday, from 9am – 5pm. Buyers are encouraged to visit the showrooms, as this it is a very busy working environment, children under the age of 16 will not be permitted entry. Showroom visits are by Appointment only and will need to be made with a Sales Representative.
17.2 A collection facility is in operation, minimum purchase is £200. If same day collection is required, orders must be placed before 3.00pm. No food and drinks are to be brought into the showrooms at any time, but vending machines are situated in the drinks/kitchen area on the 1st floor, for your convenience.
17.3 The Buyer will be charged £20.00 minimum or 20% for any items remaining uncollected 24 hours after picking or items returned to stock at the Buyers request.
18. Internet Selling
18.1 The Seller can provide Photographic material for the use with the buyers marketing literature but the Studio/ room shot settings MUST NOT be used on any of the buyers’ websites or internet pages.
18.2 The Buyer MUST NOT use the Sellers product / item codes for their own Internet marketing purposes.
18.3 The Buyers products must not be searchable by product code alone, through any major search engines. Candlelight does not approve of using “multi retailer” shopping cart systems for selling and does not allow Candlelight product to be sold in this way.
18.4 All Candlelight customer account holders must have their contact phone number and full postal address clearly visible on their website.
18.5 Candlelight does not permit any Buyer/Retailer to advertise or promote any Candlelight products on eBay or any other Auction website, unless the item is clearly marked as used or ex display etc.
19. General Information
19.1 Unless, otherwise agreed in writing by the seller, these conditions supersede any earlier conditions appearing in the seller's catalogue or elsewhere and override any terms and conditions stipulated, incorporated or referred to by the buyer, whether in the order or in any negotiations and all guarantees, warranties or conditions (including any conditions as to quality or fitness for particular purpose) whether express or implied by statute, common law or otherwise are excluded and hereby negated (save where such exclusions are prohibited by the Unfair Contract Terms Act 1977).
19.2 All Drawings, photographs, illustrations, specifications, performance data, dimensions, weights and the like, whether contained in the contract or made by way of representation, have been provided by the Seller in the belief that they are as accurate as reasonably possible, but they do not constitute a description of the goods, shall not be taken to be representations made by the Seller, and are not warranted to be accurate.
19.3 The sellers employees and agents have no authority to make any representation, statement or report not contained in or incorporated into the quotation by the seller and the seller shall not be bound by any unauthorised representation, statement or report if the seller adopts any changes in construction, design or specification of its products, the buyer shall accept the product so changed in fulfilment of the order.
19.4 Contracts are not subject to cancellation without the Seller’s written consent. Where cancellation is accepted, the Seller shall in addition to any express terms of cancellation be entitled to reimbursement of any costs incurred by the seller in connection with the contract.
19.5 Under no circumstance shall the seller be liable to the buyer for loss of profits or economic loss. The goods shall be at the buyer's risk from the time of delivery to the buyer's premises or to such other premises notified to the seller on the order.
(a). The goods and any other goods delivered by the seller to the buyer shall remain the sole and absolute property of the seller as legal and equitable owner until such time as all money due to the seller has been paid to the seller.
(b). The buyer acknowledges that they are in possession of all such goods as bailey for the seller until such time as they become the property of the seller.
(c). Until the goods become the property of the buyer, the buyer undertakes to store such goods on their own premises separately from their own goods or those of any other person and in a manner which makes them readily identifiable as the sellers goods.
(d). The buyers rights to possession of such goods shall cease if they do anything or fail to do anything which would entitle a receiver to take possession of their assets or which would entitle any person to present a petition for the winding up or bankruptcy of the buyer.
(e). The seller may for the purpose of examination or recovery of their goods enter upon any premises where they are stored or where they are reasonably thought to be stored.
(f). In the event that the buyer purports to sell all or part of such goods before the property therein passes to the buyer the entire proceeds of such purported sale shall be held in trust for the seller and shall not be mingled with any other money or paid into any overdrawn bank account and shall at all times be identifiable as the seller's money.
(g). The buyer warrants that they are not at the time of entering into this agreement insolvent, and knows of no circumstances which would entitle any creditor to appoint a receiver or to petition for winding-up or bankruptcy or to exercise any other rights over or against their assets.
(h). All Items sold are intended for domestic use. We cannot accept responsibility if used for contract/commercial purposes.