Terms and Conditions | Miracle Design and Play

1. THE CONTENT OF THIS CONTRACT

a. In this contract: "The Company" means Miracle Design and Play Limited. "the Goods" means the goods or services sold or supplied by the Company to the Customer under this contract. "this Contract" means a contract between the Customer and the Company incorporating these Conditions.

b. This Contract governs the sale of Goods by the Company to the exclusion of all other representations, statements, understanding, negotiations, proposals or agreements.

c. Where the customer submits its own order form these terms shall prevail if they conflict with the terms in that form, even if that form includes a condition similar to this one.

d. No employee of the Company or its agents has authority to make any warranty, statement or promise concerning the Goods except in writing signed by a duly authorised employee of the Company.

e. The Customer's order shall be subject to acceptance by the Company.

f. Orders are accepted and estimates of delivery given conditionally on the Company being able to secure the necessary labour or material and without responsibility for delays or non-fulfilment arising through risk and uncertainties of manufacture, strikes, accidents, force majeure or otherwise howsoever caused.

g. All drawings, descriptive and forwarding specifications, particulars of weights and dimensions are approximate only and not binding and illustrations contained in catalogues, price lists, sales literature and other advertisement material are for the purpose of general description only and none of these shall form part of this Contract.

h. Quoted Price unless specifically highlighted does not include an independent safety inspection from Rospa or equivalent body.

i. Quotation is based upon the working hours and access hours of: 08.00-18.00hrs inclusive.

2. STANDARDS

a. Where a BSEN specification or code is applicable, quotations will be given for equipment to that specification code.

b. In the interest of Health and Safety, we reserve the right to change product specification at any time without penalty.

3. PRICES

a. We reserve the right to invoice at the price ruling at date of despatch. All prices, unless otherwise stated, are for delivery "ex works" and are exclusive of VAT or any other tax or duty which is or maybe levied or charged in the UK or in the country of destination. Any such taxes, duties or charges shall be paid by the Customer.

b. The prices quoted are valid for one month unless otherwise stated on the quotation.

c. Should the customer require alterations to the order, the price will be varied accordingly.

4. PROPERTY OF GOODS

a. Property of Goods delivered by the company shall not pass to the Customer until payment is made in full. In case of default in payment, the Company shall be granted access rights in order to repossess the Goods. At all times before payment in full:

i. the Goods shall stand in the Customer's books in the name of the Company; and
ii. the Customer shall take appropriate steps to notify third parties of the Company’s interest in the Goods; and
iii. in the event of threatened seizure of the Goods or of appointment of a receiver or Liquidator, or any other event entitling the Company to terminate this Contract under paragraph 9, the Customer shall immediately notify the Company and the Company shall be entitled to enter the Customer's premises and repossess the Goods.

b. If the Customer delivers goods to a third party before payment has been made in full to the Company, the Customer shall hold all sums received for such Goods as trustee for the Company and shall remit them to the Company on receipt.

c. Risk in the Goods shall pass on delivery.

5. DELIVERY

a. Delivery shall be "ex-works" unless the Company agrees otherwise. If the contract includes delivery by the Company, the Customer shall be responsible for giving the Company clear and accurate instructions as to the place of delivery.

b. Time shall not be of the essence in respect of delivery. If the Goods are to be delivered by a date specified by the customer or by the Company such date is to be treated as an estimate only. The Company does not guarantee that the Goods will be delivered by such date or accept liability for failure to meet the date.

c. The Company does not accept responsibility for any damage, shortage or loss in transit unless: Non-receipt of Goods is advised to the Company within 10 days from the date of the Company's advice/delivery note and any breakage, damage or shortage is advised to the Company and carriers within 3 days of receipt of Goods provided that the carrier's note is marked "unexamined".

d. If during the period of twelve months from the date of invoice the Company is notified of a fault in the Goods which is due to faulty design, manufacturing or materials, the Company will replace or (at its option) repair the faulty part free of charge provided that:

i. The goods have been properly kept, used and maintained in strict accordance with the manufacturers or the Company's instructions, if any, and have not been modified.
ii. The fault is not due to accidental or wilful damage, interference with or maintenance of the Goods by persons other than the Company or it’s duly appointed Agent.
iii. This guarantee does not cover fair wear and tear.
iv. The Customer will be required to return faulty Goods to the Company.

6. SETTTLEMENT TERMS

a. Terms will be agreed with each Customer for their specific Contract. Dates for stage payments and a final payment will be set. The Company will send out invoices on the agreed dates and these will be payable by the Customer immediately. The Company will therefore expect to receive payment against “immediate payment" invoices from the Customer within 7 days of the date of the invoice. These terms must be strictly adhered to otherwise the account will be charged nett. If for any reason the Company does not receive unconditional payment in full, whether under any terms of credit facilities or otherwise, within the terms of the Contract, the Company may charge daily interest on such payments at a rate equal to 4% per annum above the Base Lending rate of Barclays Bank PLC, such interest to run from day to day to accrue before as well as after any judgement.

b. Overseas/Export Sales: Special terms will be quoted for overseas/export deliveries.

7. WARRANTIES

a. Warranties on Miracle kit is as detailed in the Miracle brochure.

b. Where the Company is contracted to install a play area, our standard warranty for the work is one year.

c. Warranty on safer surfacing is dependant upon the product supplied.

8. LIMITATIONS OF LIABILITY

a. Except where expressly contained in this Contract, all warranties, conditions, undertakings and representations, express or implied, statutory or otherwise, are excluded and the Company has no obligation, duty or liability in Contract, tort (including negligence or breach of statutory duty) or otherwise.

b. In any event, the Company's liability arising for any reason in connection with this Contract shall be limited to the original invoice value of the Goods.

c. In no circumstances will the Company be liable in Contract, tort (including negligence or breach of statutory duty) or otherwise for loss (whether direct or indirect) of profits, business or anticipated savings, or for any indirect or consequential loss or damage whatever.

d. The Company does not exclude or restrict liability for death or personal injury resulting from its own negligence.

e. Each provision of this Condition is to be construed as a separate limitation applying and surviving even if for any reason one or other of the said provisions is held unreasonable in any circumstances and shall remain in force notwithstanding termination of this Contract.

9. TERMINATION

a. The Company shall have the right forthwith to terminate this Contract and to claim for any resulting losses or expenses if:

i. the Customer commits a breach of this Contract and fails to remedy the breach within a reasonable time of a written notice to do so or:
ii. the customer commits any act of bankruptcy or compounds with its creditors: or a petition or receiving order in bankruptcy is presented or made against the Customer: or a petition for an administration order is presented (otherwise than for reconstruction or amalgamation) or an administrative receiver or any similar event occurs under the laws of the state where the Customer was incorporated.
b. We cannot accept cancellation of orders for goods made specially to customer's requirements and reserve the right to make a cancellation charge of up to 50% of the value of the goods.

10. FORCE MAJEURE

a. The Customer shall indemnify the Company against all damages, penalties, cost and expenses arising out of any claim by any third party for any infringement or alleged infringement of any third party's industrial or intellectual property rights in any work carried out in accordance with the Customer's specifications.

b. Copyright in all drawings prepared by the Company are the Company's property and copyright must be regarded as confidential. Such drawings must not be published or disclosed under any circumstances without the Company's permission in writing.

11. APPLICABLE LAW

The Law of England shall be the proper law of Contract the proper law of Contract

12. PRODUCT FINISHING

Due to the nature of the shipping and installation of the equipment minor blemishes are unavoidable. In this instance scratches and blemishes to both plastic and steel products will be re-finished on-site as part of the snagging process. E.g. Paints scratches will touched up and plastic scratches will be polished out by hand. Paint colour and shade finishes may vary but aren’t seen as detrimental to the performance of the play equipment.