1) Interpretation
In these Conditions
“Seller” means 1st Insulation Partners Ltd.
“Buyer” means the person whose order for the goods is accepted by the Seller.
“Contract” means the contract for the sale and purchase of the goods.
“Goods” means any goods agreed in the contract to be supplied by the seller to
the buyer.
“Writing” and any similar expression, includes facsimile transmission and comparable
communication, including electronic mail.

2. Basis of the Sale
2.1 These terms and conditions do not affect your statutory rights. To order you
must be at least 18 years of age and accept delivery within the UK.
2.2 The Contract shall be subject to the Seller’s general conditions of sale to the exclusion of all
other terms and conditions (including any terms or conditions
which the Buyer purports to apply under any purchase order, confirmation of
order, specification or other document).
2.3 These conditions apply to all the Seller’s sales and any variation to these
conditions and any representations about the goods shall have no effect unless expressly agreed
in writing. The Buyer acknowledges that it has not relied on any statement, promise or
representation made or given by or on behalf of the
Seller which is not set out in the Contract.
2.4 Each order and/or acceptance of a quotation for Goods by the Buyer from the
Seller shall be deemed to be an offer by the Buyer to buy Goods subject to
these conditions.
2.5 No order placed by the Buyer shall be deemed to be accepted by the Seller
until the Seller delivers the Goods to the Buyer.
2.6 Any typographical, clerical or other error or omission in any sales literature, quotation, price list,
acceptance of offer, invoice or other document or
information issued by the Seller shall be subject to correction without any
liability on the part of the Seller.

3. Description
3.1 The quantity, quality and description of the goods and any specification for
them shall be as set out in the Seller's sales literature, quotation or
acknowledgment of order.
3.2 The Seller reserves the right to make any changes in the specification of the
goods which are required to conform with any applicable statutory or E.U. requirements or,
where the goods are to be supplied to the Seller's specification, which do not materially affect
their quality or performance.
3.3 The Buyer confirms that he relies on his own skill and judgement in determining
the suitability of the goods ordered for any particular purpose. The Seller gives
no warranties as to the suitability of its goods for any particular purpose. Unless agreed by the
Seller otherwise in Writing, the Buyer is solely responsible for ensuring suitability of the goods for
his purposes.
3.4 All samples, drawings, descriptive matter, specifications and advertising issued
by the Seller and any descriptions or illustrations contained in the Seller’s
catalogues or brochures are issued or published for the sole purpose of giving an approximate
idea of the Goods described in them. They shall not form part of
the Contract and this is not a sale by sample.

4. Delivery
4.1 Every effort will be made to maintain delivery dates but the seller accepts no
liability for delay however occasioned or for the consequences of any delay.
Time of delivery shall not be of the essence of the Contract.
4.2 Delivery shall be when the goods are ready and at the Buyer’s nominated place of delivery which
shall be:
(a) the Seller’s premises or
(b) at the Buyer’s own premises if carriage is effected by the Seller, its
carriers or agents.
4.3 Goods are at the risk of the Buyer from the time of delivery. Ownership of the
Goods shall not pass to the Buyer until the Seller has received in full (in cash or cleared funds)
all sums due to it in respect of:
(a) the Goods; and
(b) all other sums which are or which become due to the Seller from the Buyer on any account.
4.4 So long as the title in the Goods remains with the Seller, the Seller shall have
the right without prejudice to any obligation of the Buyer to the Seller, to re-take possession of all
or any of the Goods and for that purpose to go upon any
premises (or authorise others to do so) occupied by the Buyer which the Buyer hereby
authorises, or to require the Buyer to deliver up to the Seller all or any of the Goods.
4.5 If for any reason the Buyer fails to accept delivery of any Goods when they are
ready for delivery, or the Seller is unable to deliver the Goods on time because
the Buyer has not provided appropriate instructions, documents, licences or authorisations:
(a) risk in the Goods shall pass to the Buyer
(b) the Goods shall be deemed to have been delivered; and
(c) the Seller may store the Goods until delivery, whereupon the Buyer
shall be liable for all related costs and expenses (including, without
limitation, storage and insurance).
4.6 The Seller reserves the right to deliver by instalments in which case each
delivery shall constitute a separate contract without prejudice to subsequent deliveries and shall
be invoiced accordingly.
4.7 Subject to the other provisions of these conditions the Seller shall not be liable
for any direct, indirect or consequential loss, costs, damages, charges or
expenses caused directly or indirectly by any delay in the delivery of the Goods (even if caused
by the Seller’s negligence), nor shall any delay entitle the Buyer to terminate or rescind the
Contract unless such delay exceeds 60 days.

5. Prices and variation of prices
5.1 The quoted price of the Goods is exclusive of amounts in respect of value added tax (VAT). The
Buyer shall, on receipt of a valid VAT invoice from the Seller, pay to the Supplier such additional
amounts in respect of VAT as are chargeable on the supply of the Goods.
5.2 The quoted price is valid for a period of thirty (30) days from the date of quotation. After thirty
days from the date of quotation the quoted price may be subject to review and change.
5.2 The Seller reserves the right to alter the quoted prices of all or any of the Goods at any time
without notice in the event of any variation in costs incurred by the Seller after acceptance of the
Buyer’s order. The quoted price is also subject to adjustment if any changes are made by the
Buyer in the specification or quantities of the goods or delivery requirements.

6 Payment Terms
6.1 The Seller does not collect or store the Buyer’s payment details themselves. The Seller uses a
third party to collect payments from the Buyer and the provider is currently The Royal Bank of
Scotland. Should the Buyer default or delay in payment for whatever reason, the Buyer shall fully
indemnify the Seller against all costs and expenses (including but not limited to any legal
expenses) that are incurred by the Seller.
6.2 Acceptance of this contract by the Seller is dependant on a credit check carried out by the Royal
Bank of Scotland on the Buyer. A poor credit rating may result in the Buyer’s order not being
accepted.
6.3 The Buyer shall pay all amounts due under the Contract in full without any deduction or
withholding except as required by law and the Customer shall not be entitled to assert any credit,
set-off or counterclaim against the Seller in order to justify withholding payment of any such
amount in whole or in part. The Seller may at any time, without limiting any other rights or
remedies it may have, set off any amount owing to it by the Buyer against any amount payable by
the Seller to the Buyer under the Contract or any contract between the parties.

7 Returns and Cancellation Policy
7.1 The Buyer may cancel an order for Goods within 24 hours of placing the order at no charge. An
order cancelled by the Buyer after 24 hours may incur a charge.
7.2 No order which has been accepted by the Seller may be cancelled by the Buyer except with the
agreement in Writing of the Seller and on terms that the Buyer shall indemnify the Seller in full
against all loss (including loss of profit), costs (including the cost of all labour and materials
used), damages, charges and expenses incurred by the Seller as a result of cancellation.
7.3 The return of any Goods by the Buyer shall be subject to the sole discretion of the Seller. Any
returned goods may incur an administration charge. All manufacturer distributor and or third party
costs incurred by the Seller for returned Goods shall also be passed on to the Buyer and the
Buyer hereby agrees to fully indemnity the Seller against all costs losses associated with any
returned Goods.
7.4 Any returned Goods must be in a re-saleable condition with any packaging un-open and intact.
7.5 Where the Buyer cancels an order for Goods or is granted consent to return Goods the Seller will
within 30 days refund all sums paid by the Buyer in respect of the Goods subject to the deduction
of any charges where applicable.

8 Faulted Goods/Damage in Transit/Short Delivery
8.1 The Buyer shall examine the Goods upon delivery and notify the Seller in writing within 3 working
days of delivery in the event of any damage to or short delivery of the Goods. At the Sellers
discretion it will either refund or replace and deliver free of charge any Goods proved to the
Seller’s reasonable satisfaction as having been damaged in transit or missing from the original
delivery. In the event that notification is not received by the Seller within the requisite time the
delivery shall be deemed complete.
8.2 In the event of faulted Goods the Seller reserves the right to require that the terms and
conditions of the Seller’s suppliers (manufacturers and or suppliers) shall take precedent over
the contents of this Clause 8. The Buyer shall act reasonably to assist the Seller in compliance
with those third party terms and conditions and follow any instructions issued by the Seller with
regards to any faulted goods.
8.3 Goods subject to any claim must be stored free of charge for the Seller’s inspection.

9 Warranty
9.1 In respect of all Goods the Seller will ensure the Buyer receives the benefit of any guarantee or
warranty that may have been given to the Seller by a third party manufacturer or supplier.
9.2 The Seller will on request supply to the Buyer (insofar as possible) details of the terms and
conditions of any such guarantee or warranty but the Buyer shall be responsible for instructing
itself on the terms of the same and ensuring full compliance with the terms thereof.

10 Limitation of Liability
10.1 The parties to the Contract do not intend that any term of the Contract shall be enforceable by
virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
10.2 Subject as expressly provided in these Conditions, all warranties, conditions or other terms
implied by statute or common law are excluded to the fullest extent permitted by law.
10.3 Except in respect of death or personal injury caused by the Seller’s negligence, or liability for
defective products under the Consumer Protection Act 1987, the Seller shall not be liable to the
Buyer by reason of any representation (unless fraudulent), or any implied warranty, condition or
other term, or any duty at common law, or under the express terms of the contract, for loss of
profit or for any indirect, special or consequential loss or damage, costs, expenses or other
claims for compensation whatsoever (whether caused by the negligence of the Seller, its
employees or agents or otherwise) which arise out of or in connection with the supply of the
goods (including any delay in supplying or any failure to supply the goods in accordance with the
Contract or at all) or their use or resale by the Buyer, and the entire liability of the Seller under or
in connection with the Contract shall not exceed the price of the goods, except as expressly
provided in these Conditions.

11 General
11.1 The Seller shall not be in breach of this agreement for reasons which are beyond their
reasonable control including but not limited to Act of God, act of terrorism, war, rebellion, riot,
sabotage, fire, explosion, flood drought, failure of power supply or other utilities, industrial
disputes, strikes and lock outs.
11.2 The Seller’s rights shall not be affected or restricted by any indulgence or forbearance granted to
the Buyer. No waiver by the Seller of any breach shall operate as a waiver of any later breach.
11.3 If any provision of the Contract is held by a court or other competent authority
to be invalid or unenforceable in whole or in part, the validity of the other
provisions of the Contract and the remainder of the provision in question shall
not be affected.
11.4 The Seller is a member of a group of companies and accordingly the Seller may perform any of
its obligations or exercise any of its rights under the Contract by itself or through any other
members of its’ group, provided that any act or omission of any such other member shall be
deemed to the act or omission of the Seller.
11.5 The rights and obligations of the Buyer under the Contract may not be assigned or transferred in
whole or in part without the prior written consent of the Seller.
11.6 A waiver of any right or remedy under the Contract is only effective if given in
writing and shall not be deemed a waiver of any subsequent breach or default.
No failure or delay by a party to exercise any right or remedy provided under
the Contract or by law shall constitute a waiver of that or any other right or
remedy, nor shall it preclude or restrict the further exercise of that or any other
right or remedy. No single or partial exercise of such right or remedy shall
preclude or restrict the further exercise of that or any other right or remedy.
11.7 All Goods and services are subject to availability and may be withdrawn from
sale at any time. The Seller reserves the right to terminate this agreement at
any time for any reason.
11.8 This Contract shall be governed by the laws of England and Wales.