Terms & Conditions of Sale

1. Definitions

1.1. "Seller" means Dura Ltd, a company registered in England and Wales with company number 03401435 and whose registered office is at St James Road, Brackley Northants NN13 7XY.

1.2. "Buyer" means the individual, company, or organisation that purchases the Goods from the Seller.

1.3. "Goods" means the modular steel furniture products and project accessories sold by the Seller.

1.4. "Contract" means the legally binding agreement between the Seller and the Buyer for the sale and purchase of the Goods.

1.5. "Terms" means these terms and conditions of sale.

1.6. "Website" refers to the Seller's online platform located at: www.dura.com and www.dura400.com

1.7. "Confidential Information" means any non-public information disclosed by one party to the other that is marked as confidential or that should reasonably be understood to be confidential.

2. Basis of Contract

2.1. These Terms apply to all sales of Goods by the Seller to the Buyer and form the entire agreement between the parties.

2.2. No variation of these Terms shall be binding unless agreed in writing by the Seller.

2.3. All quotes provided by the Seller are valid for 30 days from the date of issuance unless otherwise specified in writing.

2.4. The Seller may update these Terms from time to time to reflect changes in law or business practices. Any such changes will be communicated to the Buyer and will not affect orders already placed.

3. Orders and E-Commerce Compliance

3.1. By placing an order via the Website or any other method, the Buyer agrees to be bound by these Terms.

3.2. The Seller ensures that all relevant information regarding the Goods, including specifications, pricing, and any additional charges (e.g., delivery), is clearly displayed on the Website before an order is placed.

3.3. The Contract shall only be formed upon the Seller's acceptance of the Buyer's order in writing, which may include email confirmation.

3.4. The Buyer has the right to cancel an order within 14 days of receiving the Goods, without providing a reason, in accordance with the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

3.5. The Seller will confirm the Contract and dispatch details within 48 hours of the Buyer’s order acceptance, in compliance with e-commerce regulations.

4. Price and Payment

4.1. The price of the Goods shall be as set out in the Seller's quotation or, where no price has been quoted, the price listed in the Seller's published price list at the date of acceptance of the order.

4.2. All prices are exclusive of VAT and any other applicable taxes, which shall be payable by the Buyer in addition to the price.

4.3. Payment terms shall be as specified in the Seller's invoice. The Seller reserves the right to charge interest on overdue payments at the rate of 3% per annum over the National Westminster Bank plc base lending rate from time to time, from the date payment falls due until actual payment is made.

4.4. Full payment is required prior to the dispatch of Goods unless otherwise agreed in writing.

4.5. Approved credit accounts are subject to settlement in full within 30 days of the date of invoice. All other transactions are subject to payment prior to shipment.

4.6. New accounts are opened subject to the provision of two trade references acceptable to the Seller, a bank reference, and a possible credit check.

4.7. Export shipments are due for payment at the time of collection unless otherwise agreed in writing.

5. Delivery and Logistics

5.1. The Seller shall deliver the Goods to the delivery address specified by the Buyer.

5.2. Delivery dates provided by the Seller are estimates only. While every effort is made to adhere to the quoted delivery times, the Buyer accepts that these are approximate, and no liability shall be accepted by the Seller for any delays occurring.

5.3. The Buyer must notify the Seller of any damaged Goods within 24 hours of receipt. Goods must be checked and signed for as in good condition or damaged as appropriate at the time of delivery.

5.4. Risk of loss or damage to the Goods shall pass to the Buyer upon delivery. The Seller shall not be liable for any loss or damage to the Goods once they have been delivered to the Buyer’s premises or the specified delivery location.

5.5. The Buyer may request delivery insurance at an additional cost, which must be arranged prior to dispatch.

5.6. If the Buyer fails to take delivery of the Goods on the agreed date, the Seller may charge the Buyer for storage and additional handling costs.

6. Returns, Cancellations, and Refunds

6.1. The Buyer may cancel an order within 14 days of delivery of the Goods, without providing a reason, in accordance with UK consumer law.

6.2. To cancel an order, the Buyer must notify the Seller in writing within the specified period.

6.3. Goods must be returned in their original condition and packaging within 14 days of the cancellation notice. The Buyer is responsible for the cost of returning the Goods unless the Goods are defective or incorrectly supplied.

6.4. Refunds will be processed within 30 days of receipt of the returned Goods.

6.5. For B2B transactions, returns are subject to the Seller's prior written consent, and the Buyer may be charged a restocking fee of 20% of the purchase price.

7. Warranty and Liability

7.1. The Seller warrants that the Goods shall comply with their specification at the time of delivery. Please review the Seller full warranty documentation for further details.

7.2. The Seller's liability for defective Goods shall be limited to, at the Seller's option, repairing or replacing the defective Goods or refunding the price paid by the Buyer.

7.3. The Seller shall not be liable for any defect in the Goods arising from fair wear and tear, willful damage, negligence, or any alteration or repair carried out by the Buyer without the Seller's approval.

7.4. The Seller's liability under the Contract shall be limited to the price paid for the Goods.

7.5. The Seller shall not be liable for any indirect, special, or consequential loss or damage, including but not limited to loss of profit, income, revenue, or business, howsoever caused.

7.6. The Seller offers optional extended warranties or service agreements for an additional fee, details of which will be provided upon request.

8. Privacy, GDPR, Ethics, and AI

8.1. The Seller is committed to protecting the privacy of its customers in accordance with the General Data Protection Regulation (GDPR) and other applicable laws.

8.2. The Seller collects and processes personal data solely for the purpose of fulfilling orders, providing customer service, and improving its services. The Seller does not share personal data with third parties without the Buyer's explicit consent, except where required by law.

8.3. The Buyer has the right to access, correct, or delete their personal data held by the Seller by contacting Dura Ltd, St James Road, Brackley, NN13 7XY.

8.4. In the event of a data breach that may pose a risk to the Buyer's rights and freedoms, the Seller will notify the Buyer and relevant authorities within 72 hours.

8.5. The Seller is committed to ethical practices, including the responsible use of AI and technology, ensuring that any AI tools used are transparent, fair, and in compliance with relevant regulations.

9. Intellectual Property and Confidentiality

9.1. All intellectual property rights in the Goods, including designs, trademarks, and trade names, are owned by or licensed to the Seller.

9.2. The Buyer shall not use, reproduce, or alter any of the Seller's intellectual property without the Seller's prior written consent.

9.3. Any materials provided by the Seller to the Buyer, such as designs, plans, or specifications, remain the property of the Seller and are provided for the Buyer's internal use only.

9.4. Each party agrees to keep confidential all Confidential Information disclosed by the other party and to use such information only for the purpose of fulfilling its obligations under the Contract.

10. Dispute Resolution

10.1. Any disputes arising out of or in connection with these Terms shall be resolved through good faith negotiations between the parties.

10.2. If a dispute cannot be resolved amicably, it shall be referred to mediation in accordance with the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure.

10.3. If mediation fails, the dispute shall be subject to the exclusive jurisdiction of the courts of England and Wales.

10.4. For B2B transactions, the parties may agree to submit the dispute to arbitration under the rules of the London Court of International Arbitration (LCIA).

11. Force Majeure and Business Continuity

11.1. The Seller shall not be liable for any failure to perform the Contract due to any circumstances beyond its reasonable control, including but not limited to inability to secure labor, materials, supplies, or transport; scarcity of fuel, power, or components; breakdowns in machinery; fire; storm; flood; Act of God; war; civil disturbance; strikes; lock-outs; and industrial action in whatever forms.

11.2. In the event of a prolonged force majeure event, the Seller will communicate with the Buyer regarding business continuity plans and any necessary adjustments to the Contract.

12. Retention of Title

12.1. Title to the Goods shall not pass to the Buyer until the Seller has received payment in full (in cash or cleared funds) for:

The Goods; and
Any other goods or services that the Seller has supplied to the Buyer in respect of which payment has become due.

12.2. Until title to the Goods has passed to the Buyer, the Buyer shall:

Hold the Goods on a fiduciary basis as the Seller's bailee;
Store the Goods separately from all other goods held by the Buyer so that they remain readily identifiable as the Seller's property;
Not remove, deface, or obscure any identifying mark or packaging on or relating to the Goods;
Maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery.

12.3. If before title to the Goods passes to the Buyer the Buyer becomes subject to any of the events listed in clause 4, or the Seller reasonably believes that any such event is about to happen and notifies the Buyer accordingly, then, provided the Goods have not been resold, or irrevocably incorporated into another product, and without limiting any other right or remedy the Seller may have, the Seller may at any time require the Buyer to deliver up the Goods and, if the Buyer fails to do so promptly, enter any premises of the Buyer or of any third party where the Goods are stored in order to recover them.

13. Governing Law and Jurisdiction

13.1. These Terms and Conditions, and any questions, disputes, or other matters relating to them or to any contract made subject to them, shall be governed by and determined in accordance with the laws of England and Wales.

13.2. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).

14. Quotations and Installation

14.1. Quotations for installations are valid for 30 days and are subject to the provision of appropriate utilities, including electricity, water, and lighting, to be provided by the Buyer where required.

14.2. The Seller reserves the right to charge for any increase in the cost of installation brought about by any change to the agreed circumstances made by the Buyer in relation to:

Dates and times of installation;
Access to the property;
Facility to offload at the property, including hard standing and direct access without steps, gradience or obstacles;
Failure to accept the Goods;
Obstructions or re-siting of utilities such as electricity cables, pipework, etc.;
Any factors such as damp, structural condition, or others relating to the location and condition of the property, which were not made clear to the Seller or its representatives prior to installation.

15. Purchase Orders and Supplier Responsibilities

15.1. Purchase Orders are placed with suppliers on the basis that time is of the essence. The Seller reserves the right to cancel a Purchase Order if the required stipulated delivery date cannot be met by the supplier.

15.2. It is the supplier's responsibility to inform the Seller of a potential or likely delay as late deliveries may be refused.

16. Notices

16.1. Any notice given to a party under or in connection with the Contract shall be in writing and shall be:

Delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case); or
Sent by email to the address specified by the relevant party.

16.2. Any notice shall be deemed to have been received:

If delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
If sent by pre-paid first-class post or other next working day delivery service, at 12.00 pm on the second Business Day after posting or at the time recorded by the delivery service;
If sent by email, at 9.00 am on the next Business Day after transmission.

16.3. This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.

17. Severability

17.1. If any provision or part-provision of these Terms is or becomes invalid, illegal, or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted.

17.2. Any modification or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms.

18. Entire Agreement

18.1. These Terms and any documents referred to in them constitute the entire agreement between the parties and supersede and extinguish all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to its subject matter.

18.2. The Buyer acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not set out in these Terms.

18.3. The Buyer agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.