Terms & Conditions

Standard Terms and Conditions for Supply of Goods & Services of Holmcroft Cabins Ltd

Terms and Conditions of Sale and Manufacture

Company: Holmcroft Cabins Ltd
Address: Unit 4 Creca Industrial Estate, Creca, Annan, DG12 6RP
Telephone: 0800 699 0231
Email: info@holmcroftcabins.com
Website: www.holmcroftcabins.com

1. Definitions

1.1 “Consumer” means an individual acting for purposes wholly or mainly outside their trade, business, craft or profession in accordance with the Consumer Rights Act 2015.
1.2 “Business Customer” means any Customer who is not a Consumer.
1.3 “Customer” means any individual, partnership, company, or organisation purchasing Goods or Services from the Supplier.
1.4 “Goods” means all cabins, pods, structures, and all associated materials, components, fixtures, fittings, and parts supplied by the Supplier.
1.5 “Services” means consultation, design, manufacture, coordination, and related services.
1.6 “Proposal” means any quotation, design, drawing, specification, or written scope issued by the Supplier.
1.7 “Supplier” means Holmcroft Cabins Ltd.
1.8 “Contract” means the legally binding agreement formed between the Supplier and the Customer incorporating these Terms and the Proposal.
1.9 “Substantial Completion” means the stage at which the Goods are structurally complete, weatherproof, and capable of being used for their intended purpose, with all core systems operational, notwithstanding minor snagging items, cosmetic defects, or non-critical elements.
1.10 “Build Commencement” means the point at which the Supplier allocates labour, production capacity, materials, or scheduling to the manufacture of the Goods.

2. Basis of Contract

2.1 These Terms apply to all Contracts and shall prevail over any other terms unless expressly agreed in writing by a Director of the Supplier.
2.2 The Contract constitutes the entire agreement between the parties.
2.3 The Customer confirms they have not relied on any representation not expressly set out in the Contract, including (without limitation):
  • verbal statements
  • emails or informal communications
  • marketing or promotional materials
  • social media content
  • projected income or return on investment
  • estimated or indicative timeframes
2.4 All drawings, specifications, images and marketing materials are illustrative only and non-binding.
2.5 No variation shall be binding unless agreed in writing and signed by the Supplier.
2.6 Nothing in these Terms limits statutory rights afforded to Consumers.
2.7 No third party shall have any right to enforce any part of this Contract.

3. Formation of Contract

3.1 Quotations are valid for 30 days unless otherwise stated.
3.2 A Contract is formed upon the earliest of:
  • receipt of deposit
  • written acceptance
  • instruction to proceed
3.3 All Goods are bespoke and manufactured to order.
3.4 Upon formation, the Supplier commits labour, materials, manufacturing capacity, and scheduling resources which cannot be reallocated without loss.

4. Price and Payment

4.1 Deposit
4.1.1 A minimum 50% deposit is required unless otherwise agreed.
4.1.2 The deposit represents a commitment to a bespoke product and compensates the Supplier for allocating finite production capacity.
4.1.3 For Business Customers, deposits are strictly non-refundable.
4.1.4 For Consumers, deposits are refundable only to the extent they exceed the Supplier’s actual and reasonably foreseeable losses.
4.1.5 Losses shall include (without limitation):
  • labour and design costs
  • materials purchased or committed
  • administrative costs
  • loss of production capacity
  • loss of alternative contracts
  • a reasonable allowance for profit
4.1.6 The parties agree that such deductions represent a fair and genuine pre-estimate of loss.
4.2 Stage and Balance Payments
4.2.1 The Supplier may invoice in stages at its discretion.
4.2.2 Unless otherwise agreed, full payment shall be due at the earlier of:
  • four (4) weeks prior to Build Commencement; or
  • upon Substantial Completion
4.2.3 Payment obligations are absolute and not conditional upon final delivery, snagging, or Customer use.
4.2.4 Time for payment is of the essence.
4.2.5 The Supplier may immediately suspend all work upon non-payment.
4.2.6 Suspension shall:
  • not constitute breach
  • extend all timeframes
  • entitle the Supplier to recover additional costs
4.2.7 Non-payment exceeding seven (7) days constitutes material breach.
4.3 Price Variation
4.3.1 The Supplier reserves the right to adjust pricing prior to Build Commencement due to:
  • increases in material costs
  • supplier changes
  • labour cost increases
  • regulatory or compliance changes
  • fuel or transport increases
4.3.2 Adjustments shall be commercially reasonable.
4.3.3 The Customer may cancel prior to Build Commencement if they reject the variation, subject to Clause 6.

5. Late Payment

5.1 Interest shall accrue at 8% above Bank of England base rate.
5.2 The Customer shall not withhold, delay, or set off payment.
5.3 The Supplier may:
  • suspend works
  • remove the Customer from the production schedule
  • apply re-mobilisation charges
  • revise timelines and pricing

6. Cancellation and Termination

6.1 All Goods are bespoke and cancellation causes loss.
6.2 Upon cancellation, the Supplier shall be entitled to recover:
  • all work completed
  • materials ordered or allocated
  • labour and overheads
  • loss of production capacity
  • loss of opportunity
  • anticipated profit
6.3 Losses may be calculated using reasonable commercial estimates.
6.4 After Build Commencement, cancellation charges will be substantial.
6.5 After Substantial Completion, cancellation is not permitted and full payment is immediately due.
6.6 The Supplier may terminate immediately where:
  • payment is overdue
  • the Customer breaches the Contract
  • the Customer causes delay
  • the Customer behaves unreasonably or abusively
6.7 Upon termination, all outstanding sums become immediately payable.
6.8 The Supplier may resell the Goods and recover any financial shortfall.

7. Production, Delays and Timeframes

7.1 All timeframes are estimates only.
7.2 Time shall not be of the essence.
7.3 The Supplier shall use reasonable endeavours to meet estimates but does not guarantee them.
7.4 The Supplier shall be entitled to extensions of time for any delay.
7.5 Delays shall not constitute breach unless caused by proven gross negligence or wilful default.
7.6 Causes of delay include (without limitation):
  • supply chain disruption
  • labour shortages
  • weather conditions
  • design changes
  • third-party contractors
  • transport or logistics issues
  • regulatory changes
  • unforeseen operational constraints
7.7 Production scheduling remains at the sole and absolute discretion of the Supplier.

8. Customer Delays

8.1 Where the Customer causes delay, the Supplier may:
  • suspend works
  • reallocate production
  • extend timelines
  • revise pricing
  • apply re-mobilisation charges
8.2 The Customer shall be liable for all resulting costs.
8.3 Re-entry into production shall be treated as a new scheduling event.

9. Delivery

9.1 Delivery dates are estimates only.
9.2 The Customer must not rely on delivery dates for business use, bookings, or financial commitments.
9.3 The Supplier gives no warranty as to financial performance or income.

10. Haulage

10.1 Haulage is the Customer’s responsibility unless agreed otherwise in writing.
10.2 All transport is at the Customer’s risk.
10.3 The Supplier shall not be liable for:
  • transport damage
  • delays
  • third-party failures

11. Completion and Acceptance

11.1 Completion occurs at Substantial Completion.
11.2 Substantial Completion triggers payment obligations regardless of snagging.
11.3 Minor defects or snagging shall not delay payment.
11.4 The Customer must inspect within:
  • 7 days (Business Customers)
  • a reasonable time (Consumers)
11.5 Failure to notify defects constitutes acceptance.
11.6 Snagging shall be addressed within a reasonable timeframe.

12. Variations

12.1 All variations must be agreed in writing.
12.2 The Supplier is under no obligation to accept variations.
12.3 Variations shall:
  • be re-costed
  • delay production
  • reset delivery timelines
12.4 No variation shall take effect until confirmed in writing and paid for where required.

13. Risk and Title

13.1 Risk transfers upon delivery or collection.
13.2 Title remains with the Supplier until full payment is received.
13.3 The Supplier may enter premises to recover Goods where payment is outstanding.

14. Site Responsibility

14.1 The Customer is responsible for:
  • access
  • groundworks
  • permissions
  • utilities
14.2 Any failure shall constitute Customer delay.

15. Failed Delivery and Storage

15.1 Failed delivery is chargeable.
15.2 Storage shall be charged at £50 per day after 7 days.

16. Defects and Tolerances

16.1 Reasonable manufacturing tolerances apply.
16.2 Natural movement and material variation are not defects.

17. Warranty

17.1 A 24-month workmanship warranty applies.
17.2 The Supplier may repair or replace at its discretion.
17.3 Warranty excludes:
  • misuse
  • poor maintenance
  • third-party interference
  • transport damage

18. Limitation of Liability

18.1 The Supplier shall not be liable for:
  • loss of profit
  • loss of business
  • loss of bookings
  • indirect or consequential losses
18.2 Total liability shall not exceed the Contract value.
18.3 Nothing excludes liability for death or personal injury caused by negligence.

19. Intellectual Property

19.1 All designs remain the Supplier’s property.
19.2 The Customer shall not replicate or reproduce designs.
19.3 The Supplier may use images for marketing and sales purposes.

20. Customer Conduct

20.1 The Customer shall act reasonably and cooperatively.
20.2 The Supplier may suspend or terminate for abusive or obstructive behaviour.

21. Force Majeure

Neither party shall be liable for events beyond reasonable control.

22. Dispute Resolution

22.1 Parties shall attempt resolution in good faith.
22.2 Disputes shall proceed to mediation prior to court.

23. Governing Law

This Contract is governed by the laws of Scotland.

24. Acceptance

By paying a deposit or proceeding with the order, the Customer confirms full acceptance of these Terms.