TERMS & CONDITIONS OF TECHNICAL MATERIALS COMPANY
(TRADING AS The Acoustic Company)

This document establishes the terms and conditions under which we, TECHNICAL MATERIALS COMPANY (trading as Tech Materials, The Acoustic Company, acousticpanels.co.uk), offer to engage with you, our customer. These terms supersede any prior conditions, including those appearing in our catalogues or web files. They govern all contracts under which we provide services to businesses and override any terms proposed by you, whether in the order, negotiations, or otherwise.

Price & Payments

The price for the Goods that you order is clearly specified on our website or within the quotation, or the Price is as set out within the agreed and authorised price list.

In the event of a price increase from that displayed on our website or the quotation or the order, we will not dispatch the Goods until you confirm your intention to purchase at the revised price.

For goods sold in the UK, prices are subject to VAT at the prevailing rate, as indicated in your order, quote, and invoice.

Bank charges by the receiving bank for payments to us will be covered by us. Any other charges related to payment in a currency other than pounds Sterling will be your responsibility.

Any information provided by us regarding exchange rates is approximate and subject to variation.

In the case of under-priced Goods due to an error, we will not be obligated to supply those Goods to you at the stated price if we notify you before dispatch.
The price of the Goods does not include the delivery charge, which will be applied at the rates applicable on the date of your order and displayed accordingly.

In the event of us owing you money for any reason, we will credit your credit or debit card within 14 working days or at the earliest feasible time.

We reserve the right to assign a credit limit to trade organisations. If your outstanding amount surpasses the credit limit, we may request immediate payment and halt the delivery of goods, even if an order has been accepted. Furthermore, we retain the right to withdraw other credit facilities or demand security for outstanding balances, including any existing ones.

The prices quoted by us are valid for a period not exceeding thirty days from the date of the quotation. We reserve the right to adjust prices, modify packaging, and alter specifications. VAT will be added to all applicable goods and services.
All orders are to be paid for at the time of order unless a trade account has been previously agreed upon in writing.

All invoices must be settled no later than the on-demand payment date or within the credit terms agreed upon in writing. In the case of overdue balances, we reserve the right to levy interest at a rate of 2.5% per month, calculated daily. Additionally, we may impose a charge of £100 per invoice, along with reasonable recovery costs.

Timely payment is imperative, and failure to comply will render all amounts owed immediately due and payable, as will be the case if you are or become insolvent.

We retain a general lien on any equipment or other goods in our possession for any outstanding debts you owe to us.

Delivery & Storage

Our Products must be transported, stored, and handled with care. Surface Finishes should be kept dry and stored indoors. Avoid delamination or distortion and protect edges from being crushed. Upon receipt of your Goods, it is imperative that you immediately inspect their condition and quantity. Do not accept damaged product. If the product arrives damaged, note the condition on the freight documents and contact the Acoustics Company immediately. Goods signed as received in ‘good condition’ will not be the responsibility of the Acoustics Company and we will not be liable for any replacements or repairs. Always transport and store Acoustic Panels Finishes on a flat, clean, and dry surface.

Any proposed delivery timeframe serves as an estimate only. Failure to meet the proposed timeframe does not constitute a breach of contract. We reserve the right to postpone supply for a reasonable period and cannot be held responsible for consequential losses.

If all Goods are not available simultaneously for delivery, we reserve the right to deliver them in instalments.

Goods are at our risk until they are signed for by you or any other designated individual at the specified address on the order acknowledgement.

You are responsible for ensuring that any individual acknowledging receipt of a delivery is authorised to do so. You acknowledge that the delivery signature is conclusive evidence of safe delivery. If we agree to a specific delivery day or time, we will make every effort to adhere to the arrangement. However, the specified time should not be considered contractual. Hence, we cannot be held liable for any expenses or inconvenience incurred due to delayed delivery or non-delivery.

We welcome the option for you to collect Goods from our factory, if you schedule an appointment in advance and payment has been received in our bank (or credit terms have been agreed upon)
If you choose to collect Goods from our premises:

• The Goods are at your risk from the moment they are collected by you or your carrier from our factory.
• You agree to assume responsibility for all incidents occurring after you take possession of the Goods, both on and off our premises, including any damage to any person’s property.

If you decline delivery, we reserve the right to store the Goods and charge you for reasonable storage and insurance costs.

Inspection

Before starting the installation of our products, check that the materials have been supplied as ordered and are free from damage or faults. Check colours and product labels to ensure the product has been supplied correctly. Where multiple sheets or Panels are required, it is important to check that all products have been supplied as ordered. If you notice any inconsistencies, please contact your account manager. No claims will be accepted where the job continues with obvious faults and no consultation with The Acoustics Company has taken place. Due to the nature of the raw material and the manufacturing process, flecks and other small surface blemishes may be visible on the surface of acoustics panels from time to time. This is an inherent characteristic of the textile products and is unavoidable.

Liability for Subsequent Defects

You are responsible for ensuring that any goods you order are suitable for their intended purpose, and you must not rely solely on any information, including specifications, provided by us, which serve as guidelines.

We guarantee that the Goods we supply will meet satisfactory quality standards, based on the standard of goods typically provided by us.

It is crucial that you inspect the Goods upon receipt. Failure to report any manufacturing defects or issues within 24 hours of receiving the Goods will be construed as acceptance of the Goods.

The process for returning faulty Goods is as follows:

• The Goods must be returned to us as soon as any defect is identified, within one month from your receipt.
• Before returning the Goods, please carefully review the instructions and ensure that you have assembled them correctly, adhering to any product-related provisions.
• Contact us (contact details available on the relevant website), and we will arrange for the collection of the Goods.
• Returned Goods must be packaged in the same manner as they were received.
• If a defect is found, we will undertake to repair or replace the Goods.

Except for cases involving death or personal injury resulting from negligence for which we are legally liable, our liability for any alleged defective product is limited to the replacement of the product (if feasible) or a refund of the price (if a replacement is not feasible). We are not liable for any other losses, be they direct, indirect, consequential, or incidental, nor for any failure to meet noise standards or requirements.

Cancellations & Refunds

Due to the bespoke nature of our products, any orders we accept cannot be cancelled by you unless we provide written consent. Goods returned with our agreement must be in reasonable condition and at your expense, accompanied by a goods return note stating our advice note number and invoice number.
Any approved cancellations will be communicated in writing, and a credit note, or refund will be issued within 7 working days.

Disclaimers

Legal regulations vary from one country to another. This section applies to sales throughout the EU.

All implied conditions, warranties, and terms are excluded from this agreement. Should any implied condition, warranty, or term be deemed unavoidable in any jurisdiction, this sub-paragraph will be deemed to be reduced in effect, only to the extent necessary to alleviate that specific condition, warranty, or term.
We make no representations or warranties regarding:

• Any implied warranty or condition of merchantability or fitness of the Goods for a specific purpose.
• The adequacy or appropriateness of the Goods for your intended use.
• We claim no specialized knowledge in any field. We disavow any obligation or liability arising directly or indirectly from information obtained from Our Website.

You agree that in any circumstance where we may be liable to you, our liability is limited to the amount you have paid us in the preceding 12-month period for the relevant Goods.

We are not liable to you for any loss or expense that is:

• Indirect or consequential.
• Economic or other loss of turnover, profits, business, or goodwill, even if such loss was reasonably foreseeable or we were aware that you might incur it.

This paragraph (along with any other paragraph that excludes or restricts our liability) applies to our directors, officers, employees, subcontractors, agents, and affiliated companies (who may enforce this provision under the Contracts (Rights of Third Parties) Act 1999 / Contracts (Rights of Third Parties) (Scotland) Act 2017), as well as to us.

If you become aware of any breach of any term of this agreement by any party, please inform us via email. We appreciate your feedback but do not guarantee concurrence with your assessment.

Installation Liability

Notwithstanding the comprehensive quality and design standards we adhere to for our products and installation guides, The Acoustics Company (trading as Tech Materials, The Acoustic Company, acousticpanels.co.uk) must clarify our position regarding liability for installation issues.

It is imperative for the customer to thoroughly inspect all products and review installation guides upon receipt. While we strive to ensure the accuracy and integrity of our products and installation materials, The Acoustics Company will not be held liable for any installation issues, damages, or failures directly or indirectly resulting from defective products or inaccuracies in installation guides provided.

This exclusion of liability includes but is not limited to:

Incompatibility of the product with the intended installation environment due to defective products.

• Errors or omissions in installation guides that may lead to incorrect or faulty installation practices.
• Any consequential damages or costs incurred due to the necessity of reinstallation, repair, or replacement of products installed following defective products or guides.
• Customers are encouraged to contact The Acoustics Company immediately upon discovery of any product defects or discrepancies in installation guides before attempting installation. Our liability shall be limited to the replacement of defective products or the correction of installation guides as deemed appropriate by us, subject to the terms outlined in the “Liability for Subsequent Defects” and “Disclaimers” sections of this document.

By proceeding with the installation of our products, customers acknowledge and accept this limitation of liability for installation issues. This provision does not affect your statutory rights but aims to clarify the scope of our responsibility in the context of product and installation guide defects.

Risk & Title

Risk in respect to all supplies passes upon delivery. Title in any goods supplied shall not pass until you pay the price in cleared funds and settle any other debt owed to us for Goods supplied or agreed to be supplied. You must store our goods in a manner that allows for easy identification as our property. Unless you are or become insolvent, you may resell the Goods in the ordinary course of business. However, if you have not paid us, you must keep the proceeds of the sale separate from other funds and remit them to us.

Intellectual Property & Brand

Unless we provide written consent in advance of supply, you must not:

• Resell or use Goods supplied by us under your own brand or remove any branding we apply to them.
• Use or copy any marketing material created by us.
• Use our trade names or marks (or anything containing them) in any form on products or any marketing or other material that we have not provided or agreed to.
• Cause or threaten to cause confusion between our business or goods supplied by us (whether to you or not) and the business or products or services of others.
• Pay or deliberately ensure that you or anyone else achieves a higher search ranking in any online search engine than we do for our own products or name or mark.
• Assign any contract with us or suggest that any third party may rely on it.
• Use or disclose any confidential or proprietary information belonging to us.
• Copy the products supplied by us or have others do so.
• Engage with us in any capacity other than that of your business.

The content found on this, and any other website related to Technical Materials Company is copyrighted by Technical Materials Company. All rights are expressly reserved. Content includes but is not limited to images, text, sound and video files, programs, and scripts.