T&Cs

General

• In these Conditions:
  “Buyer” means the buyer indicated on the Quote;
  “Buyer’s Agent” means the foreman, site manager, project manager or any representative working on Buyer’s behalf;
  “Contract” means any contract between Buyer and Steelo for the sale and purchase of Products incorporating these Conditions;
  “Drawings for Confirmation” means the package of 3D drawings, view drawings, layouts and connection details, Drawings for confirmation are showing distances between beams, columns, and connections, and any other point crucial for the structure;
  “Fabrication Drawing” means the detailed drawing of the Products that are prepared for and used for the fabrication purposes, including 3D drawings, assembly drawings for each welded element, beam shaft drawings and individual plates drawings as appropriate;
  “Fee” means the fee due for the Products and Services;
  “Products” means Steel Products together with any fixings, drawings and other items identified on the Quote or otherwise agreed by Steelo and Buyer;
  “Quote” means a quote for Products including Steel Products;
  “Services” means any services provided by Steelo or a Subcontractor in relation to the Steel Products, including delivery, lifting, offloading and installing as identified on the Quote or otherwise agreed by Steelo and Buyer;
  “Site” means the site for delivery or installation of the Products identified on the Quote or otherwise agreed by Steelo and Buyer;
  “Steel Products” means steel products to be supplied by Steelo;
  “Steelo” means Steelo Limited a company incorporated under the laws of England and Wales with registered number 06991532 whose registered office is at Unit 9 Fairway Trading Estate, Fairway Close, Hounslow TW4 6BU;
  “Steelo’s Representative” means the individual attending the Site representing Steelo at any time;
  “Subcontractor” means a third party engaged by Steelo to provide all or part of the Services;
  “TBC Project” means a project for certain Products and Services where Steelo prepares the Drawings for Confirmation, and the delivery date is not confirmed; and
  “Working Day” means any day other than a Saturday, Sunday or public holiday in England.
• These Conditions supersede all prior representations or arrangements and contain the entire agreement between the parties in connection with the Products. All other terms and conditions, express or implied, are excluded. None of Steelo’s employees or agents has authority to modify or supplement these Conditions.
• None of Steelo’s employees or agents has authority to modify or supplement these Conditions.
• Words in the singular include the plural and, in the plural, include the singular.
• A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension or re-enactment and includes any subordinate legislation for the time being in force made under it.

Order Process

• Steelo issues a Quote for Steel Products, and for certain other Products at Steelo’s sole determination. For all Products where Steelo does not issue a Quote, and for all Services, the parties will agree the requirements and the Fee by email. The parties agree that a Quote may also be updated and/or added to by agreement of the parties.
• A Quote is valid for the duration noted on it and is subject to these Conditions. Buyer acknowledges and agrees that for certain Services, Steelo will need to visit the Site in order to provide or update a Quote.
• Unless otherwise agreed in writing by Steelo, a legally binding contract between Buyer and Steelo shall come into existence only if Steelo receives the full Fee or the first instalment of the Fee while the Quote remains valid. THE CONTRACT CANNOT BE CANCELLED BY BUYER AND NO REFUND CAN BE CLAIMED AFTER PAYMENT HAS BEEN RECEIVED EXCEPT IN ACCORDANCE WITH THESE CONDITIONS.
• Except in respect of a TBC Project, Steelo supplies the Products and Services based on information or drawings received from Buyer or Buyer’s Agent. Buyer shall ensure that the information or drawings include all necessary information required by Steelo including dimensions, connection details and steel section requirements. Buyer acknowledges that Steelo relies on the information or drawings to manufacture the Products and provide the Services.
• For a TBC Project, Steelo prepares Drawings for Confirmation, and it is Buyer’s responsibility to check the Drawings for Confirmation carefully and notify Steelo of any changes required. Once the Buyer approves the Drawings for Confirmation, Buyer assumes all responsibility for the Drawings for Confirmation, including that the Drawings for Confirmation meet Buyer’s requirements and is suitable for Buyer’s intended needs.
• Buyer acknowledges that Steelo will not be liable for any loss or damage that arises as a result of any reliance by Steelo on any details that are either provided by Buyer under Condition 2(d) or approved by Buyer under Condition 2(e).
• After Buyer has paid the Fee in full and the Products have been delivered, collection or installed as the case may be, Steelo will on request provide a copy of any Fabrication Drawings at no additional fee for use by Buyer in obtaining appropriate certifications for its works.

Description

• The specification for the Products shall be as agreed between the parties either by email, in a Quote or in the approved Drawings for Confirmation.
• All samples, descriptive matter and advertising issued by Steelo and any descriptions or illustrations contained in Steelo’s catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Products described in them. They will not form part of these Conditions, and this is not a sale by sample.

Fee

• The Fee is exclusive of VAT. All sums due to Steelo shall be paid to the address/account in accordance with the timetable stated on the Quote, invoice or proforma. No sums shall be paid directly to a Subcontractor.
• Steelo shall be under no obligation to make available, deliver, unload or install the Products unless and until payment of the total Fee has been received in full and cleared funds, unless alternative arrangements have been agreed for credit accounts.
• Steelo may at any time after the acceptance of an order, but prior to delivery, revise the Fee payable for the Products and/or Services to take account of increases in costs including, without limitation, costs of any goods or materials, carriage, labour or overheads, the increase or imposition of any tax duty or other levy and/or the increase of any costs of a Subcontractor.
• If a refund is due to Buyer, Steelo shall pay the refund using the original payment method. In particular, if the payment was received by BACS, the refund will be issued only to the account details and account name used to pay the Fee.

Delivery or Collection

• Delivery dates or dates for collection set out in a Quote or otherwise requested by Buyer or given by Steelo are given or accepted by Steelo in good faith. For TBC Projects, Steelo will confirm the estimated delivery or collection date after Buyer has approved the Drawings for Confirmation under Condition 2(e). Once a delivery date or collection date has been confirmed, Buyer must give Steelo at least one (1) Working Day’s notice to change the date.
• Steelo may deliver or make available for collection Products by instalments. Each instalment shall be invoiced and paid for in accordance with the provisions of the Contract. Each instalment shall be a separate Contract and no cancellation or termination of any one Contract relating to an instalment shall entitle the Buyer to repudiate or cancel any other Contract or instalment.
• Buyer shall be responsible for all storage costs, additional delivery costs and other costs incurred by Steelo as a result of Buyer’s failure to take delivery of the Products in accordance with this Condition 5, together with any additional re-delivery fee.
• Delivery shall be made to the Site specified on the Quote. Buyer shall take delivery of the Products and delivery shall be effective when the Products are unloaded at the Site. The Steelo Representative will wait a maximum of 15 (fifteen) minutes at the Site for the start of offloading (whether by Buyer, Steelo or a Subcontractor), after this time additional charges may apply.
• It is Buyer’s responsibility for ensuring that the Site is accessible and is suitable to park the delivery vehicle and to unload or lift the Products as the case may be and in particular that the parking space is close to the Site. Buyer should ask Steelo for details of the proximity requirements if the parking space is not on Site. If in Steel’s reasonable opinion the delivery vehicle cannot be safely parked on or sufficiently close to the Site, then Customer is responsible for transporting the Products from the location where the delivery vehicle can safely stop to the Site. Steelo is not liable for any damage to property that occurs during unloading or lifting. Buyer must give Steelo at least 2 (two) Working Days’ notice if there are any special requirements for delivery for example, required delivery time and/or parking issues or obstructions and Steelo shall use its endeavours to comply with such requirements, subject always to the provisions of these Conditions in particular this Condition 5. Buyer is responsible for any parking or vehicle related costs at the Site, including but not limited to parking requirements, penalty charge notices, and parking tickets. For the avoidance of doubt, all parking fines at the Site incurred by Steelo shall be paid by Buyer immediately on notice.
• Buyer shall be responsible for all storage costs, additional delivery costs and other costs incurred by Steelo as a result of Buyer’s failure to take delivery of the Products in accordance with this Condition.
• Products shall be delivered by van, unless the Products are more than 6.2m in length and /or 350 kg in weight; or Buyer otherwise requests lifting. Buyer shall make available sufficient people for manual offloading at the Site, including a Buyer’s Agent to confirm delivery. Steelo recommends at least one person per 25kg of Products.
• If lifting is required, Buyer must notify Steelo at least three (3) Working Days before the confirmed delivery date. There are restrictions on lifting:
  (i) Lifting will not be possible if there are any restrictions at the Site including but not limited to parking restrictions, bus lines, trees, or electricity cables or where the Site is too far from the parking location.
  (ii) Lifting will not be possible when the Products need to be lifted over vehicles or building structures.
  (iii) Lifting does not include structure installation and/or lifting, and beams’ positioning is solely dependent on Steelo’s Representative.
  (iv) It is Steelo’s Representative who makes a final decision if the lifting can be carried out at the Site.
  (v) Lifting Products does not include installing the Products, although Buyer may also purchase installation Services in which case Condition 6 shall apply in addition to this Condition 5.
• If Buyer has requested to collect the Products, Buyer shall do so from Steelo’s venue during Steelo’s normal business hours. Buyer must contact Steelo to check with the Products are ready for collection. Delivery shall be effective when the Products are made available to Buyer. Buyer must ensure adequate vehicle, manpower and strapping and other relevant resources are present properly, safely and securely to effect collection of the Products.
• If Buyer has requested to collect the Products and does not collect the Products within 7 (seven) days after the agreed collection date, Buyer shall be responsible for all storage costs, and other costs incurred by Steelo as a result of Buyer’s failure to collect the Products and notwithstanding the provisions of Condition 10(a) Buyer agrees that Steelo may dispose of Products (without refund or prior notice to Buyer).
• Buyer acknowledges and agrees that the nature of the Products means that injury to person and damage to property is a risk whether the Products are collected or delivered. If Products are collected, Steelo has no responsibility to assist Buyer with loading the Products onto Buyer’s designated vehicle and so if Buyer requests Steelo to do so, Steelo shall not be liable for any loss of or damage to property or vehicles sustained as a result. In addition, Buyer shall be liable for all damage to Steelo’s property as a result of its collection of the Products. If Products are delivered, Steelo’s Representative is not required to assist in offloading. If Steelo does agree to assist in offloading SteeloSteeloBuyer shall comply with all instructions of Steeloto unload the Products Steelo. Steelo is not responsible for any damages or injuries suffered by Buyer during collection or delivery.

Installation

• If the Services includes installation, then Buyer acknowledges that on the confirmed delivery date, the Site must be ready for the installation of the Products.
• It is Buyer’s responsibility for ensuring that the Site is ready for installation. In particular, Buyer must ensure that there is full access enabled to locations where particular elements of structures need to be installed as set out in the documentation from Steelo. All of the tasks set out below must be completed to allow installation; Steelo will not carry out any of the tasks set out below:
  – Demolition
  – Building/construction works (padstones, foundations, columns’ footing, building new walls or adjusting existing walls
  – Openings – openings in walls, ceilings, floors
  – Exposing existing steel structure
  – Dismantling a roof, wall, or floor structures, including any type of structures (steel structures, wood structures, and others)
  This is not an exhaustive list.
• Steelo is not liable for any damage to property that occurs during installation including but not limited to pavements, access road, or walls.
• For the avoidance of doubt, Buyer shall comply with all applicable provisions of Condition 5, in particular Condition 5e in relation to the Site. If Steelo cannot install the Products because of a failure by Buyer to comply with these Conditions including a failure to ensure that the Site is ready for installation, then for the avoidance of doubt, it is Buyer’s responsibility to carry out appropriate works. Steelo is under no obligation to wait while those works take place. If possible, Steelo shall offload the Products at the Site without installation, and no refund shall be due for any installation fee paid. If it is not possible to offload the Products at the Site, Buyer shall be responsible for all storage costs, additional delivery costs and other costs incurred by Steelo.
• Buyer acknowledges and agrees that Steelo may engage Subcontractors to carry out certain Services at Steelo’s sole determination. Steelo is not responsible for the acts or omissions of the Subcontractor and shall have no liability for any damage to the Products, damage to the Site and/or personal injury or death caused by the Subcontractor. However, Steelo will assist Buyer in taking any action against the Subcontractor by providing all appropriate information and permitting Buyer to bring a claim for breach of contract as a third party beneficiary under the contract in place between Steelo and the Subcontractor.

Defective Products

• Buyer shall inspect the Products immediately on receipt and Buyer shall be deemed to have accepted the Products as being in conformity with the Contract unless written notice of rejection on the basis of non-conformity with the Contract is received in writing by Steelo within 2 days of the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within 2 days after discovery of the defect or failure.
• If, after a valid notice of rejection has been given to Steelo in accordance with these Conditions, the conduct of Buyer is inconsistent with such rejection, Buyer shall be deemed to have accepted them.
• If it is shown to Steelo’s reasonable satisfaction that the Products fail materially to comply with the Contract, Steelo will either refabricate the Products, refund the purchase price (less the cost of the steel) or replace the Products within a reasonable time, free of charge. SUCH REFABRICATION, REFUND OR REPLACEMENT SHALL BE DETERMINED BY STEELO AT ITS SOLE DISCRETION AND SHALL BE STEELO’S SOLE LIABILITY IN RELATION TO ANY SUCH FAILURE. Products which are alleged not to comply with the Contract shall as far as possible be preserved for inspection by Steelo and where the Steelo agrees to replace or refabricate the Products, the defective Product shall be made available for collection by Steelo. Replacement or refabricated Products provided by Steelo are covered by these Conditions.
• Steelo does not exclude any liability which cannot be excluded as between Buyer and Steelo under any provision of English law.

Force Majeure

• Steelo shall not be liable for any failure to comply with the Contract related to any circumstances whatever (whether or not involving Steelo’s negligence) which are beyond Steelo’s reasonable control and which prevent or restrict Steelo from complying with the Contract.
• Steelo may where reasonable in all the circumstances (whether or not involving Steelo’s negligence) without liability suspend or terminate (in whole or in part) its obligations under the Contract, if Steelo’s ability to manufacture, supply, deliver or acquire materials for the production of the Products by Steelo’s normal means is materially impaired.

Termination and Suspension

Steelo may (without prejudice to its other rights or remedies) terminate or suspend Steelo’s performance of the whole or any outstanding part of the Contract if:

• Buyer breaches any term of any Contract with Steelo including but not limited to a failure to pay sums due by the due date; or
• Buyer becomes bankrupt or insolvent or if a receiver or encumbrancer takes possession of any material part of Buyer’s assets; or
• Steelo has reasonable grounds for suspecting that an event in Condition 9(b) will occur, or that Buyer will not pay sums due by the due date.

Risk and Title

• Risk in the Products shall pass to Buyer upon delivery as delivery is determined in accordance with these Conditions.
• All Products remain the property of the Steelo until payment in full is received.

Intellectual Property

• Buyer acknowledges that all copyright, design rights, trademarks, trade names and any other intellectual property rights of a similar nature (whether or not registered) in the Drawings for Confirmation prepared by Steelo and in the Products belong to Steelo.
• Buyer shall not and shall not assist or enable a third party to, copy or use any designs or remove any copyright notices from the Quote or the Drawings for Confirmation.

LIMITATION OF LIABILITY

• WITHOUT PREJUDICE TO ANY OTHER LIMITATION OF STEELO’S LIABILITY (WHETHER EFFECTIVE OR NOT):
  (i) IN NO CIRCUMSTANCES WHATEVER SHALL STEELO BE LIABLE IN CONNECTION WITH THE PRODUCTS, SERVICES OR THE CONTRACT WHETHER FOR BREACH OF CONTRACT, TORT OR OTHERWISE, AND IRRESPECTIVE OF ANY NEGLIGENCE OR OTHER ACT,
  DEFAULT OR OMISSION OF STEELO OR ITS EMPLOYEES OR AGENTS OR SUBCONTRACTORS, FOR ANY LOSS OF GOODWILL, BUSINESS OR ANTICIPATED SAVINGS, WASTED EXPENDITURE, LOSS OF PROFITS OR USE, OR ANY THIRD PARTY CLAIMS, OR INDIRECT OR CONSEQUENTIAL LOSSES WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH LOSSES.
  (ii) STEELO’S TOTAL AGGREGATE LIABILITY IN CONNECTION WITH THE PRODUCTS, SERVICES OR THE CONTRACT (IN CONTRACT, TORT OR OTHERWISE AND WHETHER OR NOT RELATED TO ANY NEGLIGENCE OR OTHER ACT, DEFAULT OR OMISSION OF STEELO OR ITS EMPLOYEES OR AGENTS), IS LIMITED TO THE INVOICE PRICE FOR THE PRODUCTS OR SERVICES CONCERNED EX VAT AND EXCLUDING THE THEN MARKET VALUE OF THE STEEL.
• ALL WARRANTIES, CONDITIONS AND OTHER TERMS IMPLIED BY STATUTE OR COMMON LAW) SAVE FOR THE CONDITIONS IMPLIED BY S.12 SALE OF GOODS ACT 1979) ARE TO THE FULLEST EXTENT PERMITTED BY LAW, EXCLUDED FROM THE CONTRACT.
• NO ACTION MAY BE BROUGHT AGAINST STEELO IN CONNECTION WITH THE PRODUCTS, SERVICES OR THE CONTRACT UNLESS PROCEEDINGS ARE ISSUED AGAINST STEELO WITHIN TWO YEARS AFTER THE BUYER BECAME OR OUGHT TO HAVE BECOME AWARE OF THE CIRCUMSTANCES GIVING RISE THERETO.
• THIS CONDITION 12 APPLIES NOTWITHSTANDING ANY FUNDAMENTAL BREACH OR BREACH OF A FUNDAMENTAL TERM OF THE CONTRACT BY STEELO.
• NOTHING IN THESE CONDITIONS EXCLUDES OR LIMITS THE LIABILITY OF STEELO FOR DEATH OR PERSONAL INJURY CAUSE BY THE STEELO’S NEGLIGENCE OR FRAUDULENT MISREPRESENTATION.

Miscellaneous

• The Contract may not be assigned by Buyer without Steelo’s prior written consent.
• Notices must be in writing to Steelo’s or Buyer’s address and are deemed delivered on the first working day after sending by hand or on the third working day after being placed prepaid in the first-class post to Buyer’s or Steelo’s address.
• No failure by Steelo to enforce any provision of the Contract shall be construed as a release of its rights relating there to or to sanction any further breach.
• If any provision of the Contract is found to be invalid or unenforceable it shall have effect to the maximum extent permitted by law, or, if not so permitted, shall be deemed deleted.
• The provisions of Conditions 10, 11, 12 and 13 shall survive any termination of the Contract.
• The Contract shall be governed by and construed in accordance with the laws of England and the English courts shall have exclusive jurisdiction in relation to the Contract.
• Any personal data that Buyer provides to Steelo will be held securely and processed only for the purposes of these Conditions. Steelo may share Buyer’s personal data with credit reference agencies, banks and other responsible organisations in order that Steelo can fulfil the Contract.