TERMS OF SERVICE AND SALE
Document Scope:
Valentine Clark is an interior design consultancy, product procurement specialist, and design project management, delivery and installation business registered at 49 Portland Road, Holland Park, London, W11 4LJ, under the Company Number 13282885 and VAT registration number xxx.
The below document outlines Valentine Clark’s Terms of Service and Sale. These terms apply to any Client that engages in any of Valentine Clark’s service offerings in any capacity.
Key Terminology:
‘The Client’ - Any person who has engaged Valentine Clark’s services
‘Valentine Clark’ or ‘Interior Designer’ - Valentine Clark (the business)
1.0 Design Consultation and Initial Concepts
Valentine Clark provides three initial consultations with an Interior Designer free of charge to the Client, in order to understand the Client’s ambitions and requirements for the project. The Interior Designer shall be contracted by Valentine Clark on behalf of the Client.
Valentine Clark’s three uncharged consultations consist of the below:
A meeting with the Project Manager and Interior Designer, to understand the nature of the project and to outline the brief
A Site Survey (where possible)
A meeting to design project scope proposal and concepts, in line with agreed budget
Following these consultations, Valentine Clark will provide written Project Scope Proposal and Concepts documents to the Client. Clients who wish to proceed with Valentine Clark’s service should review, sign and return the project scope proposal and concepts documents. These should be signed and returned to Valentine Clark directly, either electronically or in person.
After signing, the Client is then subject to the Design Fee structure outlined below in Clause 2.0.
2.0 Design Fee Structure
Valentine Clark charge the below Design Fees, which are based on property size. All Design Fees are net of VAT.
Design Fees are payable upon acceptance of the signed Project Scope and Concepts (Clause 1.0).
Valentine Clark will not engage any further Design and Procurement works (as outlined from Clause 3.0) until the Design Fee has been received from the Client in full.
The Design Fees cover the initial Design Proposal and two further revisions and amendments.
The Design Fees are as follows:
1 Bedroom Property (or partial property) - £500
2 Bedroom Property - £750
3 Bedroom Property - £1,000
4 Bedroom Property or larger - £1,500
2.1 Any amendments required beyond two revisions will be subject to a £150 additional fee (net of VAT), payable in advance of the continuation of any further design work.
Valentine Clark charge 10% of the value of the agreed final project fee. The 10% design fee is payable upon completion and acceptance of the project. The fee is payable within 5 working days of project completion and acceptance unless otherwise agreed.
3.0 Design Proposals
Upon receipt of the Client’s Design Fee, Valentine Clark will create a full Design Proposal.
As stated in Clause 2.0, design work beyond the initial Design Consultations (Clause 1.0) will not proceed if the correct Design Fee has not been paid by the Client and received by Valentine Clark.
The Client should note the below information pertaining to the work undertaken by Valentine Clark to create the Design Proposal:
3.1. All Design Proposals are created between the Client and the Interior Designer.
3.2. Design Proposals are valid for a period of one month from the date of issue. The date of issue will be outlined clearly on the Proposal document. Where a variation to the Design Proposal is made (see Clause 3.3), the Proposal will be valid for one month from the date of issue of the amended version, rather than the original.
3.3. As outlined in Clause 2.0, the Design Fee paid by the Client includes allowance for two variations or amendments to the Design Proposal. Any further revisions are subject to additional design fees, as specified in Clause 2.1.
3.4. Imagery within the proposal is for illustrative purposes only and may not be the exact model, colour or finish of the real item.
3.5. All pricing within the Proposal is subject to change, in line with Clause 3.2.
4.0 Proposed Variations to Design Proposal
4.1. Any changes to the Proposal requested by either party must be notified in writing, either via email or written letter, to the other party. It should note the most recent Proposal version, in line with the terms of Clauses 3.2.
4.2. Valentine Clark will notify the Client of any cost, product or service changes within seven working days of receiving any request of change (Clause 4.1).
4.3. No additional work will be carried out by Valentine Clark without the approval of both parties of any requested change.
5.0 Acceptance of Design Proposal
Following the creation of the Design Proposal, the Client will then be asked to sign an Order Confirmation form.
Signing the Order Confirmation form confirms the Client’s acceptance of the product, dimensions, space planning, fabrics, finishes and pricing as specified in the most recent Design Proposal and as discussed with the Interior Designer.
The Order Confirmation form requires the Client to specify the following information: Client’s invoicing address, Client’s telephone number and Client’s printed name.
5.1. The Client’s acceptance of the Design Proposal is only formally confirmed when both of the below sub-Clauses (5.1.1 and 5.1.2) have been undertaken and confirmed:
5.1.1. Valentine Clark has received a signed and dated Order Confirmation form from the Client.
5.1.2. Valentine Clark has received an Initial Deposit payment (see Clause 6.0) from the Client.
Once the Initial Deposit payment has been received, any cancellations made by the Client may result in full or partial loss of money to the Client.
6.0 Payment Terms
Valentine Clark’s payment terms for all projects are as stipulated below:
6.1. Once the Proposal has been accepted, an Initial Deposit of 100% of the project value is due to be paid to Valentine Clark by the Client (as outlined in Clause 5.0). Note that the Proposal is not recognised as an order until the Initial Deposit has been received by Valentine Clark.
6.2. Once the project has been completed and installed, a 10% project Design Fee is due to be paid to Valentine Clark by the Client. This Fee is due to be paid within five working days of the project completion and acceptance. If the payable Design Fee payment is not received within five working days of the issued invoice date, Valentine Clark reserves the right to charge an interest of 5% plus the Bank of England Base Rate on the due balance.
Any issues or queries that the Client may have regarding payment terms must be raised immediately to the Client’s representative at Valentine Clark in writing. Any changes to invoicing or payments must be agreed by Valentine Clark in writing within the terms of this agreement.
7.0 Delivery and Installation
Valentine Clark will make every effort to deliver the goods according to the project timeframes as initially agreed with the Client (Clause 1.0). However, under no circumstances will refunds be issued by Valentine Clark for delays that occur as a result of circumstances beyond the control of Valentine Clark.
7.1. The Client must ensure that the below access arrangements are made no less than three working days prior to the installation commencement date:
Details for property access to be provided, in writing, to Valentine Clark. This should include the name, address, telephone number and email address of the keyholder of the property.
Any parking or loading bay requirement at the property address to be arranged by the Client, or alternatively where specifically agreed, contact details for such requirements to be given to Valentine Clark.
Written confirmation to be provided by the Client to Valentine Clark that access will be granted to Valentine Clark on the installation commencement date.
Any site inductions or Risk Assessment and Method Statements (RAMS) that are required for Valentine Clark to deliver and assemble goods to be identified by the client to Valentine Clark more than two weeks prior to the scheduled delivery date.
Should any failed deliveries occur as a result of the Client not providing any of the information specified in Clause 7.1, the Client is subject to payment of Valentine Clark’s failed delivery charges as outlined in Clause 8.0. Any failed delivery charges will be sent by Valentine Clark to the Client in the form of an invoice with a detailed summary of why the charge has been incurred in line with this agreement.
The Client must document and notify Valentine Clark of any defects or damages within the Client’s property prior to the commencement of the Delivery and Installation. Valentine Clark holds no liability for any damages with the property that are in situ prior to the installation commencement date.
Valentine Clark will take photographs of the property and document a Property Defects List prior to the installation commencement date to note any potential defects or damages that are in situ prior to the commencement of works. Valentine Clark will hold no liability for any of these damages or defects.
Valentine Clark will document and notify the Client at the earliest possibility of any damages or defects that occur as a result of works. Valentine Clark will take full liability for any damages caused as the result of works and will bear the cost for repairs where necessary. Valentine Clark reserves the right to obtain their own personal third party quotations for any repair works required.
The Client is required to sign acceptance of the goods and service delivered within 48 hours of the completion of delivery and installation. Where a client is based overseas, any time differences between the Client and Valentine Clark will be acknowledged in addition to this 48 hour window.
Valentine Clark require a minimum of three working days’ notice prior to the agreed delivery and installation date if the Client wishes to request the delivery date to be moved.
8.0 Failed Delivery Charges
If the requirements outlined in Clause 7.0 are not met, Valentine Clark reserves the right to charge the Client with the applicable Failed Delivery Charge from the following list:
£1000 (excl. VAT) - If the delivery takes place and access is not granted to the property as per the agreed access arrangements and/or if the Client cancels the delivery date within three working days of the scheduled delivery date.
£500 (excl. VAT) - If access is not granted to the property causing an access delay of up to half a day on the scheduled and agreed day of delivery of goods.
Any Failed Delivery Charges will be communicated by Valentine Clark to the Client in line with this agreement, prior to an invoice being sent for any additional charges.
All Failed Delivery Charges will be added to the final/remaining invoice.
9.0 Storage of Goods
Once all goods have been received in Valentine Clark’s storage and distribution facility, the delivery and installation of goods to the Client’s property will be arranged on a mutually beneficial date for both parties. This date must fall within a two week period of the goods being received by Valentine Clark. A delivery date will only be agreed once Valentine Clark has received all goods to their storage and distribution facility, and not before. All goods will then be delivered by Valentine Clark to the Client in full. If an exception is agreed between Valentine Clark and the Client in any case, the Client is expected to cover the cost of additional delivery fees.
If the Client is unable to accept the delivery within a two week period, then Valentine Clark reserve the right to charge additional storage fees according to the timeframes outlined below.
Valentine Clark does not accept any insurance liability after a two week period, unless the additional storage timescale fees are paid as per the below:
Weekly charge
£80 per week (excl. VAT)
Charged monthly
10.0 Pricing
Valentine Clark reserve the right to change or revise prices at any time should one of the following reasons occur:
There is a change of 5% or greater to currency exchange rates prior to the order of goods after the execution of Clause 5.0.
A typo or manual error is noticed in the pricing on the Design Proposal, either before or after the execution of Clause 5.0.
There is an increase or decrease in supplier prices. Prices can only be updated post Clause 3.2 and cannot be amended post execution of Clause 5.0.
There is a change in the availability of any product, due to a change in stock quantity or the supplier’s ability to provide the product.
There is a change in size of any goods whose pricing is determined by metric measurements (as outlined in Clause 12.0).
Any price changes must be communicated by Valentine Clark to the Client, to confirm in writing the Client’s acceptance of the specified price changes. Any re-order or cancellation of orders will not be executed by Valentine Clark until the Client’s written confirmation of pricing changes has been received.
11.0 Product Specification and Colour:
All images shown within Valentine Clark’s Design Proposals are for guidance only. The exact finishes on natural products (such as wood or marble) may vary between individual product units and cannot be guaranteed. Any sample received by the Client prior to their acceptance of the Design Proposal (Clause 5.0) should be regarded as an approximate representation only. Any product-related questions that the Client may have prior to the execution of Clause 5.0 should be raised with the Interior Designer, to ensure that Client has full understanding of the goods they will be receiving.
All fabrics are susceptible to fading if exposed to strong natural light for prolonged periods of time. Silk, in particular, is susceptible to fading. Where fabrics are subject to variables from atmospheric conditions, shrinkage and/or dropping may occur in situ for which Valentine Clark takes no responsibility. The Client should request any light-proof lining for fabrics prior to the execution of Clause 5.0.
12.0 Quantities of goods
Interior Designers employed by Valentine Clark are trained to advise on approximate metrics and quantities for wallpapers, paint, tiles, fabrics, flooring and lighting. The Interior Designers will also seek additional advice from particular suppliers or third parties when providing Valentine Clark’s recommended metrics for the Client’s required works. Valentine Clark do not take liability for any over/under-ordering by the Client of products that cannot be returned or refunded. For any product that requires additional ordering, the Client may be asked for additional payment based on the terms of Clause 10.0.
13.0 Third-Party Fitters/Installers/Contractors
Any Third-Party service used by Valentine Clark for the Client and their project acceptance (Clause 5.0) are subject to Valentine Clark’s Terms of Sale as outlined in this agreement. All Third-Party providers endorsed by Valentine Clark are screened and vetted by Valentine Clark prior to their appointment as a trusted affiliate service. Valentine Clark take full liability and responsibility for any Third-Party labour, pricing, staff etiquette and safety.
14.0 Complaints
Any complaints should be communicated to Valentine Clark’s Customer Service team at customerservice@valentineclark.com. Valentine Clark must acknowledge all Client complaints within 24 hours of receipt. A senior manager at Valentine Clark will log, investigate and deal with any complaint accordingly and swiftly, taking any further action as necessary.
Any product or service complaints will be dealt with in accordance with The Consumer Rights Act 2015 and this agreement.
15.0 Product Returns Policy
15.1. Valentine Clark will not accept the return of any items that have been agreed with the Client in Clause 5.0 if the items are deemed to be non-faulty or of a satisfactory quality (as judged to be reasonable) as described at the point of sale (Clause 5.0). All items purchased by Valentine Clark are purchased to order and not held in stock, therefore are deemed as made to order.
15.2. In the instance where a product is not deemed faulty, but Valentine Clark is able to obtain a full or partial refund from the supplier, Valentine Clark will communicate this to the Client in order that the Client can decide how they want to proceed. This clause is only applicable where suppliers offer a refund possibility, for which Valentine Clark takes no liability.
15.2. The Client has the right to reject a product within 30 days of the product delivery date and to receive a full refund should the product be deemed faulty by both parties. This is only applicable in instances where Valentine Clark and the Client both agree that the product was delivered by Valentine Clark in a faulty state. For any faulty goods reported after 30 days and within a six month period of the initial delivery date, if the item is deemed as faulty by both parties, Valentine Clark is obligated to attempt to repair the faulty item, prior to the Client seeking a refund.
16.0 Product Warranty
Valentine Clark cover all products that have been specified and delivered, regardless of supplier, with a two year warranty. Within this two year period Valentine Clark takes full liability for the quality of manufacturing.
Valentine Clark’s warranty protection covers any product that is not free from defects in workmanship, materials and construction, two years from the date of delivery by Valentine Clark.
The warranty provided by Valentine Clark will not cover the following:
Defects that result from negligence, misuse, or accidents caused by the Client
Any condition resulting from incorrect or inadequate maintenance, cleaning or care, or commercial use by the Client
The exact matching of colour, grain, or texture of wood, leather or fabrics to the sample/specification provided during the Design Proposal Phase
The colour fastness, dye lot variations, wrinkling or wear of fabrics or leather
The softening of filling materials under normal use
In some cases, applying fabric protectant to your upholstered furniture could void the Client’s warranty with Valentine Clark. The Client should seek confirmation from Valentine Clark prior to applying fabric protectant to any upholstered furniture.
17.0 Making a Warranty Claim
Any warranty-related claim must be reported in writing to customerservice@valentineclark.com as soon as a product defect has been noticed. The Client should not apply for a warranty investigation if the product falls outside of Valentine Clark’s warranty period of two years from the dated sales receipt as stipulated in Clause 16.0.
When making a warranty claim with Valentine Clark, the Client should review the following information before sending a claim:
Review all product instructions and the Valentine Clark warranty coverage policy (Clause 16.0). The Client should not assume any warranty coverage that is not stipulated in writing.
If the Client reports a warranty defect during the stipulated warranty period (Clause 16.0 – from the dated sales receipt), Valentine Clark must investigate whether the item merits fixing, replacement or refunding according to the terms of Clause 16.0. If this is the case, Valentine Clark must make every attempt to fix, replace or refund the defect as appropriate.
The warranty is only effective if the Client who originally purchased the good(s) retains the original receipt showing purchase date and terms of sale for the entire duration of the warranty period.
18.0 Dispute Resolution
Valentine Clark operate within the laws of England and Wales. Should either party need to raise a dispute in relation to this Terms of Service and Sale document, then the party must give notice to the other party of the dispute in accordance with the terms outlined in the document. If an agreement on the disputed matter cannot be found between the two parties within the terms of this document, then the dispute will be referred legally to arbitration within the laws of England and Wales.
19.0 Exclusion Liability
Valentine Clark excludes all liability for any uninsured loss or damage that may result to the Client or a third party in connection with the supply and installation of goods by Valentine Clark within the agreement.
20.0 Use of Information
Valentine Clark own the property of all designs generated by Valentine Clark. By allowing Valentine Clark to photograph a project at the project location, the Client agrees to allow Valentine Clark to use the photography for promotional activity. Valentine Clark may ask the Client to provide a testimonial, and should the Client do so, they consent to Valentine Clark using the testimonial for promotional purposes. Any reviews left on third party review platforms can also be used by Valentine Clark, should the Client not withhold their name from this review.
21.0 Data Protection
Valentine Clark complies with the Data Protection Act and GDPR legislation and also ensures that all suppliers, contactors and sub-contractors adhere to this legislation.