Terms and Conditions

1. About us

1.1 We operate the website www.made-to-measure.co. The term 'us' or 'we' refers to the owner of the website whose registered office is Crowood House, Gipsy Lane, Swindon, Wiltshire, SN2 8YY. Our company name is Smarter Capital Ltd, our company registration number is 14624937. The term 'you' refers to the user or viewer of our website.

1.2 We provide referrals only to third party suppliers of curtains and blinds, and from time to time provide discounts for their services. We do not supply curtains and blinds to you directly, and are not responsible for the products and services supplied to you by third party suppliers that we have referred you to. If you decide to purchase from any third party retailer that we have introduced, your contract will be made with them directly and not with us.

1.3 Contacting us: To contact us e-mail [email protected].

2. Our contract with you

2.1 Our contract: These terms and conditions (Terms) apply to the information submitted by you and the supply of any discounts with suppliers that we send to you (Contract). They apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.

2.2 Entire agreement: The Contract and the Statement of Work in clause (3.2) is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.

2.3 Language: These Terms and the Contract are made only in the English language.

2.4 Services: The services to be provided by us to you as set out in clause (3.2).

3. Using our services

3.1 These Terms do not commit you to purchase any Services and, likewise, do not commit us to provide any Services. You only become committed to receiving and we only become committed to providing any Services upon submission of a Curtains or Blinds enquiry form submission on this website in respect of such Services (whether electronically or otherwise) at which point the Contract between you and us will come into existence.

3.2 Upon submission of a fully and correctly completed enquiry form, we will endeavour to match your enquiry to a suitable third party supplier and within 2 weeks of the submission date will either send you an email containing a link to their website along with a discount code where available, and/or we may share your enquiry details with third party suppliers of curtains and blinds who will contact you directly about your enquiry and may provide a discount for their products and services.

4. Our services

4.1 Any descriptions or illustrations on our website are published for the sole purpose of giving an approximate idea of the services described in them. They will not form part of the Contract or have any contractual force.

4.2 We reserve the right to amend the Services if required by any applicable statutory or regulatory requirement as well as changes in search engine optimisation / campaign best practices or if the amendment will not materially affect the nature or quality of the Services, and we will notify you in advance of any such amendment.

4.3 We warrant to you that the Services will be provided using reasonable care and skill.

4.4 We will use all reasonable endeavours to meet any performance dates specified in these terms of service, but any such dates are estimates only and failure to perform the Services by such dates will not give you the right to terminate the Contract.

4.5 We do not directly sell any end products to you, or bear any responsibility for products or services provided to you by suppliers who we refer you to.

4.6 We endeavour to provide discount codes for suppliers of curtains and blinds that match your enquiry to the best of our ability. We do not guarantee that we will always be able to match your enquiry to a suitable supplier, nor that we will always be able to provide an active discount code.

4.7 The only service that we provide is the supply of a discount code for third party providers of curtain and blinds. We do not supply curtains and blinds ourselves.

5. Your obligations

5.1 It is your responsibility to ensure that:

(a) you cooperate with us fully in all matters relating to the Services, including clear and accurate instructions as to your requirements;

(b) you comply with all applicable laws, including GDPR and data protection;

(c) you provide us with a valid email address at which we can email you with a discount code for suitable retailers.

(d) you permit us to share your details with suppliers of curtains or blinds for the purpose of offering you those services.

5.2 If our ability to perform the Services is prevented or delayed by any failure by you to fulfil any obligation listed in clause 5.1 (Your Default):

(a) we will be entitled to suspend performance of the Services until you remedy Your Default,and to rely on Your Default to relieve us from the performance of the Services, in each case to the extent Your Default prevents or delays performance of the Services. In certain circumstances Your Default may entitle us to terminate the Contract under clause 12 (Termination);

(b) we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to perform the Services; and

(c) it will be your responsibility to reimburse us on written demand for any costs or losses we sustain or incur arising directly or indirectly from Your Default.

7. Complaints

7.1 If a problem arises or you are dissatisfied with the Services, email [email protected] to register your complaint.

8. Intellectual property rights

8.1 All intellectual property rights in or arising out of or in connection with the Services (other than intellectual property rights in any materials provided by you) will be owned by us.

9. Personal information

9.1 We will use any personal information you provide to us to:

(a) provide the Services;

(b) inform you about similar products or services that we provide, but you may stop receiving these at any time by contacting us.

9.2 Further details of how we will process personal information are set out in our privacy policy

10. Limitation of liability

YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE

10.1 Nothing in the Contract limits any liability which cannot legally be limited, including liability for:

(a) death or personal injury caused by negligence;

(b) fraud or fraudulent misrepresentation; and

(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).

10.2 Subject to clause 10.1 , we will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for:

(a) loss of profits;

(b) loss of sales or business;

(c) loss of agreements or contracts;

(d) loss of anticipated savings;

(e) loss of use or corruption of software, data or information;

(f) loss of or damage to goodwill; and

(g) any indirect or consequential loss.

(h) any loss arising from data protection or GDPR compliance

(i) any products or services provided to you by third party businesses

10.3 Subject to clause 10.1 , our total liability to you arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will be limited,to the amount paid by you to us under the Contract.

10.4 We have given commitments as to compliance of the Services with the relevant specification in clause 3.4 . In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.

10.5 Unless you notify us that you intend to make a claim in respect of an event within the notice period, we shall have no liability for that event. The notice period for an event shall start on the day on which you became, or ought reasonably to have become, aware of the event having occurred and shall expire one month from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.

10.6 This clause 10 will survive termination of the Contract.

11. Confidentiality

11.1 We each undertake that we will not at any time disclose to any person any confidential information concerning one another's business, strategies, affairs, customers, clients or suppliers, except as permitted by clause 11.2 .

11.2 We each may disclose the other's confidential information:

(a) to such of our respective employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of exercising our respective rights or carrying out our respective obligations under the Contract. We will each ensure that such employees, officers, representatives, subcontractors or advisers comply with this clause 11 ;and

(b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

11.3 Each of us may only use the other's confidential information for the purpose of fulfilling our respective obligations under the Contract.

12. Termination

12.1 The initial term of the Contract will be for 1 month, from submission of your enquiry, after which the contract shall continue on a rolling 30 day term and you may only terminate the Contract by giving 30 days prior notice or by unsubscribing from any email communications using the unsubscribe links contained within them.

12.2 Without limiting any of our other rights, we may suspend the performance of the Services, or terminate the Contract with immediate effect by giving written notice to you if:

(a) you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 10 working days of you being notified in writing to do so;

(b) you fail to pay any amount due under the Contract on the due date for payment;

(c) you take any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business.

(d) you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or

12.3 Termination of the Contract will not affect your or our rights and remedies that have accrued as at termination.

12.4 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination will remain in full force and effect.

13. Events outside our control

13.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).

13.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:

(a) we will contact you as soon as reasonably possible to notify you; and

(b) our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for performance of the Services with you after the Event Outside Our Control is over.

14. Non-solicitation

14.1 You must not attempt to procure services that are competitive with the Services from any of our directors, employees or consultants, whether as an employee or on a freelance basis, during the period that we are providing the Services to you and for a period of six months following termination of the Contract.

15. Communications between us

15.1 When we refer to 'in writing' in these Terms, this includes email.

15.2 Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email to [email protected].

15.3 A notice or other communication is deemed to have been received:

(a) if delivered personally, on signature of a delivery receipt;

(b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second working day after posting; or

(c) if sent by email, at 9.00 am the next working day after transmission.

15.4 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.

15.5 The provisions of this clause will not apply to the service of any proceedings or other documents in any legal action.

16. General

16.1 Assignment and transfer

(a) We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you in writing.

(b) You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.

16.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).

16.3 Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.

16.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.

16.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.

16.6 Governing law and jurisdiction. The Contract is governed by English law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the English courts.