General Terms and Conditions of Sale
1. Contract
These Terms apply to the sale of products and services by [FULL LEGAL NAME], company number [COMPANY NUMBER], registered office [REGISTERED OFFICE] ("Leili Lab", "we", "us").
- 1. These General Terms, the Quotation, the Order Confirmation, the Warranty Terms and the Site & Installation Requirements form the contract for the Order. They apply together according to their subject matter.
- 2. If a genuine conflict cannot reasonably be resolved by reading the documents together, the Order Confirmation prevails only for the agreed Product, configuration, price, payment schedule, delivery/installation scope and dates. The Quotation prevails next, then these General Terms, the Site & Installation Requirements and the Warranty Terms. An Order Confirmation does not change an agreed term unless the change is expressly identified and agreed by the Customer.
- 3. No document or priority rule limits a mandatory right, a statutory remedy, or a pre-contract statement that applicable law makes part of the contract.
- 4. We will give the Customer a copy of every contract document in a form the Customer can store and reproduce. Applicable territorial terms and notices form part of the contract and prevail to the extent of an inconsistency.
2. Order and its confirmation
- 1. A website contact request is not an order and does not create a contract. A Quotation is an invitation for the Customer to place an order. It states the proposed Product/configuration, included and excluded work, price and taxes, payment schedule, delivery/installation information and any information or Site checks needed before acceptance. Unless the Quotation states another period, its commercial terms are available for 30 calendar days, subject to availability and correction of an obvious error.
- 2. The Customer places an order by signing or otherwise expressly accepting the Quotation and providing the information reasonably identified in it. Payment is not, by itself, our acceptance. Except where local law requires another sequence, the contract forms only when we issue an Order Confirmation expressly accepting the order.
- 3. We will accept or decline within five Business Days after receiving the payment required by the Quotation and information specifically identified as necessary for acceptance. If more time is needed, we will ask the Customer to agree a further period. Until acceptance, the Customer may withdraw and we will promptly return money received, except an amount that law expressly permits us to retain.
- 4. Before the Customer is bound, we will provide required information, cancellation materials and contract documents. After formation, we will send the Order Confirmation and incorporated documents in a form the Customer can store and reproduce.
- 5. Where law requires a signed home-improvement, construction or other local contract before payment or work, that process applies and its mandatory forms prevail.
3. Price and payment
- 1. The Quotation states the total price, applicable taxes, delivery/installation charges and payment schedule. We will not charge an undisclosed amount, except a change expressly agreed or a charge lawfully permitted after required notice.
- 2. The schedule reflects agreed work/delivery stages and applicable law. We may begin procurement, production, delivery or installation only after the payment specified for that stage is due and received, unless we agree otherwise.
- 3. If a payment lawfully due is late, we may pause the affected work after reasonable notice. We will not impose a charge, suspend a statutory remedy or retain money except to the extent law permits.
- 4. Any territorial advance-payment or local-contract rule prevails.
4. Changes to the order
- 1. A change to the Product, configuration, price, scope, payment schedule or delivery/installation date must be agreed by both parties and recorded in a document or email identifying its effect.
- 2. We may decline a requested change where it is not technically feasible, safe, lawful or reasonably practicable. We will explain the reason and a proposed alternative if available.
- 3. This section does not allow either party to avoid a representation or commitment on which the other party was entitled to rely.
5. Cancellation of the order
- 1. The Customer may cancel before acceptance under section 2. Any statutory right to withdraw, cancel, reject goods, recover payment or obtain another remedy applies in addition to this section.
- 2. Where statutory withdrawal applies, its notice, period, form, refund rules and lawful exceptions apply. A Product is not excluded merely because it is made after an order. A made-to-specifications/personalisation exception applies only where its legal test is met for that Product.
- 3. After formation, where no statutory cancellation right applies, we may agree voluntary cancellation. We will provide a written calculation of any retained or charged sum. It will not exceed the loss, costs and savings law permits us to take into account and will not reduce a remedy for our breach.
- 4. A request to begin a separate service during a withdrawal period has effect only as law permits and does not itself remove withdrawal rights in the goods.
6. Delivery, delay and events outside control
- 1. The Quotation or Order Confirmation states the agreed delivery period and, where applicable, installation period. A period is an estimate only if clearly identified and law allows that treatment. This does not change a statutory delivery deadline or remedy.
- 2. If we become aware of material delay, we will promptly state the reason, expected effect and proposed revised period. A revised period does not replace an agreed date unless the Customer expressly agrees or law provides otherwise.
- 3. An event outside reasonable control excuses delay only to the extent it actually prevents performance, could not reasonably be avoided or overcome, and the affected party takes reasonable steps to reduce its effect and promptly notifies the other. It does not exclude a mandatory consumer remedy.
- 4. A delay caused by inaccurate customer information, absent agreed access or a Customer Contractor may justify a reasonable adjustment only to the extent it actually affects the Order and after clear written notice.
7. Site and customer responsibilities
- 1. The Customer must provide accurate reasonably requested information about the Site, access, existing structure, utilities, permissions and restrictions, and promptly report a change. The Quotation states included Site work/utilities and those expressly assigned to the Customer.
- 2. The Customer obtains permissions, approvals and preparatory work only where the Quotation clearly assigns them and law permits. We retain our own legal, safety, design, installation and professional duties and matters that cannot lawfully be transferred.
- 3. If we know, or ought reasonably to know, that a Customer instruction, Site condition or preparatory work creates a material suitability, safety, cost or time risk, we will give a clear written warning of the risk and reasonably foreseeable consequences before continuing affected work. We will not carry out unsafe or unlawful work.
- 4. Information supplied before a physical Site assessment is preliminary unless the Quotation expressly accepts responsibility for a specified Site condition.
8. Unprepared, inaccessible or unsafe Site
- 1. We may pause or reschedule where access is unsafe/unavailable/materially different from agreed Site information, or work would be unlawful. We will state the issue and reasonable steps needed to continue.
- 2. We will not perform or charge for additional work, repeat visit, storage, transport or equipment use unless included in the Quotation, agreed after the Customer receives required information, or law permits it. Any amount must be reasonable and limited to the actual effect.
- 3. A pause does not remove our responsibility for a matter within our scope or control.
9. Delivery, installation and commissioning
- 1. We may use a Leili Lab Contractor to supply, deliver, install, commission or support the Order. We remain responsible for obligations law makes us responsible for and for work within our contracted scope.
- 2. A Customer Contractor is separately selected, engaged or directed by the Customer. We are not responsible for its work, advice, delay or damage to the extent it caused the issue and we did not cause or contribute to it. This does not limit a mandatory right.
- 3. The Quotation identifies whether installation is by us, a Leili Lab Contractor, Customer or Customer Contractor. A completed sauna is installed by us or a Leili Lab Contractor unless the Quotation expressly states otherwise.
10. Handover of the Product, risk and ownership
- 1. "Handover" means delivery to the Customer or, where installation is included in our scope, completion and recorded commissioning. A kit is handed over on delivery unless the Order states otherwise.
- 2. Risk passes only when the Customer, or a person the Customer nominates who is not the carrier we offered, obtains physical possession, unless mandatory law gives a more protective rule.
- 3. Title passes when all amounts lawfully due are received and Handover occurs. This does not give us a right to enter premises or remove a Product except where law and a separate lawful agreement permit it.
11. Warranty and liability
- 1. We are responsible for the Product and services as required by law and contract. The Warranty Terms are a separate commercial warranty and do not replace statutory rights.
- 2. We are not responsible for a defect, delay, loss or damage to the extent it was caused by inaccurate information, unsuitable Site conditions, foundations, utilities, alteration, misuse or a Customer Contractor, only where we did not cause or contribute to it and law permits the allocation.
- 3. Nothing excludes or limits liability that cannot lawfully be excluded or limited, including mandatory consumer, product-safety, product-liability and construction-related rights.
12. Complaints, governing law and disputes
- 1. For a UK Order, the law of the part of the United Kingdom where the Customer lives applies, except a lawful choice may apply only insofar as it does not reduce mandatory consumer protection.
- 2. For an Order directed to an EU consumer, mandatory law of the Member State of habitual residence is retained. Nothing prevents the Customer using a court that consumer-jurisdiction law permits.
- 3. For a US Order, applicable federal law and the law of the delivery state apply to the sale. For work at a US Site, federal law and law of the Site state apply. Nothing removes a forum/remedy law gives the Customer.
- 4. For another consumer Order, mandatory law/forum rules of residence, delivery place or Site are unaffected.
- 5. The Customer may complain to info@leililab.com, [REGISTERED OFFICE] or [TELEPHONE], identifying the Order and issue. We will acknowledge promptly and respond substantively within a reasonable period.
- 6. We will state if we are legally required or have agreed to use a particular alternative dispute-resolution body and provide required information. We do not state that we are bound by ADR unless that is true at the complaint date.
- 7. This does not limit court or statutory complaint rights.
13. Territorial consumer terms
United Kingdom consumer Orders
- 1. United Kingdom consumer rights apply in addition to these General Terms. Goods must meet legal quality, fitness-for-purpose and description requirements, and installation by us or a Leili Lab Contractor must meet applicable legal requirements. Statutory remedies are not affected by the commercial warranty.
- 2. For a distance or off-premises contract, the Customer may have a statutory cancellation right. Before binding the Customer, we will provide the information, form, period, return, reimbursement and lawful-exception material required by the Consumer Contracts Regulations 2013. A Product is not excluded merely because it is made after the order; the made-to-specifications exception applies only where its statutory test is met.
- 3. Nothing limits a Consumer Rights Act 2015 or Consumer Contracts Regulations 2013 remedy.
European Union consumer Orders
- 1. Mandatory consumer law of the Customer's habitual-residence Member State applies in addition to these General Terms. Nothing reduces statutory conformity, delivery, withdrawal, unfair-terms, product-safety or jurisdiction rights.
- 2. Before the Customer is bound by a distance or off-premises contract, we provide required information, model withdrawal form and materials. We provide contract confirmation and incorporated documents on a durable medium.
- 3. A bespoke/personalisation withdrawal exception applies only where the legal requirements are met. Catalogue choices, pre-set options and production start do not themselves establish it.
- 4. Commercial warranty is additional to statutory conformity rights.
Netherlands consumer Orders
For consumers in the Netherlands, any advance payment required solely under these General Terms will not exceed 50% of the purchase price. A higher advance payment, including payment in full before production begins, may be agreed separately with the Customer in the Quotation, Order Confirmation or other individual agreement, to the extent permitted by mandatory Dutch law.
United States consumer Orders
- 1. For a United States remote order, the Quotation or Order Confirmation states the shipping/delivery period on which the Customer may rely. If no period is stated, we use the period required by law.
- 2. If we cannot ship/deliver within that period, we give the delay notice, revised period, cancellation opportunity and refund required by law. We obtain express agreement before treating a revised period as accepted where law requires it or silence cannot be consent.
- 3. This does not reduce a state-law cancellation, refund or consumer-protection right.
- 4. Where a United States Order includes residential-Site work and law requires a signed home-improvement, construction or other local contract before payment/work, we and the Customer will sign the required documents before requesting/accepting payment for that work or starting it. The local contract, payment schedule, cancellation notices and mandatory state documents form part of the Order and prevail over inconsistent General Terms. A later Order Confirmation records the order and does not postpone formation where law treats the contract as already formed.
- 5. If delivery/Site state or locality law requires contractor licence, signed contract, payment limitation, cancellation notice, permit, inspection, warranty notice or other consumer protection, the applicable requirement and state-specific Order documents apply. We will not use this section to reduce Customer rights.
14. Company details
[FULL LEGAL NAME] Company number: [COMPANY NUMBER] Registered office: [REGISTERED OFFICE] VAT number/status: [VAT DETAILS] Email: [CONTACT EMAIL] Website: leililab.com