ONLINE TERMS & Conditions

BACKGROUND:

These Terms and Conditions are the standard terms which apply to the provision of interior design services by Millimetre Architecture Limited, trading as MM Studio, registered in England & Wales under Company Registration Number 11692903, of registered office 85 Tottenham Court Road London W1T 4TQ (“Millimetre Architecture”) to customers who require the interior design service in their home. Please read them carefully and ensure that you understand and agree to them. If you have any questions, please contact us.
These Terms and Conditions apply where the customer is a “Consumer” as defined by the Consumer Rights Act 2015.

1.    DEFINITION & INTERPRETATION:

  1. In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

“Agreed Times” means the times which You and We agree for the Interior Designer to have access to the Property to complete the Project as specified in the Agreement;
“Agreement” means the contract into whichYou and We will enter if You accept the Quotation. The Agreement will incorporate, and be subject to, these Terms and Conditions. Our standard form of Agreement is attached as Schedule 1;
“Business” means any business, trade, craft or profession carried on by You or any other person or organisation;
“Consumer” "client" means a “consumer” as defined by the Consumer Rights Act 2015, and in relation to these Terms and Conditions means an individual customer of Millimetre Architecture ltd who receives Interior Design Services for their personal use and for purposes wholly or mainly outside the purposes of any Business;
“Interior Designer” means Us or Our employee who will be responsible for providing the Interior Design Services;
“Deposit” means the deposit You may be required to pay in accordance with clause 5 below;
“Final Fee” means the total of all sums You must pay which will be shown on the invoice issued in accordance with clause 6 of these Terms and Conditions.
“Interior Design Services” means the interior Design Services We will provide as specified in the Agreement;

‘Intellectual Property Rights’ means all patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world;
“Project” means the complete performance of the Interior Design Services;
“Order” means Your initial request for Us to provide the Interior Design Services as set out in clause 4 below;
“Products” means the products required for the provision of the Interior Design Services which We will supply (if any);
“Property” means Your home, as detailed in the Order and the Agreement, at which the Project is to take place;

‘Price’ means the price payable by you to the Millimetre Architecture limited in respect of the Services;

Millimetre Architecture Limited’, ‘we’, ‘us’, ‘our’ refers to Millimetre Architecture limited a company registered in England & Wales at Companies House under Company Registration Number 11692903 of registered office address 85 Tottenham Court Road London W1T 4TQ , its agents, staff and contractors;
“Quotation” means the quotation We give to You in accordance with clause 4 detailing the services We will provide to You and the fees We will charge;
“Quoted Fee” means the fee set out in the Quotation which may change according to the actual work undertaken as set out in clause 6 of these Terms and Conditions;
“Start Date” means the date You and We agree on for Us to start providing the Interior Design Services as specified in the Agreement;

‘Services’ means services you receive from us;
“Visit” means any occasion, scheduled or otherwise, on which the Interior Designer visits the Property to provide the Interior Design Services;

‘Virtual Design Plan’ means an interior design plan we produce based on the Client Information
“We/Us/Our” means Millimetre Architecture ltd and includes all employees, agents and sub-contractors of Millimetre Architecture ltd and
“You/Your” means a Consumer who is a customer of Millimetre Architecture ltd.

‘Website’ means Millimetre Architecture limited website at https://mmstudiointerior.com/ or any other domain under our control;

  1. Each reference in these Terms and Conditions to “writing”, and any similar expression, includes electronic communications whether sent by e-mail, text message, fax or other means.

  2. Each reference to a statute or provision of a statute is a reference to that statute or provision as amended or re-enacted at the relevant time.

  3. Each reference to “these Terms and Conditions” is a reference to these Terms and Conditions.

  4. Each reference to a Schedule is a reference to a schedule these Terms and Conditions.

  5. The headings used in these Terms and Conditions are for convenience only and do not affect the interpretation of these Terms and Conditions.

  6. Words signifying the singular number will include the plural and vice versa.

  7. References to any gender will include any other gender.

  8. References to persons, unless the context otherwise requires, include corporations.

2.    INFORMATION ABOUT US:

  1. We are a private limited company.

  2. We trade under the name MM STUDIO 

  3. We are registered in England and Wales under number 11692903.

  4. Our registered office is at 85 Tottenham C/O The accounting Crew limited - Court Road London W1T 4TQ

  5. VAT registration 450 959959

3.    COMMUNICATION AND CONTACT DETAILS:

  1. If You wish to contact Us with questions or complaints, You may contact Us by telephone at 07501781419 or by email at hello@mmstudiointerior.com

  2. In certain circumstances, You must contact Us in writing (as stated in various clauses throughout these Terms and Conditions). When contacting Us in writing You may use the following methods:

  3. contact Us by email at hello@mmstudiointerior.com

  4. Contact Us by pre-paid post at 85 Tottenham C/O The Accounting Crew Limited - Court Road London W1T 4TQ

4.    ENGAGEMENT:

  1. We accept professional engagements for Interior Design Services from domestic customers through our Website and by phone and e-mail.

  2. When you contact us, if requested, Millimetre Architecture Limited can visit the home or space in question for a consultation fee. Consultations will last approximately one (1) hour to one (1) hour and a half and may be attended by up to two designers from Millimetre Architecture Limited. During the consultation, a measuring service may take place, which unless specified will be charged at an additional fee. In any event, we will speak and correspond with you to take your further detailed instructions and prepare a Design Plan, which is a tailored and personalised plan setting out in detail the Interior Design Services required.

  3. The Design Plan will be created digitally by Millimetre Architecture Limited and either sent to you in the form of an email or will be discussed with you in person. We do require certain details before preparing the Design Plan, including the location and size of the room(s) or space(s) to be designed or re-designed, and the aesthetic and stylistic requirements and aspirations. All of which will be discussed prior to clause 4.4 below.

  4. Once the Design Plan is completed and provisionally agreed upon, we will attach it to a Quotation and send that to You either by email or first-class post. The Quotation will set out the required Deposit (if applicable) and fee (see clauses 5 and 6 below).

  5. The Quotation is calculated based on a number of factors such as the amount of design work involved, site visits required, email time exchanged, anticipated installation days, and so on, and includes a project manager to oversee & assist with installation help, liaise with tradesmen and logistics assistance unless stated otherwise. Our Quotations typically exclude manual labour typically carried out by a handyman, contractor or builder for installations or renovations, however, this will be arranged by us on your behalf and should be accounted for in your own budget or should be contracted by you directly.

  6. If regrettably, We cannot accept your instructions, We will inform you of this in writing or by e-mail or using some other appropriate communication method that would be considered expedient for both of us.

  7. You may make changes to the Design Plan and Quotation before accepting it.

  8. You may accept a Quotation by e-mail within twenty-one (21) days after the date We issue the Quotation.

  9. When (but not before) You have accepted the Quotation and You have paid the Deposit, a legally binding contract between You and Us will be created for Us to provide the Interior Design Services and for You to pay for them. We will then attach the signed Agreement and complete any blanks in the Agreement in accordance with the Quotation.

  10. If you wish to change your Order after accepting the Quotation, please contact Us and We will tell you whether or not the change can be accommodated, along with any changes to the fees payable as a result. If we can accommodate the changes or the changes to the fees or other matters that are not acceptable to you, you may cancel in accordance with clauses 12 and/or 13. Any changes or notice of cancellations made will need to be stated within 14 days of receiving a deposit, after that no cancellations or changes can be offered.

5.    DEPOSIT:

  1. At the time of accepting the Quotation or not more than seven (7) calendar days thereafter, depending on the nature of the work and any specialist Products required in advance, You may be required to pay Us a Deposit. The Deposit will be forty percent (40%) of the Quoted Fee. We will not commence a Project until the Deposit is paid in full.

  2. If you cancel the Interior Design Services, We may retain some or all of the Deposit as set out in clauses 13, 14 and 15.

6.    FEES AND PAYMENT

  1. The Quoted Fee will include the price payable for the Interior Design Services only. Once the Project commences, we will begin to put together your design which will include an itemised breakdown of the Products to buy, which you have the right to approve everything or reject. We will then invoice you for the Products and once the relevant money is received, we then purchase the Products on their behalf.

  2. The Quoted Fee and the Final Fee are inclusive of VAT (if applicable). If the rate of VAT changes, We will adjust the amount of VAT that You must pay.

  3. We will invoice you for the balance of fees due and owing You when the Project has been completed.

  4. You must pay our final invoice within thirty (30) calendar days of receiving it by electronic bank transfer using the bank details we provide or payment link.

  5. If You do not pay an invoice by the due date We may charge You interest on the overdue sum at the rate of eight percent (8%) above the base rate of the Bank of England from time to time until payment is made in full. Interest will accrue on a daily basis from the due date until the actual date of payment, whether before or after judgment.

7.    INTERIOR DESIGN SERVICES

  1. We will provide the Interior Design Services in accordance with the specification set out in the accepted Quotation and in the Agreement (as may be amended by agreement between You and Us from time to time).

  2. We may provide sketches, impressions, plans or similar documents in advance of the Project. Any such material is intended for illustrative purposes only and is not intended to provide an exact specification of the Project nor to guarantee specific results. Additionally, we do not claim the copyright to any images sourced from internet sources externally.

  3. We will use reasonable endeavours to ensure that the Products We use match those chosen by You and are consistent in the relevant room or space. There may be slight variations to the same Products as a result of differences between photographs, catalogues and other materials, and the Products themselves, or as a result of minor technical changes which will not impact your use of the Product in question. Product packaging may also vary. If different Products are required due to non-availability, We will not supply them without consulting with You first, in advance of the Project. If You do not wish to accept the alternative Products, You may cancel and receive a full refund of all sums paid including, where applicable, the Deposit.

  4. We will ensure that the Interior Design Services are performed with reasonable care and skill and to a reasonable standard which is consistent with best trade practice.

  5. If you select our Measuring Service, we measure your desired space(s) with a laser measure and provide to-scale floor plans drawn on our software. These measurements are for information purposes and guidance and we neither offer nor imply any warranty as to their accuracy and you should rely on your own due diligence. Millimetre Architecture Limited designers will endeavour to scale up floor plans provided by you or your contractor with reasonable accuracy. Millimetre Architecture Limited does however require you to check these floor plans are accurate and correct before beginning any form of design work such as hiring tradesmen, requesting quotes and purchasing furniture and other items.

  6. If you select the personal shopping service, we have the right to keep any percentage of trade discounts offered where applicable.

  7. We will ensure that no parts of the Property suffer damage as a result of Our provision of the Interior Design Services. We will make good any damage that occurs at no additional expense to You as soon as is reasonably possible. We will not however make good of any financial or physical damage caused by sub-contractors, or external companies recommended by Millimetre Architecture Limited.

  8. Where a Project is to last for more than one working day, the Interior Designer will where reasonably possible leave the room or space in a clean and tidy state and minimise any disruption to Your use and enjoyment of the Property while work is being carried out. We will wherever possible store all tools and materials only in areas where work is being carried out, or where a client has approved or remove them from the property at the end of each working day.

  9. Time shall not be of the essence in the rendering of the Services under these Terms and Conditions or under the Agreement.

  10. All intellectual property rights in or arising out of or in connection with the Project and the Design Plan (other than intellectual property in any materials, images or plans supplied by You and materials, images and plans licensed by third parties) shall be owned by Us.

  11. Photographs & Publicity: You agree to allow the Designer and/or Designer's representatives to photograph Project during all stages of Design Services including when the project is complete. Photographs will be used for business purposes, including, but not limited to press, publications, online, social media, marketing, advertising, and print. The designer will not disclose the address or the Client’s name without prior consent. The costs of photographs and publicity are the responsibility of the Designer. Additionally, if the Client or Client's agents document the Project, the Designer shall be given credit as the designer if documentation is released publicly.

8.    ONLINE INTERIOR DESIGN SERVICES

  1. Once an e-design package has been selected, we will contact you to request the Client Information, which you should provide to us by e-mail or via our Website. This is your opportunity to set out, in detail, the Services required. Details we may require include (among other things) the location and size of the relevant rooms or spaces, the number and type of rooms of which the interiors are to be designed or re-designed, the style and type(s) of decorating and other aesthetic features required.

  2. You warrant and confirm that the Client Information you disclose to us will be sufficient, accurate and complete in every respect.

  3. Based on the Client Information, we then curate a Virtual Design, which is a tailored digital design for that specific room or space. You acknowledge and agree that any Virtual Design we produce for you is intended for illustrative purposes only and is not intended to provide an exact specification for an interior design project nor to guarantee specific results, nor will it necessarily comply with any relevant construction laws, regulations or guidance, whether statutory or non-statutory.

  4. Where the option of ‘revision’ is included in a package, this consists of a change of up to THREE (3) eligible items or features originally chosen by the designer. On receipt of your revision requests, we reserve the right to request payment of additional fees before continuing further work where we are reasonably of the view that your request(s) will involve a substantial material revision to the Virtual Design.

  5. Each package offers ‘design time’ with an allocated e-designer, during which period the e-designer is available by email for support and guidance such as answering questions on fabric choices or offering an opinion on a client’s product selection. For the abundance of clarity, ‘design time’ does not include further substantial design work such as sourcing new products.

  6. At all times during the e-design process, you are under an obligation to respond promptly and fully to us. Should contact cease for a continuous period of tow (2) months or you fail to provide responses to us that, acting reasonably, we consider to be satisfactory in assisting progression of your e-design, we will regard your project as completed and no further work will be carried out and we also reserve the right to terminate our Services forthwith in those circumstances.

  7. We will offer a helpline and will also be contactable by e-mail. Response times will be forty-eight (48) hours GMT from the date and time of contact, or forty-eight (48) hours from the next Business Day, whichever is the later.

  8. For clarity, where a package includes 3D models of e-designs, ‘revision’ eligibility does not include additional 3D models. Any such requests will be treated as substantial material revisions to the Virtual Design and a quotation for additional fees will be provided to you.

  9. Our Virtual Design may specify other third party products and services that we reasonably believe may assist in implementing your design needs. We make these recommendations in good faith, but: without offering or implying any warranty as to the fitness of the goods or services provided, a matter on which you should use your own due diligence; we will not be liable for any losses or damages or other adverse financial consequences arising from a breach or failure on the party of a third party contractor. You acknowledge and agree that in regard to contractor and retailer, etc. recommendations in the Virtual Design, Millimetre Architecture Limited acts strictly as a third party referrer and not a provider of such trades, goods and services of any kind, and all contractual relations and arrangements concerning the provision of such trades, goods and services are entirely a matter between you and the relevant contractor(s) and/or retailers and others Millimetre Architecture Limited is in no way responsible or liable for the provision of such services, and you indemnify Millimetre Architecture Limited entirely in respect of the financial consequences of any breach of contract or breach of duty on the part of you or the third party provider in the provision of your services; Millimetre Architecture Limited does not accept any responsibility or liability for any incorrect furniture ordered by you or a third party, or furniture that may be the wrong size, wrong colour or arrive damaged, whether or not ordered by us; Millimetre Architecture Limited works on the assumption that all clients check the dimensions of the furniture pieces recommended to them before purchasing. Millimetre Architecture Limited will not accept any liability or responsibility for furniture ordered by you that is not to your satisfaction or needs to be returned for any other reason. It is your responsibility to check any product ordered by Millimetre Architecture Limited or by you to ensure that the products ordered will pass freely into the room of choice, that they will fit in that room, can be transported via any door, stairs and doorways, and there are no other issues that could add difficulties to delivery or frustrate delivery; while Millimetre Architecture Limited will reasonably endeavour to ensure that all retail product links provided to you in a Virtual Design are current in order to assist with purchasing the products, there is no guarantee that the furniture or accessories recommended by Millimetre Architecture Limited will be available for purchase at all or within a specific time frame defined by you in your brief to us. If prices are provided as part of the e-design recommendation, there is no guarantee that you will find the article at the same price when you seek to order it; and, we reserve the right to maintain commercial partnerships and affiliate relationships with these third party goods and services providers.

  10. Time shall not be of the essence in the rendering of the Services under these Terms.

9.    FAULTY PRODUCTS

If You discover a defect with one or more of those Products or if the Product or Products have been incorrectly described, You should inform Us using the contact details above in clause 3 and we will then contact the supplier of the Product to request a refund, repair or replacement on your behalf and you appoint us as your agent for this purpose.

10.    PROBLEMS WITH OUR SERVICES

  1. If there is a problem with the result of the Interior Design Services, i.e. they have not been provided with reasonable care and skill, You are entitled to ask Us to repeat or fix the service.

  2. We always use reasonable efforts to ensure that Our provision of the Interior Design Services is trouble-free. If, however, there is a problem with the Interior Design Services We request that You inform Us as soon as is reasonably possible. We will use reasonable efforts to remedy problems with the Interior Design Services as quickly as is reasonably possible and practical.

11.    YOUR WARRANTIES AND OBLIGATIONS

  1. You warrant and confirm that the Client Information you disclose to us will be sufficient, accurate and complete in every respect.

  2. You are 18 years of age or older

  3. If any consents, licences or other permissions are needed from any third parties such as landlords, planning authorities, local authorities or similar, You must obtain them before We begin to provide the Interior Design Services.

  4. We may ask you to move or remove certain furniture, fixtures and fittings in the Property before we begin work. Unless You and We specifically agree otherwise, this is Your responsibility.

  5. You will ensure that the Interior Designer can access the Property at the Agreed Times to provide the Interior Design Services.

  6. You may either give the Interior Designer a set of keys to the Property or be present at the Agreed Times to give the Interior Designer access. All keys will be kept safely and securely by the Interior Designer. On occasion Millimetre Architecture ltd may request keys are couriered over to a designer to save time, in which case courier fees will be charged to you.

  7. If You do not provide the required access to the Property or make it impossible for Us to provide the Interior Design Services by failing to comply with any other provision in this clause 10, and do not have a good reason for this, We may invoice you for any additional charges incurred as a result.

  8. You must ensure that the Interior Designer has access to electrical outlets and a supply of hot and cold running water.

  9. Following completion of the Project, you shall have a reasonable opportunity to inspect the completed work and to notify us of any snagging issues or other minor defects. We shall endeavour to correct these at no additional cost to you provided they do not represent a substantial material change in the Project or are deemed as unfair or unnecessary issues to fix by Millimetre Architecture ltd.

12.    CHANGING THE START DATE

  1. If You ask Us to change the Start Date:

  2. We will where reasonably possible agree on a revised Start Date with You;

  3. If it is not possible to agree to a revised Start Date either You or We may terminate the Agreement (see clause 14).

  4. If We ask You to change the Start Date, You may either:

  5. agree a revised Start Date with Us; or

  6. terminate the Agreement (see clause 14).

13.    CANCELLATION OF CONTRACT DURING COOLING OFF PERIOD

  1. Where the Agreement is not made “on Our premises”, You have a statutory right to a “cooling off” period. In the case of Products, we will not allow cancellation following delivery as the Products we supply are bespoke and/or customised to your Design Plan and/or made-to-measure. Otherwise, t the cooling off period begins once the contract between You and Us is formed and ends

  2. at the end of 14 calendar days after the date on which the contract is formed.

  3. If You wish to cancel the Agreement within the cooling off period, You should inform Us immediately by a clear statement (e.g. a letter sent by post, fax or email to the postal address, fax number or email address specified in these Terms and Conditions).

  4. If You exercise this right to cancel, You will receive a refund of any amount paid to Us in respect of the contract (including, but not limited to, the Deposit, where applicable), less the reasonable value of any work we have already undertaken.

  5. We will process the refund due to You as a result of a cancellation without undue delay and, in any case, within the period of 14 calendar days after the day on which We are informed of the cancellation.

  6. If the Start Date falls within the cooling-off period, You acknowledge and agree to the following:

  7. If the Project is completed within the 14 calendar day cooling off period, You will lose the right to cancel once the Project is completed;

  8. If You cancel the Agreement after the provision of the Interior Design Services has begun You will be required to pay for the Interior Design Services and any Products that cannot be returned to Us supplied up until the point at which You inform Us of Your wish to cancel;

  9. The amount due will be calculated in proportion to the full price of the Interior Design Services and the actual Interior design Services already provided. Any sums that have already been paid for the Interior design Services will be refunded subject to deductions calculated on this basis;

  10. We will process any refund no later than 14 calendar days after You inform Us of Your wish to cancel.

  11. Clause 13 below applies to termination of the Agreement after the 14 calendar day cooling off period has elapsed

14.    CANCELLATION OF CONTRACT OUTSIDE OF THE COOLING OFF PERIOD

  1. If You cancel the Project after the 14 calendar day cooling off period has expired (or where it does not apply) and less than seven (7) calendar before the Start Date, We will retain from the Deposit, if applicable, a sum to cover any net financial loss that We suffer due to the cancellation. We will refund the balance of the Deposit to You as soon as is reasonably possible and in any event within 14 calendar days of cancellation. If Our net financial loss is more than the amount of the Deposit (and/or if no Deposit has been paid), We will invoice You for the shortfall and You will be required to make payment in accordance with clause 6 above.

  2. We may need to terminate the Agreement before the Start Date due to the unavailability of required personnel or materials, or due to the occurrence of an event outside of Our reasonable control. If such cancellation is necessary, We will inform You as soon as is reasonably possible. We will refund the Deposit, if applicable, and any other sums paid as soon as is reasonably possible, and in any event within 14 calendar days of termination.

15.    TERMINATION

  1. Throughout the Project, you are under an obligation to respond promptly and fully to us. Should contact cease for a continuous period of two (2) months or you fail to provide responses to us that, acting reasonably, we consider to be satisfactory in assisting progression of your Project, we will regard your project as completed and no further work will be carried out and we also reserve the right to terminate our Services forthwith in those circumstances.

  2. You may terminate the Agreement with immediate effect at any time by giving Us written notice if:

  3. We have breached the Agreement in any material way and have failed to remedy that breach within twenty-one (21) days of You asking Us in writing to do so;

  4. We enter into liquidation or have an administrator or receiver appointed over Our assets;

  5. You and We have been unable to agree on a revised Start Date or You elect to terminate the Agreement under clause 11 above;

  6. We are unable to provide the Interior design Services due to an event outside of Our control (see clause 16 below).

  7. We may terminate the Agreement with immediate effect by giving You written notice if:

  8. You fail to make a payment on time as required under Clause 6 (this does not affect Our right to charge interest on overdue sums under sub-Clause 6.8);

  9. You have breached the Agreement in any material way and have failed to remedy that breach within seven (7) days of Us asking You in writing to do so; or

  10. You and We have been unable to agree on a revised Start Date under clause 11 above;

  11. You do not provide the Interior Designer with access to the Property or otherwise make it impossible for the Interior Designer to provide the Interior design Services, and We have been unable to contact You to re-arrange the Interior Design Services;

  12. We have been unable to provide the Interior Design Services for more than two (2) weeks due to an event outside of Our control (see clause 16 below).

  13. For the purposes of this clause 14 a breach of the Agreement will be considered ‘material’ if it is not minimal or trivial in its consequences to the terminating Party. In deciding whether or not a breach is material no regard will be had to whether it was caused by any accident, mishap, mistake or misunderstanding.

  14. If at the termination date:

  15. You have made any payment to Us (including, but not limited to, the Deposit) for any Interior design Services We have not yet provided, these sums will be refunded to You as soon as is reasonably possible, and in any event within 14 calendar days of the termination notice. We may, however, deduct from such a refund (or charge You) reasonable compensation for the net costs We will incur as a result of your breaking the Agreement if We terminate it under sub-clauses 16.2.1, 16.2.2, or 16.2.4;

  16. We have provided Interior design Services that You have not yet paid for, the sums due will be deducted from any refund due to You or, if no refund is due, We will invoice You for those sums and You will be required to make payment in accordance with clause 6 above.

16.    EFFECT OF TERMINATION

  1. Throughout the Project, you are under an obligation to respond promptly and fully to us. Should contact cease for a continuous period of two (2) months or you fail to provide responses to us that, acting reasonably, we consider to be satisfactory in assisting progression of your Project, we will regard your project as completed and no further work will be carried out and we also reserve the right to terminate our Services forthwith in those circumstances.

  2. You may terminate the Agreement with immediate effect at any time by giving Us written notice if:

  3. We have breached the Agreement in any material way and have failed to remedy that breach within twenty-one (21) days of You asking Us in writing to do so;

  4. We enter into liquidation or have an administrator or receiver appointed over Our assets;

  5. You and We have been unable to agree on a revised Start Date or You elect to terminate the Agreement under clause 11 above;

  6. We are unable to provide the Interior design Services due to an event outside of Our control (see clause 16 below).

  7. We may terminate the Agreement with immediate effect by giving You written notice if:

  8. You fail to make a payment on time as required under Clause 6 (this does not affect Our right to charge interest on overdue sums under sub-Clause 6.8);

  9. You have breached the Agreement in any material way and have failed to remedy that breach within seven (7) days of Us asking You in writing to do so; or

  10. You and We have been unable to agree on a revised Start Date under clause 11 above;

  11. You do not provide the Interior Designer with access to the Property or otherwise make it impossible for the Interior Designer to provide the Interior design Services, and We have been unable to contact You to re-arrange the Interior Design Services;

  12. We have been unable to provide the Interior Design Services for more than two (2) weeks due to an event outside of Our control (see clause 16 below).

  13. For the purposes of this clause 14 a breach of the Agreement will be considered ‘material’ if it is not minimal or trivial in its consequences to the terminating Party. In deciding whether or not a breach is material no regard will be had to whether it was caused by any accident, mishap, mistake or misunderstanding.

  14. If at the termination date:

  15. You have made any payment to Us (including, but not limited to, the Deposit) for any Interior design Services We have not yet provided, these sums will be refunded to You as soon as is reasonably possible, and in any event within 14 calendar days of the termination notice. We may, however, deduct from such a refund (or charge You) reasonable compensation for the net costs We will incur as a result of your breaking the Agreement if We terminate it under sub-clauses 16.2.1, 16.2.2, or 16.2.4;

  16. We have provided Interior design Services that You have not yet paid for, the sums due will be deducted from any refund due to You or, if no refund is due, We will invoice You for those sums and You will be required to make payment in accordance with clause 6 above.

17.    EVENTS OUTSIDE OUR CONTROL (FORCE MAJEURE)

  1. We will not be liable for any failure or delay in performing Our obligations under these Terms and Conditions where the failure or delay results from any cause that is beyond Our reasonable control. Such causes include, but are not limited to: power failure, internet service provider failure, strikes, lock-outs or other industrial action by third parties, riots and other civil unrest, fire, explosion, flood, storms, pandemics such as Covid 19 , earthquakes, subsidence, acts of terrorism (threatened or actual), acts of war (declared, undeclared, threatened, actual or preparations for war), epidemic or other natural disaster, or any other event that is beyond Our reasonable control.

  2. If any event described under this clause 16 occurs that is likely to adversely affect Our performance of any of Our obligations under these Terms and Conditions:

  3. We will inform You as soon as is reasonably possible;

  4. Our obligations under the Agreement will be suspended and any time limits that We are bound by will be extended accordingly;

  5. We will inform You when the event outside of Our control is over and provide details of any new dates, times or availability of Interior design Services as necessary;

  6. You or We may terminate the Agreement (see clause 14 above).

18.    LIABILITY AND LIMITATIONS

  1. We will maintain suitable and valid insurance including public liability insurance and professional indemnity. Proof of insurance is available on request.

  2. Please note that these Terms do not apply to interior design services to be provided at or for commercial or business premises. We make no warranty or representation that the Services are fit for commercial, business or industrial purposes of any kind. We will not be liable to You for any loss of profit, loss of business, interruption to business or any loss of business opportunity.

  3. If We cause any damage to the Property, We will make good that damage at no additional cost to You. We are not responsible for any pre-existing faults or damage in or to Your property that We may discover while providing the Interior design Services.

  4. We are not liable for any loss or damage You suffer which results from Your failure to follow any reasonable instructions given by Us or tradesman.

  5. Millimetre Architecture Limited will reasonably endeavour to carry out all the necessary access checks prior to ordering any furniture and other items for you to ensure that the relevant products ordered will pass freely into the room or space of choice, that they will fit in that room, can be transported via any door, stairs and doorways, and there are no other issues that could make delivery more complicated or impossible. However, Millimetre Architecture Limited cannot accept any liability or responsibility for the adverse financial consequences of late or no delivery by third parties or items that arrive and may not fit or be suitable.

  6. You agree that we will not be liable for any losses or damages or other adverse financial consequences arising from a breach or failure on the party of an independent third-party contractor. You further acknowledge and agree that in regard to contractor and retailer, etc. recommendations Design Plan, unless expressly agreed otherwise, Millimetre Architecture Limited acts strictly as a third-party referrer and not a provider of such trades, goods and services of any kind, and all contractual relations and arrangements concerning the provision of such trades, goods and services are entirely a matter between you and the relevant contractor(s) and/or retailers and others, Millimetre Architecture Limited is in no way responsible or liable for the provision of such services, and you indemnify Millimetre Architecture limited entirely in respect of the financial consequences of any breach of contract or breach of duty on the part of you or the third party provider in the provision of your services.

  7. While Millimetre Architecture Limited will attempt to ensure that all retail product links in its design presentations are current, there is no guarantee that the furniture or accessories recommended by us will be available for purchase or in stock.

  8. Our total liability to You in respect of all other losses arising under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise shall be limited to a sum equal to the Quoted Fee.

  9. You shall indemnify us against any costs, liability, damages, loss, claims or proceedings arising out of your failure to meet any of your obligations or any other breach of these Terms and Conditions.

  10. Nothing in these Terms and Conditions is intended to or will limit or exclude Our liability for death or personal injury caused by Our negligence or for fraud or fraudulent misrepresentation.

  11. Nothing in these Terms and Conditions is intended to or will limit Your legal rights as a Consumer under any consumer protection legislation. For more details of Your legal rights please refer to Your local Citizens Advice Bureau or Trading Standards Office.

19.    HOW WE USE YOUR PERSONAL DATA (DATA PROTECTION)

  1. All personal information that We may use will be collected, processed, and held in accordance with the provisions of EU Regulation 2016/679 General Data Protection Regulation (“GDPR”) and Your rights under the GDPR.

  2. For complete details of Our collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of Your rights and how to exercise them, and personal data sharing (where applicable), please refer to Our Privacy & Cookie Policy.

20.   OTHER IMPORTANT TERMS

  1. We may from time to time change these Terms and Conditions without giving You notice, but We will use Our reasonable endeavours to inform You as soon as is reasonably possible of any such changes.

  2. We may transfer (assign) Our obligations and rights under the Agreement to a third party (this may happen, for example, if We sell Our business). If this occurs, We will inform You in writing. Your rights under the Agreement will not be affected and Our obligations under the Agreement will be transferred to the third party who will remain bound by them.

  3. You may not transfer (assign) Your obligations and rights under the Agreement without Our express written permission (such permission not to be unreasonably withheld).

  4. The Agreement is between You and Us. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of the Agreement.

  5. If any provision of the Agreement or these Terms and Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of the Agreement or these Terms and Conditions and the remainder of the provision in question will not be affected.

  6. No failure or delay by Us or You in exercising any rights under the Agreement means that We or You have waived that right, and no waiver by Us or You of a breach of any provision of the Agreement means that We or You will waive any subsequent breach of the same or any other provision.

21.   REGULATION AND INFORMATION

  1. We are required by the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 to ensure that certain information is given or made available to You as a Consumer before We make Our contract with You (i.e. before You have accepted the Quotation and the Agreement has been signed) except where that information is already apparent from the context of the transaction. We have included the information itself either in the Agreement or Quotation for You to see, or We will make it available to You before the Agreement is signed and you accept the Quotation. All of that information will, as required by the Regulations, be part of the terms of Our contract with You as a Consumer.

  2. As required by the Regulations:

  3. all of the information described in sub-clause 20.1; and

  4. any other information which We give to You about the Interior Design Services, or about Us or Our business which you take into account when deciding to accept the Quotation and sign the Agreement, or when making any other decision about the Interior Design Services, will be a part of the terms of Our contract with You as a Consumer.

  5. Law and Jurisdiction

  6. These Terms and Conditions, the Agreement, and the relationship between you and Us (whether contractual or otherwise) shall be governed by, and construed in accordance with, English law. 21.2. Any dispute, controversy, proceedings or claim between you and Us relating to these Terms and Conditions, the Agreement or the relationship between you and Us (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the courts of England & Wales.

22.   GENERAL PROVISIONS

  1. Assignment and Subcontracting. Millimetre Architecture Limited may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights under the agreement and may subcontract or delegate in any manner any or all of its obligations under the agreement to any third party or agent. The Client will not, without the prior written consent of Millimetre Architecture Limited, assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the agreement.

  2. Notices.
    Any notice or other communication required to be given to a party under or in connection with these Terms will be in writing and will be delivered to the other party personally or sent by prepaid first-class post, recorded delivery or by commercial courier, at its registered office (if a company) or (in any other case) its principal place of business, or sent by fax to the other party's main fax number.
    Any notice or other communication will be deemed to have been duly received if delivered personally, when left at the address referred to above or, if sent by pre-paid first-class post or recorded delivery, at 9.00 am on the second Business Day after posting, or if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed, or if sent by fax, on the next Business Day after transmission.
    This clause 21.2 will not apply to the service of any proceedings or other documents in any legal action. For the purposes of this clause, "writing" will not include e-mails and for the avoidance of doubt notice given under these Terms will not be validly served if sent by e-mail.

  3. Waiver.
    A waiver of any right under these Terms is only effective if it is in writing and will not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under the agreement or by law will constitute a waiver of that or any other right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy will preclude or restrict the further exercise of that or any other right or remedy. 

  4. Severance.
    .If a court or any other competent authority finds that any provision of these Terms (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision will, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of these Terms will not be affected.
     If any invalid, unenforceable or illegal provision of these Terms would be valid, enforceable and legal if some part of it were deleted, the provision will apply with the minimum modification necessary to make it legal, valid and enforceable.

  5. Millimetre Architecture Limited reserves the right to revise and amend these Terms from time-to-time to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in our Services offered, changes in relevant laws and regulatory requirements and changes in our system's capabilities, so please review our terms regularly.

  6. No Partnership or Agency.
    Nothing in these Terms is intended to, or will be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party will have authority to act as agent for, or to bind, the other party in any way.

  7. Entire Agreement
    With the exception of clauses 3.5 and 5.2 above, these Terms constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. Each party agrees that it will have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms. Each party agrees that it will have no claim for innocent or negligent misrepresentation based on any statement in these Terms.

  8. Third Parties.
    A person who is not a party to these Terms will not have any rights under or in connection with it.

  9. Rights and Remedies.
    The rights and remedies provided under these Terms are in addition to, and not exclusive of, any rights or remedies provided by law. 

  10. Variation.
    Except as set out in these Terms, any variation, including the introduction of any additional terms and conditions to these Terms, will only be binding when agreed in writing and signed by Millimetre Architecture Limited.

  11. Governing Law and Jurisdiction.
    These Terms, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), will be governed by, and construed in accordance with, English law, and the parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.