Terms and Conditions

These Terms and Conditions of Sale govern the sale of Goods and the supply of related Services to business customers.

1. Interpretation

1.1 “Seller”, “we”, “us” means Liftmaster Ltd. “Buyer”, “you” means the business purchasing Goods and/or Services. “Goods” means equipment, parts and materials supplied. “Services” means installation, calibration, maintenance, repair and related professional services.

1.2 “Sale Agreement” or “Agreement” means the agreement for the sale of Goods and/or the supply of Services formed when we accept your order in writing (including email) or commence performance.

1.3 Words in the singular include the plural and vice‑versa; references to a “person” include a company.

1.4 These Terms apply to all quotations, orders, acknowledgements, deliveries and invoices unless varied in writing by a director of the Seller.

2. Basis of Sale

2.1 We will supply Goods and/or Services under an Agreement formed when we accept your order in writing (including email) or start work.

2.2 Any quotation is valid for 30 days unless stated otherwise.

2.3 Your purchase order terms do not apply unless we expressly agree in writing.

3. Specifications & Compliance

3.1 The specification is as per our documentation or an accepted quotation; we may make non‑material changes or those required by law, safety standards, manufacturer updates or DVSA/LOLER/PUWER compliance.

3.2 You are responsible for ensuring specifications provided by you are accurate and complete.

4. Prices, Taxes & FX Variation

4.1 Prices are as per our quotation or order confirmation and exclude VAT unless stated.

4.2 We may adjust prices to reflect changes in taxes, manufacturer list prices, duties or abnormal transport costs prior to delivery if notified to you.

4.3 Where Goods are imported or priced by reference to foreign currency, we may vary the price to reflect exchange‑rate movements between quotation and invoicing/despatch. Any FX adjustment will be evidenced on request.

5. Payment

5.1 Unless otherwise agreed in writing, all invoices issued by Liftmaster Ltd are payable within 30 days of the invoice date. Payment must be made in cleared funds to the bank account specified on our invoice.

5.2 If payment is not received by the due date, Liftmaster Ltd will charge statutory interest and late‑payment compensation in accordance with the Late Payment of Commercial Debts (Interest) Act 1998. This includes:

• interest at 8% above the Bank of England base rate, applied daily;
• the fixed‑sum compensation charges prescribed by law; and
• reasonable costs incurred in recovering the overdue amount.

5.3 Where any amount remains overdue, Liftmaster Ltd may:
(a) suspend deliveries, Services, installation or commissioning activities until all overdue sums are settled;
(b) withhold release of Goods (including Goods already allocated, picked or prepared for dispatch); and
(c) recover all reasonable enforcement, legal, administrative, and debt‑collection costs arising from the overdue account.

5.4 Liftmaster Ltd may, at its discretion, allocate any payment received against outstanding invoices or accounts as it considers appropriate, notwithstanding any allocation instruction provided by the Buyer.

6. Delivery, Postponement, Access & Site Readiness

6.1 Delivery dates are estimates only, and time is not of the essence. We may deliver the Goods in instalments and invoice each instalment separately. Liftmaster Ltd shall not be liable for any direct, indirect, special, or consequential loss arising from delayed delivery, including business interruption, loss of revenue, or delays caused by component availability or logistics constraints. Our sole obligation is to deliver the Goods within a reasonable period.

6.2 If you request delivery to be postponed after an agreed delivery date, or after Goods have been allocated, picked, or prepared for dispatch, Liftmaster Ltd may:
(a) issue the invoice on the originally agreed delivery date; and
(b) charge reasonable storage and handling fees.
A storage fee of 2% of the order value per commenced month applies after a 14‑day grace period, where Goods are stored at our or our logistics provider’s premises. Additional transport, handling, and redelivery costs will also apply.

6.3 You must ensure safe, unobstructed access to the delivery and installation area, including adequate lighting, surface conditions, and any required site readiness measures in accordance with our pre‑installation requirements and any method statements (RAMS). If the site is not ready, access is unsafe, or conditions prevent safe working, Liftmaster Ltd may abort the visit and charge an aborted/return visit fee at our prevailing rates.

6.4 Structural readiness and access conditions are your responsibility. Liftmaster Ltd is not responsible for delays, aborted visits, or additional costs arising from inadequate foundations, unsuitable flooring, insufficient access for equipment, or any other site‑related obstacle affecting delivery or installation.

6.5 Risk in the Goods passes to you upon delivery to your site or collection point. Title to the Goods passes only when payment has been made in full in accordance with clause 12.

7. Installation & Commissioning

7.1 Unless a quotation expressly states “delivery only”, our price includes installation at a prepared and compliant site. Pre‑installation obligations include (but are not limited to) concrete/floor specification, ground integrity, power and air provisions, environmental conditions, and any groundworks required to meet manufacturer and regulatory requirements.

7.2 Structural Responsibility:
Any pre‑installation visit or site assessment carried out by Liftmaster Ltd is visual only and does not constitute a structural survey or engineering assessment. You are solely responsible for ensuring that the installation area — including flooring, concrete depth, sub‑base integrity, load‑bearing capacity, fixings, stanchions, walls, and all supporting structures — is suitable and sufficient for the equipment being installed.
Liftmaster Ltd accepts no liability for any failure, movement, cracking, degradation, or instability of flooring, fixings, or structures during or after installation.

7.3 The final electrical connection to mains power (including any statutory testing or notification) must be carried out by a competent, qualified electrician appointed by you. Liftmaster Ltd does not undertake final electrical connection unless expressly stated in writing.

7.4 You must ensure the site is free from hazards, including asbestos, contamination, unsafe working conditions, or obstructions. Liftmaster Ltd may suspend or abort installation if unsafe conditions exist, and any return or aborted‑visit fees will apply at our prevailing rates.

7.5 A load test and thorough inspection may be required under BS 7980, LOLER 1998, or other applicable regulations. Where practicable, you will provide a suitable certified vehicle or load at the time of installation; otherwise, our engineers may use an available vehicle for functional testing.

7.6 Pre‑ and post‑installation sign‑off forms must be completed by an authorised representative of the Buyer. Where sign‑off is not provided but the equipment is put into use, Liftmaster Ltd may treat the installation as accepted.

8. Acceptance

8.1 You must inspect Goods/Services on delivery/completion and notify us in writing of defects within 5 business days. Absent notice, Goods/Services are deemed accepted (without prejudice to warranty).

9. Order Changes & Cancellations

9.1 Once accepted, orders may be changed or cancelled only with our written agreement.

9.2 Special‑order/customised Goods (including Goods allocated to your order) are non‑cancellable and non‑returnable.

9.3 Where we agree to cancellation, you will pay: (a) our proven third‑party and supplier charges; (b) reasonable administrative/processing costs; (c) any logistics/handling/return costs; and (d) a cancellation fee up to 25% of the order value where proportionate to our loss.

9.4 If cancellation is requested after dispatch/delivery, all transport, handling and return costs are payable in addition to clause 9.3.

9A. Returns (Non‑fault)

9A.1 Non‑fault returns are at our discretion and require prior written authorisation (RMA). Only unopened, unused Goods in original packaging and in resaleable condition within 30 days of delivery will be considered.

9A.2 A restocking charge of up to 25% of the invoiced price may apply, together with inspection, repacking and carriage costs. Non‑stock, customised or hygiene/safety‑critical items are not eligible for return.

9A.3 Risk in returned Goods remains with you until received and inspected at the return location we specify.

10. Service & Calibration (including DVSA‑regulated equipment)

10.1 Routine servicing, preventative maintenance, and calibration are not included unless expressly stated in the quotation or Agreement. Where the quotation references DVSA‑regulated equipment, ongoing calibrations and statutory checks required from approximately six (6) months post‑installation onward are chargeable under the applicable service plan or at our prevailing rates.

10.2 Service contracts provided by Liftmaster Ltd cover preventative maintenance only. Parts, corrective repairs, adjustments, breakdown rectification, and any work arising from misuse, abuse, neglect, environmental conditions, accidental damage, or failure to follow operating instructions are fully chargeable, unless explicitly stated as included.

10.3 Response times for service, repairs, or calibration visits are targets only and not guaranteed unless a formal Service Level Agreement (SLA) has been agreed in writing. Liftmaster Ltd is not liable for any loss arising from delayed attendance, parts availability, or scheduling constraints.

10.4 During any service, inspection, or corrective repair, Liftmaster Ltd engineers may identify worn components, unsafe conditions, or additional work required to maintain the equipment in a safe and operational state. Such items will be quoted separately and will only be undertaken with the Buyer’s approval. Any works outside the agreed scope are chargeable.

10.5 Liftmaster Ltd shall not be liable for subsequent failures, defects, or malfunctions that occur after service or repair works where such issues arise from:

• underlying or latent conditions not visible at the time of inspection;
• components or assemblies approaching the end of their service life;
• structural, environmental, or electrical conditions outside our control;
• incorrect operation or failure to maintain the equipment between visits.

10.6 No warranty is provided by Liftmaster Ltd on repair works, service workmanship, or replacement components beyond the warranty supplied by the respective manufacturer, which will be passed to the Buyer where applicable.

11. Warranty

11.1 Liftmaster Ltd passes through the manufacturer’s warranty for the Goods and will transfer its benefit to the Buyer once confirmation or credit is received from the manufacturer. Unless expressly stated otherwise in writing, all labour, travel, mileage, consumables, lifting equipment, diagnostics, and associated costs relating to warranty investigation or repair are excluded.

11.2 All warranty claims must be supported by:

• valid proof of purchase;
• evidence of compliance with the manufacturer’s and Liftmaster Ltd’s maintenance requirements;
• adherence to statutory inspection obligations (e.g., PUWER/LOLER where applicable); and
• prior written authorisation from Liftmaster Ltd before any repair work is undertaken.
  Unauthorised repairs may invalidate the warranty claim entirely.

11.3 Goods or parts found to be defective due to a manufacturing fault within six (6) months of delivery will be replaced free of charge for the part only, subject to the Buyer returning the part for inspection and testing. The Buyer is responsible for all removal, refit, labour, travel and diagnostic costs. Wear‑and‑tear items are excluded.

11.4 – Warranty Exclusions
The warranty does not apply to defects, failures, or damage arising from:

• misuse, abuse, neglect, or operator error;
• overloading beyond rated capacity;
• operation with safety devices removed, overridden or malfunctioning;
• incorrect installation, incorrect voltage, electrical faults or unstable power supply;
• environmental factors including corrosion, rust, chemicals, contamination, humidity, water ingress or adverse weather;
• fire, flood, theft, impact damage, vandalism or natural disaster;
• consumables or wear items, including but not limited to pads, cables, rollers, hoses, bushes, seals, pulleys and similar components;
• failure to follow operating manuals, maintenance schedules or inspection requirements;
• unauthorised alterations, modifications or structural changes;
• damage caused by inadequate flooring, foundations, fixings, sub‑base integrity or other site‑related conditions.

11.5 Liftmaster Ltd is not responsible for any consequential, indirect, or special losses resulting from equipment failure, parts delays, availability of components, downtime, or disruption to the Buyer’s business, except where liability cannot legally be excluded.

11.6 Except where required by law, all implied terms relating to satisfactory quality, fitness for purpose, or performance are excluded to the fullest extent permitted in B2B agreements.

12. Risk & Retention of Title

12.1 Risk passes as per clause 6.4. Title remains with us until all sums due are received in cleared funds (“all‑monies” retention).

12.2 Until title passes, you will: (a) store Goods separately; (b) keep them insured for their full value; (c) not remove, obscure or deface identifying marks.

12.3 If you sell Goods before title passes, you hold the proceeds on trust for us. On demand, you will pay such proceeds into a separate account pending remittance.

12.4 We may enter your premises during business hours to inspect or repossess Goods if you are in default or insolvent.

12.5 Implied authority to resell or use Goods in the ordinary course of business is withdrawn on our written notice or automatically if: (i) an administrator, administrative receiver or receiver is appointed over you or your assets; (ii) a petition is presented or resolution passed for winding‑up; (iii) you propose any arrangement or composition with creditors; (iv) you become subject to a bankruptcy petition (if applicable); or (v) we reasonably believe you are, or are about to become, insolvent. On withdrawal you must immediately deliver up all Goods subject to ROT.

13. Buyer Obligations

13.1 Provide safe access, permits, inductions and information about hazards; ensure competent operators; and maintain Goods per the O&M manual and legal requirements (including PUWER/LOLER).

13.2 Keep all manuals, calibration certificates and inspection records and make them available for warranty/inspection purposes.

14. Liability

14.1 Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any liability which cannot lawfully be limited.

14.2 Subject to 14.1, we are not liable for: loss of profits, revenue, business, goodwill, anticipated savings, production downtime, or any consequential, indirect or special loss. This includes delays in component availability or manufacturer supply.

14.3 Subject to 14.1, our aggregate liability arising out of or in connection with an Agreement (whether in contract, tort (including negligence), breach of statutory duty or otherwise) shall be limited to the **lesser of**: (a) the total price paid (or payable) under the Agreement to which the claim relates; or (b) **£1,000,000**.

15. Intellectual Property

All IP in our proposals, drawings, RAMS, training materials and documentation remains ours. You receive a non‑exclusive licence to use them solely for operating and maintaining the installed Goods.

16. Force Majeure

We are not liable for delay or failure caused by events beyond our reasonable control (including supply chain disruption, manufacturer delays, labour shortages, epidemics, extreme weather, utility failures or transport issues).

17. Suspension & Termination

17.1 We may suspend performance if you fail to pay on time or we reasonably believe you are insolvent.

17.2 Either party may terminate for material breach not remedied within 14 days of notice, or on insolvency events. On termination, all amounts become immediately due and we may recover Goods subject to title.

18. Data Protection (UK GDPR)

Each party shall comply with UK GDPR and the Data Protection Act 2018. Where we process personal data to schedule/perform Services, we do so as an independent controller (or as processor under a separate Data Processing Agreement if expressly agreed). You will ensure you have a lawful basis to share contact details of your personnel.

19. Anti‑Bribery & Modern Slavery

You and we shall comply with the Bribery Act 2010 and the Modern Slavery Act 2015 and maintain appropriate policies and controls.

20. Confidentiality

Non‑public information exchanged for the purposes of the Agreement must be kept confidential, except where disclosure is required by law.

21. Notices

Notices must be in writing and sent to the registered or notified business address or by email to the nominated contact(s) stated on the order/quotation.

22. Entire Agreement; No Partnership

These Terms and the order/quotation constitute the entire Agreement. No partnership, joint venture or agency relationship is created.

23. Third Party Rights

No third party has rights under the Contracts (Rights of Third Parties) Act 1999 to enforce the Agreement.

24. Governing Law & Jurisdiction

These Terms and any non‑contractual obligations arising out of or in connection with any Agreement are governed by English law, and the courts of England and Wales have exclusive jurisdiction.