Terms & Conditions.

These Terms and Conditions apply to all services and supplies provided by FIXARA Limited, a company registered in England and Wales with its registered office at Unit 21, Artwright Hill Farm, Cosby, Leicester, LE9 1RN (“FIXARA Limited”), and you, the client (“You” or “Client”).

These Terms supersede any previous terms issued by FIXARA or the Client.
 

1. Interpretation

1.1 Definitions
The following definitions apply throughout this agreement:

• Commencement Date: The date on which FIXARA receives written confirmation of the Client’s acceptance of a Quotation and receipt of the required Deposit or authorised Purchase Order.

• Conditions: These terms and conditions.

• Contract: The agreement between FIXARA and the Client for the supply of Goods and/or Services, incorporating these Conditions, the accepted Quotation, Project Specification and any agreed amendments.

• Client: The individual, company or organisation purchasing Goods and/or Services from FIXARA.

• Client Materials: Any branding, content, logos or materials supplied by the Client for use in the Project.

• Deposit: A non-refundable payment of 50% of the total Quotation value unless otherwise stated.

• Force Majeure Event: Any unforeseeable circumstance beyond a party’s reasonable control (see Clause 12).

• Goods: The physical items supplied by FIXARA as part of the Project, excluding FIXARA-owned equipment or assets.

• FIXARA Materials: Any temporary structures, set pieces, furniture, or equipment owned by FIXARA and used during the Project.

• Intellectual Property Rights: All intellectual property including designs, plans, branding, software, and confidential know-how.

• Order: A Client’s written confirmation to proceed based on an FIXARA Quotation.

• Project: The overall scope of work to be delivered by FIXARA as described in the Quotation.

• Project Location: The agreed site where services and installation will take place.

• Project Specification: The document or brief provided by the Client detailing specific requirements.

• Quotation: The detailed pricing and scope provided by FIXARA based on the Project Specification.

• Services: The design, production, installation, or other services provided by FIXARA.

1.2 Interpretation Notes

References to “writing” include email. Clause headings are for convenience only and do not affect interpretation. Words in the singular include the plural and vice versa. The terms “including,” “such as,” and similar expressions are not exhaustive.
 

2. Formation of Contract

2.1. A Quotation issued by FIXARA constitutes an invitation to treat, valid for 30 days unless otherwise stated.

2.2. A Contract is formed upon written acceptance of the Quotation by the Client and receipt of the Deposit.

2.3. FIXARA may reject late acceptances, revise expired Quotations, or withdraw proposals without liability.

2.4. Quotations remain confidential and are not to be copied, shared, or relied upon by third parties without FIXARA’S written consent.

2.5. All Contracts are governed exclusively by these Conditions. No other terms shall apply.
 

3. Supply of Goods and Services

3.1. FIXARA shall supply the Goods and Services outlined in the Quotation.

3.2. Amendments to specifications, access, or logistics may require renegotiation and incur additional costs.

3.3. Maintenance of items post-installation (e.g. lighting, surfaces, wear and tear) is not included unless separately quoted.

3.4. No changes to Orders are accepted within 14 days of installation without written agreement.

3.5. Delivery dates are estimates only. FIXARA shall not be liable for delays due to Force Majeure or Client omissions.

3.6. Risk passes on delivery to site or completion of installation (whichever is later). Title passes on full payment.

3.7. All FIXARA Materials remain the property of FIXARA at all times.

3.8. Any post-event removal, return, or storage will be charged separately and must be arranged with FIXARA in advance.

3.9. If FIXARA fails to perform its obligations, liability is limited to the amounts paid under the Contract.

3.10. FIXARA may subcontract any part of the Project using competent third parties.

3.11. Structural engineer services may be required at the Client’s cost if deemed necessary by FIXARA.

4. Client Obligations

4.1. The Client agrees to:
 

• Provide accurate information and a designated project contact.

• Ensure access, logistics, and permissions are in place for timely delivery.

• Protect all FIXARA Materials and property on site.

• Pay for any additional services or remedial work not caused by FIXARA’S default.

• Provide supervision and health and safety compliance at the Project Location during works.
   

4.2. FIXARA shall not be liable for delays or failures caused by the Client’s omissions, access issues, or supply delays.

4.3. Any request for FIXARA staff to appear as the Client’s representatives must be agreed in writing.

4.4. Materials provided are to be used solely for the specified Project and location. Unauthorised alteration, relocation or re-use is strictly at the Client’s risk.

 

5. Payment Terms

5.1. Unless otherwise stated:

• 50% Deposit on acceptance of quotation.

• Balance due on or before installation.

• Any Additional services invoiced separately, payable within 30 days from invoice. 
   

5.2. FIXARA reserves the right to revise pricing due to material cost increases, Client changes, or regulatory requirements.

5.3. All amounts are exclusive of VAT.

5.4. Late payment may incur a 5% annual interest charge and suspension of works.
 

6. Intellectual Property

6.1. All IP in the Quotation and deliverables remains the property of FIXARA unless otherwise agreed.

6.2. The Client is granted a limited right to use the deliverables solely for the specific Project.

6.3. The Client grants FIXARA the right to reference the Project for marketing purposes.

6.4. The Client warrants that it owns or has permission to use any Client Materials provided.
 

7. Data Protection

Both parties agree to comply with applicable UK data protection laws and shall process personal data securely and lawfully.
 

8. Confidentiality

Neither party shall disclose confidential business or commercial information to third parties except where required by law or agreed in writing.
 

9. Limitation of Liability

9.1. FIXARA’S total liability under the Contract shall not exceed the amounts paid by the Client.

9.2. FIXARA shall not be liable for indirect losses, loss of profit, business interruption, or reputational damage.
 

10. Termination

FIXARA may terminate the Contract if:

• The Client becomes insolvent or ceases trading;

• The Client fails to make payment;

• A Force Majeure Event lasts more than 180 days.
   

11. Cancellations and Delays

11.1. The Deposit is non-refundable.

11.2. Any costs incurred to date (including labour, materials, travel, etc.) are chargeable upon cancellation or postponement.

11.3. Storage, transport, and derigging due to delay will incur additional charges.
 

12. Force Majeure

Neither party is liable for delay or failure to perform obligations due to events beyond reasonable control. Projects may be postponed or terminated without penalty in such cases after 180 days of continuous delay.
 

13. Notices

All notices must be sent in writing by post or email to the contact details agreed at the time of Contract
 

14–20. General

• Severability: Invalid terms do not affect the validity of the remainder.

• Waiver: No failure or delay shall constitute a waiver of rights.

• No Partnership: The Contract does not create a joint venture or employment relationship.

• Entire Agreement: The Contract supersedes all previous agreements.

• Third Parties: No third party shall have rights to enforce the Contract.

• Variation: Changes must be agreed in writing and signed by both parties.

• Governing Law: This Contract is governed by the laws of England and Wales. Disputes shall be resolved exclusively in English courts.

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FIXARA LIMITED - 2026 - 021331 - v1 - TERMS & CONDITIONS OF BUSINESS