Terms & Conditions
Important Notes About Your Order
Basis Of Contract
Delivery Of Goods
Warranty And Guarantee
Title And Risk
Supply Of Services
New Accounts, Charges And Payment
Intellectual Property Rights
Limitation Of Liability
Consequences Of Termination
Pinnacle shall make every effort to fulfil delivery of your Order on the dates indicated by us, but please note that these are for guidance only and Pinnacle shall not accept any liability arising from any delay in delivery of your Order beyond such date. Accordingly, Pinnacle recommends that you do not dispose of your existing furniture until the new furniture has been delivered.
During the period from July to September delivery times may increase and Pinnacle recommends that you order as early as possible if you require delivery during this period.
For Customers that are educational institutions, in order for us to be able to make deliveries of Goods or perform Services out of normal term times (e.g. during school holidays) it is imperative that full access and contact details are supplied to us well in advance of delivery. Please notify us of any relevant institutional opening and closing times during holiday periods with your Order.
It is important that you review carefully all of the following terms and conditions but your attention is particularly drawn to section 8 (new accounts, charges and payments) & section 11 (Limitation of Liability). All defined terms are set out at section 15.
1.1 The Order constitutes an offer by the Customer to purchase Goods and/or Services in accordance with these Conditions.
1.2 The Order shall only be deemed to be accepted when Pinnacle issues written acceptance of the Order at which point and on which date the Contract shall come into existence (Commencement Date).
1.3 The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of Pinnacle which is not set out in the Contract.
1.4 Any samples, drawings, descriptive matter or advertising issued by Pinnacle and any descriptions of the Goods or illustrations or descriptions of the Services contained in Pinnacle’s catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Services and/or Goods described in them. They shall not form part of the Contract or have any contractual force.
1.5 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
1.6 Any quotation given by Pinnacle shall not constitute an offer, and is only valid for a period of 20 Business Days from its date of issue.
1.7 All of these Conditions shall apply to the supply of both Goods and Services except where application to one or the other is specified.
2.1 The Goods are as described in Pinnacle’s catalogue or as may be otherwise described in the Goods Specification in the case of Goods made to order.
2.2 Whilst all reasonable care has been taken to ensure that the colour reproduction in Pinnacle’s catalogue is accurate, due to the limitations of the printing process there may be some variation in colour to the Goods delivered. The Customer may request fabric swatches prior to completion of the Order to confirm colouring, failure to do so shall not entitle the Customer to reject the Goods on grounds of colour misdescription.
2.3 To the extent that the Goods are to be manufactured in accordance with a Goods Specification supplied by the Customer, the Customer shall indemnify Pinnacle against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses) suffered or incurred by Pinnacle in connection with any claim made against Pinnacle for actual or alleged infringement of a third party’s intellectual property rights arising out of or in connection with Pinnacle’s use of the Goods Specification. This clause 2.3 shall survive termination of the Contract.
2.4 Pinnacle reserves the right to amend the specification of the Goods if required by any applicable statutory or regulatory requirements.
3.1 Pinnacle shall ensure that:
each delivery of the Goods is accompanied by a delivery note which shows the date of the Order;andif Pinnacle requires the Customer to return any packaging material to Pinnacle, that fact is clearly stated on the delivery note. The Customer shall make any such packaging materials available for collection at such times as Pinnacle shall reasonably request. Returns of packaging materials shall be at Pinnacle’s expense.3.2 Pinnacle shall deliver the Goods to the ground floor only of the location set out in the Order or such other location as the parties may agree (Delivery Location) at any time after Pinnacle notifies the Customer that the Goods are ready.
3.3 Delivery of the Goods shall be completed on the Goods’ arrival at the Delivery Location.
3.4 Any dates quoted for delivery of the Goods are approximate only, and the time of delivery is not of the essence. Pinnacle shall not be liable for any delay in delivery of the Goods that is caused by a Force Majeure Event or the Customer’s failure to provide Pinnacle with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
3.5 Pinnacle will use all reasonable endeavours to deliver the Goods or complete the Services by the date or dates agreed between the parties, but the Customer shall not be entitled to refuse delivery on account of any delays.
3.6 If Pinnacle fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. Pinnacle shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event the Customer’s failure to provide Pinnacle with adequate delivery instructions for the Goods or any relevant instruction related to the supply of the Goods.
3.7 If the Customer fails to accept or take delivery of the Goods within 10 Business Days of Pinnacle notifying the Customer that the Goods are ready, then except where such failure or delay is caused by a Force Majeure Event or by Pinnacle’s failure to comply with its obligations under the Contract in respect of the Goods:
delivery of the Goods shall be deemed to have been completed at 9.00 am on the eleventh Business Day following the day on which Pinnacle notified the Customer that the Goods were ready; andPinnacle shall store the Goods until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).3.8 If 20 Business Days after Pinnacle notified the Customer that the Goods were ready for delivery the Customer has not accepted or taken delivery of them, Pinnacle may resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Goods or charge the Customer for any shortfall below the price of the Goods.
3.9 The Customer shall not be entitled to reject the Goods if Pinnacle delivers more or less than the quantity of Goods ordered, but a pro-rata adjustment shall be made to the Order invoice on receipt of notice from the Customer that the wrong quantity of Goods was delivered Provided that such notice is received within 2 days of delivery.
3.10 Subject to a handling and rebooking charge at a rate of 35% of the cost of the Goods, the Customer may return Goods from Pinnacle’s catalogue within 28 days of delivery provided such Goods are unused and are in the same condition as at delivery. Goods made to order, including but not limited to upholstered seating, cannot be returned by the Customer unless they suffer from a material defect.
3.11 Pinnacle may deliver the Goods by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.
3.12 The Customer is responsible for checking the quantity and condition of the Goods on each delivery and must notify Pinnacle’s delivery agent of any discrepancy in quantity of the Goods delivered or of any damage Goods in each consignment at the time of delivery or, if delivery is accepted by the Customer unchecked, to Pinnacle within 2 days of the delivery date by email to email@example.com.
4.1 Pinnacle warrants that on delivery, and for a period of 12 months from the date of delivery (Warranty Period), the Goods shall:
conform in all material respects with their description and any applicable Goods Specification; andbe free from material defects in design, material and workmanship.
4.2 Subject to clause 4.3, if:
the Customer gives notice in writing during the Warranty Period within a reasonable time (and in any event within 10 Business Days) of discovery that some or all of the Goods do not comply with the warranty set out in clause 4.1;Pinnacle is given a reasonable opportunity of examining such Goods; andthe Customer (if asked to do so by Pinnacle) returns such Goods to Pinnacle’s place of business at Pinnacle’s cost,Pinnacle shall, at its option, repair or replace the defective Goods, or refund the price of the defective Goods in full.
4.3 Pinnacle shall not be liable for the Goods’ failure to comply with the warranty in clause 4.1 if:
the Customer makes any further use of such Goods after giving a notice in accordance with clause 4.2;the defect arises because the Customer failed to follow Pinnacle’s oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Goods or (if there are none) good trade practice;the defect arises as a result of Pinnacle following any drawing, design or Goods Specification supplied by the Customer;the Customer alters or repairs such Goods without the written consent of Pinnacle;the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions;the Goods differ from their description as a result of changes made to ensure they comply with applicable statutory or regulatory standards.
4.4 Except as provided in this clause 4, Pinnacle shall have no liability to the Customer in respect of the Goods’ failure to comply with the warranty set out in clause 4.1.
4.5 All Goods have a guarantee for one year provided they are subject to a normal level of usage for a product of that type.
4.6 The terms of these Conditions shall apply to any repaired or replacement Goods supplied by Pinnacle under clause 4.2.
5.1 The risk in the Goods shall pass to the Customer on completion of delivery.
5.2 Title to the Goods shall not pass to the Customer until Pinnacle has received payment in full (in cash or cleared funds) for:
the Goods; andany other goods that Pinnacle has supplied to the Customer in respect of which payment has become due.
5.3 Until title to the Goods has passed to the Customer, the Customer shall:
hold the Goods on a fiduciary basis as Pinnacle’s bailee;store the Goods separately from all other goods held by the Customer so that they remain readily identifiable as Pinnacle’s property;not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;maintain the Goods in satisfactory condition and keep them insured against all risks for their full price on Pinnacle’s behalf from the date of delivery;notify Pinnacle immediately if it becomes subject to any of the events listed in clause 12.1.2; andgive Pinnacle such information relating to the Goods as Pinnacle may require from time to time, but the Customer may resell or use the Goods in the ordinary course of its business.
5.4 If before title to the Goods passes to the Customer the Customer becomes subject to any of the events listed in clause 12.1.2, or Pinnacle reasonably believes that any such event is about to happen and notifies the Customer accordingly, then, provided the Goods have not been resold, or irrevocably incorporated into another product, and without limiting any other right or remedy Pinnacle may have, Pinnacle may at any time require the Customer to deliver up the Goods and, if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Goods are stored in order to recover them. A Good shall be deemed to be irrevocably incorporated into another product where the removal of such Good by a person suitably qualified for the required removal using reasonable skill and care would cause material damage to that other product; incorporation by electrical wiring, telecommunications connections, gas piping or plumbing shall not be deemed to be irrevocable.
6.1 Pinnacle shall provide the Services to the Customer in accordance with the Service Specification in all material respects.
6.2 Pinnacle shall use all reasonable endeavours to meet any performance dates for the Services specified in the Service Specification, but any such dates shall be estimates only and time shall not be of the essence for the performance of the Services.
6.3 Pinnacle shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services, and Pinnacle shall notify the Customer in any such event.
6.4 Pinnacle warrants to the Customer that the Services will be provided using reasonable care and skill.
7.1 The Customer shall:
ensure that the terms of the Order and (if submitted by the Customer) the Goods Specification are complete and accurate;co-operate with Pinnacle in all matters relating to the Services;provide Pinnacle, its employees, agents, consultants and subcontractors, with access to the Customer’s premises, office accommodation and other facilities as reasonably required by Pinnacle to provide the Services;provide Pinnacle with such information and materials as Pinnacle may reasonably require to supply the Services, and ensure that such information is accurate in all material respects;prepare the Customer’s premises for the supply of the Services;obtain and maintain all necessary licences, permissions and consents which may be required for the Services before the date on which the Services are to start; andkeep and maintain all Pinnacle Materials at the Customer’s premises in safe custody at its own risk, maintain Pinnacle Materials in good condition until returned to Pinnacle, and not dispose of or use Pinnacle Materials other than in accordance with Pinnacle’s written instructions or authorisation.
7.2 If Pinnacle’s performance of any of its obligations in respect of the Services is prevented or delayed by any act or omission by the Customer or failure by the Customer to perform any relevant obligation (Customer Default):
Pinnacle shall without limiting its other rights or remedies have the right to suspend performance of the Services until the Customer remedies the Customer Default, and to rely on the Customer Default to relieve it from the performance of any of its obligations to the extent the Customer Default prevents or delays Pinnacle’s performance of any of its obligations;Pinnacle shall not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from Pinnacle’s failure or delay to perform any of its obligations as set out in this clause 7.2; andthe Customer shall reimburse Pinnacle on written demand for any costs or losses sustained or incurred by Pinnacle arising directly or indirectly from the Customer Default.
8.1 All Customers are required to open an account with Pinnacle. Organisations, local authorities, schools, academies, colleges and universities that are fully Government-funded can open a customer account with Pinnacle without a credit application. All other customers (including customers working for Government-funded organisations) need a credit application to be approved by Pinnacle before any Orders can be accepted. The first Order for all Customers shall always be paid in full on the Commencement Date.
8.2 The price for Goods shall be the price set out in the Order or, if no price is quoted, the price set out in Pinnacle’s published price list as at the date of delivery. The price of the Goods is exclusive of all costs and charges of transport of the Goods, which shall be paid by the Customer when it pays for the Goods.
8.3 Each order of Goods over £500.00 (excluding VAT) shall be delivered free to the England mainland. For orders under £500.00 (excluding VAT) Pinnacle shall charge a delivery fee of £50.00 plus VAT per Order. Deliveries to Northern Ireland, Scotland and offshore islands will be costed at the time of making an Order and charged separately.
8.4 Save where Pinnacle agree a fixed price for Services, the charges for Services shall be on a time and materials basis:
the charges shall be calculated in accordance with Pinnacle’s standard daily fee rates, as set out in the Service Specification;Pinnacle’s standard daily fee rates for each individual person are calculated on the basis of an eight-hour day from 8.00 am to 5.00 pm worked on Business Days;Pinnacle shall be entitled to charge an overtime rate of 50 per cent of the standard daily fee rate on a pro-rata basis for each part day or for any time worked by individuals whom it engages on the Services outside the hours referred to in clause 8.4.2; andPinnacle shall be entitled to charge the Customer for any expenses reasonably incurred by the individuals whom Pinnacle engages in connection with the Services including, but not limited to, travelling expenses, hotel costs, subsistence and any associated expenses, and for the cost of services provided by third parties and required by Pinnacle for the performance of the Services, and for the cost of any materials.
8.5 Pinnacle reserves the right to increase the price of the Goods, by giving notice to the Customer at any time before delivery, to reflect any increase in the cost of the Goods to Pinnacle that is due to:
any factor beyond the control of Pinnacle (including foreign exchange fluctuations, increases in taxes and duties, and increases in labour, materials and other manufacturing costs);any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Goods Specification; orany delay caused by any instructions of the Customer in respect of the Goods or failure of the Customer to give Pinnacle adequate or accurate information or instructions in respect of the Goods.
8.6 Subject to clause 8.8, in respect of Goods, Pinnacle shall invoice the Customer on or at any time after completion of delivery. In respect of Services, Pinnacle shall invoice the Customer on completion of the work in arrears.
8.7 Subject to clause 8.8, the Customer shall pay each invoice submitted by Pinnacle:
within 30 days of the date of the invoice; andin full and in cleared funds to a bank account nominated in writing by Pinnacle, andtime for payment shall be of the essence of the Contract.
8.8 Larger Orders will be invoiced according to the following payments schedule unless otherwise agreed in writing with Pinnacle:
Goods Orders over £10,000 and up to £40,000 (excluding VAT) – 30% payment due with order as deposit with the balance of 70% due within 30 days of completion of delivery;Goods Orders over £40,000 (excluding VAT) – 30% payment due with order as deposit, 50% payment due on completion of delivery and 20% due within 30 days of completion of delivery;Service Orders over £10,000 (excluding VAT) – 30% payment due with order as deposit, 30% payment due within 5 days of commencement of the Service at the Delivery Location and 40% due within 30 days of material completion of the Deliverables.
8.9 All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax chargeable from time to time (VAT). Where any taxable supply for VAT purposes is made under the Contract by Pinnacle to the Customer, the Customer shall, on receipt of a valid VAT invoice from Pinnacle, pay to Pinnacle such additional amounts in respect of VAT as are chargeable on the supply of the Services or Goods at the same time as payment is due for the supply of the Services or Goods.
8.10 Without limiting any other right or remedy of Pinnacle, if the Customer fails to make any payment due to Pinnacle under the Contract by the due date for payment (Due Date), Pinnacle shall have the right to charge interest on the overdue amount at the rate prescribed pursuant to the Late Payment of Commercial Debts (Interest) Act 1998 accruing on a daily basis from the Due Date until the date of actual payment of the overdue amount, whether before or after judgment, and compounding quarterly.
8.11 The Customer shall pay all amounts due under the Contract in full without any deduction or withholding except as required by law and the Customer shall not be entitled to assert any credit, set-off or counterclaim against Pinnacle in order to justify withholding payment of any such amount in whole or in part. Pinnacle may, without limiting its other rights or remedies, set off any amount owing to it by the Customer against any amount payable by Pinnacle to the Customer.
9.1 All Intellectual Property Rights in or arising out of or in connection with the Services shall be owned by Pinnacle.
9.2 The Customer acknowledges that, in respect of any third party Intellectual Property Rights in the Services, the Customer’s use of any such Intellectual Property Rights is conditional on Pinnacle obtaining a written licence from the relevant licensor on such terms as will entitle Pinnacle to license such rights to the Customer.
9.3 All Supplier Materials are the exclusive property of Pinnacle.
10.1 A party (Receiving Party) shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to the Receiving Party by the other party (Disclosing Party), its employees, agents or subcontractors, and any other confidential information concerning the Disclosing Party’s business or its products or its services which the Receiving Party may obtain. The Receiving Party shall restrict disclosure of such confidential information to such of its employees, agents or subcontractors as need to know it for the purpose of discharging the Receiving Party’s obligations under the Contract, and shall ensure that such employees, agents or subcontractors are subject to obligations of confidentiality corresponding to those which bind the Receiving Party.
10.2 For the avoidance of doubt, the Goods Specification, the Service Specification, the Order, all quotations and all plans, designs and drawings prepared by Pinnacle are to be kept confidential by the Customer in accordance with clause 10.1.
10.3 If the Customer is a public authority or is otherwise subject to the provisions of the Freedom of Information Act 2005 (FOIA) and information provided by Pinnacle to the Customer is the subject of a request under section 1 of FOIA then the Customer shall notify Pinnacle of the request and provide Pinnacle with the opportunity to comment on whether that information falls within the confidentiality and commercial interests exceptions to disclosure under FOIA.
10.4 Pinnacle shall be entitled to claim the full amount of any quotation or Order in the event of a breach of this clause 10.
10.5 This clause 10 shall survive termination of the Contract.
11.1 Nothing in these Conditions shall limit or exclude Pinnacle’s liability for:
death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;fraud or fraudulent misrepresentation;breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession);breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); ordefective products under the Consumer Protection Act 19
11.2 Subject to clause 11.1:
Pinnacle shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; andPinnacle’s total liability to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the price paid by the Customer for the Goods and/or Services.
11.3 Except as set out in these Conditions, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.
11.4 This clause 11 shall survive termination of the Contract.
12.1 Without limiting its other rights or remedies, each party may terminate the Contract with immediate effect by giving written notice to the other party if:
the other party fails to make any payment under the Contract on the due date;the other party goes into liquidation, makes a voluntary arrangement with its creditors, has a receiver or administrator appointed or is otherwise unable to pay its debts as they fall due or, if an individual, is the subject of a bankruptcy petition or dies or, by reason of illness or incapacity (whether mental or physical), is incapable of managing his own affairs or becomes a patient under any mental health legislation or any event occurs, or proceeding is taken, with respect to the other party in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in this clause 12.1.2.
12.2 Without limiting its other rights or remedies, Pinnacle shall have the right to suspend the supply of Services or all further deliveries of Goods under the Contract or any other contract between the Customer and Pinnacle if the Customer is in breach of any of the events listed in clauses 12.1.1 to 12.1.2.
On termination of the Contract for any reason:
13.1 the Customer shall immediately pay to Pinnacle all of Pinnacle’s outstanding unpaid invoices and interest and, in respect of Goods and/or Services supplied but for which no invoice has yet been submitted, Pinnacle shall submit an invoice, which shall be payable by the Customer immediately on receipt;
13.2 the Customer shall return all of Pinnacle’s Materials and any Deliverables which have not been fully paid for. If the Customer fails to do so, then Pinnacle may enter the Customer’s premises and take possession of them. Until they have been returned, the Customer shall be solely responsible for their safe keeping and will not use them for any purpose not connected with this Contract;
13.3 the accrued rights and remedies of the parties as at termination shall not be affected, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry; and
13.4 clauses which expressly or by implication have effect after termination shall continue in full force and effect.
14.1 Pinnacle shall not be liable to the Customer as a result of any delay or failure to perform its obligations under this Contract as a result of a Force Majeure Event. If the Force Majeure Event prevents Pinnacle from providing any of the Services and/or Goods for more than 12 weeks, Pinnacle shall, without limiting its other rights or remedies, have the right to terminate this Contract immediately by giving written notice to the Customer.
14.2 Pinnacle may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all of its obligations under the Contract to any third party. The Customer shall not, without the prior written consent of Pinnacle, assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract.
14.3 Any notice or other communication required to be given to a party under or in connection with this Contract shall be in writing and shall 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.
14.4 A waiver of any right under the Contract is only effective if it is in writing and shall 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 Contract or by law shall 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 shall preclude or restrict the further exercise of that or any other right or remedy. Unless specifically provided otherwise, rights arising under the Contract are cumulative and do not exclude rights provided by law.
14.5 If a court or any other competent authority finds that any provision of the Contract (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of the Contract shall not be affected.
14.6 A person who is not a party to the Contract shall not have any rights under or in connection with it.
14.7 Except as set out in these Conditions, any variation, including the introduction of any additional terms and conditions, to the Contract shall only be binding when agreed in writing and signed by Pinnacle.
14.8 This Contract, 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), shall 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.
Business Day: a day (other than a Saturday, Sunday or a public holiday) when banks in London are open for business.
Commencement Date: has the meaning set out in clause 1.2.
Conditions: these terms and conditions as amended from time to time in accordance with clause 14.7.
Contract: the contract between Pinnacle and the Customer for the supply of Goods and/or Services in accordance with these Conditions.
Customer: the person or firm who purchases the Goods and/or Services from Pinnacle.
Deliverables: the deliverables set out in the Order.
Delivery Location: has the meaning set out in clause 3.2.
Force Majeure Event: an event beyond the reasonable control of Pinnacle including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of the party or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.
Goods: the goods (or any part of them) set out in the Order.
Goods Specification: any specification for the Goods, including any relevant plans or drawings, that is agreed in writing by the Customer and Pinnacle.
Intellectual Property Rights: all patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, 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.
Order: the Customer’s order for the supply of Goods and/or Services, as set out in the Customer’s purchase order form, or the Customer’s written acceptance of Pinnacle’s quotation, as the case may be.
Pinnacle: Pinnacle Furniture, Enterprise House, Tinsley Lane North, Manor Royal Industrial Estate, Crawley, West Sussex, RH10 9TP
Services: the services, including the Deliverables, supplied by Pinnacle to the Customer as set out in the Service Specification.
Service Specification: the description or specification for the Services provided in writing by Pinnacle to the Customer.
Pinnacle Materials: all materials, equipment, documents and other property of Pinnacle.