Effective date: 29/10/2026
Company registration number: 3574473
Registered address: 5 Doolittle Yard, Froghall Road, Ampthill, Bedford MK45 2NW, United Kingdom
1. DEFINITIONS AND APPLICATION
1.1. In these Terms and Conditions, “Company” means BBAK Control Panels Ltd. and “Customer” means the person, firm or company purchasing goods or services from the Company.
1.2. “Goods” means all products manufactured, supplied or sold by the Company, including electrical control cabinets, sheet metal enclosures, fabricated metal parts, brackets, panels, assemblies and associated components.
1.3. “Services” means any design assistance, fabrication, cutting, punching, forming, welding, finishing, assembly or other work undertaken by the Company.
1.4. These Terms and Conditions apply to all quotations, orders, contracts and supplies of Goods and Services by the Company unless expressly agreed otherwise in writing by an authorised representative of the Company.
1.5. Any terms and conditions contained in the Customer’s purchase order, acknowledgement, specification or other document shall not apply unless expressly accepted in writing by the Company.
1.6. No variation to these Terms and Conditions shall be binding unless agreed in writing by the Company.
2. QUOTATIONS AND ORDERS
2.1. All quotations are valid for 60 days from the date of issue unless otherwise stated. The Company reserves the right to withdraw or revise a quotation before acceptance.
2.2. Quotations are based on the drawings, specifications, quantities, materials, finishes and other information supplied by the Customer at the time of quotation.
2.3. Any changes to the specification, quantities, materials, manufacturing processes or delivery requirements may result in a revised price and delivery date.
2.4. An order shall become binding when accepted in writing by the Company or when the Company commences manufacture, whichever occurs first.
2.5. The Company reserves the right to refuse or decline any order at its discretion before acceptance.
2.6. Unless expressly stated otherwise, quotations exclude installation, electrical wiring, electrical component supply, testing, certification, commissioning, packaging beyond normal commercial requirements, carriage and any other services not specifically identified in the quotation.
2.7. The Company shall not be responsible for errors or omissions in Customer-supplied information unless the Company has expressly agreed in writing to verify or validate that information.
3. DRAWINGS, SPECIFICATIONS AND APPROVALS
3.1. The Customer is responsible for ensuring that all drawings, dimensions, tolerances, material specifications, finish requirements, apertures, cut-outs, fixing positions and other technical information supplied to the Company are accurate, complete and suitable for the intended application.
3.2. Where the Company produces drawings, models or manufacturing layouts for approval, the Customer must check and approve them in writing before manufacture proceeds.
3.3. The Company shall not be responsible for defects, delays, additional costs or non-conformities arising from errors in drawings or specifications supplied or approved by the Customer.
3.4. Any amendments requested after drawing approval or commencement of manufacture may be treated as a variation and charged accordingly, including costs for materials, labour, tooling, rework and lost production time.
3.5. The Customer must ensure that its requirements for tolerances, surface finish, flatness, squareness, sealing, ingress protection, corrosion resistance and any other performance characteristics are clearly specified before the order is accepted.
3.6. Where no specific tolerance is agreed, the Company shall manufacture using its normal manufacturing tolerances appropriate to the process, material and product. Any applicable standard
tolerances must be agreed in writing before production.
3.7. Approval of drawings confirms the Customer’s acceptance of the design information shown and does not transfer responsibility for the Customer’s wider system design or intended application to the Company.
4. MATERIALS AND MANUFACTURING
4.1. Goods shall be manufactured using the materials and grades specified in the quotation or order confirmation.
4.2. Where a particular material, brand, grade, thickness or finish is essential, the Customer must identify this requirement in writing before the order is accepted.
4.3. The Company reserves the right to use equivalent materials or components only where permitted by the agreed specification or approved in writing by the Customer.
4.4. Minor variations in colour, texture, grain, appearance or finish may occur due to differences in material batches, manufacturing processes and finishing methods. Such variations shall not constitute a defect where the Goods otherwise comply with the agreed specification.
4.5. The Company shall use reasonable care and skill in carrying out fabrication processes. However, the Customer acknowledges that some manufacturing processes may produce minor witness marks, tool marks, weld marks or other characteristics consistent with the agreed process and finish.
4.6. Where the Customer requires cosmetic or visual standards beyond normal industrial fabrication practice, these must be clearly specified and agreed in writing before manufacture.
5. CONTROL CABINETS AND ELECTRICAL ENCLOSURES
5.1. Unless expressly stated in the quotation, the Company’s control cabinets and enclosures are supplied as fabricated enclosures only and do not include electrical design, wiring, electrical components, controls, programming, commissioning or system integration.
5.2. The Customer is responsible for confirming the suitability of the enclosure for its intended environment and application, including operating temperature, ventilation, condensation, corrosion, vibration, mechanical loading and exposure to water, dust or other contaminants.
5.3. Any required IP rating, IK rating, EMC performance, fire performance, hazardous-area suitability, electrical safety requirement or other compliance standard must be expressly specified and agreed in writing before manufacture.
5.4. No ingress protection rating, impact protection rating, environmental performance or regulatory compliance shall be implied unless expressly confirmed in writing for the specific Goods and their supplied configuration.
5.5. Any stated IP or similar rating applies only to the configuration and conditions under which it has been assessed or specified. Subsequent machining, drilling, fitting of components, installation of cable glands, alteration of seals, incorrect assembly or installation may affect that rating.
5.6. Unless expressly agreed otherwise, the Customer or its appointed electrical contractor is responsible for the electrical design, installation, wiring, earthing, bonding, protective devices, testing, commissioning and safe integration of the enclosure into the completed electrical system.
5.7. The Customer is responsible for ensuring that the completed installation complies with applicable legislation, regulations and standards, including any applicable requirements under UK electrical safety legislation and relevant BS EN or IEC standards.
5.8. Where the Company has expressly agreed to supply a fully assembled or electrically equipped cabinet, the scope of supply, testing requirements, documentation and applicable compliance responsibilities shall be defined in the quotation or a separate written agreement.
6. PRICES AND PAYMENT
6.1. All prices are stated in pounds sterling unless otherwise agreed and exclude VAT, which shall be charged at the applicable rate.
6.2. Unless stated otherwise, payment terms are 30 days from the date of invoice.
6.3. The Company reserves the right to request a deposit, staged payments or payment in advance for new customers, bespoke products, special materials or orders involving substantial committed costs.
6.4. The Company may suspend work or withhold delivery where invoices are overdue, subject to the terms of the contract and applicable law.
6.5. If the Customer fails to pay an invoice by its due date, the Company may charge interest and recover reasonable costs of recovery in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, where applicable.
6.6. The Customer shall not withhold, deduct or set off any payment due to the Company except where required by law or expressly agreed in writing.
6.7. The Company reserves the right to revise prices where additional work, specification changes, material cost increases or other variations outside the Company’s reasonable control affect the cost of fulfilling the order. Any revised price must be notified to the Customer and agreed where required by the contract or applicable law.
7. DELIVERY AND LEAD TIMES
7.1. Delivery dates and lead times are estimates unless expressly agreed in writing as binding dates.
7.2. The Company shall use reasonable endeavours to meet agreed delivery dates but shall not be liable for delays caused by circumstances beyond its reasonable control, including supplier delays, material shortages, transport disruption, equipment failure, industrial action or events of force majeure.
7.3. The Customer shall ensure that suitable access, unloading facilities and personnel are available at the agreed delivery location.
7.4. Any additional costs arising from failed delivery, waiting time, re-delivery, restricted access or the Customer’s failure to accept delivery may be charged to the Customer.
7.5. Where the Customer requests a delay to delivery or is unable to accept completed Goods, the Company may charge reasonable storage, handling, insurance and re-delivery costs.
7.6. Where delivery is delayed due to the Customer, the Company may invoice completed Goods and materials or work in progress in accordance with the agreed payment terms and applicable law.
7.7. Part deliveries may be made where agreed or reasonably necessary, and may be invoiced separately.
8. INSPECTION AND ACCEPTANCE
8.1. The Customer must inspect the Goods promptly upon delivery.
8.2. Any visible damage, shortage or apparent manufacturing defect must be notified to the Company in writing within five working days of delivery, providing reasonable details and supporting photographs where appropriate.
8.3. Any latent defect that could not reasonably have been identified during initial inspection must be notified within a reasonable period after discovery and within the applicable warranty period.
8.4. The Customer must provide the Company with a reasonable opportunity to inspect and investigate any alleged defect before the Goods are modified, repaired, dismantled or returned, except where immediate action is reasonably necessary for safety or to prevent further damage.
8.5. The Company shall not be responsible for damage, defects or non-conformities caused by incorrect storage, handling, installation, modification, misuse or failure to follow applicable instructions after delivery.
8.6. Nothing in this clause removes or limits any rights or remedies that cannot lawfully be excluded under applicable law.
9. CANCELLATIONS AND AMENDMENTS
9.1. Orders for bespoke or made-to-order Goods cannot be cancelled or amended without the Company’s written agreement.
9.2. Where the Company agrees to a cancellation or amendment, the Customer shall pay the reasonable costs incurred up to the date of cancellation or amendment, including materials purchased, work completed, work in progress, subcontracted services, committed supplier costs and reasonable cancellation or administration charges.
9.3. The Company shall take reasonable steps to mitigate avoidable costs arising from a cancellation.
9.4. The Company reserves the right to suspend or terminate an order where the Customer materially breaches the contract, fails to make payments when due or fails to provide essential information or approvals after reasonable notice.
10. WARRANTY AND DEFECTS
10.1. Subject to these Terms and Conditions, the Company warrants that the Goods will materially conform to the agreed written specification at the time of delivery and will be free from material defects in workmanship for a period of 12 months from delivery, unless another period is agreed in writing.
10.2. The warranty does not cover defects, damage or deterioration arising from:
a. Normal wear and tear.
b. Improper storage, handling, installation, maintenance or use.
c. Modifications, repairs or alterations carried out without the Company’s written approval.
d. Incorrect or incomplete Customer-supplied drawings, specifications or instructions.
e. Corrosion, chemical exposure, unsuitable environmental conditions or condensation beyond the agreed specification.
f. Damage caused by third-party components, equipment or services not supplied by the Company.
g. Failure to comply with applicable installation or operating instructions.
10.3. Where a valid warranty claim is accepted, the Company may, at its option and subject to applicable law, repair the defective Goods, replace the defective Goods or refund the price paid for the affected Goods.
10.4. The Customer must allow the Company a reasonable opportunity to inspect and remedy any valid defect.
10.5. No repair or replacement shall extend the warranty period for unaffected Goods unless expressly agreed in writing or required by law.
10.6. Any warranty provided by a third-party component manufacturer shall be passed on to the Customer where transferable, but the Company does not independently guarantee third-party products beyond its own obligations under applicable law.
10.7. This warranty is in addition to, and does not exclude or restrict, any rights or remedies that cannot lawfully be excluded or restricted.
11. RETURNS AND REWORK
11.1. Bespoke, fabricated or made-to-order Goods may only be returned with the Company’s prior written authorisation, except where return or other remedies are required by law.
11.2. Where Goods are alleged to be defective or non-conforming, the Customer must provide details of the issue and allow the Company to investigate.
11.3. Goods returned without authorisation may be refused or returned to the Customer at the Customer’s reasonable expense, subject to applicable law.
11.4. Where a defect is confirmed to be attributable to the Company, the Company shall bear the reasonable agreed costs of the remedy it is obliged to provide.
11.5. The Company shall not be responsible for rework, dismantling, reinstallation, third-party repair or associated costs incurred without its prior written agreement, except where such costs are recoverable under applicable law.
12. INTELLECTUAL PROPERTY AND CUSTOMER-SUPPLIED DESIGNS
12.1. All intellectual property rights in the Company’s pre-existing designs, drawings, CAD models, manufacturing methods, tooling designs, processes and technical know-how shall remain the property of the Company.
12.2. The Customer retains ownership of its own intellectual property and designs supplied to the Company, subject to any separate agreement.
12.3. The Customer grants the Company a non-exclusive right to use Customer-supplied drawings, specifications and information solely for the purpose of quoting, manufacturing and supplying the Goods.
12.4. Unless otherwise agreed in writing, the Customer may use the finished Goods for their intended purpose but does not acquire ownership of the Company’s underlying manufacturing methods, generic designs or know-how.
12.5. The Customer warrants that it has the necessary rights and permissions to provide and authorise the use of all drawings, designs, specifications and other materials supplied to the Company.
12.6. The Customer shall be responsible for third-party intellectual property claims arising from designs or instructions supplied by the Customer, subject to applicable law and the parties’ respective responsibilities.
12.7. Ownership of any bespoke drawings or design work specifically commissioned and paid for by the Customer shall be governed by the quotation or a separate written agreement.
13. TOOLING, JIGS AND FIXTURES
13.1. Unless otherwise agreed in writing, tooling, jigs, fixtures, templates and manufacturing aids developed or acquired by the Company shall remain the Company’s property.
13.2. Where the Customer separately pays for specific tooling, the quotation shall state whether ownership transfers to the Customer and what access, storage, maintenance and collection arrangements apply.
13.3. The Company shall not be obliged to store tooling indefinitely and may charge reasonable storage and maintenance costs where applicable.
13.4. Before disposing of tooling owned by the Customer, the Company shall provide reasonable notice and an opportunity for the Customer to arrange collection, subject to any separate agreement.
14. LIMITATION OF LIABILITY
14.1. Nothing in these Terms and Conditions shall exclude or limit liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot lawfully be excluded or limited.
14.2. Subject to clause 14.1, the Company shall not be liable for indirect or consequential loss, loss of profit, loss of revenue, loss of production, loss of business opportunity or loss of anticipated savings, to the extent permitted by law.
14.3. Subject to clauses 14.1 and 14.4, the Company’s total aggregate liability arising out of or in connection with a particular order, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the total price paid or payable for the Goods and Services under that order.
14.4. The limitations in this clause apply only to the extent that they are reasonable and enforceable under applicable law. They do not limit liability for matters that cannot lawfully be limited, including any non-excludable statutory rights.
14.5. The Company shall not be liable for loss or damage arising from the Customer’s failure to provide accurate specifications, obtain necessary approvals, ensure suitability for purpose or comply with applicable installation, testing and maintenance requirements, except to the extent caused by the Company’s own breach or negligence.
14.6. The parties shall take reasonable steps to mitigate any loss arising from a breach of contract.
15. RETENTION OF TITLE AND RISK
15.1. Risk in the Goods shall pass to the Customer upon delivery in accordance with the agreed delivery arrangements.
15.2. Ownership of the Goods shall remain with the Company until the Company has received payment in full for those Goods and any other sums properly due where retention of title over those Goods is legally effective.
15.3. Until ownership passes, the Customer shall, where reasonably practicable, store identifiable unpaid Goods separately, keep them in reasonable condition and maintain appropriate insurance.
15.4. If the Customer fails to pay an amount due, the Company may exercise any rights available to it under applicable law in relation to unpaid Goods, including seeking recovery of Goods where legally entitled to do so.
15.5. Nothing in this clause authorises the Company to enter premises without lawful authority or to interfere unlawfully with the Customer’s property.
16. FORCE MAJEURE
16.1. Neither party shall be liable for a delay or failure to perform its obligations to the extent caused by an event beyond its reasonable control.
16.2. Such events may include natural disasters, fire, flood, epidemic, war, terrorism, government restrictions, significant utility failures, transport disruption, industrial action and material shortages that could not reasonably have been avoided.
16.3. The affected party shall notify the other party as soon as reasonably practicable and take reasonable steps to reduce the impact of the event.
16.4. If the event continues for an extended period, either party may seek to agree revised delivery arrangements or termination of the affected order. Any payment for completed work, materials or committed costs shall be dealt with in accordance with the contract and applicable law.
17. CONFIDENTIALITY
17.1. Each party shall take reasonable steps to protect confidential commercial, technical and business information received from the other party.
17.2. Confidential information may be disclosed where required by law, to professional advisers under appropriate confidentiality obligations, or with the other party’s written consent.
17.3. The Company may retain records and copies of drawings, specifications and manufacturing documentation as reasonably necessary for production, quality assurance, warranty administration, legal compliance and record keeping, subject to applicable confidentiality and data protection obligations.
18. DATA PROTECTION
18.1. Each party shall comply with applicable data protection legislation, including the UK GDPR and Data Protection Act 2018, where applicable.
18.2. Personal information shall be processed only as necessary for legitimate business purposes, contract administration, payment processing, delivery, customer service and compliance with legal obligations.
19. GENERAL PROVISIONS
19.1. No failure or delay by either party in exercising a right shall constitute a waiver of that right.
19.2. If any provision of these Terms and Conditions is found to be invalid or unenforceable, the remaining provisions shall continue in effect to the extent permitted by law.
19.3. The Customer may not assign or transfer its rights or obligations under an order without the Company’s written consent, except where prohibited by law.
19.4. Nothing in these Terms and Conditions creates a partnership, joint venture or agency relationship between the parties.
19.5. These Terms and Conditions, together with the accepted quotation, order confirmation and any agreed written variations, form the agreement between the parties concerning the relevant order.
20. GOVERNING LAW AND JURISDICTION
20.1. These Terms and Conditions and any dispute or claim arising out of or in connection with them shall be governed by the laws of England and Wales.
20.2. The courts of England and Wales shall have jurisdiction to determine disputes arising out of or in connection with these Terms and Conditions, subject to any mandatory legal provisions that apply.
End of Terms and Conditions
