| Terms of Business |
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1. Definitions In these conditions of trade the following definitions shall apply 1.1 “The Company” shall mean TRC Surface Waterproofing Ltd. 1.2 “The Client” shall mean the person, firm, organisation or company placing an order based on the Quotation. 1.3 “The Work” shall mean the items of work specified in the Quotation and such additional items of work agreed with the Client subsequently. 1.4 “The Quotation” shall mean the work specified and price quoted by the Company to the Client either in writing or verbally. Any plans or drawings attached to the quotation are for identification purposes only. 1.5 “The Price” shall mean the price specified in the Quotation. 2. General These conditions shall apply to all quotations issued by the Company, and qualifications to these conditions by the Client or any other conditions which the Client seeks to impose will be inapplicable unless expressly accepted by a responsible officer of the Company. Any quotation by the Company does not constitute an offer and may be withdrawn by the Company without prior notice. Any order given by the client in respect of a Quotation or otherwise constitutes an offer which is binding only when accepted in writing by the Company. 3. Price The price does not include: 3.1 Value Added Tax which would be chargeable at the rate current at the date of completion or any other tax payable by the Client, unless otherwise stated. 3.2 The cost of providing, erecting or hiring scaffolding or access equipment other than to the extent (if any) specified in the Quotation. The Company reserves the right not to commence the Work until all safety considerations have been satisfied, where work is, in the opinion of the Company, considered to be dangerous. The Company shall not be liable to the Client for any loss or damage caused by or arising out of any failure of the Company to commence work until safety considerations have been satisfied. The Company reserves the right to charge the Client for any variations to the Work specified at day-work rates in force at the time the Work is carried out. The Company will normally endeavour to maintain the price quoted for a period of 30 days from the date of Quotation but does not undertake or enter into any contractual or other obligation to do so. The Company reserves the right to charge the Client the price of materials pertaining at the date of delivery where this price exceeds the price of the materials included in the Quotation. The Company reserves the right to re-measure the Work on completion and adjust the price accordingly if the extent or area of the roof surface exceeds the extent or area allowed in the Quotation. 4. Payment The Company agrees to carry out the Work subject to these conditions of trade and the Client agrees to pay the Price or any part thereof 30 days from the date of invoice or application for payment. The Company reserves the right to request a deposit or mobilisation fee prior to the commencement of the Work, and in such cases the Company will not commence the Work until payment of the deposit or mobilisation fee is paid buy the Client in full. Where the Company undertakes work which spans more than one calendar month the Company will normally render invoices or applications for payment on account of work carried out in each month and for materials on site at the end of that period whether fixed or not. In default of payment within 30 days of the invoice or application for payment date and without prejudice to any other remedy open to the Company the Client shall pay interest on the monies owed at 5% above Royal Bank of Scotland PLC base rate from day to day. A claim shall not constitute sufficient grounds for unreasonably deferring payment of all or part of any monies payable to or liabilities incurred by the Company. The Company shall retain ownership of all unfixed materials or other readily identifiable materials on site regardless of whether such materials have been invoiced to the Client, until such times as payment in full is received for such items from the Client. 5. Work Any dates given by the Company for the commencement of or completion of the Work, whether set out in the Quotation elsewhere, are given as estimates only. The Company will proceed with the Work with due expedition but the Company guarantees neither the date of commencement nor the date of completion of the Work and the Company shall not be liable in any event for any damages or claims of any kind in respect of late commencement or completion and/or any consequential loss arising there from. The Company will carry out the work with reasonable skill and care and use materials of sound quality. The Company reserves the right without notice to amend the specification set out in the Quotation and shall be under no liability to the Client for any such amendment provided this has, in the opinion of the Company, been necessary for the proper performance of the contract by the Company or has been occasioned by circumstances beyond the Company’s control: provided also that no such amendment shall involve the Client in further debt to the Company. Upon completion of the work to the satisfaction of the Company and upon payment of all monies then owned by the Client to the Company in respect of this or any other contract then in existence between the Company and Client any guarantee given by the Company shall take effect. 6. Liability The Company shall not be liable to the Client in respect of any or all of the following: 6.1 Any leak, fault or defect arising wholly or in part as a result of any inherent or subsequent structural defect or fault in or collapse of the Client’s building, roof or any part thereof or as a result wholly or in part of the same cause other than an actual fault or neglect by the Company, its employees or agents in carrying out the Work. 6.2 Abnormal shrinkage or movement in asphalt, concrete or other roofs or parts thereof arising from unusual weather conditions or from any other cause whatsoever. 6.3 Damage to the Client’s building, loss of or damage to the contents thereof, any consequential loss and damage of any kind whatsoever unless caused by actual neglect or wilful default on the part of the Company. No relaxation, forbearance, delay or indulgence by the Company in enforcing any term of condition of this contract shall entitle the Client to delay in the strict performance of his obligations under the contract. 7. Client Warranties The Client warrants to the Company that: 7.1 Since the Company’s inspection is not a structural one, the building to which the work is to be carried out is structurally safe and that any surface therein to which the Company will attach or place its materials or equipment are sound and suitable for such purposes. 7.2 There are no defects in the said building or any other premises through which the Company’s employees may have to pass which are not already apparent to the Company’s employees or which may effect them in their work or in their safety. 7.3 The Work complies with such planning and or building regulations and requirements, safety regulations statutes, by-laws or other legislation or local authority requirements as may be relevant thereto. 7.4 All necessary consents or permissions required to be given by any third party for carrying out the Work have been obtained. 8. Services The Client agrees to provide the following free of charge to the Company and its employees for so long as the Company shall be carrying out any work at the Client’s premises: 8.1 Free and suitable access. 8.2 Electrical or other power required by the Company. 8.3 Toilet and other site facilities reasonably required by the Company. 8.4 Lock-up storage for materials and equipment used by the Company where agreed as necessary. 9. Force Majeure Neither party shall be liable to the other if the work is delayed or prevented due to an Act of God, Government Intervention, Strikes, Lock-Outs or any form of industrial action relevant to the contract, breakdown of plant, delays by subcontractors and or suppliers (where such delays are beyond the reasonable control of subcontractor and or supplier) war, civil disturbance, fire, flood, explosion, drought, power failure or any other cause beyond either parties reasonable control except insofar as stated in condition 11. 10. Subcontracting The Company reserves the right to assign or subcontract part or all of the Work at any time. 11. Suspension/Termination The Company reserves the right to suspend or terminate the work at any time if: 11.1 The Client is in breach of any of his obligations or 11.2 The Company determines that the Work is or has become unsafe, or is or has or might become a breach of any statute regulations by-laws or planning requirement or building regulations or 11.3 The Company determines that it will be unable to commence or complete the Work by reason of shortages of labour or materials or other circumstances beyond the control of the Company as stated in clause 9. In these circumstances if the Company at any stage determines the Work under this condition, the Company shall be entitled to be paid the net cost of the Company of such contract costs as it has incurred to the date of termination, together with reasonable allocated overheads and profit. 12. Notice Any written notice may be served by ordinary post sent to the address of the other parties set out in the Quotation or to the last known address of that party and in the case of a notice served by the Company upon the Client it shall be conclusively deemed to be served and received by the Client within 48 hours after the time of posting. 13. Arbitration Any dispute or difference arising between the parties to this contract, touching any claims or counter-claims put forward on the part of the Client against the Company in connection with or arising out of this contract or any extension thereof shall be referred to the arbitration of an arbitrator to be agreed by the parties or in default of agreement to be nominated by the President for the time being of the Royal Institute of Chartered Surveyors in accordance with the subject to the provisions of the Arbitration Act 1950 or any statutory modifications or re-enactment thereof for the time being in force and the costs of any such arbitration shall be in the discretion of the arbitrator and the award of such arbitrator shall be a condition precedent to any legal proceeding in a court of law in respect of any matters hereby agreed to be the subject of arbitration. The contract shall be governed by English Law and the parties hereto shall submit to the jurisdiction of the English Courts. 14. Restrictions If any of or part of these conditions of trade, taken together shall be judged to go beyond any provisions of statute or what is reasonable in all the circumstances but would be judged reasonable if part of parts of the wording of these conditions where deleted, the said conditions shall apply with such words deleted. |