TERMS AND CONDITIONS OF BUSINESS
- Application conditions
Unless otherwise agreed in writing work is undertaken by PHD Mechanical LTD (hereinafter called ‘the Contractor’) only on these Conditions and no variation of or addition thereto shall have effect unless it is stated in writing. The giving by the Customer of any instructions for the delivery of goods or to carry out work, or any conduct by the Customer in confirmation of any quotation purporting to incorporate these conditions shall constitute unqualified acceptance by the Customer of these Conditions. In any case where the Contractor is acting as a sub-contractor the Customer shall not enter into any commitment with its own customer which purports to impose on the Contractor terms more onerous than those contained herein.
Quotations and offers are open for acceptance within thirty (30) days only from the date thereof and are subject to confirmation in writing at the time of such acceptance. The right is reserved to withdraw any quotation or offer at any time either verbally or in writing and no liability whatsoever shall be incurred by such withdrawal. No order shall be binding on the Customer unless and until accepted in writing by the Contractor.
- Payment in full for services and goods shall unless otherwise agreed in writing by the Contractor be made by the Customer within thirty (30) days of the date of the Contractor’s invoice and the Contractor shall be entitled at its discretion to charge interest at a rate of up to three (3%) per cent per month on all money not paid by the due date without prejudice to any other remedy. Any other costs incurred in relation to the recovery of any sums outstanding shall be for the Customer’s account.
- The Customer shall not be entitled to withhold any payment or to make any deduction from the invoiced amount in respect of any set-off or counter-claim unless both the validity and the amount thereof have been admitted by the Contractor in writing.
- If payment of any monies due is not made on the due date the Contractor shall be entitled:-
- To refuse to carry out any further work on the contract or on any other contract then subsisting between the Contractor and the Customer and to withhold delivery of any goods whether ordered at the due date or not without incurring any liability whatsoever to the Customer for such delay.
- By notice in writing to the Customer to treat this Contract as repudiated by the Customer and to recover all losses and expenses suffered by the Contractor as a result of such repudiation.
- The Contractor shall be entitled to increase the price quoted whether before or after acceptance of the order by the amount of any increase in the cost to the Contractor of supplying the goods or services for any reasonable reason including (without prejudice to the generality of the foregoing) increases in the cost of materials, wages, packing, insurance, freight or duty or changes in exchange rates or the action of any government or authority. In the case of any contract which is not completed within two (2) months of being entered into the Contractor shall be entitled to increase in the price by the amount of any increase in the Contractor general rates of charge for work done.
- In the event of the Contractor agreeing to supply any goods or do any work additional to the subject matter of this Contract the Customer shall pay Contractor at the Contractor’s current rate of charge for such work or goods.
- In the event of the Contractor attending at any premises at the request of the Customer in order to carry out work on the contract but being unable to do so for any reason other than the fault of the Contractor the Customer shall pay the Contractor at its current rates for the wasted time involved.
- Passing of property
- a. The Property in any goods supplied by the Contractor and beneficial ownership thereof shall remain in the Contractor until the Customer has paid in full all payments due to the Contractor hereunder. Throughout the period of the beneficial ownership of the Contractor in terms of the above provisions, the Customer shall in its fiduciary capacity hold the goods on the account and for the benefit of the Contractor.
- b. So long as the Property in goods remains in the Contractor and the Customer is in default of any obligation hereunder the Contractor shall have the right, with or without prior notice to the Customer to retake possession of the goods (and for that purpose to go upon any premises where such goods may be situated without prejudice to any other remedy) and for this purpose to dismantle any equipment in which the goods may be incorporated.
- Transfer of risk
The risk in any goods supplied shall pass to the Customer when the same are delivered to the address at which the same are to be installed.
- The Customer shall procure prior to the date upon which any work is to be done by the Contractor that any necessary permission or license required from any local or other competent authority shall have been obtained or granted.
- If the Contractor is prevented (directly or indirectly) from making delivery of any goods or carrying out any work by reason of any act of god, war, strikes, lock-outs, trade disputes, fires, breakdowns, interruption of transport, government action, delays in or failures of delivery to the Contractor of any goods or materials or any other cause whatsoever (whether or not of the like nature to those specified above) outside his control the Contractor shall be under no liability whatsoever to the Customer (or to the Customers own customer) and shall be entitled to extend the time of the Contractor’s performance by a period equivalent to that during which performance has been prevented by the circumstances hereinbefore referred to.
- The Contractor undertakes to make every endeavour to adhere to any time limits quoted. Such time limits are not however guaranteed or to be deemed to be of the essence of the Contract and the Contractor shall in no case be liable for any delay or any losses resulting directly or indirectly therefrom howsoever caused and any delay in performing the contract shall not be sufficient cause for cancellation by the Customer unless such delay or losses are as a result of the negligence of the Contractor.
- Acceptance of work
Unless within fourteen (14) days from the date of completion of any work the Contractor is notified in writing to the contrary the work shall be deemed to have been accepted by the Customer as being in accordance with the contract.
- Manufacturer’s specification
The Customer assumes responsibility that goods ordered by it are sufficient and suitable for its purposes save insofar as such goods have been stipulated in accordance with the advice of the Contractor. The Contractor will not be liable for any loss or damage arising from variations in or from Manufacturer’s Specifications or technical data.
- Liability for defects
- The Contractor warrants that the work to be done by it consequent upon its acceptance of the Customer’s order will be of good quality and workmanship. The Contractor’s obligation under this warranty shall be limited to correcting any defective work; provided that notice of such defects and satisfactory proof thereof is given by the Customer immediately after discovery and in any event within three (3) months of the work being done and provided further that the equipment on which the Contractor’s work shall have been done shall not have been taxed beyond its normal capacity and shall in all respects have been operated and maintained in the normal and proper manner and shall not have been subjected to misuse or damage. Save as in this clause hereinbefore expressed the Contractor shall be under no liability in contract tort or otherwise for any personal consequential or other injury loss or damage whatsoever kind or howsoever caused or from anything done or omitted in connection with any work done or omitted to be done by the Contractor including any breach by the Contractor its servants or its agents of any fundamental term or any fundamental breach by the Contractor its servants or agents of any terms of the Contract and the Contractor’s liability under this Clause shall be in lieu of and to the exclusion of any liability conditions guarantee warranty term undertaking or representation whether express or implied statutory or otherwise.
- Notwithstanding anything contained in these Conditions the Contractor’s sole liability in respect of goods parts or materials not manufactured by the Contractor but supplied by the Contractor shall be to give the Customer but without expense to the Contractor the benefit of any Manufacturer’s guarantee or other rights which are available to the Contractor against the Manufacturer or supplier of such goods or materials. In the event of an agreement between the Customer and its customer containing provisions requiring a more onerous specification or standard of work than that normally provided by the Contractor such provisions shall not be binding on the Contractor unless the Contractor shall have agreed in writing to accept such provisions.
- Nothing in these terms and conditions limits or excludes the liability of the Contractor for death or personal injury resulting from negligence or for any damage or liability incurred by the Customer as a result of fraud or fraudulent misrepresentation on the part of the Contractor.
- Cancellation and insolvency
- If there is any default or breach of any of the parties’ obligations hereunder or if any distress execution or other legal process shall be levied upon or served out against either party’s property or assets or if either party shall make or offer to make any arrangement or compositions with its creditors or commit any act of bankruptcy or if any petition or receiving order shall be presented or made against either party or if either party is a company, any resolution or petition to wind it up shall be passed or presented, or if a receiver of all or any of its assets shall be appointed then (without prejudice to other remedies) in each and every case the non-defaulting party shall have the right at any time to cease work forthwith to terminate the contract and to cancel any outstanding delivery and to stop any products in transit and notwithstanding any other provisions payment in respect of any work already done shall be immediately due.
- The cancellation of an order by the Customer shall not be effective without the prior written consent of the Contractor and shall be subject to the payment to the Contractor of such sum as the Contractor shall consider reasonable in respect of work done and materials supplied or ordered.
- Proper law and legal construction
All contracts incorporating these terms and conditions shall be construed and governed in all respects by English Law all disputes arising under or relating to this Contract shall be referred to the jurisdiction of the Courts of England only.
- Parking and congestion
Parking and congestion shall be charged if not supplied.