General Terms and Conditions of Contract
Unless otherwise stated in the specification attached, the work shall be carried out:
- During normal working hours, and if overtime is worked at the request of the customer it shall be paid for as an extra to the contract
- Under normal conditions, and if through no fault of HES Ltd conditions are not normal the customer shall pay any additional cost incurred by HES Ltd
- With opportunity for continuous work; and if through no fault of HES Ltd this opportunity is at any time denied, the customer shall pay any additional cost incurred by HES Ltd.
- HES Ltd shall not be responsible for delay due to lack of instructions by the customer or his agent nor for delay in completion due to strikes, lock outs, fires, accidents or other circumstances over which HES Ltd have no control. If any such delay involves expense to HES Ltd the customer shall pay the expense.
- Adequate facilities shall be provided by the customer for the economical execution of the contract. These shall include access to the site and if required, the free use of a lock-up store.
- Unless otherwise stated in the specification attached, the work shall be carried out:
- ALTERATIONS AND ADDITIONS
The quotation covers only the items specifically referred to. Positions of points, plant and layout are to be agreed with the customer before the work commences. Subsequent alterations or additions carried out on the instruction of the customer or his agent will, if they involve additional expense, be paid for on time and material cost basis plus on-cost (unless separately quoted for).
- UNSPECIFIED ITEMS
Where the specification includes a provisional sum for labour or equipment to be provided but not specified, such provisional sum shall be expended according to the direction of the customer.
- Where the contract includes an obligation on the part of HES Ltd to install some or all of the equipment the following additional conditions will apply.
- Unless specifically stated in the estimate the price does not include any costs for preparing, excavating, making good or builders work of any kind or work normally carried out by other trades.
- The customer shall permit HES Ltd free uninterrupted access to and possession of fully prepared working areas during normal working hours. In the event that such access and possession are not made available, or that working areas are not duly prepared to HES Ltd requirements for immediate installation of the goods, without prejudice to any other right HES Ltd may have, HES Ltd shall at its discretion be entitled to vary the price accordingly.
- If at the customer’s request, or for any other cause beyond the control of HES Ltd, the works are suspended, delayed or varied in any way in timing, sequence or method of installation, then HES Ltd shall be entitled to make a reasonable additional change for the consequential costs incurred together with an addition for overheads and profit and shall be allowed such additional time as HES Ltd deems necessary to complete the installation.
- The customer shall, unless otherwise agreed in writing, accept delivery and provide suitable protection and secure storage for all equipment and materials delivered from time to time in the course of installation and indemnity HES Ltd against any loss or damage to such equipment and materials for the duration of the contract.
- The customer will provide free of charge HES Ltd use of all temporary supplies, storage etc required for the installation of the works and all welfare facilities. The cost of any electricity, water, gas or other fuel for the works including testing, commissioning and performance trials will be borne by the customer.
- HES Ltd shall endeavour to carry out he work within the period stipulated or, if no period is stipulated, within a reasonable time, but shall not be held responsible for any loss or damage arising out of delay due to any cause beyond HES Ltd’s control. If the progress of the work is delayed and / or disrupted due to any cause beyond HES Ltd’s control, then HES Ltd shall be granted an extension of time, providing that HES Ltd shall use our best endeavours to minimise such delay.
The completion of the contract is dependent upon the necessary materials being available and every endeavour will be made to use the materials specified. In the event of the materials specified not being available when required HES Ltd reserves the right, consistent with good practice, to substitute other suitable materials.
- TERMS OF PAYMENT, SUSPENSION AND TERMINATION OF CONTRACT
- HES Ltd reserves the right to require interim payments to be made during the progress of the contract, the balance becoming payable on completion thereof.
- Payment of invoices shall be made without any deduction so as to be received by HES Ltd within ** days of the date of the invoice. HES Ltd understands and will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to agreed credit terms.
- If the customer fails to make any payment at the time and in the manner specified by HES Ltd or becomes insolvent or otherwise subject to bankruptcy laws or, being a company, has a receiver appointed or a winding up order made or a resolution for winding up passed, HES Ltd shall be entitled (without prejudice to any other rights or remedies HES Ltd may have) forthwith to suspend the execution of the contract and/or treat the contract as terminated and to be paid the amount of loss caused to HES Ltd by such suspension and/or termination.
- PROPERTY AND RISK
- The materials or equipment supplied by or on behalf of HES Ltd (whether fixed or unfixed) shall remain the property of HES Ltd until all sums payable by the customer under the contract have been received by HES Ltd in full, but any such materials shall be at the customer’s risk as soon as delivered to the customer.
- Upon the occurrence of any of the events referred to in Clause 6.3 above HES Ltd shall have power (without prejudice to any other rights or remedies HES Ltd may have) forthwith to repossess the materials supplied as aforesaid, such power being additional to any other power of repossession arising by operation of law or implication or otherwise.
- An estimate by HES Ltd does not constitute an offer and HES Ltd reserves the right to withdraw or amend the same at any time prior to HES Ltd accepting the client’s order.
- All estimates are, unless otherwise stated, valid for 30 days from date of submission and prices will be subject to review thereafter.
- Unless otherwise stated, the estimate is based on the cost to HES Ltd of labour, goods, equipment and overheads as at the date of such estimate and in the event of any increase of such costs caused by any reason, including the increase or imposition of any tax, duty or other levy and variation of exchange rates HES Ltd shall be entitled to vary its prices accordingly whether or not such increase was foreseeable by HES Ltd.
- All specifications, illustrations, descriptions, drawings and particulars of weights, dimensions and performance submitted with HES Ltd’s estimate, or with HES Ltd’s acceptance of the clients order or contained in HES Ltd’s literature are approximate only and none of these shall form part of the contract.
- HES Ltd reserves the right at it’s sole discretion to accept or refuse any order placed by the client on the basis of the estimate issued and in the event of a refusal, no damages or expense of any kind whatsoever shall be payable by HES Ltd. No contract shall be formed until the client’s order has been accepted by HES Ltd in writing.
- All estimates, invoices or otherwise shall, unless otherwise stated, be exclusive of Value Added Tax which shall be levied at the current rate at the time of supply.
- QUALITY AND CONDITION OF EQUIPMENT AND EXISTING INSTALLATION
- HES Ltd undertakes to exercise reasonable skill and care in the execution of its services, save that HES Ltd disclaims any liability whatsoever in respect of any part of any existing installation in respect of its fitness for purpose, any missing parts or components or any incorrectly installed equipment or any equipment supplied by the client for incorporation into the installation. HES Ltd shall not be responsible for the consequences of any delay or failure to perform its services in the event of such a situation arising and shall require the client’s instruction in respect of any repair or reinstatement prior to proceeding further.
- SPECIFICATION BY THE PURCHASER
The client shall indemnify and keep indemnified HES Ltd against all claims, costs, damages and expenses incurred by HES Ltd or for which HES Ltd may become liable as a direct result of the carrying out of any work on or to any equipment in accordance with the requirements or specifications of the client involving any infringement or alleged infringement of any patent or intellectual property right vested in another person, firm, company or body.
- VARIATION OF DESIGN
HES Ltd hereby reserves the right at any time to make such alterations to the specification, design or construction of the equipment as the HES Ltd shall in its own discretion deem fit.
HES Ltd shall be entitled to sub-contract or assign without consent all or any its obligations hereunder.
- The electrical installation shall comply with the current edition of BS7671 Requirements for Electrical Installations.
- HES Ltd shall supply materials that are reasonably fit for purpose and of merchantable quality and install them with competent workmanship so that the end product shall be fit for the customers’ purpose in so far as the purpose has been made clear to HES Ltd and HES Ltd’s advice as to fitness has been sought and acted on.
- The repair or replacement of any faulty work or materials shall only be carried out by HES Ltd, our servants or agents; otherwise HES Ltd’s warranties as to repair or replacement shall not apply.
- All Warranties, Drawings and Certificates will remain the property of HES Ltd until the contract price is paid in full.
- The terms of this contract do not and will not in any way affect the statutory rights of the customer.
- CANCELLATION OF ORDERS
In the event of cancellation by the customer for any reason, the customer will be responsible for all costs incurred by HES Ltd. HES Ltd shall be entitled to have that loss made good by the customer.
The conditions apply to all contracts entered into by HES Ltd and shall prevail over any inconsistent terms or conditions contained in the client’s order or elsewhere or implied by trade custom or practice or course of dealing unless specifically agreed to in writing by a Director on behalf of HES Ltd and any purported provisions to the contrary are hereby excluded.
- GOVERNING LAW
The contract shall in all respects be governed by and construed and interpreted in accordance with the Laws of England and any dispute shall be subject to the exclusive jurisdiction of the English Courts.