Radiant and convective heating solutions
t: +44 (0)1424 712 195
e: info@hcp-sasint.co.uk
Radiant and convective heating solutions
t: +44 (0)1424 712 195
e: info@hcp-sasint.co.uk
1.1 Where in these Terms and Conditions of Sale a term or condition is applied to 'offer' or 'offers', the word 'offer' or 'offers' is to be construed as meaning any estimate, quotation, tender or like offer.
1.2 Except where the Company (referred to as the 'Seller' in this document) agrees in writing to be bound by some other contractual documents and such other document is duly executed by the Seller, all offers submitted by the Seller are subject to these Conditions of Sale which shall apply to all contracts for goods supplied or work done by the Seller or his
suppliers or sub-contractors, to the exclusion of all other conditions and warranties express or implied except those contained elsewhere in our offer, and which shall override any terms and conditions stipulated or referred to by the Buyer whether in an order, letter, tender document, or in negotiations.
1.3 Unless stated otherwise, offers submitted by the Seller are valid only if accepted within 30 days from the date of the offer.
1.4 The Seller reserves the right to require a written order issued by a competent authority before proceeding with an order. All offers are qualified offers subject to the obtaining by the Seller at the time of receipt of Order, of satisfactory trade references or credit ratings in relation to the Buyer. No order will be considered binding until such satisfactory trade
references or credit ratings have been obtained and the Seller issues his order acknowledgement.
2.1 During the execution of the installation, the Seller shall be entitled to be paid by instalments.
(i) the Seller may apply for payment to the Buyer at any time or at such specific intervals as are agreed between
them in writing, stating the total value of the work properly executed, (including the value of any materials or goods intended for incorporation into the installation) and of any VAT properly chargeable at the date of the application, and of any other amounts due to the Seller under these Conditions.
(ii) within 21 days of receipt of such application the Buyer shall pay to the Seller the full amount properly applied for.
2.2 If the Buyer fails to make any payment in accordance with these Conditions, and such failure continues for seven days after the Seller has given the Buyer written notice of the same, then without prejudice to any other rights or remedies of the Seller, the Seller may, at its discretion, determine its employment under the contract or suspend the further execution of the installation, until such payment is made and any period of suspension shall be deemed to be an extension of the period for completion determined in accordance with Clause 7, and shall not be deemed a delay in the completion of the installation for which the Seller is responsible.
2.3 All work to be the subject of remeasurement upon completion, the quantities thus agreed to form the basis of the final account.
2.4 In the event of the determination of a contract by reason of any act or default on the part of the Buyer in total or in part for goods or work to be done, the Buyer shall be responsible for all costs directly or indirectly incurred regarding the contract
prior to and after determination of the contract or part thereof. Whilst the Seller will make every effort to keep all such costs and expenditure to a minimum, the minimum charge to be levied shall be 15% of the nett value of the goods or work no longer required.
It is the Buyer’s responsibility to obtain at his own expense and prior to the Seller's commencement on site any necessary Local, Planning, Fire, or other consents and permissions and to ensure that the works comply with Building and other Statutory regulations, the general law, and any conditions attaching to any such consents and permissions.
When the Main Contractor is itself defined as a sub-contractor within the terms of Finance Act (No.2) 1975 - Sub-Contractors in the construction industry, it must have a current certificate (714I, 714P or 714C, as applicable). In the event of the expiry and non renewal of the certificate, subsequent payments to the Seller by the Main Contractor must be made gross of taxation, notwithstanding the fact that the Main Contractor has suffered a deduction itself under F.A. (No.2) 1975.
5.1 This Quotation covers items in any specification and/or drawings supplied by the Company and/or quantities all as stated therein and unless otherwise expressly stated does not include work of any other trade, the supply and erection of scaffolding, ladders, moveable platforms, hoists or lowering gear, the cost of any fuel, water or electricity used by it on the
site. Should these be required the Quotation price shall be adjusted accordingly. Unless it is confirmed in writing Main Contractor's Discount is not included.
5.2 Unless specified to the contrary, no provision has been made in any offer for the value added tax, import duties, fees by District Surveyors or Local Authorities or for any other charges levied by or under the authority of H.M. Government and the offer is subject to the payment by the Buyer of any such tax, duties, fees and charges. Further, unless specifically stated in the offer the Seller has made no provision for any expenditure in connection with obtaining licences or for the use of power, gas, water, or other services on the site and any such expenditure will be charged as an extra.
5.3 Unless specifically stated otherwise offers are prepared utilising the rates of pay, conditions, etc., in accordance with the working rule agreement in force at the date the offer is prepared plus such other payments generally applicable within the
Sellers erection force. No allowance is made for conforming to any special rates of pay etc. which apply where and when the work is to be carried out and these will if applicable be charged as an extra.
5.4 The Buyer shall be responsible for ensuring that the structure of the building walls and ceilings will be suitable to receive the installation proposed.
5.5 All the product descriptions used by the Seller particularly measurements are accepted terms used in the trade. In particular all dimensions quoted are approximate. All goods will be within reasonable commercial standards of manufacturing tolerances.
5.6 The Seller carries out a continuous programme of research and development and therefore reserves the right to improve or alter any design or specification at any time without prior notification.
5.7 It is a condition of all offers that buildings to receive an installation must simulate as near as possible the conditions which will prevail after occupation. All external glazing and doors etc., must be installed and all internal finishes (e.g., plastering, screeding, flooring etc.) must be completed and thoroughly dried out before installation of the products is commenced.
6.1 The Buyer acknowledges that before entering into an agreement for the purchase of any goods including goods fixed by the Seller, from the Seller, he has expressly represented and warranted that he is not insolvent and has not committed any
act of bankruptcy, or being a company with limited or unlimited liability, knows of no circumstances which would entitle any
debenture holder or secured creditor to appoint a receiver, to petition for winding-up of the company or exercise any other rights over or against the company's assets.
6.2 Goods supplied being the subject of any agreement by the Seller to sell shall be at the risk of the Buyer as soon as they are delivered by the Seller to his premises or otherwise to his order.
6.3 Such goods shall remain the sole and absolute property of the Seller as legal and equitable owner until such a time as the Buyer shall have paid to the Seller the agreed price.
6.4 The Buyer acknowledges that he is in possession of goods solely as bailee for the Seller until such time as the full price thereof is paid to the Seller.
6.5 The Buyer's right to possession of the goods shall cease if he, not being a company, commits an available act of bankruptcy or if it, being a company, is unable to pay its debts or has a receiver, administrator, administrative receiver or liquidator appointed or calls a meeting of its creditors or ceases for any other reason to carry on the business or in the
reasonable opinion of the Seller any of these events appears likely, the Seller may for the purpose of recovery of its goods enter upon any premises where they are stored or where they are reasonably thought to be stored or fixed and may
repossess the same.
7.1 All know-how, samples, models, designs and drawings relating to the work undertaken by the Seller or their development or creation are strictly confidential and shall remain the property of the Seller (whether or not commissioned by the Buyer) and the Buyer shall not copy, use or disclose the same or any part thereof without prior written consent of the Seller.
7.2 The Buyer shall indemnify and hold harmless the Seller against all costs, claims, damages and expenses arising out of any infringement of any copyright, patent or registered design involved in work specified by the Buyer and carried out accordingly.
8.1 All delivery dates and installation programmes are quoted in good faith. The Seller shall not be liable for any loss or damage whatsoever arising from late delivery of goods or materials or delays in the completion of installation under contract.
8.2 If through circumstances beyond the control of the Seller, delivery of materials cannot be accepted at the contracted time, storage costs will be charged if the materials have to be brought back to the Seller's Works, handling and transport cost will be charged as an extra.
8.3 Offers are based upon continuity of work in a logical sequence on a clear and level site and/or to an agreed programme, during the hours the Seller requires to work.
8.4 If completion of the work is delayed by circumstances which are beyond its control the Seller reserves the right to invoice all work already executed at the contract rate and to charge for all other materials, labour and costs howsoever incurred whether such work has been delivered to site or held in its works.
9.1 Variations shall not vitiate the contract. Verbal instructions involving a variation and confirmed in writing by the Seller shall be deemed to be the Buyer's written instructions if not dissented from in writing within seven days.
9.2 The carrying out of daywork and/or overtime by the Seller and the charging of time lost in waiting for any reason beyond its control will be on the understanding that the Seller is a specialist contractor or sub-contractor and that payment will be made in accordance with the Seller's specialist rates.
10.1 The Seller does not accept responsibility for any damage, shortage or loss in transit unless (a) damage or shortage is notified in writing both to the Seller and to the carrier within three days of receipt of goods and the goods have been signed for as 'damaged' or 'not examined' and have been handled by the Buyer in accordance with the carrier's conditions, or (b) non-delivery (in case of total loss) is notified to the Seller and to the carrier within 10 days of the due date of despatch.
10.2 Materials supplied and delivered for installation by anyone other than the Seller, shall, within 48 hours, be checked by the Buyer against the Seller's specification before installation, and any items found to be incorrect or defective shall be notified
to the Seller for replacement before installation, as the Seller will not accept charges for any cost incurred in removing incorrect or defective items and installing replacement items.
10.3 Whilst care will be taken to avoid damage to flooring and floor covering including carpet where applicable, fixtures, fittings, walls and/or ceilings the Seller cannot accept any responsibility for damage or markings which may have been caused by the Seller or agents during the execution of the work unless the Buyer has previously provided adequate protection against such damage.
11.1 The Seller will at its own cost repair or replace defective goods providing such defect is caused solely by virtue of the Seller's design, materials or workmanship and providing the defect is notified in writing to the Seller within six months of despatch or fixing.
11.2 The Seller does not accept responsibility for labour or other costs in removing or reinstalling any goods save as provided in 11.1 above.
11.3 The Seller shall not be responsible for any defects or damage to the materials of work caused by abnormal conditions such as dampness, excessive temperature, humidity levels, movement in buildings, chemical action or by any causes over which it has no control.
11.4 No claim for free replacement or otherwise will be accepted in respect of any item found to be defective through faults in design or construction if specified or supplied by the Buyer.
11.5 Save as is provided in this Clause, the Seller shall not be liable for any loss or damage whether arising directly or indirectly as a consequence of any defect in material or in the installation caused by the negligence of the Seller, its servants or agents.
12.1 The Buyer shall at his own expense ensure that the Seller's employees and/or subcontract labour engaged on the work shall enjoy the facilities provided for by the Building (Safety, Health and Welfare) Regulations 1948, the Factories Act 1961 and the Health and Safety at Work etc., Act or any statutory modifications or re-enactments thereof.
12.2 Should asbestos based materials be discovered in the areas or vicinities of where the Seller's erectors are working and the work requires the removal, drilling, cutting or otherwise disturbing the asbestos or asbestos based materials or of where asbestos or asbestos based materials are being worked or disturbed by others, the Seller reserves the right to immediately withdrawn his labour from site until adequate instructions for the removal or the carrying out of work to the asbestos or asbestos based materials have been given to the Seller (e.g. instructions to employ a specialist firm to carry out the asbestos related work) or until others have completed their asbestos related work and all air based asbestos fibres have
been removed. Any cost incurred by the Seller in compliance with this condition shall be an extra to the contract, the ascertained sum to be included in interim and final accounts.
The proper law of any contract to which these Conditions shall apply be English law.
ADDITIONAL OR VARIED TERMS AND CONDITIONS OF SALE FOR OVERSEAS CONTRACTS
1. Where these terms and conditions conflict with the Terms and Conditions of Sale, these terms and conditions shall prevail.
2. Unless stated otherwise offers submitted by the Seller are valid only if accepted within 60 days from the date of tender, after which time the offer will lapse.
3. All offers are qualified offers subject to the obtaining by the Seller at the time of receipt of Order of satisfactory trade references or credit ratings in relation to the Buyer. If such trade references or credit ratings shall not in the opinion of the Seller be satisfactory the
Seller shall have the right to reject the Order by notice in writing given within 56 days after receipt of the Order.
4. Unless otherwise stated all prices quoted are nett. Payment unless otherwise agreed will be by letter of credit, confirmed by an approved London bank.
5. Unless specifically stated in the offer Sellers have made no provision for the payment of any taxes and/or any expenditure in connection with obtaining import licences, visas, permits etc., and any such payment and/or expenditure shall be charged as an extra.
6. All goods must be checked on delivery. No claims for damage in transit, or shortage of delivery will be considered unless a separate notice in writing is given to the carrier concerned, the local Lloyds agent and to the Seller within fourteen days on receipt of goods. Cases of total loss must be notified to the local Lloyds agent and the Seller in writing within fourteen days of the date upon which the Buyer became aware, or ought reasonably to have become aware of the loss, provided that no complaint of loss will be considered
more than two years from the date of the consignment.
7. The Buyer shall, at its own expense, ensure that the Seller’s employees and/or its sub-contract labour engaged on the work enjoy all safety and welfare facilities as required by the statutory laws, local regulations etc., as may be applicable in the Country in which the
work is being carried out. The Sellers reserve the right however to require additional safety and/or welfare facilities where the local statutory requirements are less than those which is deemed to be adequate by the Sellers.
8 Unless specifically stated otherwise this Quotation has been prepared utilising the rates of pay, conditions etc., governing the Seller’s site labour in the United Kingdom, plus such other payments generally applicable within the Seller’s erection force. No allowance has
been made for conforming to any special rates of pay etc., which apply or might apply where the work is to be carried out.
9. All disputes arising out of this offer shall be governed by English laws and shall be submitted to litigation or arbitration in London in accordance with and subject to the provisions of the U.K. Arbitration Act 1996 or any statutory modifications or re-enactments thereof
for the time being in force. Technical words or phrases shall be construed according to their meaning within the building industry in England and trade terms used in any offer, order, price list or contract shall be interpreted in accordance with the latest edition of
INCOTERMS published by the International Chamber of Commerce, Paris.