1.1 All quotes are made and all orders are accepted subject to the following conditions. All conditions of the customer or other terms, conditions or warranties whatsoever are excluded from the contract or any variation thereof unless expressly accepted by the contractor in writing.
1.2 Quotations shall only be available for acceptance for a maximum period of 30 days from the date thereof and may be withdrawn by the contractor within such period at any time by written or oral notice.
1.3 Any variation to these conditions must be expressly agreed in writing and signed by both the customer and the contractor. The customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the contractor. Nothing in these conditions shall exclude or limit the contractor’s liability for fraudulent misrepresentation.
2.1 Time for delivery and the commencement and completion of works is given as accurately as possible but is not guaranteed. The customer shall have no right to damages or to cancel the order for failure for any cause to meet any times stated.
2.2 Any dates provided by the contractor shall in every case be dependent upon prompt receipt of all necessary information, final instructions or approvals from the customer. Alterations by the customer to specifications or quantities required may result in delay in delivery and the contractor reserves the right to amend its quotation as a result of any such alteration.
2.3 The contractor will endeavour to comply with a reasonable request by the customer for postponement of delivery but shall be under no obligation to do so. Where delivery is postponed otherwise than due to default by the contractor the customer shall pay all costs and expenses including a reasonable charge for storage and transportation occasioned thereby and the contractor shall be entitled to invoice the customer in accordance with this.
3. Work on Site
3.1 Where the contract with the contractor requires the performance of works on site then unless otherwise stated in the contractor’s quotation the following shall be conditions of the contract:-
(i) All site work can be carried out by the contractor if it so desires in one continuous operation through to completion;
(ii) The ground is free from subterranean obstructions;
(iii) There will be free access to both sides of the fence line.
3.2 If the contractor incurs extra costs in the performance of the contract either by reason of alteration in the customer’s instructions or the lack of or delay in receipt of such instructions or by reason of unforeseen interruptions, delay, overtime requirements, unusual hours, mistakes or additional varied work in circumstances where the contractor is not responsible then the contractor may increase the contract price to cover such extra costs and to allow for overheads and profit thereon.
Cancellation will only be agreed by the contractor on condition that all costs and expenses incurred by the contractor up to the time of cancellation and all loss of profits and other loss or damage resulting to the contractor by reason of such cancellation will be paid forthwith by the customer to the contractor.
In the event of any alteration being required by the customer in design or specification the contractor shall be entitled to make an adjustment to the contract price corresponding to such alteration.
6. Terms of Payment
6.1 Unless otherwise agreed by the contractor in writing the terms of payment shall be net cash within 14 days of the date of the contractor’s invoice.
6.2 In the event of default on payment by the customer the contractor shall be entitled without prejudice to any other right or remedy to suspend all other deliveries on any contract or contracts between the contractor and the customer without notice to charge interest on any amount outstanding at the rate of 5% per week above the base rate of Lloyds Bank plc in force at the time when payment was due.
7. Defects not apparent on Inspection
7.1 The customer shall have no claim in respect of defects not apparent on visual inspection at the time of delivery or within 3 working days thereafter unless a written complaint is sent to the contractor as soon as reasonably practical after the defect is discovered and no use is made of the goods thereafter and no alteration made thereto before the contractor is given an opportunity to inspect the goods in accordance with this condition and the complaint is sent within 12 months of the date of completion of works by the contractor.
7.2 The customer shall not be entitled to any claim in respect of any repairs or alterations undertaken by the customer without the prior specific written consent of the contractor nor in respect of any defect arising by reason of fair wear and tear or damage due to misuse or inadequate or unsuitable storage.
7.3 The contractor shall not be liable for loss or damage suffered by reason of use or installation of the goods after the customer becomes aware of a defect or after circumstances which should reasonably have indicated to the customer the existence of a defect.
7.4 The contractor may within 15 days of receiving such a written complaint inspect the goods and the customer if so required by the contractor shall take all necessary steps to enable the contractor to do so.
If the customer shall become bankrupt or insolvent or enter into an agreement with creditors or in the event of a resolution being passed or proceedings commenced for the liquidation of the customer or if a receiver or manager is appointed of all or any part of its assets or undertaking or if the customer (being an individual) shall die or if the customer shall be in default of his obligations under this contract then the contractor shall be entitled to cancel this contract and any other contract between the customer and the contractor in force at the date thereof in whole or in part by notice in writing (without prejudice to any right or remedy accrued or accruing to the contractor).
9. Force Majeure
The contractor shall not be under any liability for any delay, loss or damage caused wholly or in part by acts of God, governmental restriction, condition or control, any laws, rules or regulations of the country of origin of the goods, non-arrival of imported goods, inability to obtain transport or loading facilities or by reason of any act done or not done pursuant to a trade dispute whether such dispute involves its employees or not or by reason of any other act, matter or thing beyond its reasonable control including failure by the other party to carry out the provisions of these conditions.
10. Defects apparent on Delivery
10.1 The customer shall have no claim for defects which should be apparent on visual inspection at the time of delivery unless the defects are brought to the attention of the contractor or its representatives at the time of delivery.
11. Risk and Title
11.1 Risk shall pass to the customer so that the customer is responsible for all loss, damage or deterioration to the goods at the time the contractor has completed the works it has contracted to carry out.
11.2 Title in the goods or any part thereof shall pass to the customer when payment in full has been made or when the contractor serves written notice upon the customer specifying that title in the goods or such part thereof has passed whichever shall be the earlier in time and the customer shall permit the servants or agents of the contractor to enter onto the customer’s premises and to repossess the goods at any time prior to passing of title and in the event of the goods being at the premises of a third party by the direction of the customer then the customer shall if so required by the contractor in writing remove the goods from such premises and return them to the contractor forthwith.
Save where the contractor is shown to have failed to exercise reasonable care in the manufacture and or supply of the goods and or the provision of services and such failure results in death or personal injury the contractor shall not be liable in respect of claims arising by reason of death or personal injury. Further, under no circumstances whatsoever shall the contractor be liable for consequential loss (including removal or rectification work required in connection with installation of repaired or substitute goods, loss of profits or other and direct losses or for damage to property).
The contract shall be governed and interpreted exclusively according to the law of England and shall be subject to the jurisdiction of the English Courts only.