The “Customer” means the company to whom the quotation has been issued to for the provision of the Works.
The “Quotation” is the most recent quotation, including amendments thereto, which has been issued by the Company to the Customer setting out the Works to be performed and the price to be paid by the Customer for carrying out the Works.
The “Contract Price” is the price included in the Quotation, which may be adjusted in accordance with these conditions, that the Customer is to pay the Contractor in consideration for providing the Works
The “Site” is the property where the Works described in the Quotation are to be carried out
The “Works” are the works described and set out in the Quotation and any associated document expressly referred to in the Quotation.
The Quotation shall be valid and open for acceptance for a period of 30 days from the date of the Quotation.
If the Contractor discovers any discrepancy, inconsistency, or ambiguity within, or between, the documents forming the contract the Contractor shall notify the Customer of such discrepancy, inconsistency, or ambiguity, along with any proposals to resolve the matter so notified. On receipt of such notice the Customer shall instruct the Contractor on how to resolve the notified discrepancy, inconsistency or ambiguity, and compliance with this instruction shall be treated as a variation under the contract.
The law of the contract shall be the law of England and Wales.
In the event that the Customer has incorporated his own terms and conditions into the contract, the Customer’s terms and conditions shall have no effect and shall always be superseded and overridden by the Terms and Conditions of Quotation (“the Conditions”).
THE CONTRACTOR’S OBGLIATIONS
The Contractor shall provide the Sub-Contract Works in accordance with the applicable law, the Conditions, and in a workmanlike manner.
The Contractor shall complete the Works by the date or dates stated in the Quotation. If no date(s) for completion are included in the Quotation, the Contractor shall complete the Works regularly and diligently and within a reasonable time.
If the progress of the Works is delayed for any reason that is outside the reasonable control of the Contractor (“Qualifying Delay”), the Contractor shall notify the Customer of the delay and shall provide an estimate of the delay or likely delay to any agreed completion date(s) that may be included in Quotation.
The Contractor shall be entitled to a fair and reasonable adjustment to any agreed Completion Date(s) to the extent that the delay is caused, or will be caused by a Qualifying Delay.
The Contractor shall be entitled to be paid any loss and or expense that the Contractor reasonably incurs as a result of any Qualifying Delay and the Contract Price shall be adjusted accordingly.
The Contractor shall notify the Customer of the date when, in the Contractor’s opinion, the Works are practically complete (“Date of Practical Completion”).
The Customer shall, at all times, provide the Contractor with clear and uninterrupted access to the Site to allow the Contractor to provide the Works, unless any specific access restraints are set out in the Quotation.
The Customer shall be responsible for the preparation of the Site to allow the Works to commence including, but not limited to, the relocation of all the Customer’s furniture and equipment, unless the Quotation states that it is the Contractor’s responsibility to move the Customer’s furniture and equipment.
If the Contractor agrees to move (or relocate) the Customer’s furniture and equipment, or the Customer fails to relocate the same prior to the Works commencing, then the Contractor accepts no liability for any loss and or damage that maybe caused in the course of moving and or relocating such furniture and equipment.
Unless specified otherwise in the Quotation, the Contractor shall not be responsible for the cutting out or any adaptations to the existing structures to the Site and all such cutting out or adaptations shall be undertaken by the Customer prior to the commencement of the Works.
The Customer shall be responsible for ensuring the adequacy of all existing structures that may be affected by the Works.
The Customer shall be responsible for the supply of all power, lighting and waste disposal that is necessary to provide the Works.
If the Works includes the laying of any new floor finishes, the Contractor shall not be liable to the Customer for any defect, loss and or damage that is caused as a result of moisture being present within the concrete sub-floor. The Customer shall be responsible for ensuring the moisture levels are satisfactory prior to the Contractor laying any new floor covering as part of the Works unless the parties agree otherwise in the Quotation.
If a defect is discovered in the Works the Customer shall notify the defect to the Contractor, and the Contractor shall rectify the defect within a reasonable time after receiving such notice. The Contractor shall correct all those defects that are notified by the Customer at his own cost for a period of 6 months from the Date of Practical Completion.
All payments shall be made to the Contractor in accordance with the agreed stage payment plan as included in the Quotation.
If no payment plan is agreed in the Quotation, the Contractor shall be entitled to receive interim payments from the Customer at fortnightly intervals, and each interim payment shall become due 7 days after the date of the Contractor’s invoice. The final date for payment of the invoiced amount shall be 14 days from the due date.
If the Customer fails to pay the Contractor an amount which is due by the final date for payment, the Contractor shall have the right to suspend all his obligations under the contract by first giving the Customer 7 days’ notice of his intention to suspend under this provision.
The property in any unfixed materials or goods (whether delivered to the Site or not) shall remain vested with the Contractor until the Contractor has received payment in full for such unfixed materials or goods.
The Customer may issue instructions to the Contractor that may vary the scope of the Works (“Variation”).
Within 7 days of receiving an instruction to undertake a Variation the Contractor shall provide the Customer with a quotation, which will include the proposed valuation of the variation to be undertaken.
Once the Customer and the Contractor have agreed the value of the variation, the Contract Price shall be adjusted accordingly, and the Contractor shall proceed to undertake the variation as when it becomes necessary to do so.
The Contractor may include provisional sums within the Price for work which is not properly defined. All provisional sums shall be omitted from the Price, and the Customer shall instruct the Contractor to expend a provisional sum when it becomes necessary to do so. The Contractor shall be paid for work expended under a provisional sum on a cost reimbursable basis with a 15% fee added to such cost, unless the parties have agreed any specific rates or prices for providing work included under a Provisional Sum in the Quotation.
Unless stated otherwise in the Quotation, the Customer shall take out and maintain an all risks insurance policy to cover for any loss and or damage to the Works (and any unfixed materials and goods delivered to the Site), and such insurance shall also cover loss and or damage caused by specified perils such as fire, flood, other water damage and the like.
Unless stated otherwise in the Quotation, the Customer shall take out and maintain an all risks insurance policy to cover any loss and or damage that may be caused to any existing structures, property and or equipment within the Site in the course of providing the Works.
The Contractor shall maintain a policy of public liability insurance to cover its obligation to indemnify the Customer for any claims in respect of injury or death to persons other than employees of the Contractor, and for any damage to property other than the Site.
The Contractor shall entitled to terminate the contract by written notice to the Customer if:
(a) the Customer fails to pay the Contractor, and the outstanding payment has become overdue for a period exceeding 2 months, or;
(b) the Customer fails to provide adequate access for the Contractor to provide the Works as provided for under these conditions, or;
(c) The Customer commits any other material breach of the contract.
LIMIT OF LIABILITY
(d) Neither the Contractor nor the Customer shall be liable to the other for any loss of profit or business opportunity, or any indirect or consequential losses, that may arise from any breach of the contract.
(e) Insofar is permitted by the applicable law, the Contractor’s total liability to the Customer for all claims made by the Customer under the contract shall be limited to the Contract Price.
(f) Either party may, at any time, refer any dispute or difference arising under the Sub-Contract to Adjudication in accordance with Part I of the Scheme for Construction Contracts (England and Wales) Regulation 1998 (Amendment) (England) Regulation 2011 or any subsequent amendment thereto.