1. Definitions - the following definitions shall apply to this agreement:1.1 (“We” or “Us”) means Harris Keyte, a Limited Company whose address for service for the purposes of this contract is 20 Windmill Rd, North Leigh, Witney, Oxfordshire, OX29 6RQ1.2 ('the Customer') means you or any agent appointed by you to act on your behalf. 1.3 (“ the Quotation”) means the document supplied and attached to these Terms and Conditions specifying the price for the Works based on the plans, specifications and/or information supplied by the Customer.1.4 (“ the Works”) means the Works to be carried out by us as set out in detail in the attached Quotation, Bill Of Quantities or Estimate including such materials and/or services as may be specified in such a document.1.5 (“ the Schedule of Works”) means, where provided, the schedule of works attached to any Estimate or Quotation supplied by us. It is agreed that any such Schedule of Works shall be deemed to constitute the agreement between Us and the Customer as to the extent of the Works to be carried out.1.6 (“ the Estimate”) means the best estimate as to price possible based on information provided by the Customer to Us in respect of the materials and services required.
2. Estimates
2.1 The Customer acknowledges and agrees that We shall be entitled to increase or decrease the price referred to in the estimate by a maximum of 10% of the original estimated price at any time.2.1.1 Such an increase or decrease shall be notified to the Customer in writing as soon as possible once the necessary increase or decrease becomes apparent to Us.
3. The Works
3.1 The Customer engages Us to carry out the Works in accordance with these Terms and Conditions.
4. Acceptance
4.1 For the avoidance of doubt, the Customer’s instruction to Us to commence the Works constitutes acceptance of these Terms and Conditions without any revision or amendment whatsoever.
4.2 The Customer’s instruction to Us to commence the Works creates a legally binding contract between Us and the Customer subject to these Terms and Conditions.
4.3 No amendment to these Terms and Conditions shall take effect except as agreed between the parties in writing.
5. Standard of Work
5.1 We will carry out the Works in a good and workmanlike manner. We will exercise reasonable skill, care and diligence in the performance of our duties to the Customer under this agreement.
6. Planning and Building Control Obligations
6.1 It is and will remain for the duration of this agreement the sole responsibility of the Customer to obtain the relevant planning and building control consents as required from time to time by law.
6.2 We will not be liable for any breach of planning control or buildings regulations consent whatsoever caused by the Customer's failure to obtain any such planning or building regulations consents as required from time to time by law.
6.3 It is assumed that as at the date of commencement of the Works the Customer has obtained all such consents and permissions as required by law.
6.4 If We are provided with approved plans and specifications for the purposes of complying with relevant planning and building control obligations before the Quotation, Schedule of Works or Estimate is drawn up, We shall complete the works in accordance with such plans and specifications.
6.5 If We are provided with approved plans and specifications for the purposes of complying with relevant planning and building control obligations after the Quotation, Schedule of Works or Estimate is drawn up:
6.5.1 The Customer acknowledges and agrees that We shall be entitled to increase the price as is reasonably necessary in order to comply with such planning and building control obligations.
6.5.2 Any increase in price required by virtue of clause 6.5.1 shall be notified to the Customer in writing as soon as possible after such an increase becomes necessary.
7. Variation of Works
7.1 The Customer may instruct that the Works be varied whether by way of additional, substituted or omitted Works. We will comply with all such instructions subject to the following:
7.1.1 the additional, substituted or omitted Works will be valued, where possible, in accordance with the prices contained in the Quotation, Schedule of Works or Estimate;
7.1.2 where it is not possible to value the additional, substituted or omitted Works in accordance with the prices contained in the Quotation, Schedule of Works or Estimate such Works will be valued on a fair and reasonable basis;
7.1.3 We reserve the right to charge an additional amount for variations to the Works as set out in the Quotation, Schedule of Works or Estimate.
8. Delays
8.1 We will, where possible, provide you with our best estimate as to the likely date of completion however, We shall not be liable for any delay in completing the Works caused by the following:
8.1.1 Force Majeure;
8.1.2 Adverse weather conditions preventing progress with the Works;
8.1.3 Variation of instructions under clause 7;
8.1.4 Any breach of this agreement, impediment, prevention or default by the Customer, his agent or any person for whom he is responsible; and
8.1.5 The exercise of any power by the Local Authority and/or Government operating to affect progress of the Works.
8.1.6 Failure of any Supplier or Sub-Contractor to fulfil their commitment to Harris-Keyte Ltd in terms of supply of goods or services.
9. Completion of the Works
9.1 When We consider the Works to have been completed, We will inform the Customer and ask that the customer inspects the Works and to refer any reasonable defects to Us.
9.2 We will use our best endeavours to rectify any minor defects as quickly as possible.
9.3 Completion of the Works shall be deemed to have taken place once the Customer has confirmed his satisfaction to Us. The works will come with a 1 year guarantee.
9.4 We reserve the right to issue our invoice prior to Completion of the Works.
10. Payment
10.1 Payment shall be made by the Customer to Us, as follows:
10.1.1 Following completion of the Works no later than 7 days from the date of the invoice issued by Us to the Customer; or
10.1.2 No later than 7 days from the date of any interim invoice issued by Us to the Customer during the course of the Works, in which case:
10.1.2.1 We will submit to the Customer a list of Works properly carried out to that date, less any sums previously paid specifying the value of such Works.
10.1.2.2 Interim invoices will be issued on a monthly basis where it is anticipated that the Works will take longer than three months to complete.
10.1.2.3 If We have issued interim invoices the final invoice will be issued as soon as possible after completion of the Works even if such a final invoice is issued less than one month after the last interim invoice.
10.1.2.4 The Customer must pay the final invoice no later than 7 days from the date of the final invoice.
11. Interest
11.1 If any invoice or interim invoice remains unpaid for more than 28 days from the date of such invoice, the Customer shall pay interest on such sum until payment at the rate of 2.5% over the Bank of England's base rate then applying.
12. VAT 12.1 All prices quoted exclude VAT unless otherwise stated.
13. Exclusion Clause
13.1 We shall not be liable for any damage or claim resulting from personal injury or the death of any person or loss of or damage to any property whatsoever arising from the carrying out of the Works save insofar as the same results from any negligence or breach of statutory duty by Us.
13.2 We confirm that We hold and will keep on risk suitable public liability insurance in an amount not less than £2,000,000 for any one occurrence or series of occurrences arising out of anyone event.
13.3 The Customer agrees that any compensation due resulting from any negligence or breach of statutory duty by Us shall be limited to the amount set out in clause 13.2, above.
14. Assignment And Subcontracting
14.1 We reserve the right to assign and/or subcontract any aspect of this agreement, the whole or part of the Works and at any time.
15. Third-Party Rights
15.1 No person who is not a party to this Agreement shall have any rights under the Contract (Rights of Third Parties) Act 1999 to enforce any term of this Agreement except for any assignee or subcontractor appointed by Us in accordance with clause 13.
16. Notices
16.1 All notices given by either party under any provision of this agreement must be in writing and are deemed to be sufficiently served if:
16.1.1 delivered by hand, or
16.1.2 sent by registered post/recorded delivery, or
16.1.3 sent by first class post
