EBM Terms and Conditions
The Terms and Conditions below shall apply to the proposal given overleaf or attached and any subsequent contract between Edwards Building Maintenance Ltd for the supply of the services detailed in this proposal. Please read carefully. These Terms and Conditions will not affect any Statutory Rights which you may be entitled to from time to time and which by law cannot be varied or excluded.
1. Introduction and Definitions
In these terms and conditions, the following meanings shall apply: “Company”, “We” and “Us” means EBM Ltd and its subsidiaries.
“Company Signatory” means a person authorized by Us. “Customer” and/or “You” means the person, firm or company purchasing goods and/or accepting services from the Company.
“Contract” means the agreement to supply/receive goods and/or services.
“Goods” means the goods and/or services to be supplied by the Company.
“Terms” and/or “Conditions” means the terms set out in this document and any special terms agreed in writing between a Company Signatory and You.
2. The Contract
2.1 All orders are accepted by us only under these Terms and Conditions. No addition, alteration, substitution or waiver of these Terms and Conditions will be valid unless expressly accepted in writing by a Company Signatory.
2.2 While we take every precaution in the preparation of our catalogues, technical circulars, price lists and other literature, these documents are for your general guidance only and statements included in these documents (in the absence of fraud) shall not constitute representations by Us and We shall not be bound by them.
2.3 Any quotation is valid for a period of 30 (thirty) days only from its date, provided we have not previously withdrawn it or changed our price or any discount entitlement.
2.4 The Contract is formed when You acknowledge and accept this proposal by placing an order or signing a Works Authority Mandate within the specified period, at which time you will be bound by these Terms and Conditions. Each proposal accepted shall constitute an individual legally binding contract between You and Us.
2.5 To allow access to representatives/tradesmen of The Company in order to commence service is agreeing to these terms and conditions.
2.6 When we accept your order, we will give you an approximate date when the Goods/Service will be available and will keep you informed of any change to such date. Delivery/Start dates are given in good faith, but are estimates only.
2.7 The Company conducts itself under these Terms & Conditions and if there is any conflict between these Terms & Conditions and any other Terms & Conditions, these Terms & Conditions prevail.
3. Our Responsibilities
3.1 We will ensure that all materials supplied comply with safe building practices and are free from defects and that any work carried out is carried out with reasonable care and skill and to a reasonable standard.
3.2 Before starting any work, we will carry out an inspection to make sure that all work quoted is appropriate and practicable.
3.3 If at anytime during the contract, further work is necessary either because of alterations in design or specification and this causes an increase in costs, we will send you a further proposal giving details of the extra costs.
3.4 If at any time during the contract, further work is necessary to complete the task in hand, we will endeavor to notify you before hand. However, if this would cause delays in the completion of the works, we will continue and carry out the additional works at our discreation.
3.5 Day work rates will include travelling time from, and back to, our premises. If the estimated number of day work differs, we will endeavor to notify you as soon as possible or before hand where possible.
3.6 Subject to Paragraphs 3.2 and 3.3 we will carry out the work in accordance with our proposal.
3.7 We will make good any damage caused by us whilst carrying out the work limited to your compliance with Paragraph 4.2.
4. Your Responsibilities
4.1 The Customer will give to the Company, its representatives and tradesmen, unrestricted access to any relevant working area at all reasonable times. Return visits as a result of the Customer’s failure to allow access for whatever reason will be on a chargeable basis.
4.2 You will remove all items necessary to allow Us to commence the works; we cannot be held responsible for any item(s) that may sustain damage as a result of non-compliance of this request.
4.3 You will obtain all permissions and consents, (including if necessary planning permission and/or listed building consent) from landlords, local authorities and others, which are required before the work can commence.
4.4 You will inform the Company of all Health & Safety rules and regulations and any other reasonable security requirements that apply at any of the Customer’s premises.
4.5 Where you are required to provide Us with measurements or other information, such measurements or information must be correct. If we are to rely on the measurement or information given when preparing our proposal and such measurements or information are incorrect, we reserve the right to increase the price to make good any errors or additional works required as a result.
4.6 If you fail to take delivery, accept Service or collect the Goods within the agreed time, at our discretion We may make an additional charge to recover our losses from You.
4.7 You will indemnify Us in respect of all costs, claims, losses or expenses we may incur as a result of delivery in accordance with your instructions. This indemnity will be reduced in proportion to the extent that such costs, losses, claims or expenses are due to our negligence.
5. Right to Cancel
5.1 Either party may terminate this Contract by giving written notice to the other party.
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5.2 If You terminate this Contract, You will indemnify Us against all costs, claims, losses or expenses incurred as a result of that cancellation.
5.3 Goods which have been specially ordered at your request may not be returned to us for credit. Goods which have not been specially ordered can only be returned within 14 (fourteen) days of sale, provided they are in the original packing and remain in a suitable condition for re-use. We reserve the right to charge a handling fee of 15% of the value of all returned items which complied with your order.
6.1 The price of the Goods shall be that prevailing at the date of delivery of the Goods. All prices are subject to VAT.
6.2 Prices quoted are applicable to the quantity specified and on the information provided by You at the time of order. In the event of orders being placed for lesser quantities, or if there is any change in specifications, delivery dates, or delay is caused by your instructions or lack of instructions, We shall be entitled to adjust the price of the Goods
as ordered to take account of variations.
6.3 The reveals are not in a gross lump figure, we will either measure through openings or extra over but less than 300mm at a separate rate as per SMM6.
If the Customer becomes insolvent or commits any breach of the contract, the Company may stop any Goods in transit and/or suspend further deliveries and services.
8.1 Please note that a deposit will be payable on acceptance as per the quotation. A further 50% including VAT of the quotation value is payable once the work has commenced on site and the balance is payable on completion. Our payment terms are payment by immediate return and no longer than 30 (thirty) days from receipt of our invoice
By signing this document you are agreeing to our Terms and Conditions as enclosed. These are also available on our website.
8.2 Any invoice or notice in connection with the Contract shall be in permanent readable form and shall be deemed properly delivered if addressed to the party concerned at its principal place of business or last known address and sent by first class post. Such notice shall be deemed to be delivered 48 hours after posting.
8.3 Interest will be charged on late payment at a rate of 8% per annum over the base rate as charged by Lloyds plc at the time of calculation. The Company reserves the right to claim interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998.
8.4 Credit facilities may be withdrawn or reduced at any time at our sole discretion.
8.5 You may not withhold payment of any invoice or other amount due to Us by reason of any right of set off or counterclaim, which You may have, or allege to have, for any reason whatsoever.
8.6 We shall be entitled at all times to set off any debt or claim of whatever nature which We may have against You against any sums due from Us to You.
8.7 In the event of default in payment of any sum due to the Company by the Customer, the Company shall be entitled to demand immediate payment of all sums outstanding at the date of default including such sums not yet due. If the Customer shall pay any account or any part thereof by cheque and should such a cheque be subsequently dishonoured, an additional fee of £50 per cheque will be charged for handling of such dishonoured cheque(s) and shall be immediately due and payable by the Customer.
8.8 All materials, equipment, tools, drawings, specifications and data used by the Company shall, at all times, remain the exclusive properties of the Company, until payment has been made by the Customer and received in cleared funds.
8.9 We reserve the right to increase a quoted fee in the event that the client requests a variation to the work agreed.
8.10 In the event that EBM Ltd has to recover a debt(s) through a court, the debtor agrees to pay EBM Ltd legal representative fees, court costs, witness fees and other justifiable costs incurred by EBM Ltd.
8.11 EBM Ltd reserve the right to charge a standard fee of £15.00 per letter for any correspondence sent to the customer in respect of late payment.
9. Liabilities and Warrantees
9.1 Where a complaint is raised and no defect or failure is established, You agree to pay a reasonable fee for the inspection.
9.2 Where a valid complaint is raised, we will either replace the Goods or repair any defects at our option. This obligation will not apply where the defect arises from wear and tear, wilful damage, negligence, abnormal working conditions, misuse, alteration or repair of the Goods, failure to follow British Standard or industry instructions relevant to the Goods, where the Goods have been improperly installed or connected, (other than
by a representative of The Company) or any maintenance requirements have not been complied with, or any instructions as to storage or use have not been complied with in all respects, or you have failed to notify us of any problem or suspected problem in accordance with our terms.
9.3 We shall not be liable unless, after discovery of the Defect, given in writing, We are given a reasonable opportunity to inspect the Goods before they are used, or are in any way interfered with.
9.4 If the Goods are not manufactured by Us or have been processed by a third party, whether or not at your request, our liability, in respect of any Defect in workmanship or materials of the Goods, will be limited to such rights against the manufacturer or the third part as We may have in respect of those Goods.
9.5 It shall be the responsibility of the Customer to ensure that all requirements applicable to the Goods, whether statutory, regulatory, municipal and/or otherwise, are duly complied with.
9.6 Any liability on the part of the Company in respect of any claim arising out of or relating to this contract shall be limited to the sum of the contract price.
9.7 The work will be carried out in a proper and workmanlike manner. EBM Ltd cannot be held liable for any damage howsoever caused where the damage arises from unforeseen or unknown conditions or circumstances
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10. Force Majeure
10.1 We shall be under no liability for any loss, damage, delay or expenses caused wholly or in part by Act of God, outbreak of war, civil commotion, weather, governmental policies or restrictions or control, including restrictions of export or import or other licenses, trade or industrial disputes of whatever nature, whether or not such dispute involves us, our employees or agents, or by any other event whatsoever which is beyond
our control and in any such circumstance as may omit goods from or cancel your order or postpone delivery of the goods or services ordered.
11.1 No failure or delay on the part of the Company to exercise any of its rights under the Contract shall operate as a waiver thereof, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof. Any waiver by the Company of any breach by the Customer of any of its obligations under this Contract shall not affect the rights of the Company in the event of any further or additional breaches.
11.2 The Customer shall not be entitled to assign the Contract without the prior written consent of the Company.
11.3 The Company may assign the Contract or any part of it to any person, firm or company.
11.4 This Contract shall be governed and interpreted according to the Law of England and Wales and You agree to submit to the exclusive jurisdiction of the English Courts.
11.5 By submitting your order you allow us to use your personal details for the purposes of supplying goods (including passing your details on to couriers and other subcontractors) and for marketing purposes. We will not use your details for other purposes without asking your consent.
11.6 We shall not be liable to you by reason of any representation or any implied warranty, condition or other term or any duty at law or under the express terms of the Contract for any loss or damage, whether for loss of profit, loss of business, depletion of goodwill or costs, expenses or other claims for compensation whatsoever, whether or not caused by the negligence of our employees, agent or sub-contractors, that arise out of
or in connection with the Contract and that are not the direct and reasonably foreseeable result of our act or omission or for any labour and fitting costs or expenses that you may incur in connection with Goods supplied under the Contract.
11.7 On the external render measurements, we have allowed for measuring down three courses of brick work to allow for forming the bell and the cost of the beads etc. and battening. We have measured through all openings which have allowed for all angle beads, masking around the windows and protecting any window cills. We have not allowed for any self-masking stop beads or expansion stop beads, which are an extra
over. With face brick plinths, we would expect the plastic to be draped over the face brick during the block work stage. We have not allowed for actually covering these bricks as it is assumed to be already done by the bricklayers.
12. Orders Received from Companies
Where an order for goods and/or services is placed by a company the order form must be signed personally by a director of that company. The directors of that company, jointly and severally, agree to stand as personal guarantors in respect of any of our invoices not paid by the company within 30 (thirty) days of an invoice being issued to the company. This clause applies whether or not the company is insolvent or subject to any form of insolvency procedure.
13. Changes To Terms & Conditions
EBM Ltd reserves the right to change any and all terms and conditions you see here at any time without prior notice.