Terms and Conditions
Gartec Limited – Terms and Conditions
These Terms and Conditions are the standard terms which apply to the provision of all services by us, Gartec Limited, a company registered in England and Wales under company number 02898632, whose registered office address is at Unit 6 Midshires Business Park, Smeaton Close, Aylesbury, Buckinghamshire, HP19 8HL (the “Company”) and the Customer, who shall be the party entering into contract with us.
Where we have received tender documentation, we will not at this stage have perused or agreed to the contract terms and conditions as submitted with your tender. Should our offer prove of interest to you, we shall only be too happy to peruse and respond to them accordingly. In the interim, our offer is based on our following terms and conditions.
Definitions and Interpretation
- In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:
“Agreement” means the contract into which you and we will enter if you accept our Quotation. The Agreement will incorporate, and be subject to, these Terms and Conditions;
“Customer” means you, the business accepting our Quotation or placing an order with us. Where an individual is entering into this Agreement on behalf of a business, the individual confirms they have the authority to enter into this Agreement on behalf of that business and the business shall be the Customer in the context of this Agreement;
“Site” means the Site at which the works detailed in the Quotation are to be carried out;
“Quotation” means the quotation we give to you in accordance with clause 2 detailing the Services we will provide to you and the fees we will charge;
“Services” means the Services we will provide as specified in the Quotation.
- Each reference in these Terms and Conditions to:
- “we”, “us” and “our” means the Company and includes all employees, agents and sub-contractors of ours;
- “you” and “your” means the Customer;
- “writing” and “written” includes emails;
- a statute or provision of a statute is a reference to that statute or provision as amended or re-enacted at the relevant time;
- a “Party” or the “Parties” refer to the parties to these Terms & Conditions;
- “these Terms and Conditions” is a reference to these Terms & Conditions;
- a clause or paragraph is a reference to a clause of these Terms & Conditions.
- The headings used in these Terms and Conditions are for convenience only and do not affect their interpretation. Words signifying the singular number will include the plural and vice versa. References to any gender will include the other gender. References to persons includes corporations.
- Our quotation is based on the information provided to us at the time of its preparation. Should any errors or discrepancies become evident which affect our order value, we reserve the right to make adjustments to it. Should the Customer require further Services than that detailed in the Quotation, the Customer must request another Quotation from us and provide us with any details requested or required to enable us to accurately quote for the additional Services.
- Quotations are valid for 60 days unless otherwise stated, and constitute our entire scope of works.
- Unless otherwise agreed, we do not accept liability for design or act as Principal Contractor in the full sense of CDM requirements.
- By accepting our Quotation or placing an order with us, you are accepting these Terms and Conditions and a legally binding Agreement will be formed.
- No terms or conditions stipulated or referred to by you in any form whatsoever will in any way vary or add to these Terms and Conditions unless otherwise agreed by us in writing.
- Our Quotation is based on our Services being carried out during normal working hours. Works required outside of these hours will incur additional costs.
Site Readiness Checks
- After receipt of an order and approximately 2 weeks before installation we will arrange to attend site to carry out our site readiness check. At the time we carry out our site readiness check, the site should be made available and fully accessible Any dimensions provided by the Customer will be subject to re-measuring at this time. Any findings from the site readiness check that have changed or were not evident at the time of quotation will be added to the contract price.
- All programme dates are to be treated as provisional dates only and unless otherwise agreed in writing, we shall have no obligation to start or complete the works by a specified date.
- We will only procure any agreed materials when we are in receipt of a full written order and any advance payments due in accordance with our Quotation.
- Delivery to site and the works cannot commence until any requested payments have been received and the Customer has confirmed in writing that the site is ready to receive any materials, agreed client provisions are in place, and the works can commence.
Delivery, Storage, Protection and Insurance of Materials
- In the event that we have ordered any materials and these need to be returned as a result of changes to the specification by the Customer, we reserve the right to make a charge for redelivery, restocking and administration costs.
- Delivery costs are calculated on the basis that there are no restrictions on accessing the site. Additional costs may be applicable if special requirements or restrictions exist.
- If for any reason we are unable to deliver any materials on the agreed date, the Customer shall be liable for any costs incurred by us arising from the non-delivery (including storage, insurance and re-delivery costs) and a charge may be raised where vehicles are unable to deliver materials within 60 minutes of arrival.
- If any goods and materials are delivered to site and the site has not progressed sufficiently so as for our works to commence and the goods and materials are placed into storage on site, the responsibility for protection and insurance of the goods and materials passes to the Customer, whilst title of the goods and materials will remain with us until we are paid in full.
Risk and Title
- Any materials supplied by us shall remain our property until full payment of our contract value is received. Until title passes:
- we shall have authority to retake, sell or otherwise deal with and/or dispose of all or any part of the materials;
- we, our agents and employees shall be entitled at any time and without the need to give notice, enter upon any property upon which the materials or any part are stored, or upon which we reasonably believe them to be kept for the purpose of removing said materials;
- the Customer shall store and mark the materials in a manner reasonably satisfactory to us indicating that title to the materials remains vested in us;
- the Customer shall insure the materials to their full replacement value; and
- irrespective that title to the materials remains with us, risk in the materials shall pass to the Customer upon delivery
- We will ensure that our Services are rendered with reasonable care and skill, in accordance with our accepted Quotation and in accordance with best trade practice.
- Our Quotation is based on the time estimated to undertake the works, unless otherwise agreed in writing we shall have no obligation to complete our services in accordance with any programme or by a specified date.
- Any variation must be evidenced by a written instruction and an accepted requote before we proceed with the works unless otherwise agreed. We require a minimum of 2 weeks’ notice for any variation, together with any drawings where applicable.
- Please also note any variation to the Services being provided will result in variations to any programme and to the price agreed
- When we begin our Services, we may discover that additional works are required due to, for example, unforeseen circumstances, legal requirements or the discovery of asbestos-related materials within the area, and in this event, we will provide you with a further Quotation for the additional works within 7 days. If you do not accept the revised price or any proposed modifications within 14 days of this notification, the Agreement between us will be cancelled. You will only be liable to pay for any works carried out by us up to the date of cancellation, except as provided in clauses 7 and 8.
- We will ensure that no parts of the Site suffer damage as a result of our provision of the Services. This does not apply to damage caused to any existing decorations which is to be expected when carrying out the works in the usual way. We will make good any other damage that occurs at no additional expense to you, as soon as is reasonably possible.
- Where the Services are to last for more than one day, we will, where possible, leave the Site in a habitable state, tidy away any tools and Materials and ensure that disruption is kept to a minimum.
- Excepting damage caused by the Customer or any third party, we will be responsible for protection of our works whilst they are being carried out. We will require the Customer’s nominated site representative to inspect and sign off areas of completed works. Upon sign off of each stage of the works, said stage will be deemed completed and the Customer accepts full responsibility and liability to protect our works from damage from the time of sign off, whether the works have been handed over in part or in full.
- The works shall be considered complete on our written notification to the Customer that the works have been handed over after completion of the installation, testing and commissioning on permanent power. If permanent power is not available at this time, then the lift shall be considered handed over upon completion of installation. At the point we consider the lift to be handed over is when our defects liability period shall commence.
- The Customer is responsible for:
- ensuring the Site is suitable for our Services to be carried out;
- ensuring that we can access the Site on the agreed dates and at the agreed times to provide the Services. Our quoted price is based on being able to complete our Services in one continuous visit or where we are carrying out our Services in phases, each phased visit is to be continuous;
- ensuring that if any consents, licences or other permissions are needed from any third parties such as landlords, planning authorities, local authorities or similar, these have been obtained by the Customer before we begin the Services. If access is required to neighbouring land, it is your responsibility to ensure that access is granted and we shall not be held liable for any delays arising out of your inability to gain access; and
- providing welfare facilities and where necessary, electric, gas and water, at no cost to us, to enable us to complete the Services.
- ensuring that the area at which our works are to be carried out is accessible, safe, well-lit and correctly prepared.
- If the Customer fails to comply with any of their responsibilities outlined in clause 8.1 above, we will not be held liable for any delays as a result and we reserve the right to recover any costs incurred by us, such as aborted or non-productive visits to site.
Fees and Payment
- Our standard payment terms are:
- 60% of the Contract Price shall become due on the Contract Date, 30% of the Contract Price shall become due on delivery of the Equipment to Site & 10% is payable upon installation completion
- However, we reserve the right to invoice by way of staged payments as the works progress and if this is the case, will notify you of this in our Quotation. In any case full payment must be received by us prior to the system being handed over to the Customer.
- All payments are due in accordance with the payment terms outlined on our invoice, without set-off, retention or deduction. No MCD or PPD discount is to be applied unless specifically agreed in writing, prior to commencement of the works.
- All our fees are exclusive of VAT, unless otherwise stated. If the rate of VAT changes, we will adjust the amount of VAT that you must pay.
- If payment is not made on the due date, we will have the right to charge interest on the outstanding amount at a rate of 8% per annum above the Bank of England base rate, accruing on a daily basis from the due date until the date of actual payment. We may refuse to provide any further Services until such time as any outstanding payment has been received and we cannot be held liable for any delays caused as a result. If you have promptly contacted us to dispute an invoice in good faith, we will not charge interest while such a dispute is ongoing.
- We do enter into third party Collateral Warranty agreements subject to review and agreement of the wording and an additional fee to be agreed at the time of being requested to enter into such a document.
- We require a minimum of 2 weeks’ notice prior to the agreed start date to cancel your order. At this time 10% of the contract price shall be payable upon cancellation. However, if our drawings have been approved, 90% of the contract price shall be payable at the time of cancellation. The Customer shall remain liable to pay for any work that has been carried out and we reserve the right to impose any other reasonable cancellation charges against the Customer, which will then fall due for payment immediately.
- We shall be entitled to terminate our employment under the contract in circumstances where:
- the Customer fails to make any payment on time as required under clause 5
- the Customer is in material or continuing breach of any obligations under the contract and fails to remedy such breach within 7 days of the receipt of our written notification of such breach;
- there is persistent and wilful neglect by the Customer;
- the Customer becomes incapable of performing its obligations under this contract;
- the Customer makes any voluntary arrangement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction;
- an encumbrancer takes possession or a receiver is appointed of any of the property or assets of the Customer;
- the Customer ceases or threatens to cease to carry on business; or
- we reasonably apprehend that any of the events mentioned above is about to occur in relation to the Customer and we notify the Customer accordingly.
- The Customer’s payment obligations under this contract shall survive termination of this contract where the termination is brought about by the actions of the Customer.
- The termination of this contract, howsoever arising, shall not affect the rights and liabilities of the parties already accrued at such time or affect the continuance in force of such provisions as are expressed as capable of having effect after such termination.
Licence and Copyright
- We shall, when requested, provide necessary documents, except those of a commercially sensitive nature, as we are required to provide under this contract. Any such documentation will be submitted in our normal standard format only. If additional copies or contract specific requirements are needed, we reserve the right to apply additional charges. No documentation shall be handed over until all payments under the contract have been received by us.
- Copyright in all such documents shall remain vested in us, but insofar as we are empowered to do so, we shall grant a royalty-free non-exclusive licence to the Customer to use and reproduce the said documents for their own use solely in connection with the works. It shall be a condition precedent to the granting of such a licence that all sums properly due to us under this contract have been paid in full.
- We shall have no liability for improper use of the documents other than that for which they are prepared and the Customer shall indemnify us from and against any loss arising from the improper use of the subject matter of this clause.
- The Customer warrants that any design or instruction furnished or given by them shall not be such as will cause us to infringe any letter patent, registered design or trade mark in the execution of the works.
Events Outside of Our Control (Force Majeure)
- We will not be liable for any failure or delay in performing our obligations where the failure or delay results from any cause that is beyond our reasonable control. Such causes include, but are not limited to: adverse weather, mains power failure, internet service provider failure, industrial action by third parties, riots, civil unrest, fire, flood, storms, earthquakes, acts of terrorism or war, natural disaster, or any other event beyond our reasonable control.
- We accept no liability whatsoever in respect of the following:
- damage due to causes beyond our control including, but not limited to, any force majeure event;
- loss or damage to the works carried out by us, where this is caused by you or any third party not authorised by us;
- damage or deterioration arising out of normal wear and tear.
- Consequential or indirect loss, expense, costs, delays, loss of profit, loss of contract, loss of business, interruption to business, or for any loss of business opportunity, etc.
- Nothing in these Terms and Conditions is intended to or will limit or exclude our liability for death or personal injury caused by our negligence or for fraud or fraudulent misrepresentation.
- We will maintain suitable and valid insurance, including public liability insurance. Details are available on request.
- We are not responsible for any pre-existing faults or damage in or to your Site that we may discover while providing the Services.
- Where we have specifically contracted in writing to deliver or complete the work within a specified time or by a specified date and we are in delay for reasons other than provided for under these conditions, then, to the extent that we are liable to pay damages to the Customer, the payment of damages will be equal to 1% of our net contract value for each week of delay subject to a maximum of 10 weeks in full satisfaction of any liability for delay whatsoever.
- Where we are a sub-contractor and the Customer a main contractor, damages pursuant to the above clause will only become payable to the Customer when the Customer is liable to pay damages under the main contract as a direct result of our delay and shall be in full satisfaction of any liability for delay whatsoever in the performance of our works.
- We will not share your personal data with any third parties without your prior consent. Such data will only be collected, processed and held in accordance with our rights and obligations under the provisions and principles of the General Data Protection Regulation 2016 and any subsequent amendments thereto.
Sub-Contracting and Assignment
- We shall be free to sub-contract any of our obligations under these Terms and Conditions provided that any and all sub-contractors are reasonably skilled in the relevant practices and provided that no additional charges are passed on to you. We will be responsible for each act and omission of any sub-contractor as if it were an act or omission of ours.
- We may transfer (assign) our obligations and rights under the Agreement to a third party (if, for example, we sell our business). If this occurs we will inform you in writing. Your rights under the Agreement will not be affected and our obligations under the Agreement will be transferred to the third party who will remain bound by them.
- You may not transfer (assign) your obligations and rights under the Agreement without our express written permission, which will not be unreasonably withheld.
Literature and Representations:
- Our marketing literature is presented in good faith as a guide to represent the product offered and does not form a part of our contract.
- Our employees and agents are not authorised to make any representation concerning the goods unless confirmed by us in writing. In entering into the contract the Purchaser acknowledges that it does not rely on and waives any claim for breach of any such representations, which are not confirmed.
- All notices under the Agreement are to be in writing, addressed to the most recent address or email address notified to the other Party, and will be deemed duly given if signed by, or on behalf of, a duly authorised representative of the Party giving the notice.
- Notices will be deemed to have been duly given: when delivered, if delivered by courier or other messenger (including registered mail) during normal business hours of the recipient; when sent, if transmitted by email and a successful return receipt is generated; or on the fifth working day following mailing, if mailed by national ordinary mail, postage prepaid.
Other Important Terms
- The Agreement is between you and us. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of the Agreement.
- If any provision of these Terms and Conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of the Agreement or these Terms and Conditions and the remainder of the provision in question will not be affected.
- No failure or delay by either party in exercising any rights under the Agreement means that we or you have waived that right, and no waiver by either party of a breach of any provision of the Agreement means that we or you will waive any subsequent breach of the same or any other provision.
- Nothing in the Agreement will render or be deemed to render us an employee or agent of yours or you an employee or agent of ours.
Applicable Law and Jurisdiction
- These Terms and Conditions and the relationship between you and us will in all respects be subject to and construed in accordance with the laws of England and Wales.
- Any dispute, claim or proceedings between you and us relating to the Agreement or these Terms and Conditions will be subject to the jurisdiction of the courts of England and Wales.
We do not carry out or accept any liability whatsoever for any site Fire Risk Assessment carried out by others.
Should damage, expense, loss, costs, problems or delays arise on site due to any of the above, we accept no liability for any damage, expense, loss, costs, problems or delays whatsoever.
- Provision of a dedicated power supply to the specification as detailed within our quotation.
- Electrical supply for hand tools to be available.
- Provision of adequate lighting, not inclusive of task lighting.
- Site preparation in accordance with our drawings. Before preparing the area, please contact us to ensure that you are in possession of the correct drawings and that they are the current version.
- To provide a safe working area for us during the works, if the site is open to the general public or other trades, the Customer is to provide a barriered off area around the works.
- Should health and safety site inductions be required and they are likely to take more than 60 minutes out of our time, then the Customer will be required to reimburse us for every half hour lost thereafter.
- To provide a copy of the Asbestos Register and highlight any other items that might pose a potential risk to our staff whilst on site.
- To provide sufficient parking for us during the works as well as providing adequate access for loading / unloading of equipment and materials. Should there be parking restrictions, please notify us prior to installation providing details.
- To provide toilet and wash facilities with hot and cold water and soap and a means of drying hands.
- To identify and notify us of the position of any electrical or other cables or pipes or utilities laid by any 3rd party whether they be situated overhead, underground or within the walls.
- Provision of skips.
- To provide us with adequate storage for all materials, tools and plant to be maintained on site during the provision of the works
For any further information please contact us.