Terms & Conditions
1 DEFINITIONS
In this document the following words shall have the following meanings:
1.1 "Consumer" shall have the meaning ascribed in section 12 of the ‘Unfair Contract Terms Act 1977’.
1.2 "Customer" means any person who purchases goods and services from the supplier.
1.3 "Goods" means the articles specified in the proposal.
1.4 "Proposal” means a statement of work, quotation or other similar document describing the goods and services to be provided by the supplier.
1.5 "Services" means the services specified in the proposal.
1.6 "Supplier" means Smart Solutions Engineers Limited T/A Smart Solutions
1.7 "Terms and Conditions" means the terms and conditions of supply set out in this document and any special terms and conditions agreed in writing by the supplier.
2 GENERAL
2.1 These terms and conditions shall apply to all contracts for the supply of goods and services by the supplier to the customer and shall prevail over any other documentation or communication from the customer.
2.2 Any variation to these terms and conditions shall be inapplicable unless agreed in writing by the supplier.
2.3 Nothing in these terms and conditions shall prejudice any condition or warranty, express or implied, or any legal remedy to which the supplier may be entitled in relation to the goods and services, by virtue of any statute, law or regulation.
2.4 Nothing in these terms and conditions shall affect the customer's statutory rights as a consumer.
3 THE ORDER
3.1 The proposal attached to these terms and conditions shall remain valid for a period of 7 days.
3.2 The customer shall be deemed to have accepted the estimate/ proposal by placing an order with the supplier ("the order") within the period specified in clause 3.1.
3.3 All orders for goods and services shall be deemed to be acceptance of the proposal pursuant to these terms and conditions.
4 PRICE AND PAYMENT
4.1 The price for the goods and services is as specified in the proposal and is subject to VAT and any applicable charges outlined in the proposal.
4.2 Payment of the price shall be in the manner specified in the invoice.
4.3 If the customer fails to make any payment within 14 days of it becoming due, the supplier shall be entitled to charge interest at the rate of 8% above the ‘Bank of England’ base rate per month on the outstanding amounts.
4.4 If CIS or VAT DRC applies this will need to be disclosed at the point of order
4.5 Payment terms are listed specifically listed in the invoice. Unless prior agreement is produced in writing the standard payment terms listed within the invoice are final.
5 DELIVERY
5.1 The date of delivery specified by the supplier is an estimate only. Time for delivery shall not be of the essence of the contract and the supplier shall not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the goods.
5.2 All risk in the goods shall pass to the customer upon delivery.
6 TITLE
Title in the goods shall not pass to the customer until the supplier has been paid in full for the goods.
7 CUSTOMER'S OBLIGATIONS
To enable the supplier to perform its obligations the customer shall:
7.1 Co-operate with the supplier;
7.2 Provide the supplier with any information reasonably required by the supplier;
7.3 Obtain all necessary permissions, licences and consents which may be required before the commencement of the services, the cost of which shall be the sole responsibility of the customer; and
7.4 Comply with such other requirements as may be set out in the proposal or otherwise agreed between the parties.
7.5 If customers supply their own good's we can take no liability for warrantee or quality issues. The customer will need to satisfy themselves the products are fit for purpose.
7.6 In the event clause 7.5 is used and the customer has supplied their own goods, we will need informing, in writing, of any snagging issues that may arise, no later than 7 days after installation.
7.7 Delays caused by the customer not provided the above information, lack of access, other delays the customer is responsible for, may alter the overall price for the services.
8 SUPPLIER'S OBLIGATIONS
8.1 The supplier warrants that the goods will at the time of delivery correspond to the description given by the supplier.
8.2 The supplier shall perform the services with reasonable skill and care and to a reasonable standard in accordance with recognised standards and codes of practice.
8.3 The supplier accepts all responsibility for the condition of tools and equipment used in the performance of the services and shall ensure that any materials supplied shall be free of defects.
8.4 In addition to the customer's statutory rights, the supplier guarantees all goods against faulty workmanship and materials for a period of 12 months from the date of delivery.
8.5 If the customer supplies their own goods as listed in clause 7.5, no goods warrantee can be offered. If products fail and require replacing the cost of this is to be born by the customer.
9 CANCELLATIONS AND REFUNDS
9.1 Where the goods are faulty or do not comply with any of the contract, the customer must notify the supplier within 7 days of delivery and the customer shall be entitled to replacement goods or a full refund Unless other clauses apply
9.2 The customer may cancel an order by notifying the supplier in writing at the address above within 7 days of placing an order and any deposit paid will be refunded in full.
9.3 If the customer fails to cancel the order within the time specified in clause 9.2 any deposit paid may not be returnable.
10 LIMITATION OF LIABILITY
10.1 Nothing in these terms and conditions shall exclude or limit the liability of the supplier for death or personal injury, however the supplier shall not be liable for any direct loss or damage suffered by the customer howsoever caused, as a result of any negligence, breach of contract or otherwise in excess of the price for the goods and services.
10.2 The supplier shall not be liable under any circumstances to the customer or any third party for any indirect or consequential loss of profit, consequential or other economic loss suffered by the customer howsoever caused, as a result of any negligence, breach of contract, misrepresentation or otherwise.
10.3 For the avoidance of doubt, time shall not be of the essence and the supplier shall incur no liability to the customer in respect of any failure to complete the services by any agreed completion date.
11 FORCE MAJEURE
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of god, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations.
12 SEVERANCE
If any term or provision of these terms and conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these terms and conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
13 SUBCONTRACTOR (USAGE)
13.1 We reserve the right to use subcontractors for works either partial or total completion of works.
13.2 Where Subcontractors are used, we will ensure they are supervised either in person or remotely.
13.3 Where subcontractors are used their insurance and T&C's will apply for their works, in addition to ours.
14 SUBCONTRACTORS (SUPPLY)
14.1 Purchase orders (PO) will be issued prior to works, payment applications will be summarily rejected without a PO Number.
14.2 Works must be fully agreed, to include, but not limited to, at least the following; Scope of works, Works address, price.
14.3 Prior to a PO being issued, contractors and subcontractors MUST produce the following; Valid insurance, CIS payment details, VAT Status.
14.4 Clauses 14.1-14.3 MUST be adhered to, no claim to payment or late payment will entertained without these items being in place.
14.5 In addition to the above, further clauses may be applied at the point of order.
15 DEFECTS, LIABILITY & QUERIES
15.1 The Customer agrees to report any defects or "snagging " in workmanship within 7 days of the service being delivered.
15.2 The Supplier will attempt to resolve defects listed by the Customer when disclosed in accordance with 15.1
15.3 The reporting of defects after the elapsed time listed in 15.1 and after an invoice has been issued will be seen as undue delay on payment.
15.4 Queries relating to invoices and payment terms listed in clause 4 and 15.3 after the invoice due date will be seen as undue delay on payment.
16 GOVERNING LAW
These terms and conditions shall be governed by and construed in accordance with the law of [England or Scotland] and the parties hereby submit to the exclusive jurisdiction of the [English or Scottish] courts.
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The above Terms and Conditions are subject to change. Engagement with our services will be deemed as acceptance of the above terms in their entirety. Both the Supplier and Customer acknowledge these will remain in force for times listed above and until full payment for Services has been received.
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V 9.23