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Terms & Conditions

General Terms and Conditions of Supply

 

1. GENERAL                                                                                                                                                    

All goods and services supplied by Triple Shield Property Maintenance Ltd are sold upon the following conditions. Unless where the Triple Shield Property Maintenance Limited Standard Service Agreement has been agreed for specific contracts whereby the terms therein shall apply to individual contracts for services provided. The placing of an order for any such goods or services, or the acceptance of our quotation or tender or of delivery of goods or services, includes acceptance of the following conditions. Unless expressly agreed by us in writing any other terms and conditions (including any which may be contained in your order) are excluded. Unless expressly incorporated in our quotation or tender, all descriptions, illustrations, drawings, dimensions, weights, measures, specifications, standards of performance or other descriptive matter or pre-contractual statements are approximate only and shall not form part of the contract. Our record of any order placed by you verbally shall be conclusive as to the type and quantity of product or services provided and the point of date or delivery. Any offer of work or services by Triple Shield Property Maintenance Ltd shall be limited to the services or works identified in our individual quotation and all quantities or any scope of works offered shall be limited to those identified therein. Any offer for reactive, daywork or planned services shall be subject to our separate service agreement/s copies of which can be supplied on request.

 

2. VALIDITY

Unless previously withdrawn, our quotation is open for acceptance within the period stated therein or, when no period is so stated, within 30 days after date of submission of our quotation, and is subject to written confirmation by us at the time of acceptance. All goods or services are subject to their being available upon receipt of order.

 

3. DELIVERY

Unless otherwise specified, the price quoted includes delivery of goods to any premises specified by you at the time of our quotation within the areas of our operation or where services are supplied for any trade such services shall be subject to return mileage charges from our base to the place of work at the current mileage charge. Travel time shall be charged at the appropriate rate for each trade in addition to any mileage charge applied. The risk in all goods carried in connection with supply or services provided passes to you when they first enter those premises or are placed in store under clause 5. We reserve the right to choose the method of transport, to charge for deliveries outside our normal operating areas or where delivery of any goods have been omitted from any quotation offer. Unless otherwise specified within our quotations any manufacturers’ carriage charges will be included within our quotation offer.

 

4. DELIVERY TIMES

Time for delivery shall not be of the essence of the contract unless previously agreed by us in writing. Any dates or times quoted for delivery are to date from receipt by us of your written order and all necessary information to enable us to put the work in hand. Such quoted delivery dates or times are approximate only as we may be subject to the manufacturers’ or suppliers’ delivery times which will be passed on to you in good faith. Such manufacturer’s delivery times may dictate the delivery time of services to be performed under any contract. For the avoidance of doubt such delivery dates or times given to you shall not create a contractual obligation to deliver goods or services on such date or time and accordingly no liability shall be accepted by us for any claim by you or any third party for direct or consequential loss or damage arising from delay in delivery.

 

5. DELAY IN DELIVERY

If we do not receive sufficient forwarding instructions within 14 days after notification that any goods are ready for despatch whether on a supply only or supply and install basis, you will either take delivery or arrange for storage of such goods or materials at your own expense. Otherwise we reserve the right to charge you for storage of such materials or goods at your own risk. Any materials or goods held on your behalf will be subject to invoicing to you by the end of the month following your order or instruction as if the goods had been duly delivered unless otherwise agreed in writing by us. All charges for storage, insurance or demurrage will be payable by you.

 

6. ACCEPTANCE

Unless you give us written notice within 7 days from the date of delivery that the goods or services are not in conformity with the contract, you are deemed to have accepted the goods, and or that the services performed by our employees, agents and sub-contractors are to your satisfaction.

 

7. PASSING OF PROPERTY

Each of the following sub-clauses 7.1-7.7 are separate and severable and shall be enforceable accordingly:

7.1 Notwithstanding delivery, all goods supplied by us will remain our absolute property until you pay in full for them and for all other goods previously supplied to you and where any goods are in addition to services provided under any contract or dayworks performed for you;

7.2 You will store the goods or materials in such a way that they are readily identifiable as our property, but you may, as trustees for us, sell them to a third party in the normal course of your business;

7.3 Upon any sale by you of the goods (either alone or with other items or services) all rights which you have against the buyer shall automatically vest in us;

7.4 We shall be entitled immediately after giving notice of our intention to repossess, to enter upon any premises with such transport as may be necessary and repossess any goods or materials to which we have title under this clause;

7.5 If you incorporate the goods or materials we supply to you in other products or use such goods or materials with or without materials you already possess or which are supplied by third parties, whether the goods are installed by us, any third party or whether goods have been (supplied only) to you, the property in such other product will pass to us and you shall store them without charge on our behalf as bailee;

7.6 You shall not be entitled to pledge or in any way charge by way of security any of the goods or materials which remain our property but in the event you do so all moneys owing by you to us shall without prejudice to any other right or remedy available to us forthwith become due and payable.

7.7 Where you are not the end user or a householder you shall be responsible for the cost of collection, treatment, recovery and environmentally sound disposal of all goods that fall within the scope of The Waste Electrical and Electronic Equipment Regulations

2006 together with any separate or supplemental implementation of the European Parliament and Council Directive on Waste Electrical and Electronic Equipment whether by Defra, the Department of Environment Northern Ireland or the Scottish Executive (together the ‘’WEEE Regulations”)

 

8. LOSS OR DAMAGE IN TRANSIT

Any shortage or damage must be clearly stated upon the driver’s Delivery Sheet and a written statement of the facts received at our offices and by the Carrier (if not ourselves) within 3 days after the date of delivery, otherwise no claim will be entertained. The package and contents should be retained for examination. Written notice of any non-delivery must be received at our offices within 7 days after the date of invoice. Time is of the essence of this clause. Our liability in respect of any claim accepted under this clause is limited to making up the shortage or replacing any goods proved to have been lost or damaged in transit to the point of delivery, and we accept no liability for any loss or damage suffered by you, whether direct or consequential and howsoever arising.

 

9. PACKAGING ETC

Crates, cases, pallets, spillages or skids or other returnable packaging are not included in the quoted price, and will be charged at the current rates. You will, however, be credited with the amount charged when it is returned to us in good condition within 14 days of the date of our invoice. Cable drums will be charged in accordance with the makers’ drum schedules.

 

10. PRICES

All goods and or services are sold subject to our current prices and any agreed discounts ruling at the time of delivery of goods or services. Our prices, individual trade rates and conditions of sale may be altered at any time without notice. All discounts where applicable and prices may be calculated on a “whole order” or “majority of the order” basis. If, when placing your order you select only certain items or reduced quantities are specified, we must reserve the right to review the discounts and prices at which time such orders are accepted.

 

11. PAYMENT

Payment in full without retention or set-off shall be due no later than 30 days net (Unless otherwise agreed in writing) following the date of invoice . Unless otherwise agreed by way of separate contract. If you do not comply punctually with these terms of payment we reserve the right to charge you interest on any amount overdue. Payments not made by the Payment date shall bear interest at the rate of 8 per cent per annum over the official dealing rate of the Bank of England from the Payment Date until payment, without prejudice to any right of enforcing payment at the stipulated time or times. Further services and or deliveries of goods may be suspended until arrears (including interest owed) have been paid and, at our option, to rescind any subsisting contract with you as to all or any parts of future deliveries but without prejudice to any rights already accrued to us under such contracts.

12. PERFORMANCE

It is your responsibility to determine that any goods are sufficient and suitable for the purpose to which they are

to be put. We cannot accept any responsibility either in respect of the installation of any goods or as to the ultimate performance of any product in which the goods may be installed. We shall in no way be liable for any

direct or consequential damage, loss or expense arising from any defect or inefficiency caused by the manner in which the goods are used.

 

13. DEFECTS AFTER DELIVERY

All goods supplied by us are manufactured by others. Accordingly, we shall pass on to you the benefit of the warranty, if any, given by the manufacturer of the goods. Our liability under this Clause shall be in lieu of any warranty or condition implied by law as to the quality or fitness for any particular purpose of the goods, and we shall not be under any liability, whether in contract, tort or otherwise in respect of any goods or loss resulting from such defects or from anything done or omitted in connection with the goods or from any work done in connection therewith.

 

14. RETURN OF GOODS

In no circumstances may goods supplied against a firm order be returned without our prior written consent and the receipt of your advice note or work report stating the reason for the return and the date and number of our invoice. All goods returned must be securely packed and, unless we arrange collection, consigned carriage paid. If we collect we reserve the right to make a handling charge, and the issue of our collection note will not bind us to issue any credit in respect of the goods.

 

15. TERMINATION

We may without prejudice to our other rights and remedies determine the contract or any unfulfilled part of it or withhold further deliveries and or services or make partial deliveries if;

(a) you fail to make payment on the due date under this or any other contract between us;

(b) You purport to cancel or suspend, or commit any breach of, this or any other contract between us;

(c) You become insolvent or make any composition with your creditors or have a receiver appointed of all or any part of your undertaking or assets or go into liquidation (save for the purposes of amalgamation or reconstruction) and we shall be entitled to recover from you all our loss including any loss of profit or loss on re-sale.

 

16. CANCELLATION OF ORDERS

Cancellation of any order whether in part or in whole will be subject to a cancellation charge of not less than 5% of order value and in all cases the total value of work completed or goods / materials supplied up to date of cancellation of order.

 

17. LIABILITY

17.1 Except as hereinafter mentioned Triple Shield Property Maintenance Ltd shall only be liable for and shall indemnify the Customer against all claims in respect of personal injury or death and in respect of loss or damage to any property which arises out of or in consequence of the execution of the services whilst Triple Shield Property Maintenance Ltd has the responsibility for the care of thereof and against all demands, costs, charges and expenses arising in connection therewith as covered by the terms and conditions of cover set out in Triple Shield Property Maintenance Ltd’s insurance arrangements. Triple Shield Property Maintenance Ltd shall not be liable, and the Customer shall indemnify Triple Shield Property Maintenance Ltd from and against, any claims in relation to death or personal injury or loss of or damage to property to the extent that the same results from any neglect of the Customer, its agents, servants or other contractors (not being Triple Shield Property Maintenance Ltd’s servants, agents or sub-contractors) and in the case of damage to property the further extent that the damage is an inevitable consequence of the execution of the services.

17.2 Triple Shield Property Maintenance Ltd shall not be liable to the Customer and/or its Principal or Associates, if any, by way of indemnity or by reason of any breach of the Agreement or of statutory duty or by reason of tort (including, but not limited to, negligence) for any loss of profit, loss of use, loss of production, loss of contracts or for any financial or economic loss or for any indirect or consequential damage whatsoever.

17.3 Except in the case of personal injury, under no circumstances whatsoever shall the liability of Triple Shield Property Maintenance Ltd to the Customer and/or its Principal or Associates under the Agreement or by tort for any one act or default exceed the amount set out in Triple Shield Property Maintenance Ltd’s insurance cover and the Customer shall hold Triple Shield Property Maintenance Ltd harmless against all claims in excess of this sum.

17.4 The liability assumed under these conditions shall be in lieu of any other liabilities that would otherwise result from breach of this Agreement or under statute or at common law, including the negligence of Triple Shield Property Maintenance Ltd.

17.5 Triple Shield Property Maintenance Ltd shall not be liable for any loss, claim, or damage whatsoever incurred or suffered by the Customer arising from any failure by Triple Shield Property Maintenance Ltd to fulfill its obligations under the Agreement to the extent that such failure is caused by reason of any industrial dispute or any cause beyond the reasonable control of Triple Shield Property Maintenance Ltd.

17.6 The Customer warrants that it is the sole beneficial owner of any Equipment and of the premises in which the Equipment is located, or if it is not, the Customer warrants that it will indemnify Triple Shield Property Maintenance Ltd against all damages and compensation awarded or costs incurred in respect of any claims made against Triple Shield Property Maintenance Ltd in respect of such property of which the customer is not the sole beneficial owner.

17.7 Insofar as Triple Shield Property Maintenance Ltd carry out any design, Triple Shield Ltd shall have the like liability to the Customer as would an architect or other professional designer holding himself out as competent to take on work for such design, who acting independently under a separate contract with the Customer, had supplied such design for or in connection with works to be carried out and completed by a contractor not being the supplier of the design.

17.8 The customer shall indemnify and hold harmless Triple Shield Ltd against all claims, costs, demands, liabilities and Expenses (including legal expenses on an indemnity basis) whatsoever incurred by Triple Shield Property Maintenance Ltd brought by any party and arising out of or in connection with any works now forming part of this Agreement, by virtue of the Transfer of Undertakings (Protection of Employment) Regulations 1981, the Acquired Rights Directive 77/187/EEC or any amended or re-enactment thereof.

 

18. SOFTWARE

18.1 Where, as part of the Agreement, the Customer provides software it will ensure that Triple Shield Property maintenance Ltd has the right, without cost, to use the software for any purpose in connection with the Agreement and to receive appropriate updates and service facilities.

18.2 In the absence of an express license, the Customer warrants that Triple Shield Ltd is entitled to use the software and shall indemnify Triple Shield Property Maintenance Ltd against any loss,

expense, charge or any other costs incurred by Triple Shield Property Maintenance Ltd as a result of the Customer’s breach of this warranty.

                                                                                                             

19. SUB-CONTRACTS

Triple Shield Property Maintenance Ltd shall have the right to sub-contract any portions of the work.

 

20. ASSIGNMENT

Neither the Customer nor Triple Shield Property Maintenance Ltd shall assign the benefit of this Agreement, or any part thereof, without the prior written approval of the other.

21. COPYRIGHT                                                                                                                                            

All information offered to the customer in relation to any quotation, estimate, proposal, letter, drawing or specification is the sole copyright of Triple Shield Property Maintenance Ltd and should not be passed to other persons outside of any project for the purposes of estimation or for any other reason without the express permission in writing by Triple Shield Property Maintenance Ltd and Triple Shield Property Maintenance Ltd shall not accept any liability where any specification or drawing has been supplied to any customer and used by any unauthorised third party, whether any design, specification or method of work has been prepared by Triple Shield Property Maintenance Ltd or its agents or suppliers.

22. WAIVER

Any failure by us to enforce any or all these Conditions shall not be construed as a waiver of any of our rights hereunder.

23. RIGHTS OF THIRD PARTIES

For the avoidance of doubt the provisions of the Contracts (Rights of Third Parties) Act 1999 shall not apply to any term or condition hereof and nothing contained herein shall confer on any third party any benefit or the right to enforce any term or condition hereof.

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