Terms
Terms and conditions of business
Interpretation
- Agreement
The accepted quote, the Site Survey Form, and the Terms herein. - Company
Bexley Garden Rooms Ltd
Company Number: 13176891 - Customer
The person(s) firm or company who purchases a Project from the Company. - Installation Site
The site specified by Customer for installation of the Project. - Project
The construction specified in the Quote. - Building
Any building constructed as specified in the Quote. - Non-Structural Elements
Means any parts of the Project which are not either Structural Elements or Optional Extras including (without limitation) all cladding, windows and doors. - Quote
The final quote signed by the Customer confirming acceptance of these Terms. - Property
The property within or upon which the Installation Site is located. - Structural Elements
Means the floor, roof, and external walls of the building.
The terms of this agreement are:
1. Basis of Sale
1.1. The Company will sell the Project subject to these Terms.
1.2. The Customer agrees that the Agreement constitutes the entire understanding between the parties hereto and there are no representations, warranties, conditions and terms or obligations (implied or otherwise) whether written or oral, express, or implied by custom or otherwise other than those specifically contained in the Agreement.
1.3. Any advice or recommendation given by the Company or its employees or agents to the Customer or its employees or agents as to the project, which is not confirmed in writing by the Company, is followed or acted upon entirely at the Customer’s own risk, and accordingly the Company shall not be liable for any such advice or recommendation which is not so confirmed.
1.4. Any typographical, clerical, or other error or omission in the quote, invoice or other document or information issued by the Company shall be subject to correction without any liability on the part of the Company.
1.5. The headings in this Contract are for convenience only and shall not affect their interpretation.
1.6. In these Terms where two or more individuals are included in the expression “the Customer” any obligation provided by them shall be deemed to be made by such persons jointly and severally.
2. Specification and requirements
2.1. This agreement is for the Company to complete the Project for the Customer, at the price written in the Quote, subject to Clause 3.
2.2. The Company is alone responsible for all taxes arising on money received from the Customer and indemnifies the Customer against any demand or obligation in respect of such tax.
2.3. The Company is registered for VAT.
2.4. The Customer alone is responsible for all statutory or other governmental notices, permissions and requirements and the Company is entitled to assume that the work described in the Quote is fully compliant.
2.5. All work shall be to the specifications in the Final Quote.
2.6. The Company agrees to provide staff of an appropriate level of skill and experience to work on the Project.
2.7. When the work is complete, the site will be left clean and tidy.
2.8. The Project will be completed in accordance with an aspirational timeline of approximately 4-5 weeks, this timetable is dependent on 3rd party suppliers and Force Majeure.
3. Customer Warranties
3.1. The Customer warrants that.
3.2. The Company will always have unrestricted access to an adequate supply of electricity and water during the installation at the Property.
3.3. It will always grant the Company suitable access to the Property until payment in full has been made.
3.4. The Installation Site and any access routes to the Installation Site have the capacity to allow loading and unloading of materials and waste.
3.5. The Installation Site is accessible and free from any dangers. That the Installation Site is sound, level, and free from any obstructions.
3.6. It is the proprietor of the Property.
3.7. It has obtained all required consents for the installation of the project including (without limitation).
3.7.1. Consent from any mortgagee or charge of the Property.
3.7.2. Consent or planning permission from any local or public authority if required.
3.8. The Installation Site has not been subject to subsidence, landslip, or land-heave.
3.9. The installation of the project does not contravene any planning or other regulation or legislation.
3.10. The Customer hereby always agrees to keep the Company indemnified against all claims costs demands and liabilities arising because of the Customers breach of any warranty in this Clause 3 including (without limitation) the costs incurred by the Company as a result of any delay whilst such consents are obtained.
4. Installation
4.1. The Project shall be undertaken by the Company at the Property unless otherwise agreed in writing. For the avoidance of any doubt any Building is installed as an empty unit.
4.2. Any date specified by the Company in the Quote and signed Contract for the installation of the project Building is approximate only and will be confirmed by the Company at least 5 working days before installation. This date shall not be made of the essence by virtue of this confirmation. Where no dates are specified, installation will be within a reasonable time. Subject to the other provisions of the Terms the Company will not be liable for any loss, costs, damages, charges, or expenses caused directly or indirectly by any delay in the delivery or in the actual installation of the Building, nor will delay in installation entitle the Customer to terminate or rescind the Agreement. Any liability of the Company for non-delivery of the project construction shall be limited to refunding the deposit (if any).
4.3. The Company shall use all reasonable endeavours not to cause damage to the Customer’s property and shall make good any damage caused. The Company will hold relevant insurance as per clause 7.1.
4.4. If in the reasonable opinion of the Company the installation site is not accessible or does not otherwise comply with Clause 3 the Company may without limiting its rights and in its absolute discretion defer installation to a later date subject always to the Customer indemnifying the Company for all additional costs incurred due to such deferment or the Company may cancel the Agreement with immediate effect whereupon the Customer’s deposit will be returned less an amount in respect of all the Company’s charges and expenses in connection with the Agreement up to the time of such cancellation.
4.5. The company will include provision to use a qualified electrician to connect the Building to the Customer’s electricity supply and undertake required testing and registration. Any other costs beyond this provision will be discussed with the customer prior to the commencement of works. If the customer chooses to use their own qualified electrician, the customer needs to ensure that the electrician will complete all electrical connections within the project scope to allow the testing and sign off the complete installation. The Company excludes all liability in this respect.
5. Price and Payment Terms
5.1. All prices quoted are valid for 30 days from the date of the Quote. Any orders placed after this 30-day period has elapsed may be subject to price changes.
5.2. The price for the project and any Optional Extras shall be set out in the Quote. The price shall be inclusive of any value added tax unless stated otherwise but excludes any other applicable tax which the Customer shall pay in addition to the price.
5.3. All orders will be formally accepted by the upon receipt of the signed contract with the requisite deposit.
5.4. The Customer in accepting delivery and installation of the Garden Room shall be bound by these terms.
5.5. Once the quote and contract has been issued by the Company to the Customer it may only be cancelled or the installation date deferred with the written agreement of the Company signed by a director and on the condition that the Customer indemnifies the Company for all costs incurred as a result of the cancellation or deferral including labour, materials, any other charges and expenses.
5.6. The Company reserves the right to alter its price list at any time, this alteration will not change an already issued quote so long as that Quote is within its validation date.
5.7. Payment terms.
5.7.1. 10% of the sum stated in the Final Quote shall be paid at the signing of this contract to confirm the allocated start date.
5.7.2. 40% of the sum stated in the Final Quote shall be paid upon commencement of the first day of the project.
5.7.3. The final payment of 50%, with a summary of additional extras that the Customer may have requested, is due on satisfactory completion of the job and/or within 14 days from the date of the final invoice unless the Customer draws to the attention of the Company to some defect in the quality of the work or failure to comply with the Final Quote.
5.8. No extras shall be charged without pre-approval from the Customer.
5.9. The Customer shall make the full payment due without any deduction whether by way of set-off, counterclaim or otherwise and no payment shall be deemed to have been received until the Company has received cleared funds.
5.10. If the Customer fails to pay the full payment on the due date then without prejudice to its other rights and remedies the Company may charge interest both before and after Judgement on the amount unpaid at the rate of 5% per annum above the Lloyds Bank base lending rate from time to time compounded monthly until payment is made in full with a part of a month being treated as a full month for the purposes of calculating interest.
5.11. Notwithstanding the above, if full payment has not been made on the due date the Agreement may be terminated forthwith by the Company serving not less than 48 hours written notice to the Customer, whereupon the Company shall be entitled to remove the project construction and for such purpose the Company shall have an irrevocable licence or authority to enter upon the Installation Site with such transport as may be necessary to recover the Project construction. The Customer shall render all reasonable assistance to the Company to enable the Customer to disconnect the electricity supply and dismantle and remove the project construction from the site.
5.12. If the Company takes the action permitted by Clause 5.11 the Customer shall pay a removal charge being £2,500 plus VAT together with the cost of arranging for an electrician to disconnect the power supply.
5.13. If the Customer shall go into liquidation whether compulsory or voluntary (except the purposes of a bona fide reconstruction or amalgamation) or if a petition shall be presented or an order made for an administrator or if a receiver, administrative receiver or manager shall be appointed over any part of the assets or undertaking of the Customer or the Customer being an individual shall become bankrupt or make any arrangement with its creditors, then without limiting its remaining rights the Company shall be entitled to immediately recover from the Customer all sums then due and all losses arising to the Company as a result of such circumstances arising, and shall be entitled to give notice to the Customer to terminate the Agreement pursuant to Clause 5.11.
5.14. Title in the project construction shall not pass to the Customer until the Company has received payment in full (whether in cash or cleared funds) of all sums due to it in respect of the project.
6. Safety, Risk and insurance
6.1. The Company undertakes to obtain insurance against liability for professional negligence in work done under this agreement and against third party liability whilst on the premises of the Customer and agrees to provide evidence of the insurance to the Customer upon request.
6.2. Risk in the project shall pass to the Customer upon completion of the project and responsibility for effecting and maintaining insurance cover passes to the Customer at that time.
7. Confidentiality
7.1. In this paragraph:
“Act” means the Data Protection Act 2018.
“Damage” means both economic loss, loss of reputation and damage to reputation, work or professional standing.
“Personal Information” means any information about or in connection with, a party to this agreement.
7.2. It includes personal data, as defined in the Act, owned by any data subject whom a party to this agreement may contact in relation to the subject matter of this agreement.
7.3. Each party to this contract now undertakes for the benefit of the other that he will not:
7.3.1. Divulge to any person whatever or otherwise make use of any Personal Information relating to the other, which he learns because of this contract or any circumstance flowing from the contract.
7.3.2. Post any text, nor image, nor audio-visual material, on any social network or other public place which could be hurtful, embarrassing or damaging to the other party.
7.4. Each party to this agreement now undertakes to the other that he will comply with the Act regarding protection, disclosure, and processing of Personal Information.
7.5. The parties agree that any Damage arising directly or indirectly, foreseeable or not from a breach of the above provisions must be compensated on the basis of the effect on the damaged party.
7.6. The Customer accepts personal liability for compliance with these provisions by members of their family and domestic staff.
7.7. No matter how this contract ends, this paragraph shall be effective for ten years from the date of this agreement.
8. Limitation of liability
This paragraph states the entire liability of the Company.
8.1. This paragraph applies to all:
8.1.1. a defect in work done.
8.1.2. a breach of any contractual obligation arising under this agreement.
8.1.3. negligence or any other tort
Any of the foregoing shall be known as a ‘Default’.
8.2. The Company shall have no liability to the Customer in respect of a Default unless the Customer has given him written notice of it within 14 days of the date, he became aware of the Default or the date when he ought reasonably to have become aware of it.
8.3. The Customer agrees to give the Company not less than14 days in which to put right the Default.
8.4. If a number of Defaults give rise to substantially the same loss, then they shall be regarded as giving rise to only one claim under this agreement.
8.5. The Company shall not be liable to the Customer in respect of a Default, for any type of special indirect or consequential loss (including loss or damage suffered by the Customer as a result of an action brought by a third party) even if such loss was reasonably foreseeable or the Company had been advised of the possibility of the Customer incurring it.
8.6. The Company’s entire liability in respect of any Default shall be limited to damages of an amount equal to the total sum paid by the Customer for this Project.
8.7. Damages – Save as described in these Terms the Company shall not be liable to the Customer for any loss or damage whether direct or indirect and howsoever caused. In any event the Company’s liability to the Customer in respect of the non-performance of any of the Company’s obligations shall be limited to the price of the project.
9. Company Warranty
9.1. The Company warrants that the Structural Elements of the Building will be free from any significant defect for a period of 10 years from the date of the Agreement for purchase. In addition, the Company warrants that upon installation the Building shall be free from any significant defect in other materials or workmanship.
9.2. If the Building does not conform to these warranties the Company will take such steps as it deems necessary to bring the Building into a condition where it is free from such defects or, at the option of the Company, refund the purchase price of the Building to the Customer provided that the liability of the Company shall not in any event exceed the total purchase price of the Building and the taking of the steps it deems necessary shall constitute an entire discharge of the Company’s liability under this warranty. If the Company opts to refund the purchase price any such refund is conditional upon the Customer providing the Company with access and all reasonable assistance that it reasonably requires to remove the Building and upon such removal ownership of the Building shall vest in the Company.
9.3. The Company shall not be liable for a breach of the warranty set out above relating to workmanship and materials other than Structural Elements unless the Customer gives written notice to the Company within one month from the end of the build.
9.4. Any repaid or replaced goods will be guaranteed on these terms for the un-expired portion of the one-month period.
9.5. All warranties, conditions and other terms implied by statute or Common Law (save for conditions implied by the Consumer Rights Act) are to the fullest extent permitted by law excluded from the Agreement.
9.6. Where the Building is sold under a consumer transaction (as defined by the Consumer Transactions (Restrictions on Statements) Order 1976) the statutory rights of the Customer are not affected by these Terms.
9.7. Nothing in these Terms excludes or limits the liability of the Company for death or personal injury caused by the Company’s negligence or fraudulent misrepresentation.
9.8. The warranty given in this Clause 10 shall not apply to any defects in the Building arising because of any breach of the Customer’s Warranties set out at Clause 3 above or as a result of any subsidence, landslip or land-heave affecting the Installation or any other form of instability affecting the Installation Site.
9.9. The Company have not made allowances in the Quote for any revisits, after a one-month period post completion, for any repair to the internal decoration.
9.10. The Company provides no warranty in relation to any Optional Extras save that it will use all reasonable endeavours to assign the benefit to the Customer of any manufacturer’s warranty relating to the Optional Extras capable of assignment.
10. Uncontrollable events
10.1. If either party cannot perform this agreement for a reason beyond his reasonable control for a continuous period of four weeks, then either party may, at his discretion, terminate this agreement by notice in writing at the end of that period.
10.2. AND/OR
10.3. If the agreement is terminated, all money due from one party to the other becomes due immediately.
10.4. Costs arising from the delay or stoppage will be borne by the party causing those costs.
10.5. The party claiming to be affected by an uncontrollable event will take all reasonable steps to fulfil his obligations under this agreement despite the uncontrollable event.
10.6. So long as the uncontrollable event continues the Customer may contract with others for the supply of services which the Company has failed to supply as required by this agreement.
11. Miscellaneous matters
11.1. No amendment or variation to this agreement is valid unless in writing, signed by each party or his authorised representative.
11.2. Any provision of these Terms which is held to be illegal, invalid, unenforceable, or unreasonable whether in whole or part shall to the extent necessary be deemed severable and the other provisions of these Terms and Conditions shall remain unaffected.
11.3. Any obligation in this agreement intended to continue to have effect after termination or completion shall so continue.
11.4. No failure or delay by any party to exercise any right, power or remedy will operate as a waiver of it nor indicate any intention to reduce that or any other right in the future.
11.5. Any notices to be given shall be in writing and be deemed to be given if left at last known address of the Company or the Customer as the case may be or sent to the same by first class post or email and shall be deemed to have been received two working days after despatch if sent by post or on receipt of a transmission in legible form if by facsimile or on delivery if by hand.
11.6. In the event of a dispute between the parties to this agreement, they undertake to attempt to settle the dispute by engaging in good faith with the other in a process of mediation before commencing arbitration or litigation. The business has access to an Alternative Dispute Resolution (ADR) service for our domestic installation, service, repair and maintenance contracts as part of the Which? Trusted Traders Endorsement. If you choose to you can refer your complaint to ‘Which? Trusted Traders’ Alternative Dispute Resolution. You will need to contact Which? Trusted Traders on 029 2267 0040 who can explain if you are eligible to use their Alternative Dispute Resolution.
11.7. This agreement does not give any right to any third party under the Contracts (Rights of Third Parties) Act 1999 / Contracts (Rights of Third Parties) (Scotland) Act 2017 or otherwise.
11.8. The validity, construction and performance of this agreement shall be governed by the laws of England and Wales and the parties agree that any dispute arising from it shall be litigated only in that country.