1) The Basis of Contract
It is upon these terms and conditions and no other that we contract with you.
These terms shall be subject to the laws of England and all contracts are deemed to have taken place in England.
This contract is written in simple terms in a spirit of co-operation and is between us (Engineered Solutions (Projects) Ltd) and you (the person, responsible body, company, partnership, practice or business who is the source of the instruction).
4) Instructions to Us
The instruction will have been deemed to take place when we have acknowledged your verbal or written instructions to us confirming the requirement(s). No contract or obligation exists unless written confirmation is issued by us to you confirming our intent to supply you with the goods or services ordered by you.
4.1) Order acknowledgements
We acknowledge your order for the avoidance of doubt and confirm to you that we have accepted and are acting upon your instructions. You must immediately tell us if you wish to change or cancel any or all of your instructions the next working day since after this period stock items will be dispatched to you incurring costs which will then be deducted from any entitlement you may have to a refund against any advanced payment made. Please note that some dispatches are made overnight and therefore these costs may be immediate in our efforts to run a fast and quality service for you.
Offers and quotations shall remain open for acceptance for 30 days from the date of their issue. After this period they will be subject to any increase in labour, materials or transportation costs. The validity of all internet prices is stated by means of a date of last update next to the price any date more than 30 days previous or prices undated will be subject to the aforementioned conditions. Should there be any variations to these conditions they will be as stated by us in our literature and/or written quotations. Errors or omissions will not be binding in offers, literature, internet descriptions or invoices. V.A.T. is excluded and is chargeable at the rate ruling at time of dispatch. Carriage is extra.
Catalogue prices are generally valid for the season in which they are published, however the catalogues are dated and the 30 day rule still applies. We reserve the right to pass on any increases as they occur in labour, materials, transport or administration. Price lists also expire 30 days from the date thereon.
5.1) Returns from catalogue and internet purchases
Returning standard ex stock products can simply be done by notifying us within 14 days of your purchase that you intend to return the goods to us. You then have a further 7 days to return the goods in the condition in which they were sent to you. We will refund your money less the cost of inspecting, repacking and returning to stock which has to be done for example in case of transit or on site damage and less the cost of the carriage charges for the item to be sent out. Repairable damage will be deducted from any refund due to you. Items made to order are non returnable. If you are in any doubt please contact us and we will be pleased to advise you further.
5.1.2) Buying online (DIY surveys)
You must check that what you are buying can be accommodated. To do this please measure the site and check these measurements against the dimensions of your purchase and the route to the location as it will have to either be dismantled or manually handled through doorways or stair accesses. Some goods are sold in kit form, some can be dismantled and some are pre-assembled and cannot be dismantled. Please take particular care. This is engineering equipment and if you are in any doubt at all please ask us about what you are buying and we will be pleased to help. If you are proceeding with an on line purchase would you please be certain that you have the means to offload, a safe place to receive the goods and that your doorways and access arrangements can accommodate your purchase. If you are in any doubt whatsoever about any of these things we will be very happy to help you on line, on site or over the telephone. Please ask. If you proceed without asking and there is a site problem with offloading, timings, access or anything preventing us from affecting a normal delivery, it will cause delays and may result in goods being rejected or re-deliveries. We only allow for one delivery. If you are unable to accept the delivery a revisit will be chargeable and we may not be able to give you a credit, especially where equipment has been made for you.
5.2) Surveys and Quotations
Where quotations based on our surveys are submitted they are prepared on the basis of a cleared site with assumed level and adequate structural conditions. This includes floors, existing steel work, masonry etc, for which we take no responsibility. Where obstructions exist or access is not available or safe then it is your responsibility to ensure that our submission is suitable for your needs. Equipment supplied which is not suitable under these circumstances will be chargeable along with the full cost of any changeovers or re-stocking. Specials are not returnable. For the avoidance of doubt items not specifically mentioned will not be included as part of any offer. The contents of the offer must be checked against requirement. Technical details relating to size, quantities, purpose and application are your responsibility. The purpose of a survey is to ensure the site or location is of a suitable size or layout for our plant and equipment and not to assess your property or its suitability or structural integrity in anyway whatsoever.
6) Variations and Terminations
Orders may not be revoked or amended once issued. In the event that your instructions are terminated or amended this must be done by variation order or by termination notice for which the full costs will fall due to that point along with any costs resulting from the variance. The charges for this will be modelled on the costs prevailing at the time of the variation and will include restocking, disposal, rework charges, storage or disposal charges as may be applicable. Where verbal instructions are accepted it is at your risk in the event confusion arises. Acknowledgements are sent at our discretion or upon your request. Work on orders will proceed within 24 hours from you instructing us; all costs incurred during or after this period will be chargeable. Minimum cancellation will comprise materials purchased with any transport costs or losses incurred by us returning materials purchased for you. As a guide the processing work will not be less than £100.00 and could extend to the full value of the goods.
We agree to ship the goods at a price to a reasonable ground floor location of your choosing. You agree to provide a safe location with a safe and appropriate means of unloading. Unless otherwise instructed or stated we will select the price for haulage as we deem appropriate or necessary. Charges are based upon our costs of arrangement and will include all other associated costs of preparing the consignment for shipment to the location requested during normal working hours. Charges do not include: off loading, timed deliveries, re-direction of deliveries, site delays, restrictions or refused consignments. Where these situations occur we reserve the right to pass on such costs or charges arising from the circumstance this includes goods returned to depot undelivered for which we reserve the right to charge the full cost of the extra journey to complete the delivery.
Standard carriage charges only apply to mainland destinations in easy reach of the motorway network. Locations beyond this may attract additional transport charges. It is up to you to inform us accurately of any reasons which you think might affect the costs of delivering to you, otherwise you accept liability for the additional cost incurred. If our haulier or driver experiences difficulties in making deliveries to your site they may without notice continue to their next drop. If they are unable to return they may at their discretion charge to attempt a second delivery, such charges under such circumstances will be passed on to you.
8) Delivery Periods
Delivery shall mean the completion of work, assignments, projects or tasks to any deadline agreed in good faith as well as to the timely arrival of products to an agreed location. Delivery dates are given in good faith. No claims for losses or contingent liabilities are accepted, time shall not be of the essence. You will at all times allow reasonable tolerance on deliveries. Where we are dependent upon you for information such as drawings or site data or approvals, then this time will be reasonably added to the supply time as necessary.
9) Advanced Payments
Payments received in advance by credit card or cheque are held in trust for you and us or our suppliers pending receipt of the goods whereupon the funds are appropriated.
10) Credit Payments
Credit terms vary from on receipt of goods to 30 days at our discretion. Where these terms are exceeded we reserve the right to charge reasonable commercial interest rates for the outstanding sums and all costs of debt collection from the due date.
We reserve the right to use reasonable force at your expense, to gain access to your premises or sites to reclaim our property not paid for by you. In the event this is not possible all court costs and legal charges together with interest and a reasonable collection and management charge from us will be for your account or added to the debt for collection. If, in good faith we have had to accept verbal instructions from you, and you have failed to confirm them in writing to us as agreed, you will be personally responsible for any sums left unpaid and all costs arising from your instructions to us.
We reserve the right to refuse credit, recall, offset payments or refuse to supply, where terms are exceeded, without warning you.
13) Credit cards and bank charges
We reserve the right to pass on all charges placed on us by your credit, charge or debit card financial services provider. In the event of returned cheques such costs levied on us to re-present the cheque will be re-chargeable to you in full including any expenses incurred by us.
14) Part Payment
All goods are due for payment once you receive delivery. However if you only receive a part consignment of goods, then that part will fall due within agreed terms from the date of our invoice.
15) Notification of damaged or incomplete deliveries
It is incumbent upon you to tell us immediately of any matters or problems arising. Notification periods vary, however to be safe, goods must be inspected and signed for at the time of arrival. If you are unable to arrange inspection at this time or appoint a bona fide representative to inspect by agreement between us, we reserve the right to reject any claim. It is incumbent upon you to inform us of any special arrangements you wish to make within a reasonable and acceptable time scale to be agreed in advance of order placement. Without such an agreement we accept no liability for claims of non delivery, damaged goods or missing components. The maximum period to notify us of any problem with goods we have delivered to you is 24 hours from receipt and this will only be acceptable if you have made representation on the paperwork at the time of delivery that there was a problem with the consignment.
Where we agree to collect or uplift, it is on the basis that you agree to carefully, safely and appropriately load the consignment packed suitably for the journey. Returned goods which require remedial works of any kind as a result of inadequate care whilst under your custody will be chargeable. Clause 4 and clause 5.1 also applies.
The goods are at your risk once they leave the premises of origination. We ship them on your instruction at your risk. Most hauliers have insurance to cover this. However delays resulting from re-supply or whilst claims are handled are between you and the haulier and we will not re-supply without a new instruction to do so and payment in full for the total previous order.
Until goods are paid for they belong to us and you will be responsible for their good condition, security and value, accountable to us. The goods or the money should be kept separate and identifiable for handing over to us or back to us for returned or reclaimed goods. They must be on your insurance cover. All drawings and designs belong to us. Payment relates only to goods. Drawings and designs may not be reproduced in any form save with our written permission.
19) Warranty cover
Warranties are only valid if all other terms and conditions are satisfied by you. Warranties apply only to the UK mainland in accessible reach of the motorway network; outside of this we reserve the right to make reasonable charges for fulfilling our obligations to you. Goods which are not maintained in accordance with manufacturer’s specification will forfeit their warranty. Warranty applies to normal working hours , standard single 8 hour shift patterns in clean, dry, indoor non hazardous or otherwise detrimental conditions, unless otherwise agreed. Warranty on site is at our discretion and judgment as to whether or not the situation requires specialist support or can be reasonably carried out by the purchaser, for example replacement wheels which would be offsite – meaning that we would send out the parts for you to fit. Also in some cases it may be necessary to recall the goods to a works location for rectification, we would pay the carriage costs unless it was as a result of misuse. Under no circumstances is there compensation for loss of use or contingent liabilities. No replacement courtesy equipment is offered whilst warranty work is carried out.
19.1) Warranty entitlement
Unless stated otherwise, warranty entitles you to spares and repair work (if necessary) on or off site as we deem appropriate. Fair wear and tear modelled on normal single shift 5 day working week is the basis of the warrant. Wheels, end caps, paint work, some electricals and certain consumables may not be covered. Regular servicing at the recommended intervals by us is a condition of the warranty. All hand books, instructions and principal manufacturers’ conditions must also be fulfilled. We are entitled, at our discretion to issue replacements to you, for you to fit where no special skills are required for changeovers or where you have qualified staff able to act. Warranty work will also be subject to maker’s or stockist’s terms and conditions, please ask for copies if and where required. Warranty does not extend to existing equipment or structures affected by our installations or equipment.
19.2) Warranty periods
These are as stated in our published literature and are variable. In the absence of a statement all products are covered for a period of 12 months, subject to the stated entitlements.
We warrant that paintwork and finishes will be to a reasonable standard for industrial equipment. However in manufacture, transportation and handling, minor blemishes, scuffmark and imperfection will occur. This is normal and the extent of our liability would be to supply touch up paint in the event it was deemed necessary in our opinion or that of the manufacturer or supply house. If you want special finishes or high quality paint work this must be stated by you and agreed by us so that protective materials and special handling arrangements can be put in place for you. We reserve the right to pass on any and all resulting costs arising from such special requirements. Please note that partitioning and show piece articles are excepted and are provided to the highest standard. If you are in any doubt please ask we will be very pleased to explain fully what you can expect in terms of finish on all equipment.
Literature, brochures, website information and pictures are indicative and do not constitute a sale by description. Although generally correct in detail, we reserve the right to change designs as we deem fit to comply with your instructions, the application or as may be amended, upgraded or revised for purpose or cost. Such revisions will not compromise the ability of the product to perform to task or regulation.
22) Samples and trial equipment
Where we agree to issue you with equipment on approval, we do so on the express understanding that you keep it in good order and store any reusable packing materials safely in the event you wish to return the goods. You will be responsible for: insuring the goods, loss, theft and all damage suffered whilst the goods are in your care. The cost of transport and handling will, unless otherwise agreed, be for your account. Where we are providing prototype designs, quotations are made for equipment which will be delivered in to you in the normal way within these terms. All subsequent work arising will be chargeable this includes all packing, handling and carriage costs.
23.1)Unloading of equipment ordered by you from us must take priority from its arrival on site. The goods must be stored in a safe manner in a suitable, dry, secure, location at your risk.
23.2)You must provide a safe, cleared working environment and reasonable use of your facilities, with adequate lighting.
23.3)All site work is costed on the basis of continuous and uninterrupted access to the location and reasonable and free use of amenities such as power, handling equipment and other services and facilities as are necessary for the completion of the work.
23.4)Procedures or changes not made clear at survey, quotation or prior to order stages by you, that result in delays, abandonment or extra cost will be chargeable, as will any additional work.
23.5)You must not under any circumstances instruct our site staff or contractors to carry out any tasks not specifically agreed between us in writing. Any problems encountered on site must immediately be reported to these offices for further action.
23.6)Decisions made or instructions given and acted upon, without our authority will immediately invalidate any warranty or obligation by us to you. Any costs or injury will be the personal responsibility of the body or company instigating such a breach.
23.7)In the event that an emergency arises and nobody is contactable it will be permissible to abandon the work, if to continue will result in wasted effort, safety issues or undue cost relative to that days work, pending our further instructions, and then it must be in full consultation and the agreement of the senior site operative. Costs arising from such circumstances may still be chargeable to you.
23.8)Where multiple tasks are progressing on a site or in a location it is incumbent upon you and your site safety representative not to permit uncoordinated or conflicting activities. In the event there are, we reserve the right to remove our installers or engineers to a safe location at your cost until a safe resolution can be arrived at.
23.9)Delivery, off loading and installation are separate issues. Unless otherwise agreed the timing of arrivals and crews will be at our discretion to suit our workloads. Where all three are required to be co-ordinated, we must be told in advance of your wishes and appropriate costs agreed. Installation normally occurs within 5 days of receipt of goods, however this is not binding and off loading and storage is at your cost in the intervening period.
23.10) It is your responsibility to advise us of and protect vulnerable surfaces, equipment and structures whilst installation takes place, this includes any surfaces which may be susceptible to damage from plant and equipment usage and movement during the period on site, for example special floor surface finishes that will scuff or mark from wheels or tools.
Where equipment is to be removed you must make available banding equipment, suitable packing materials including the free issue of pallets if necessary and reasonable uninterrupted use of handling equipment especially for vehicle loading purposes. Where we arrange transport, its arrival on site must take priority for loading, costs arising from delays will be chargeable to you.
25) Structural works
It is your absolute responsibility to ensure the suitability of your existing structures for their intended purpose, this includes floors, walls, party walls, existing steel work or any equipment to which it is intended to secure or be used as a supporting fixing or load bearing structure. In the event of failure or damage under this circumstance no liability is accepted for rectification works. In the event equipment or our work has to be abandoned or removed, then remedial works will be for your account. We accept no liability or responsibility for the suitability or integrity of existing structures or materials or any costs arising from their failure.
26) Special designs and projects
Where we are commissioned to design, build or project manage work at your instructions you will be liable for all costs incurred in the execution of those instructions. This includes design works, materials purchased and all costs arising from issuing instructions on your behalf.
Goods supplied to us as samples or templates to copy or use for integrating materials or equipment are to be supplied at your cost. Where drawings or designs are issued then you indemnify us against any costs arising from patent, copyright, design rights or intellectual property infringements which may be breached in the execution of your instruction to us. Any goods, equipment or additions to standard products supplied to your design or request, is at your risk, we do not warrant its performance, operation adequacy or suitability. Specials are not returnable or refundable under any circumstances.
27) Design changes
Changes to designs resulting in other oversights which themselves become the subject of further cost will be chargeable items at the cost prevailing at that time.
28)Hire or rental agreements
Unless otherwise agreed the following terms will apply:
28.1) Risk and charges
All goods hired, lent or borrowed by you through or from us are at your risk and you indemnify us against all loss damage or injury resulting from your use of the equipment whilst in your possession. You should provide adequate insurance cover for all risks.
The hire and risk for goods will be chargeable and commence from the time goods leave our location to the time they are returned.
You must give us 7 days minimum notice (or one full rental term whichever is the greater) of off hire intention.
28.3) Lost, stolen or damaged
Goods not returned will be chargeable at their current replacement cost less any reasonable sum for depreciation which shall be at our discretion. Such sums will include the costs of commissioning or shipment to us or the hire location. Equipment supplied new to you and not returned will be charged back to you at our cost, or the cost of replacement, which ever is greater.
Goods lost or misplaced or missing will continue to be charged out at a pro-rata rate until returned, or purchased by you to end the liability, in the event the goods are recovered for return the cost of the extra collection and haulage will be fully chargeable to you. Damage will be chargeable as will consumables.
28.4) Supporting equipment
Electrically operated plant is hired without chargers; the means of charging must obviously be available, where necessary, at an appropriate voltage and amperage with the correct electrical supply available within a sensible distance of its operational area.
Fuel for I.C. equipment is not part of the hire or free issue. Forklift trucks are normally supplied with a full 19 kg propane tank or filled with a suitable fuel, they will be replenished when off hired and the costs charged back to you. We will not supply any other fuel unless requested, deliveries to site of additional equipment and fuel are chargeable extras.
Other conditions may apply dependant on equipment and circumstance.
You must keep the equipment in good order. Unless otherwise agreed servicing is not included. You must at all times comply with safety regulations and manufacturers instructions. Allow only those with the correct credentials, training and licences to operate the equipment.
Carriage to and from site(s) is chargeable. Multiple drops or collections are chargeable extras.
Buying of hire equipment
28.7) In certain circumstances by agreement purchase of hire equipment on long term hire is open for 3 months, when the payments will be added up and deducted from the sale price. After this period the hire sums will not be deducted. Carriage and consumables, servicing and spares do not count towards the purchase price.
29) Project work
This clause applies to all dealings with us and all work undertaken by us for you and specifically to project and service work where you may be given special access to our suppliers and business contacts as is necessary in the completion of the assignment. Project works are undertaken to your instructions on terms as may be agreed from time to time. Specifically where you are afforded special privileges, terms and rates reasonably agreed between us the following terms are fundamental to all work undertaken and apply as follows:
29.1) In instructing us to project manage or carry out a service or task for you, you agree that:
29.1.1) Access to our suppliers is privileged and that you will not seek to make any arrangements with them overtly or covertly to our exclusion now or in the future or as would affect our rights or would in any way result in financial loss as a result of your actions. You agree to fully compensate us and indemnify us against any loss(es) arising from such an action.
29.1.2) You respect our intellectual property rights, designs, introductions and provision of manufacturers, facilities and skills necessary to provide you with the goods and services to complete the task. These provisions for the project are the essence of our appointment and you agree to respect this at all times. Therefore in the event you use our designs and intellectual provisions and exclude us you must fully compensate us for our work and the benefit arising to you in the event you prematurely terminate our work but continue with the project or work.
29.1.3) In order to terminate our services you will notify us in writing at which point all costs, charges and purchases incurred will be payable and fall due. There will be no obligation upon us or you beyond this point subject to the stated conditions above. Where you continue to incur costs without issuing notice or after notice is issued you agree to settle these in full.
29.1.4) You are responsible for all costs incurred by you through us to our contractors and suppliers. All monies due to our suppliers and contractors relating to the project or tasks will be settled by us and under no circumstances will you make direct arrangements with them to our exclusion or discount after our work is completed as would deliberately financially exclude us. In all such cases the life of the introduction will be deemed to be the basis of compensation to the value of the sums of which we have been deprived as a result of your action for the full life of the benefit derived by you.
29.1.5) We do not carry professional indemnity insurance it is up to you ensure you are correctly covered and insured for our appointment. Any insurances required by you from us will be chargeable extras. Our suppliers and contractors carry valid insurances relevant to their industry and specialities.
29.1.6) Payment will be made based upon the needs of the contract and agreed by us at the time any late payments resulting in additional costs or losses or contingent liability for example our being placed on a stop list which results in other unrelated business losses through contractual failure by us incurred by your non or untimely settlement of monies rightly due to us will be chargeable to you in full. You agree not to jeopardise or take unfair advantage of our good will and relations with our suppliers and contractors.
30) Unless stated otherwise, warranty entitles you to spares and repair work (if necessary) on or off site as we deem appropriate. Fair wear and tear modeeled on normal single shift 5 day working week is the basis of the warrant. Wheels , end caps, paint work, some electricals and certain consumables may not be covered. Regular servicing at the recommended internals by us is a condition of the warranty. All hand books, instructions and principal manufacturers’ conditions must also be fulfilled. We are entitled, at our discretion, to issue replacements to you, for you to fit where no special skills are required for changeovers or where you have qualified staff able to act. Warranty work will also be subject to maker’s or stockist’s terms and conditions. Please ask for copies where appropriate. Warranty does not extend to existing equipment, structures affected by our installations or equipment.
31) Contingent liability is not accepted under any circumstances whatsoever.
32) Force Majeure
In the event of war, hostilities, riot, civil disorder, traffic delays, accident, natural disasters or declared state of emergencies or such imposed circumstances beyond our control such as strikes, breakdown, lockouts or requisitions by authorities including central government, police or the military here or abroad, we shall be relieved of liabilities incurred under this contract if so prevented from completing it.