Terms & Conditions of Installation
Terms and Conditions of Installation
Issue 21. Revision 21/03/2019
A .pdf copy of this document may be downloaded here
Working Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Charges: the charges payable by the Client for the supply of the Services in accordance with clauses 13 and 14 (Charges and Payment).
Client or you: means the individual or organisation purchasing the installation services from Edgar & Co UK Limited (we or us).
Commencement Date: has the meaning given in clause 3.1 or 3.3.
Contract: the contract between the Supplier and the Client for the supply of Services in accordance with these Terms.
Intellectual Property Rights: patents, rights to inventions, copyright and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Order: the Client’s order for Services as set out in the booking confirmation email sent by us.
Services: the installation services, supplied by us to you.
Terms: these terms and conditions as amended from time to time in accordance with clause 22.
Welfare Facilities: facilities on site including a clean working toilet, and clean running hot and cold water.
Work Space means the entire area we are working in, the kitchen for example, and associated areas we require for tool storage, working space we require to perform our installation duties and any further space required for the storage of items prior to them being installed by us.
A reference to writing or written includes email.
3. ACCEPTANCE OF THESE TERMS
3.1 Our acceptance of your Order will take place when we email or otherwise send you our invoice and a link to and/or copy of these terms and conditions (the terms), at which point a contract will come into existence between you and us to which these terms and conditions (the terms) shall apply (Commencement Date). Upon receipt of our deposit/advance payment invoice and your payment to us of the required deposit you shall be deemed to have accepted the terms.
3.2 We are not obliged to perform any Services or provide any goods until such time as any required deposit or advance payment has been received in cleared funds.
3.3 If we do not require a deposit or advance payment, the Order shall only be deemed to be accepted when we issue written acceptance of the Order at which point and on which date the Contract shall come into existence (Commencement Date).
3.4 Any samples, drawings, descriptive matter or advertising issued by us, and any descriptions or illustrations contained in our website, catalogues or brochures, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Contract or have any contractual force.
3.5 These terms apply to the Contract to the exclusion of any other terms and conditions that the Client may seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
3.6 Any quotation given by us shall not constitute an offer, and is only valid for a period of 20 Working Days from its date of issue.
4. SUPPLY OF SERVICES
4.1 We shall use reasonable endeavours to supply the Services to the Client in all material respects.
4.2 We shall use reasonable endeavours to meet any performance dates specified by you, but any such dates shall be estimates only and time shall not be of the essence for performance of the Services.
4.3 We shall provide the Services using reasonable care and skill.
5. THE WORK SPACE
5.1 This agreement does not include any work, material or labour in connection with any excavation, site work, plumbing, electrical, masonry, floor covering, painting or decorating work, unless specifically provided herein or agreed separately with the Client. The Client agrees that it shall be responsible for ensuring that the building or premises is in, or will by the installation start date, a condition suitable for the installation of work under this agreement.
5.2 Please make available any parking permits/vouchers required for the property address or street in advance, otherwise parking shall be charged extra.
5.3 Please ensure that a clear and safe passage is made available from the street to the Work Space, with no missing floorboards, scaffolding or other obstacles on route.
5.4 The site must be secure. Doors and windows must be fitted, glazed and lockable or security personnel on site 24 hours.
5.5 We require access to Welfare Facilities on site.
5.6 All children and pets must be kept out of the Work Space for the duration of the installation.
5.7 We will not, at any point, in any property, remove foot ware to carry out works or gain access to the Work Space. If required by the client we will wear protective overshoes.
5.8 Adequate 240 volt and/or 110 volt power must be available and ceiling lights should be working or other suitable lighting provided in the Work Space.
5.9 Please ensure services including, but not limited to gas, electrical, water, waste points, extractor holes, audio visual, telecommunications, service voids and access points are correctly and accurately positioned prior to our arrival and any individual services accurately labelled.
5.10 The Work Space must be clean and tidy. No one else’s tools, materials or rubbish are to be left in the Work Space.
5.11 All other trades and/or persons, except those working directly with us, must be out of the Work Space for the duration of the installation.
5.12 The Work Space must be of a temperature, and have a relative humidity level, appropriate to the living conditions in the country of work. We would expect, for work in the United Kingdom, the temperature to be between 16 degrees Celsius and 24 degrees Celsius with a relative humidity of between 40% and 50% at the time of installation. We accept no responsibility for movement of any materials installed including but not limited to timber, stone, metal, glass, man-made board material, composite and plastic that as a result of temperature and/or humidity change has altered in dimension which may have a detrimental effect on the appearance and/or structure of the installed items by way of joints opening, panels bowing, bending and shrinking, items becoming uneven, becoming loose or free from their fixings or support mechanism or their texture changing.
6. LIMITATION OF LIABILITY
6.1 We accept no responsibility for damage caused to any floor if the floor has not been adequately protected by the Client or others prior to the installation.
6.2 We accept no responsibility, cost or liability for any damage or breakage caused by us to any item(s) including but not limited to:
(a) Any attempt by us to rectify, alter, modify or adjust work previously fitted by the Client and/or other trades and/or other persons
(b) The Work Space not being completed to an acceptable standard by the Client and or other trades and or other persons ready for us to work in by the installation start date
(c) Other trades and/or other persons not working directly with us in the Work Space
(d) The Work Space being compromised by access route or thoroughfare
(e) Lack of storage and/or Work Space requiring items to be stacked and/or constantly moved by us or others
6.8 We will not be liable for any modifications, alterations or adjustments to installed items due to subsidence, building movement or floor loading or material dimension changes in particular but not limited to new floors, flooring materials and joists that are deemed to have shrunk or moved, uneven floors or levels, or walls out of square or plumb, or for variations of size, design or the shape of existing or new appliances or by any other situations not covered by this agreement. In the case of a dispute it will be the responsibility of the contractor, Client or other appointed third party and at their cost to prove, by independent survey and/or testing, that the building/structure has NOT subsided, moved, shrunk or parts are subject to excessive weight.
6.9 Nothing in the Contract shall limit or exclude our liability for:
(a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
(b) fraud or fraudulent misrepresentation; or
(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession) or any other liability which cannot be limited or excluded by applicable law.
6.10 Subject to Clause 6.9, we shall not be liable to the Client, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
(a) loss of profits;
(b) loss of sales or business;
(c) loss of agreements or contracts;
(d) loss of anticipated savings;
(e) loss of use or corruption of software, data or information;
(f) loss of or damage to goodwill; or
(g) any indirect or consequential loss.
6.11 Subject to clause 6.9, our total liability to the Client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract shall be limited to 15% of the charges payable in respect of any specific project or in the prior 3 months for ongoing service provision.
6.12 The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
6.13 This clause 6 shall survive termination of the Contract.
7.1 We will not be held liable for not attending site due to lack of notice. Please inform us at least 5 Working Days prior to your requirements in writing.
7.2 We aim to be on site at 7.30am on each day of the installation. If there are any restricted working hours and/or quiet times to be observed, you must inform us before we schedule installation dates.
7.3 We work Monday to Friday from 7.30am to 5.00pm including a 20 minute rest break and a 30 minute lunch break excluding bank holidays and other Public holidays.
8.1 Should there be any ‘on site’ delay in the installation caused by you or third parties a charge will be levied to you for our time.
8.2 If during the course of an installation there is a delay in site progress or a delay in the manufacture or supply of items that we are to install, or there are other works which result in us being compromised in regards progress and a decision made by you, the client or third party for us to cease work and or leave site then we must have 5 working days’ notice of this in writing to be agreed by us in advance or a charge will be made at the standard rate, per installer, for the remainder of the 5 working days’ notice period.
8.3 We shall use our reasonable endeavours to meet any date agreed for installation. In any event time of installation shall not be of the essence and we shall not be liable for any losses, costs, damages or expenses incurred by the Client or any third party arising directly or indirectly out of any failure to meet any estimated installation date.
8.4 Should site delays and or conditions outside our control including but not limited to acts of God, severe and or freak weather conditions, terrorist attacks and incidents causing disruption, public transport or other strikes, walk outs, lock outs, accidents, war, fire, breakdown of plant or machinery or riots occur we will not be held responsible or be liable for any delay, failure or deliver our services or failure to complete our services under this agreement or for the extra time required to complete the installation. We shall schedule a return visit at our earliest available opportunity but shall not be held liable for any delays in completion this may cause.
8.5 Critical items not delivered by you or third parties which impede the proposed method of installation or jeopardise the accuracy of the installation may incur additional charges. We will not be liable for any inaccuracies caused by items not being supplied and/or delivered and us having to work out of sequence to complete the remainder of the installation.
8.6 Any shortcomings, omissions or errors in the design of any furniture, appliances, accessories or other goods at the scheduled time of the installation will be the responsibility of third parties and will be addressed as a ‘remedial visit’ which may incur an extra charge to fit or rectify. We will notify you if an extra charge is to be made prior to the work being carried out.
8.7 We shall not compromise the quality of any installation in efforts to gain time or complete an installation faster or to meet a deadline. If you require us to deviate from our proposed installation methods we shall require an instruction from you in writing.
8.8 We reserve the right to make a reasonable charge for any delays, extra work undertaken and inconveniences caused whilst on site.
8.9 Any work out with these hours will be at our discretion and will be charged at an overtime rate of 150% on Working Days, and Saturdays and 200% on Sundays or as otherwise agreed in writing between us and the Client prior to the commencement of the Services. Bank holidays excluded.
9. ACCURACY OF MEASUREMENTS AND INFORMATION
9.1 All measurements, dimensions and sizes supplied on drawings will be worked to as closely as reasonably practicable. We accept no liability for deviation from measurements, dimensions or sizes caused by floors, walls, ceiling and or ceiling components, door and window openings reveals or apertures which are not plumb, level, flat and that are not as set out in the drawings provided.
9.2 Any starting points and/or datum marks must be clearly marked and shown to us on arrival and prior to us starting installation. If flooring is being laid after the installation we must have confirmation of its thickness and substrate, and a sample if possible, so we can adjust the furniture height accordingly.
9.3 Where information is given to you by us, either verbally or written, it is done in a timely fashion and with as much accuracy as possible and in good faith. We will not be held responsible for any omissions, errors or false information supplied to you. It is your responsibility to confirm the information provided to you is true and accurate.
10. FURNITURE, APPLIANCES, FLOORING AND ACCESSORIES
10.1 All furniture, appliances and accessories must be on site prior to the first day of the installation. We cannot guarantee that we will be able to install late deliveries of such items during the scheduled dates of installation. Furniture, appliances and accessories can be large and heavy; please make sure they are in the correct area of the Work Space for installation. We will not be liable for damage caused by dis-assembly and assembly of items to gain them access to the site and/or Work Space.
10.2 Any glass or mirror handling or installation will only be by prior approval with accurate dimensions given in advance. We shall not handle glass or mirrors longer than 2 meters in any dimension or weighing more than 25kg. Any delivery of glass or mirror will only be received by us on site at our discretion at the time of delivery.
10.3 Mirrors and or glass will only be bonded using adhesive or other fixing methods supplied by you.
10.4 Appliances will be installed on a ‘dry fit’ basis only. A ‘dry fit’ will consist of the installation of the furniture, appliances and accessories in a pre-prepared room with no building, electrical, plumbing or gas work undertaken by us.
10.5 If we are required to re-use existing and/or second hand equipment we accept no liability for appearance, service, or longevity of the equipment, and will not be held liable for incorrect installation should full instructions and complete fixtures and fittings not be available. We will not be liable for any wear and tear on supplied fixtures and fittings or any breakages or failure’s resulting from there re-use.
11. INTERRUPTIONS DURING INSTALLATION
11.1 We shall not be financially penalised for any time taken to travel from the Work Space to amenities that are not within easy and reasonable reach of the Work Space including but not limited to:
(a) 240v battery charging stations or power points
(b) Mobile phone chargers
(c) Site toilets
(d) Welfare Facilities
11.2 We shall not be financially penalised for any time taken to travel to the Work Space for reasons including but not limited to:
(a)Hoist or lift queues, overcrowding, servicing and maintenance, mechanical failure or restrictions
(b) Remote parking locations distant from site
(c) Access routes provided by site.
11.3 We shall not be financially penalised for any interruptions to communications including but not limited to:
(a) Lack or loss of signal due to geographic location
(b) Lack or loss of signal due to building structure i.e. basement works
(c) Site restrictions forbidding the use of mobile phones
11.4 We shall not be financially penalised for any interruptions on site including but not limited to:
(b) Bomb sweeping
(c) Client or third party visits
(d) Design/architect/contractor meetings in the Work Space
(e) Fire alarm tests
(f) Access codes, swipe cards, biometric, retinal or palm scanning malfunctions denying access.
12 THE SAFETY OF OUR EMPLOYEES
Should our employees feel at any point endangered or at risk by unsafe working practices or procedures on site they will stop work until the situation is rectified, and may leave the site until they feel it is safe to return. We will not be financially penalised for any down time as a result.
13 OUR CHARGES
13.1 Edgar & Co UK Limited current charges: Monday to Friday 7.30am – 5.00pm £265.00 per person per day plus any expenses (parking, congestion charge etc.) plus VAT at the current rate.
13.2 Should, for any reason whatsoever, we be stopped from working or removed from site by you, the client or any other third party without being allowed immediate and reasonable access to remove our full working tool kit and any personal items belonging to our employees and or sub-contractors, we shall charge you our full day rate costs multiplied by the number of our operatives on site, for every day plus all expenses and cost involved with removing the items belonging to us, and with 50% increase on Saturdays and 100% increase on Sunday to the full day rate, until the items are recovered.
14.1 Invoices will be raised following commencement of the provision of the Services on a weekly basis.
14.2 We are to have cleared funds paid into the bank account of Edgar and Co UK Limited within 5 days from the date of our invoice. Interest on non-payment, late payment or shortcomings will be charged at 8% above the current Bank of England Base Rate per calendar month or part month.
14.3 Once an invoice has been paid this will be deemed as your complete satisfaction with the work undertaken by us and thereafter we shall not entertain any claim of error, oversight, damage, quality control or other matters arising from or relating to the installation.
14.4 Should payment not have been received after 6 days from the date of the invoice we will automatically, without further notice, issue legal proceedings against you for outstanding monies and interest accrued. Any fees incurred by us in so doing will be added to the outstanding monies.
14.5 Should, for any reason whatsoever, payment not be forthcoming by the due date as per clause 14.2 above, Edgar & Co UK Limited reserve the right to stop work and if deemed necessary remove their tools and equipment from any site related to your company without financial penalty or counter-charge for non-installation and will invoice for works completed up until the date we leave site. Edgar & Co UK Limited will not be held liable for any costs incurred to complete the works or for any counter charges for delays of any sort whatsoever or for claims for defamation of brand by not completing works under this clause.
15 CANCELLATION OR POSTPONEMENT
15.1 Should the installation require to be rescheduled for any reason we shall endeavour to do so at our earliest opportunity, however, this may be anything up to six weeks from the initial date during busy and or holiday periods.
15.2 Cancellation or postponement of the installation within a 3 week period from the scheduled installation date will incur penalty charges for the duration of the cancellation period or the duration of the booked installation, whichever is the lesser.
15.3 If cancellation or postponement occurs within the 3 week notice period for work booked outside the United Kingdom or further than the M25 motorway then all costs incurred including administration and any accommodation and travel already booked will be payable in full.
15.4 If 4 (four), or more, installers are booked then we require 3 weeks (15 Working Days) notice of any postponement or cancellation. If postponement or cancellation is within the 3 weeks (15 Working Days) period then charges will be issued at 25% for the first week, 50% for the second week and 75% for the third week, for the duration of the 3 week period or for the scheduled duration of the installation – whichever the lesser, per installer booked.
15.5 If less than 4 (four) installers are booked then we require 2 weeks (10 Working Days) notice of any postponement or cancellation. If postponement or cancellation is within the 2 weeks (10 Working Days) period then charges will be issued at 50% for the first week, 75% for the second week, for the duration of the 2 week period or for the scheduled duration of the installation – whichever the lesser, per installer booked.
16.1 Any invoice query or dispute, either partial or full, shall only be entertained if we receive this in writing within 3 Working Days from invoice date a valid and fair reason for non-payment or part payment with accurate evidence. If we are not informed within 3 Working Days of any query or disagreement regarding the invoice amount then it will be understood that you agree to pay the invoice in full by the required date.
16.2 We will not entertain any claim for incorrect installation if accurate and current, fully dimensioned drawings have not been issued by you or third parties prior to the commencement of the installation.
16.3 Any damages whatsoever, whether to furniture or property, suspected to be caused by our employees will only be considered if we are informed in writing within 24 hours of the event.
16.4 Should we be responsible for damage caused we must be given fair opportunity and arranged access to rectify the situation prior to new items being ordered.
16.5 Should you have any concern about the quality of the installation we have provided, or are in the process of providing, we must be informed in writing of your concerns with clearly labelled images of the area(s) in question. We will reply in a timely manner, and may request a site visit to confirm the issues first hand. Should work be required to rectify an issue then we must be given fair opportunity and access to undertake the work ourselves. If we are not given fair opportunity to resolve the issues in question then we shall have been disadvantaged and any claim made against us shall be void.
16.6 If you require to cancel an installation we are currently working on then we require a 5 Working Day notice period in writing. If you require us to leave site prior to the end of the 5 Working Days’ notice period you shall still be liable for our charges until that time or until the booked end date of the installation whichever the lesser.
17.1 Without affecting any other right or remedy available to it, either party may terminate the Contract by giving the other party 1 (one) months’ written notice.
17.2 Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
(a) the other party commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 5 Working Days of that party being notified in writing to do so;
(b) the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
(c) the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
(d) the other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
17.3 Without affecting any other right or remedy available to us, we may terminate the Contract with immediate effect by giving written notice to the Client if:
(a) the Client fails to pay any amount due under the Contract on the due date for payment; or
(b) there is a change of control of the Client.
17.4 Without affecting any other right or remedy available to us, we may suspend the supply of Services under the Contract or any other contract between us and the Client, if the Client fails to pay any amount due under the Contract on the due date for payment, the Client becomes subject to any of the events listed in clause 17.2 (b) to clause 17.2 (d), or we reasonably believe that the Client is about to become subject to any of them.
18. CONSEQUENCES OF TERMINATION
18.1 On termination of the Contract:
(a) the Client shall immediately pay to us all of our outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, then we shall submit an invoice, which shall be payable by the Client immediately on receipt;
(b) the Client shall return all of the supplier materials and any deliverables which have not been fully paid for. If the Client fails to do so, then we may enter the Client ‘s premises and take possession of them. Until they have been returned, the Client shall be solely responsible for their safe keeping and will not use them for any purpose not connected with the Contract.
18.2 Termination or expiry of the Contract shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.
18.3 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination or expiry of the Contract shall remain in full force and effect.
19. INTELLECTUAL PROPERTY RIGHTS
All Intellectual Property Rights in or arising out of or in connection with the Services (other than Intellectual Property Rights in any materials provided by the Client) shall be owned by us.
20. GOVERNING LAW AND JURISDICTION
These terms shall be governed by and construed in accordance with the law of England and Wales and the parties hereby submit to the exclusive jurisdiction of the English courts.
If any part of this agreement is found to be void or invalid by a court of law, the remaining parts of the terms shall not be affected in any way.
22. WE MAY MAKE CHANGES TO THESE TERMS
We may need to make changes to these terms from time to time for operational or other reasons. Every time you wish to use our Services, please check these terms to ensure you understand what terms apply to your use of our Services at the relevant time. If you do not agree to any change to these terms, you must not continue to use our Services.
By signing and returning these terms and conditions you, either privately or on behalf of the company, accept responsibility for all of the above terms and conditions and, should our terms not be met, we have the right to cancel this agreement and recover damages from you by way of legal proceedings.
These terms and conditions will stand for all future work between the parties unless revised, updated or surpassed or a further specific contract has been issued.
I have read, understood and accept the above terms and conditions and am aware that installation charges will apply for each day that Edgar & Co UK Limited cannot work due to improper or incomplete room preparation.
Position within company: ………………………………………………………………………………………..
Issue 21. Revision 21/03/2019
A .pdf copy of this document may be downloaded here