Terms and Conditions

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1. Definitions and Interpretation
 

1.1. The following definitions apply in these Terms and Conditions:

“Business Day” means Monday to Friday, other than bank or public holidays

“Certificate” means the document certifying that the equipment has passed the Relevant Standards.

“Company” means Portable Appliances Testing.

“Conditions” means these terms and conditions as amended from time to time

“Customer” means any individual, business, partnership, trust, company, body, authority, association or other organisation which requires the Services pursuant to these Terms and Conditions for the provision of the Services.

“Equipment” means the equipment that is to be tested by Company pursuant to the provision of Services,

“Failed Equipment” means that Equipment which fails to meet the Relevant Standards

“Normal Working Hours” means 8.30 am to 17.30pm Monday to Friday, excluding bank or public holidays.

“Order” means the Customer’s order for Services as set out in the Customer’s acceptance of the Quotation.

“Parties” means the Company and the Customer.

“Price” means the cost of the Services set out on the Quotation.

“Quotation” means an estimate of the cost for providing the Services.

“Relevant Standards” means those commonly accepted practices and standards in Health and Safety Testing and those relevant laws and regulations in force at the time the Services are carried out.

“Services” means the services supplied by Company to the Customer as set out in the Quotation.

“Site” means the premises where the Services will be performed as detailed by the Customer.

1.2. Any reference to a particular statute or statutory provisions, code, policy or similar is to it as it is in force for the time being considering any amendment, extension, application or re-enactment for the time being.

1.3. Words in the singular include the plural and vice versa and references to one gender includes a reference to the other gender.

1.4. Provision headings are for reference only and do not affect the construction or interpretation of these Terms and Conditions.

1.5. Where the context permits, any reference to Company includes its duly authorised representatives, officers, servants and agents.

1.6. A reference to a party includes its successors or permitted assigns.

1.7. Except where a contrary intention appears, a reference to a clause or Schedule is a reference to a clause of, or Schedule to, this leases the terms and conditions.

1.8. Clause and Schedule headings do not affect the interpretation of these Terms and Conditions.

2. Quotations
 

Quotations for services may be given by Company on the basis that:

2.1. any quotation given by Company will be based upon the initial requirements of the customer and is valid for a period of 30 (thirty) days from the date shown on the quotation; and

2.2. Quotations do not always cover the full cost of work; additional items and or repair costs agreed by the Customer at the time the Services are provided will be added to the final invoice. 

2.3. Company reserves the right to cancel or withdraw the quotation at any time.

3. Services
 

3.1. Company will provide the Services during the Normal Working Hours at such times as arranged between Company and the Customer.

3.2. Company shall use all reasonable endeavours to carry out and complete the Services by any dates specified, but such dates shall be estimates only and time shall not be of the essence for performance of the Services.

3.3. The Services shall be carried out at the Site or our workshops in relation to the Equipment agreed with the Customer in advance.

3.4. Company shall have the right to make any changes to the Services which are necessary to comply with any applicable law, industry guidance or safety requirement.

4. Service Limitations

4.1. Equipment which is tested by Company and which passes the Relevant Standards confirms that the Equipment complies with the Relevant Standards at the time of testing only. Immediately following testing, the Equipment and its safety remains the responsibility of the Customer. Under no circumstances should labels be removed, modified or changed around.

4.2 Whilst Company will endeavour that Electrical items are plugged back in before we leave the premises, we will not be held responsible for any losses due to any Electrical item not being plugged back in and / or switched on.

4.3. Company will notify the Customer of Failed Equipment. Upon receiving such notification responsibility for withdrawing the Failed Equipment from use immediately passes to the Customer. Company accepts no liability for any Failed Equipment which is not repaired or withdrawn from use. Any repaired Equipment should be re-tested before being brought into use.

4.4. Company does not undertake and will not be responsible or liable to:

4.4.1. repair failed Equipment; or

4.4.2. to keep the Equipment in repair; or

4.4.3. to replace the Equipment; or

4.4.4. to prepare the Equipment for inspection; or

4.4.5. to reassemble the Equipment; or

4.4.6. to pay the costs of any such works.

4.4.7 dispose of the equipment

5. Cancellation
 

5.1. No variation of the terms of the Order by the Customer shall be accepted without the written consent of Company.

5.2. Company may cancel the Contract without limiting its other rights or remedies:

5.2.1. upon written notice to the Customer at any time prior to forty-eight hours before the Services were due to be undertaken pursuant to clause 3.1; or

5.2.2. with immediate effect by giving written notice to the Customer if the Customer fails to pay any sum due under the Contract on the due date for payment.

5.3. The Customer may cancel the Contract by providing to Company not less than 5 (five) working days’ written notice before the date the Services are due to be performed. If the Customer cancels the Contract by providing less than 5 (five) working day’s written notice to Company and its employees, agents or sub-contractors are unable to gain access to the site on the day the Services are due to be performed, Company reserves the right to charge and invoice the Customer £120.00 plus value added tax (VAT) or the price on the Quotation (whichever is the lower amount) and the Customer shall pay such sum to compensate Company for its reasonable irrecoverable costs and/or losses (including but not limited to travel and administrative expenses). Company, in its sole discretion, may not charge the Customer such sum if the Services are rebooked and carried-out by the Company at an alternative date.

6. Price and Payment

6.1. The Price shall be exclusive of any VAT or other applicable taxes which amounts shall be payable in addition when the Price is due (if applicable).

6.2. Company shall be entitled to charge an additional fee for performing the Services outside the “Normal Working Hours” such fee shall be set out in the Quotation.

6.3. Company shall invoice the Customer on completion of the Services.

6.4. Company may make additional charges including time charges for waiting (of £15 per quarter of an hour or part thereof) and the Customer shall pay such charges if Company is prevented from performing its obligations under these conditions by reason of the acts and/or omissions of the Customer.

6.5. The Customer shall pay each invoice submitted by Company prior to the services being carried out. Any charges for additional Services carried out will be invoiced and must be paid upon presentation of such invoice, unless an agreed credit facility has been approved. Where a credit facility exists, payment shall be made at the agreed terms for commercial customers and on receipt of a pro forma invoice for domestic customers. 

6.6. Time for payment shall be of the essence of the Contract.

6.7. No payment shall be deemed received until Company has received payment in pounds sterling in full and cleared funds.

6.8. When full payment of the Price is received by Company in satisfaction of clauses 6.4 & 6.5, Company will issue a report (“the Report”) to the Customer within 5 (five) Business Days’ of receipt.

6.9. All payments due by the Customer shall become due immediately on the termination or cancellation of the Contract for whatever reason.

6.10. All amounts payable by the Customer shall include VAT.

6.11. The Customer shall make all payments as invoiced in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless Company has agreed to the same in writing.

6.12. Without prejudice to:

6.12.1. any other rights and remedies of Company, if the Customer fails to pay Company any sum due pursuant to the Contract, the Customer shall be liable to pay interest to Company on such sums from the due date for payment at the current rate authorised under the Late Payment of Commercial Debts (Interest) Act 1998, accruing on a daily basis until payment is made, whether before or after any judgment. If civil proceedings are issued against the customer, a claim will also be made for statutory interest on the amount outstanding calculated as above and for any legal, recovery services and court costs.

6.13. Without prejudice to Company right to claim reasonable costs:

6.13.1. if for any reason any payment is not made by the Customer when due, Company reserves the right to recover from such Customer on a reasonable basis any costs Company incur in recovering any money due under the Contract (and the costs of recovering such costs) including administrative costs and any costs incurred with lawyers or debt collection agencies. Company administrative costs may include the cost of employing the staff concerned in the recovery of any such debt and the overheads attributable to them for the time spent.

7. Customer’s Obligations
 

7.1. To provide the Services, the Customer shall provide to Company, its employees, agents, consultants and subcontractors:

7.1.1. full, unrestricted and safe access to the Site and the Equipment; and

7.1.2. necessary utilities (including mains electricity) and other normal supplies required to undertake the Services.

7.2. The Customer shall:

7.2.1. maintain all insurances required by law for the duration of the Services with a reputable insurer and shall provide a copy of the insurance policy and proof of payment of the premiums to Company upon reasonable request; and

7.2.2. co-operate with Company in all matters relating to the Services

7.3. Prior to undertaking the Services, Company shall undertake an initial Site and risk assessment. If Company is not satisfied as to the safety or suitability of the Site or the risks prior to or during the provision of the Services, it may refuse to provide further Services at any time.

8. Acceptance of Services
 

8.1. Following the provision of the Services Company shall provide the Customer with a Report of the assessments, testing and any other recommendations.

9. Limitation of Liability

9.1. This clause sets out the entire limitation (including any liability for the acts, defaults, neglect or omissions) of Company in respect of any breach of the contract and/or any tortuous statement, act or omission including negligence arising under or in connection with the Services.

9.2. Nothing in these Conditions excludes or limits the liability of Company for:

9.2.1. death or personal injury caused by the negligence of Company or the negligence of its employees, agents or subcontractors; or

9.2.2. fraud or fraudulent misrepresentation

9.3. Subject to clause 9.2, Company total liability to the Customer in respect of all other losses arising under or in connection with the Services, whether in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise shall be limited to the sum of £50,000 excluding VAT or 200% of the total value of the Services whichever is the minimum  amount.

9.4. Subject to clause 9.2, Company shall not be liable to the Customer, whether in contract, tort (including negligence) breach of statutory duty, or otherwise for any pure economic loss, loss of profit, loss of business, and depletion of goodwill or otherwise in each case whether direct or indirect or consequential, or any claims for consequential compensation howsoever caused, which arise out of on in connection to the Services.

9.5. Except as set out in these Conditions, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, are excluded.

9.6. This clause 9 shall survive termination of the Contract.

10. Variation
 

No variation of these Conditions and the Services shall be valid unless it is in writing and signed by the authorised representatives of the Company.

11. Assignment
 

11.1. Company may assign its rights or obligations under the Services or any part of it to any person, firm or company.

11.2. The Customer shall not be entitled to assign its rights or obligations under the Services or any part of it without the prior written consent of Company.

12. Force Majeure
 

Company shall not be liable for any loss or damage suffered by the Customer, howsoever caused, whether direct or indirect, if it is prevented from or delayed in the carrying on of the Services due to circumstances beyond the reasonable control of Company including, without limitation, acts of God, natural disasters, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes, whether relating to Company workforce or the workforce of suppliers or other contractors, failure of a utility service or transport network, compliance with any law or governmental order, rule, regulation or direction or restraints or delays affecting carriers.

13. Delays other than by Force Majeure
 

Company shall not be liable for any loss or damage suffered by the Customer, howsoever caused, whether direct or indirect, if Company are delayed in performing the Services if such delay is caused by:

13.1. delays in obtaining equipment, parts or delays in transport of the same;

13.2. the Customer employing other workers meaning that Company has to wait for them to complete their work before it can perform the Services;

13.3. Company is unable to access the Site on the date and time agreed;

13.4. the Site has not been made ready by the Customer as agreed; and

13.5. other similar events shall constitute force majeure events for the purposes of this clause

14. Severability
 

If any provision of the Conditions or the contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or un reasonableness be deemed severed and the remainder of such provision shall continue in full force and effect.

15. Waiver
 

15.1. Failure or delay by Company in enforcing any provision of these Terms and Conditions shall not be construed as a waiver of any of its rights.

15.2. Any waiver by Company of any breach of, or any default under, any provision of these Terms and Conditions shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms.

16. Third Parties
 

The Parties do not intend that any term of these Terms and Conditions shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to these Terms and Conditions.

17. Law and Jurisdiction
 

The formation, existence, construction, performance, validity and all other aspects of these Terms and Conditions shall be governed by the law of England and Wales and the Parties irrevocably submit to the exclusive jurisdiction of the Courts of England and Wales.

18. Alternative Dispute Resolution
 

18.1. If any dispute arises in connection with this agreement, the directors or other senior representatives of the Parties with authority to settle the dispute will, within 14 (fourteen) days of a written request from one party to the other, meet in a good faith in an effort to resolve the dispute.

18.2. If the dispute is not resolved at that meeting, the Parties will attempt to settle it by mediation in accordance with the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure. Unless otherwise agreed between the Parties, the mediator will be nominated by CEDR. To initiate the mediation a party must give notice in writing (“ADR notice”) to the other party to the dispute requesting mediation. A copy of the request should be sent to CEDR Solve. The mediation will start not later than 21 (twenty-one) days after the date of the ADR notice.

18.3. The commencement of mediation will not prevent the Parties commencing or continuing court proceedings.

19. Notices
 

19.1. All notices pursuant to the Services shall be in writing and delivered by hand first class post to the addresses notified to the other party from time to time.

19.2. Communications shall be deemed to have been received:

19.2.1. if sent by pre-paid first-class post, 2 (two) days (excluding Saturdays, Sundays and bank and public holidays) after posting (exclusive of the day of posting); or

19.2.2. if delivered by hand on the day of delivery to an officer of Company or Customer.

20. Entire Agreement
 

20.1. These Terms and Conditions and the Services shall constitute the entire agreement between the Parties.
20.2. Any statements, representations or warranties made orally or in writing prior to the formation of the Services do not form part of the Services and are superseded by the Terms and Conditions and the Services unless a duly authorised representative of Company specifically confirms them in writing at the time of the despatch of the Order.