West Hill Contract – Three

West & Hill Renovations Building Contract


 

BUILDING CONTRACT

This contract made on:  

Records the client (You): 

Of:

and the builder: (us, we) West & Hill Ltd

Of: The Workshop, 19b Bruntcliffe Road, Morley, Leeds, W. Yorkshire, LS27 0LJ

agreeing to work together on a project at: 

WE (THE BUILDER)

  • We will provide these works, services, goods and materials (work):
  • The work is described in these documents:

Drawings: 

Estimate: 

Specification or work schedule: 

These other documents:

 

  • We (builder) will start the work in ( /). The start date to be confirmed closer to project commencing. The works will be substantially completed by (/) Completion date to be confirmed during the project.
    • *The period between the start date and the completion date () is an estimate only and completion may be delayed if you delay in providing us with information or assistance if we both agree any change to the work or unexpected works – see condition 14.
  • The work - does include a significant design element by us (builder) – see condition 6.
  • Our (builder’s) total liability for any claim is: £ excluding claims for death or personal injury.

YOU (THE CLIENT)

  • You (client) will pay: The price (the total amount you will pay) is £
    • The price includes value added tax at the current rate: 20% you will pay the rate of VAT which applies when any bill is sent.
  • You (client) will also pay: Interest on overdue sums of 5% above the Bank of England base rate. We will invoice you for a deposit of £ which will be deducted from the overall project cost and reflected in stage payments. We will advise you of which in our Terms & Conditions below.
  • You (client) will provide:
  • You (client) may cancel the work: by sending written notice within 14 days of the date of this contract (without charge, except as set out below) using the form in this contract. if you wish. You also have other rights to end this contract set out in condition 12.

NOTE 1: Using this contract

The FMB advise that this contract is appropriate for work:

• of any value, but of a simple nature;

• without an independent supervising officer; or

• where there is no named subcontractor or named supplier (or both).

The contract must be completed by adding details on page 1 and attaching any relevant documents that describe the work. It should then be signed by the builder and the client.

NOTE 2: Who is the client?

  • The client can include people who do not own property. However, all property owners must be named as the client. If you are a tenant, your landlord does not need to be involved in the contract as the client.
  • If you hold a tenancy agreement or a lease, that is probably enough. However, it is important to check if you need landlord’s (or freeholder’s) approval for the work and, if you do, whether it has been given. You should get this permission BEFORE signing this contract.

Our main obligation – to do the work

1.1 We will carry out the work:

• with reasonable skill and care and to a reasonable standard;

• by the end of the work period (as extended under condition 14, if it applies);

• to all building regulations;

• to all legal requirements, which we would need to keep to in the course of carrying out the work; and

1.2 At the end of the work period, as long as you pay all amounts due, we will give you any guarantees, test certificates and so on which apply to the work. You should keep these in a safe place in case you need them in the future.

Your main obligation – to pay us

2.1 You will pay us the price.

2.2 If the work period is more than 28 days, we will be entitled to send you regular bills.

2.3 We will either send you weekly bills, or bills for staged payments, as set out on our attached payment schedule. If we send weekly bills they will be our valuation of any work we have carried out up to that date, together with the cost of all goods and materials delivered to the site and any payments made to our suppliers for goods not yet delivered to the site but intended just for the work provided such works, goods and materials comply with this contract.

2.4 You must pay us within 24 hours of receiving our bill.

2.5 You will pay interest at the rate set out one page 1 on any amounts you do not pay, with interest running from 1 days after you received the bill until you finally pay.

2.6 When we have finished the work, we will send you the final bill. The final bill will state the final price for the work, including any changes to the price stated on page 1 agreed or determined under condition 8. We liaise with you to amicably agree any changes to the price – if not, those changes will be worked out by us in line with condition 8. We will add VAT to this new figure.

2.7 Where the price includes a deposit (see page 1 and the payment schedule), we will invoice that deposit before the works start. We will deduct that deposit from the amounts otherwise due in our next bill, or from the final bill. The invoice will confirm which.

2.8 You must pay us within 14 days of receiving the final bill.

2.9 Within 10 days of receiving any bill, you must give us written notice if you do not plan to pay the amount of that bill. Your notice must show how much you plan to pay. You must also tell us how you worked out the amount that you are planning to pay. If you do not give us written notice under this condition 2.9, you will have to pay us the amount set out in our bill.

PAYMENT SCHEDULE

Stage payments of £  will be weekly and immediately due on request. Final payment of £ will be held as retainer until all works are completed. Once complete final payment will be due on receipt of final invoice.

3. Starting the work, length of the work and the site

3.1 We will start the work on the start date.

3.2 You must make the site available to us on the start date and for work period (as extended under condition 14).

3.3 You must allow us enough access to the site and keep the site clear of all obstructions so we can carry out the work.

3.4 We will substantially complete the work so that the site is ready to be handed back to you ready for use, even if there are some minor defects (faults) by the end of the work period. However, if we do not complete on time you cannot immediately refuse to pay us or end this contract.

NOTE 3: Completing the Work

It is particularly important that you state on page 1 if you are not leaving the site empty, but will still be living on all or any part of the site during the work period. The FMB advise that in fixing the work period for completing the work, the builder should take into account any holiday dates or periods such as religious festivals and holidays, bank holidays and any other likely holiday dates. The builder has not taken into account unexpected events, exceptionally bad weather, or other acts outside its control. The completion date can be changed under condition 14 to take account of these events. If the builder does not complete the work by the completion date, as changed, the builder has have broken the contract. But, you cannot immediately end the contract. You must follow condition 12.

4. Permissions Needed for the Work

• You must get the planning permission and permission from your landlord (if relevant); and we must get the Building Regulations approval (except where condition 6.1 applies), all before we start the work. If the work is on or near a party wall or fence, or the foundations could affect your neighbours’ property, then the Party Wall Act 1996 may apply. Where necessary, you should appoint a party wall surveyor.

• We will both keep to any conditions relating to the work.

• You will pay all the relevant fees in relation to planning, building control and completion. When the work is completed, we are responsible for getting formal written confirmation that the work meets those regulations or permissions.

NOTE 4: Permissions You Need

If you do not know what permission you need, you should ask your builder or get advice from an architect or solicitor. When the work is completed, the builder (for building regulations approval) and you (for planning permission) are also responsible for getting formal written confirmation that the work keeps to these regulations or the permission.

5. Materials or goods

5.1 Any materials or goods we supply will be:

• new, unless you agree otherwise in writing;

• of satisfactory quality;

• as described in the documents;

• of the appropriate British standard and codes of practice in force at the date of this contract; and

• fit for their normal purposes or any purposes set out in the documents. We will supply you with works, goods, materials and services that meet your consumer rights. If you have any concerns that we have not met our legal obligations please contact us.

NOTE 5: Fitness for purpose

You can ask for particular goods or materials to be used. The FMB advise that if the builder does not consider those goods or materials are appropriate, the builder should write to tell you this. The builder will have carried out its duty to you by giving you that warning. If you still insist on using those particular goods or materials, you must confirm this in writing, and it will be at your risk.

5.2 We will get any materials or goods you ask us to, as long as they are available, within a reasonable period.

5.3 We will not be liable for:

• the satisfactory quality of any materials or goods you provide; or

• the satisfactory quality of any material or goods or whether they are fit for purpose (or both) if either condition 5.4 or condition 15.3 applies.

5.4 If you insist on us using special materials or goods, you should confirm this in writing within 14 days and such use will be at your risk. See NOTE 5: Fitness for purpose above

5.5 We will send you, at least 48 hours before the start date, a written list of any goods, materials and fixtures at the site which you need to remove for the work period, so we can carry out the work.

5.6 You will not own any materials or goods delivered to the site until you have paid us for them.

6. Responsibility for the documents

6.1 If you provide us with design documents then you are responsible for making sure the details shown in those documents:

• meet all legal requirements (including planning and building regulations and pay any associated fees); and

• are fit for the intended purposes (we are not responsible for the details shown in those documents being fit for the intended purposes - our obligation is simply to build to the details shown in those documents).

6.2 We will be responsible for the details of any documents we produce being fit for the intended purposes.

NOTE 6: Responsibility for designs in documents

If you give the builder designs and drawings made by someone else, the builder is not responsible for any errors or missing details in those designs or drawings. The builder will simply follow the drawings as provided. The FMB advise that if the builder does not consider those designs or drawings are correct, the builder should write to tell you this. The builder will have carried out its duty to you by giving you that warning. If you still insist on using those designs or drawings, you must confirm this in writing, and it will be at your risk.

The FMB say that:

• You may need to ask your insurance adviser or broker to check that the builder’s public liability insurance policy provides the cover needed.

• If it does not, the builder will need to take out separate insurance to meet condition 7.6 which is included in the Price.

7. Responsibility for loss and damage, and insurance

7.1 You are responsible for (and should insure against) any loss of and damage to any existing structures and contents, unless it falls within our obligations in condition 7.4.

7.2 You must take out and keep an adequate insurance policy for your liability under condition 7.1. You will provide details when we ask. You must notify your household insurer that building works are going to take place.

7.3 You are not responsible for insuring the work.

7.4 We will only be responsible for any loss of and damage to any existing structures and contents if the loss and damage is caused by our negligence or by the negligence of any person we are responsible for. If part of the loss and damage is caused by someone else, we will only pay a fair share.

7.5 We will be responsible for insuring against any loss of and damage to the work until the completion date (as extended under condition 14) or you end this contract (under condition 12), whichever happens first.

7.6 If the work involves a material design element or specification by us (which will be stated on page 1), we will:

• take out suitable design insurance cover for at least the final estimated value of the work; and

• continue to keep that insurance until the end of the period during which legal action for any claim can be started.

• See NOTE 6: Responsibility for designs in documents above

7.7 We will take out and keep adequate insurance policies for our liability under condition 7. We will provide details when you ask.

7.8 We will pay you any losses and damages you have to pay as a result of your legal liability for personal injury to, or the death of, any person arising out of or in the course of, or caused by carrying out, the work. This does not apply if condition 7.9 applies.

7.9 You will be responsible for personal injury or death caused by your negligence or the negligence of any person you are responsible for. 7.10 We will pay you any losses and damages you have to pay as a result of your legal liability for loss of or damage to any property of another person. This only applies if the loss or damage:

• arises out of, or in the course of, or is caused by carrying out, the work; and

• is caused by our negligence or the negligence of any person we are responsible for.

7.11 We will include you as an insured person under our insurance policies. All insurance policies which we must keep under this condition 7 will include you as an insured person. This is called an ‘indemnity to principals’ clause.

7.12 You or we must immediately let the insurers know about any claims. You and we must keep to the terms and exclusions of the insurance policy. If you or we fail to do this, the insurance may no longer be valid.

8. Changing the work

8.1 We may need to change the work to meet statutory requirements, for supply chain issues, or unexpected events beyond our control. If you want to change the work (whether to add, substitute or leave out any works, goods or materials), you must:

• let us know exactly the changes you want in writing; and

• confirm these changes in writing within 7 days, if you first ask for these changes in person.

8.2 If an appropriate local authority or public utility officer instructs a change to the work, we will carry out that change PROVIDED THAT we give you written notice before we start carrying it out. However, if you can change that instruction while still meeting your obligations under condition 6, you may do so. But you must tell us, in writing, before we start carrying out that change.

8.3 In both these events, we will liaise with you to amicably agree changes to the price based on our estimate under condition 8.5.

NOTE 7: Changing the work and the Price

The FMB advise that you (as the client):

• confirm any change instructions, preferably in writing, at the time;

• write the details of the change twice, with both sets signed by you and the builder; and

• if possible, for you and the builder to amicably agree the cost of any change (whether a fixed price or an estimate), at the time. If you do not agree the amount at the time, the builder should give you an estimate. If not, you must write on the change instructions that no change to the price has been agreed and no estimate has been given. Materials costs can also rise unexpectedly, which will be agreed or determined in the same way.

Unexpected work can arise during the course of the work, for example, unsuitable foundations which were not expected at the time of pricing the work. These will normally result in extra costs, which will be agreed or determined under condition 8. Materials costs can also rise unexpectedly, which will be agreed or determined in the same way.

8.4 The change to the price will be made when both you and we come to a spoken agreement and will be recorded in writing ideally before, but if not then after we start carrying out that change.

8.5 We will provide you with an estimate of the change to the price based on (in this order):

• any priced documents, if any;

• the rates in our estimate, if any;

• a reasonable amount for the work done or a reasonable sum for goods or materials supplied.

8.6 Every change to the work which means that there will be extra materials, works or services to be provided by us (rather than a change in the work leaving something out or substituting items of the same value), may result in any increase in the price.

9. Unexpected work

If unexpected work arises, such as unsuitable foundations or defects in existing structures, we will tell you and ask how you want us to go ahead. If so, conditions 8 and 14 will apply. See NOTE 7: Changing the work and the Price above

10. Our employees, subcontractors or tradesman

You may not use or instruct our employees, subcontractors or tradesmen. If you do, you will have to pay us for the cost of any works, goods or materials they provide.

11. Health and safety

11.1 We will be responsible for all health and safety issues relating to the work.

11.2 If the Construction (Design and Management) (CDM) Regulations 2015 apply, we must carry out our obligations and you must carry out your obligations:

Your obligations

11.3 You are the client under the CDM regulations.

11.4 You are appointing us as the principal contractor.

11.5 You must appoint a lead designer who, if we agree, may be us.

Our obligations

11.6 We are the principal contractor and, if you appoint us, the lead designer.

11.7 We will co-ordinate and manage health and safety issues from the design and early stages of preparation through to completing the work.

11.8 We will prepare the health and safety file.

11.9 We will make sure that all contractors and employees keep all health and safety requirements.

12. Your right to cancel or end this contract

You also have a right to cancel this contract for a period of 14 days from its date without having to provide a reason. Please see the right to cancel on page 10 for more information. Without affecting your other legal rights and remedies, you can end this contract if one (or more) of these circumstances apply:

12.1 without reasonable cause, we:

• stop work for 14 days in a row, or fail to turn up for work regularly; and

• you send us a written notice, telling us to restart work or turn up to work regularly and we do not do this within 7 days of receiving your notice;

NOTE 8: Rights to end this contract

If there is a dispute over you ending this contract or us suspending it, either you or the builder will have to prove that a notice has been served (or sent) to the other. You may choose to send this notice by recorded delivery.

12.2 we become insolvent including bankruptcy, liquidation, receivership or administration

12.3 we fail to complete the work in the work period, as extended under condition 14. However, we can still use all our legal rights and remedies.

13. Our right to suspend or end this contract

13.1 Without affecting our other legal rights and remedies, we can suspend all or part of our obligations under this contract if one (or more) of these circumstances apply:

• you fail to pay any amount due and still fail to pay for 7 days after receiving our written notice demanding payment and warning you of our intention to suspend all or part of our obligations under the contract;

See NOTE 8: Rights to end this contract above

• you, or anyone you employ or your agent, interfere with or obstruct the work or fail to make the site available for us (without good reason) for the work period (or any one or more of these);

• the work is delayed due to your fault for more than 14 days in a row.

13.2 We can end our obligations under this contract if you remain at fault for 14 days after we suspend. We can end our obligations immediately if you become insolvent.

13.3 Our right to suspend the work ends when you pay the amount due in full unless in the meantime we have ended our obligations under the contract.

13.4 You will pay us within 21 days of our request for payment:

• all payments due under condition 2; and

• our reasonable costs incurred in carrying out the work which have not been billed by the date of our notice; and

• (where we ended for your fault under conditions 13.1 to 13.3) any reasonable losses we suffer (including loss of profit) resulting from ending or suspending our obligations.

13.5 However, you can still use all your legal rights and remedies (including those under condition 2.9).

NOTE 9: Claims

If you or the builder suffer any losses or damages because the other has been negligent or broken the contract, you or the builder can claim for that.

The FMB advise that the person who has suffered the losses or damages cannot do nothing and let the loss get worse – they have to take reasonable steps to prevent the loss from getting worse.

In particular, the FMB advise that they must:

• Take all reasonable steps to minimise the loss.

• Not claim for any loss or damage if they could reasonably have avoided it, but failed to do so. If you need to bring a claim, you must give the builder a reasonable opportunity to:

• check the alleged defects or faults; and

• put right those defects or faults. If the builder does so, at its own cost, the loss is generally avoided.

However, this obligation (to allow the builder to put the defect right) may not apply if you can establish that the builder is so incompetent that it would not do the work properly, even if given the chance to do so. If that applies, you can ask another builder to put the defect right and claim for the costs involved.

14. Extending the work period and delaying completion You will extend (by agreement with us) the work period by a reasonable period to take into account any one (or more) of these events:

14.1 You delay giving us access to the site, or you delay giving us instructions or fail to give us instructions relating to: • the work, • changes to the work (see condition 8), • your choice of materials (see condition 5.4);

14.2 We suspend all or part of our obligations under this contract (see condition 13);

14.3 The work is delayed by a change to the work;

14.4 The work is prevented by any unexpected matter which we do not control including:

• bad weather which seriously delays or prevents us from carrying out the work;

• civil commotion, wars, riots and lock-outs.

15. Your Remedies for defects and the defects period

15.1 If the work does not meet the terms of this contract, you may ask us to repeat the work (which we will do within a reasonable time) or ask for a reduction in the price which we will liaise with you amicably to agree and repay within 14 days. This condition does not affect your remedies under the Consumer Rights Act 2015.

NOTE 10: The Consumer Rights Act

The Consumer Rights Act 2015 requires services to be provided with reasonable skill and care (condition 1), and goods and materials to be of satisfactory quality, reasonably fit for their purpose, matching their description and free from any defect that makes their quality unsatisfactory.

15.2 During the defects period, which is 6 months after the completion of the work, we will put right any defects in the work due to faulty workmanship or materials, unless condition 15.3 applies. We will not charge you for this.

15.3 We will not be responsible for any one (or more) of these defects:

• Defects due to the conditions of the site or existing property from before we began work and which we could not expect PROVIDED THAT if we consider that the condition of the site, existing property, any neighbouring property or the access to the site may affect the work, we must write and tell you this. We will have carried out our duty by giving you that warning. If you still insist that we carry out the work with the site or relevant property in this condition, you should confirm this in writing and it will be at your risk;

• Defects caused by you or any other person or caused by any event, which happen after the end of the work period.

• Anything excluded under condition 5.3.

NOTE 11: Periods for claims and defects

Usually you have six years from the date when the works were complete in which to make a claim. Sometimes a longer period can apply and you may need to take legal advice on this. For six months after completion there is a defects liability period. This is an extra right, completely separate from, and which does not in any way restrict, your right to make a claim - you should look at condition 15. If any defects, which still need action, arise over the defects liability period, the builder will come back and deal with them. If it does not, you can recover your costs and losses.

16. Subcontracting

We can subcontract any part of the work, but we will still be responsible for completion of that work to meet this contract.

17. Clearing the site

Before the end of the work period, we will remove all rubble, surplus materials, rubbish, tools and scaffolding from the site and leave it clean and tidy. We will not be responsible for removing any items you, or any person we don’t control, place on the site.

18. Disputes or Differences

18.1 If any or difference dispute arises, either of us may ask for a meeting to be held in good faith in an effort to sort out the dispute quickly and amicably. It may be helpful for you and/or us to list the points of dispute in writing so that both of us clearly understand the causes of the dispute.

18.2 If the work is covered by FMB Home Improvement Warranty or similar insurance cover, then any dispute related to the work will be dealt with in line with the terms of that insurance. There are certain circumstances where the Home Improvement Warranty or similar insurance cover may not be able to assist, and you should check the terms of your cover before submitting your dispute. However this will not prevent a meeting taking place under condition 17.1 if you and we agree to have such a meeting first.

18.3 For any unresolved issues, you and we may try, in good faith, to sort the dispute out using an Alternative Dispute Resolution (ADR) procedure. Because we are a member of FMB we can use the FMB Dispute Resolution Service to assist. This service is free of charge and attempts to resolve the dispute through mediation. Alternatively either of us can agree to contact another ADR service that we both agree on.

NOTE 12: Disputes and differences

You and the builder may sort out your disputes and differences by negotiation, insurance procedures, or court proceedings, which either you or the builder can start.

Alternative Dispute Resolution (ADR) is a way of trying to sort out disputes which many believe to be quicker, cheaper and less formal than a court hearing. An independent person tries to help you and the builder reach agreement about how to settle the dispute. You or the builder can ask the Centre for Effective Dispute Resolution (CEDR) to help (CEDR, International Dispute Resolution Centre, 70 Fleet Street, London, EC4Y 1EU, telephone 0207 536 6060.

You or the builder can still issue court proceedings after or during alternative dispute resolution . Court proceedings are a more lengthy and formal process.

18.4 If any matter continues to remain unresolved, either you or we may start court proceedings.

19. Interpretation

• If there is more than one of us or you, this contract applies to all of those people together, and to each of them on their own.

• This contract is governed by the law of England and Wales.

 PLEASE NOTE

• The guidance notes are a general guide only. You should always get specific advice

• The guidance notes are issued by the FMB to help you and the builder. While it represents the FMB’s view of matters, in any dispute the adjudicator or court will decide.

• The FMB would be interested to hear of any decisions of any tribunal or court interpreting any term of this contract. That will help the FMB to decide whether any of the current terms need changing.

YOUR RIGHT TO CANCEL / CANCELLATION FORM

Your Right to Cancel

1 You have the right to cancel this contract if you want to and you do not have to give a reason, provided it is within 14 days of signing the contract.

2 If the requested work is for urgent repairs or maintenance you do not have the right to cancel.

3 We will not start work under the contract until after the cancellation period has come to an end, unless you tell us to ‘start work now’. If you tell us to ‘start work now’, you still have a right to cancel the contract within the cancellation period, but we will charge you for any work which we do, or services we provide, before we receive your cancellation notice. If you ask us to begin carrying out the work, or provide any services, during the cancellation period, you must pay us a fair amount for the work carried out, or services provided, until you told us that you are cancelling this contract.

How to Cancel this Contract

4 You can do this at any time within 14 days after the day on which the contract is signed by the last person (the cancellation period).

5 You can use this cancellation form below but you do not have to. You can send us a cancellation in any other form as long as it is clear that you want to cancel.

6 You must send your notice or form to the person named below at any time within the cancellation period. You can send it by first class post, email or deliver it in person.

7 We will treat notice of cancellation as being served as soon as we receive it (if delivered in person or by post) or the date on which you send it (if emailed or sent to us electronically).

If You Cancel

8 If you cancel this contract, depending on paragraph 3 above, we will refund to you all payments we have received from you excluding initial deposit paid to confirm the contract. We may deduct (or take off) an amount from this refund for loss in value of any goods/materials already delivered to you for the work, if the loss is the result of unnecessary handling by you.

9 We will make the refund as soon as we can, and not later than:

If we delivered goods/materials to you, 14 days after the day we receive those goods/materials (which we will collect from site) or, if sooner, evidence of their return; or

if we did not deliver goods/materials, 14 days after the day on which we receive your cancellation form or notice.

10 We will make the refund using the same method of payment you used for any payment or any other suitable method, unless you asked us to pay using a different method of payment. You will not have to pay any banking fees as a result of the refund.

TERMS AND CONDITIONS OF SALE

1. Definitions and Interpretation

The following Terms and Conditions of Sale, hereinafter called "T&Cs", apply to the sale or loan of Goods and services supplied by West & Hill Ltd, hereinafter called "The Company". These T&Cs supersede any previous T&Cs of sale issued by The Company to their client, hereinafter called the "Buyer". No alteration, addition, or variation to these T&Cs, in part or the whole, shall be applicable unless agreed in writing by a Director of The Company. The word "Goods" shall include any product or bespoke product or service supplied by The Company in part or the whole. The word "Contract" shall mean the Contract between The Company and the Buyer for the sale and purchase of Goods in accordance with these T&Cs and the Contract constitutes the entire agreement between The Company and the Buyer and supersedes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to it's subject matter.

2. Estimates and Quotations

Estimate: An Estimate, or Estimation, is a formal document issued by The Company to a Buyer within a hard copy or electronic document and headed "Estimate" or "Estimation". It is a preliminary indication of the cost of Goods and is subject to variation. It is not a Quotation and cannot be relied on as such. Quotation: a Quotation is a formal offer document issued by The Company to a Buyer within a hard copy or electronic document and headed "Quotation". It is a defined statement of cost to be charged by The Company to the Buyer for the supply of Goods to an agreed and stated specification including, but not limited to, design, dimension, material and finish, quantity, delivery, and installation. Prices quoted will be valid for 1 calendar month from the date of the Quotation and thereafter may be subject to revision and alteration of cost unless otherwise specified. In the event of unforeseen difficulties arising, or any other circumstantial changes, the Quotation price may be revised to reflect the situation at hand before or after commencement of work. All changes must be approved by the Buyer prior to any changes being implemented. Quotations are calculated on the basis of free access and unimpeded working during normal working hours. Normal working hours are defined as 07:30 - 18:00hrs Monday to Friday excluding Bank Holidays unless otherwise agreed in writing.

3. Description and Definition of Goods

a] Bespoke Goods: Bespoke Goods are those subject to individual design and manufacture and can include fixed or loose architectural and or supporting structures, furniture, fixtures and fittings. The Buyer, the Buyer's architect or agent is entirely responsible for any such bespoke design or associated scheme. Further to a request from the Buyer for an estimate, estimation or quotation, The Company will make a request for the Buyer's design requirements including, but not limited to, architectural or other design requirements, style, proportions, measurements, required materials , specification and texture of textiles, locking, latching, fastening, bolting mechanisms etc of windows, doors, hatches and roof lights,. colour, finish, glazing styles and glazing specifications, details of floor and carpet design, paint and varnish specifications etc. The Buyer will be entirely responsible for their own design requirements and design specifications in terms of performance, workability and fitness for purpose.The Company can assist in the process of design by sharing of experience and the like without responsibility and liability for the performance, workability and fitness for purpose or any other eventuality concerning the end design unless such design is expressly stated in the scope of works of a design and build Contract accepted by The Company. b] Goods manufactured by others: Goods manufactured by others includes bespoke and standard production architectural structures, fixed and loose furniture, fixtures and fittings and is subject to approval by the Buyer. Inclusion of Goods manufactured by others on a quotation issued by The Company is on the understanding that the Buyer is satisfied as to the performance, workability and fitness for purpose of them. The Goods manufactured by others are subject to revision by the manufacturer without notice and without affecting the validity of these T&Cs in terms of change in fabric, dimensions and design as it thinks reasonable and desirable. c] Any samples, drawings or advertising produced by the Company and any descriptions or illustrations contained in The Company's catalogues or brochures are produced for the sole purpose of giving an approximate idea of the Goods referred to in them. They shall not form part of the Contract nor have any Contractual force. d] Replication of existing design. If a Buyer makes a request for a new product to match an existing or original design, we will endeavour to match the specifications of the original design at the sole risk of the Buyer. When matching an existing or original design, the source or original design may have unknown flaws that could render the product and any duplication of the product unfit in terms of performance, workability and fitness for purpose. The production and supply of Goods of unproven design will be at the sole risk of the Buyer and The Company will bear no responsibility for it in terms of performance, workability and fitness for purpose. e] It is the responsibility of the Buyer to examine the Goods for defects in materials and/or workmanship which would indicate the likelihood of the Goods causing danger or damage.

4. Buyer's Order

a] An "Order" shall mean the Buyer's order for the Goods, whether oral or in writing as set out in the Buyer's Purchase Order form or in the Buyer's written acceptance of The Company's written estimate, estimation or quotation. "Specification" shall mean any specification for the Goods, including any related plans and drawings, that is agreed by the Buyer and The Company. b] The Order constitutes an offer by the Buyer to purchase the Goods in accordance with these T&Cs. The Buyer is responsible for ensuring that the terms of the Order and any applicable Specification are complete and accurate and must notify The Company immediately of any discrepancies in The Company's written acceptance of the order. c] The Order, with or without accompanying deposit, shall only be deemed to be accepted when The Company issues a written acceptance of the Order at which point the Contract shall come into existence and these T&Cs will come into effect. d] Once the Order is received and a Contract is in force, any additional Goods found necessary or desirable would be subject to a separate or revised or "Extra to Contract" Quotation and approval by the Buyer and The Company and subsequent Order issued by the Buyer and accepted by The Company.

5. The Contract

a] These T&Cs apply to the Contract to the exclusion of any other terms that the Buyer seeks to impose or incorporate, or which are implied by trade, custom, practice, or course of dealing. b] A Contract with The Company constitutes an offer by the Buyer to purchase Goods in accordance with these T&Cs. The Buyer is deemed to have read and satisfied themselves of the accuracy and content of the Contract offer in terms of specification, charges, price and meaning of terms and descriptions as outlined in a document headed and conspicuously identified as "Quotation" supplied by The Company. The Buyer acknowledges that they have not relied on any statement, promise, representation, assurance, warranty or offer which is not set out in a document headed and conspicuously identified as "Estimate", "Estimation" or "Quotation" supplied by The Company. Any verbal estimate given to the Buyer by The Company will always be supported by a written Estimate, Estimation or Quotation. c] Once in place, the Contract cannot be superseded by any other agreement or Contract either written or verbal, signed or unsigned, as this instrument contains the entire agreement of The Company and the Buyer with respect to the subject matter hereof and there is no other promise, representation, warranty, usage, or course of dealing affecting it. To this end any 'previous agreements clause' of any subsequent contractual document, whether signed as part of a later written Contract with the Buyer or not will not be accepted as a variation in or to this original Contractual agreement. d] Contract Duration: An approximate duration time for work to be carried out can be found on our contact or outline programme. The 'Contract Duration' is to be used as a guide only and will not affect the agreed Contract price i.e. if a Contract takes longer than expected no extra charges will be levied unless previously agreed and conversely if good progress is made and a Contract takes less time to complete than expected, the Buyer will not expect to receive a discount.

6. Termination

Without limiting it's other rights or remedies, The Company may terminate the Contract with immediate effect by giving written notice to the Buyer if: i] the Buyer commits a material breach of any term of the Contract and fails to remedy that breach within 30 days of the Buyer being notified in writing to do so; ii] the Buyer takes any step or action in connection with it's entering administration, provisional liquidation or any composition or arrangement with it's creditors , being wound up , having a receiver appointed to any of it's assets or ceasing to carry on business or, if the step is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction; iii] the Buyer suspends, threatens to suspend, ceases or threatens to cease to carry on all or a substantial part of it's business, or; iv] if the Buyer's financial position deteriorates to such an extent that in The Company's opinion the Buyer's capability to adequately fulfil it's obligations under the Contract has been placed in jeopardy. b] Without limiting it's other rights or remedies, The Company may suspend provision of the Goods under the Contract or any other Contract between the Buyer and The Company if the Buyer becomes subject to any of the events listed in clause 6(a) (i) to (iv), or The Company reasonably believes that the Buyer is about to become subject to any of them, or if the Buyer fails to pay any amount due under this Contract on the due date for payment. c] Without limiting it's other rights or remedies, The Company may terminate the Contract with immediate effect by giving written notice to the Buyer if the Buyer fails to pay any amount due under the Contract on the due date for payment. d] On termination of the Contract for any reason the Buyer shall immediately pay to The Company all the Company’s outstanding unpaid invoices and interest. e] Termination of the Contract shall not affect any of the parties’ rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of this Contract that existed at or before the date of termination. f] Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect. g] The Buyer or The Company may withdraw from the Quotation offer prior to commencement of works without sanction or penalty however any deposit paid by the Buyer will be forfeit. This will be to compensate the Company for alternative contracts not accepted by the Company to facilitate the Buyers project. Any document produced by The Company without the heading "Quotation" will not be recognised or accepted as a valid offer of quotation and will not form a Contract.

7. Price, Payment and Taxes

a] The Company reserves the right to carry out all necessary credit checks into the credit worthiness of the Buyer prior to opening a credit account. Where the Buyer has a credit account with The Company, payment for Goods supplied by The Company shall be made not later than 30 days from the agreed valuation or invoice date unless otherwise agreed in writing. If payment is not received by the end of the 30 day period, The Company shall be entitled to charge interest on the sum outstanding at the rate of 3% per month or part thereof and suspend any further orders or performance of services to the Buyer. The Company may close the Buyer's account and cease to provide credit at any time at it's own discretion without giving reason for doing so. b] Where the Buyer does not hold a credit account with The Company, The Company may, at it's sole discretion, demand whole or part payment prior to any Goods being supplied or bespoke materials being ordered from manufacturers. c] Discounts and Retentions: prices are based on the understanding that no retentions are held unless previously arranged and authorised by The Company. No Main Contractor or Sub-Contractor discounts are given unless agreed and confirmed by The Company in writing. d] Deposit payments, part and interim payments will be agreed prior to the commencement of works or during the Contract duration. The Company will issue a deposit invoice in circumstances including, but not limited to, confirm the Contract the procurement of high value materials. Interim payments and final payment on completion of a Contract is not reliant on presentation of third party completion certificates with respect to NICEIC, Gas Safe or Building Control that are subject to remote administration. If full payment is not received in accordance with an agreed payment schedule West & Hill Ltd reserves the right to terminate the Contract and will recover all monies and costs owed by the Buyer. e] All orders are subject to payment by the Buyer for any taxes or levies imposed by any Government or Authority applicable at the time and place of delivery. Such charges shall be paid in addition to the Nett amount of The Company’s invoice and The Company reserves the right to hold delivery until such charges are paid. This provision includes VAT applicable in the UK.

8. Delivery

a) The Company shall deliver the Goods to the location set out in the Order or such other location as the parties may agree (“Delivery Location”) at any time after The Company notifies the Buyer that the Goods are ready. Any Delivery Location outside the UK must be agreed with The Company prior to placing an Order.

b) Free access is required at the Delivery Location for the delivery of building materials, plant, machinery, skips etc as and when necessary to complete the Contract within the programme. Delivery is completed on the completion of unloading of the Goods at the Delivery Location.

c) Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. The Company shall not be liable for any delay in delivery of the Goods that is caused by force majeure or the Buyer’s failure to provide The Company with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

d) If The Company fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Buyer in obtaining replacement Goods of similar description and quality in the cheapest market available, less the price of the Goods. The Company shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by force majeure or the Buyer’s failure to provide The Company with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

e) If the Buyer fails to accept delivery of the Goods within three business days of The Company notifying the Buyer that the Goods are ready, then, except where such failure or delay is caused by force majeure or The Company’s failure to comply with its obligations under the Contract: (i) delivery of the Goods shall be deemed to have been completed at 9.00 am on the third business day after the day on which the Company notified the Buyer that the Goods were ready; and (ii) the Company shall store the Goods until delivery takes place and charge the Buyer for all related costs and expenses (including insurance).

f) If ten business days after the day on which The Company notified the Buyer that the Goods were ready for delivery the Buyer has not accepted delivery of them, The Company may resell or otherwise dispose of part or all the Goods.

g) If the Company delivers up to and including 5% more or less than the quantity of Goods ordered the Buyer may not reject them.

h) Claims for damage in transit or storage of an order must be specifically noted on the delivery receipt at the time of delivery. If any damage/loss or suspicion of damage/loss is noticed it must be noted as this will then become the prima facie evidence that the Goods were damaged in transit. Following this, notification must be made in writing within 1 working day of receipt of Goods, to both the carrier and The Company, followed by a complete claim in writing to the carrier and to The Company within 3 working days of receipt of the Goods.

9. Faulty, Damaged, Incorrect or Cancelled Goods

The Company may at its sole discretion accept the return of Goods within 10 days of delivery provided that all returned Goods are in perfect, re- saleable condition and are returned in their original packaging. All returned Goods are subject to a 20% restocking charge of the Nett value of the Goods. Original carriage charges are non-refundable. On The Company’s receipt and acceptance of Goods, The Company will arrange a credit to be sent to the Buyer. If the Buyer requires the returned Goods to be collected, these will be subject to a separate collection charge (by quotation). Defects in quality and/or discrepancy of dimensions in any delivery shall not be grounds for cancellation of the remainder of the Order or Contract, which are of satisfactory quality and fit for the purpose. 1

10. Returning Goods If You Change Your Mind/ Charges

The Company will not accept the cancellation of any Order except at its sole discretion. Where cancellations are accepted the Buyer will be charged for any materials purchased specifically to complete the order and for any work carried out on the order and for any supplementary work and/or materials necessary to convert the order into Goods acceptable to an alternative Buyer. For the avoidance of doubt, where the Goods to be supplied are products which are bespoke or made to order, The Company will not accept the cancellation of the Order or the return of any Goods.

11. Legal ownership and Risk of Goods

a) The property rights vested in the Goods shall only pass to the Buyer, notwithstanding physical delivery, when payment for them is made in full by the Buyer. Until such time as payment in full is made to The Company in accordance with these T&Cs and title to the Goods has passed to the Buyer, the Buyer shall hold the Goods as trustee, but not as agent, for The Company and shall ensure that the Goods shall be stored separately from any other property of the Buyer or from any property belonging to a third party and held by the Buyer and shall be clearly identifiable as the property of The Company. At any time prior to title to the Goods passing from The Company in accordance with these T&Cs, The Company shall be entitled on demand to recover possession of the Goods or any of them (without prejudice to any other rights or remedies of The Company) and, for this purpose, shall be entitled to enter upon the Buyer’s premises (or any other premises where the Goods are stored) during normal business hours for the purpose of removing such Goods and to remove such Goods from the premises. These T&Cs constitute an authority for any third party authorised by The Company to exercise the Company’s rights and remedies hereunder. The Buyer shall only be at liberty to re-sell the Goods purchased from The Company prior to the passing of title on the understanding that if it does re- sell the Goods then it will hold on trust for The Company monies to the value necessary to discharge payment in full to the Company. b) Notwithstanding the retention of title described in clause 11(a) all risk passes to the Buyer at time of delivery.c] The Company retains access to and collection of used or unused materials, equipment and plant until full and cleared payment is received.

12. Events Outside of Our Control

The Company shall not be liable or responsible for any failure to perform in whole or in part or for any delay in performing any of its obligations under these T&Cs caused by act of God, war, insurrection, government regulations, embargoes, strikes or walk-outs, illness, flood, fire, explosion, cyber-attack, terrorism or equipment breakdown or any other cause beyond the control of the Company and any reference to “force majeure” in these T&Cs shall mean the circumstances listed in this clause. Should any such event occur, the Company shall notify the Buyer and use reasonable endeavours to rearrange delivery and/or partially perform its obligations under these T&Cs so far as it can reasonably do so.

13. Limitation of Liability

The Company does not exclude its liability:(i) for death or personal injury caused by its negligence, or(ii) for breach of the terms implied by s 12 of the Sale of Goods Act 1979 and by s 2 of the Supply of Goods and Services Act 1982, (iii) for fraud or fraudulent misrepresentation. b) Subject to clause 13(a), The Company shall under no circumstances whatsoever be liable to the Buyer, whether in Contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract. c) Subject to clause 13(a), The Company’s total liability to the Buyer in respect of all other losses arising under or in connection with the Contract, whether in Contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 100% of the price of the Goods.

14. Sub-Contracting

The Company may employ both direct and sub-Contract labour to work on site. Each individual Contractor will take full responsibility for their own third-party liability. The Company will oversee all works to completion and takes overall responsibility for the full duration of the Contract. The Buyer will be notified of and must approve of any sub-Contractors prior to commencement of work.

15. Guarantees

The Company will guarantee it's workmanship for a period of 12 months following completion of a new build Contract. Unless otherwise agreed in writing prior to the commencement of a Contract. This guarantee does not apply to repair work, renovations, restorations, refurbishments or alterations to existing buildings, roofs or infrastructure or related materials or their integrity. New build structures only are covered by our guarantee against water ingress. Ingress of water through existing structures is not covered by this guarantee. Subsidence is not covered by this guarantee. Remedial works to issues not covered by this guarantee will be subject to quotation and Contract including for the presence of perished, infested or rotten timbers in existing structures. Furniture, fixtures, and equipment shall be covered by the original manufacturer's guarantee and subject to their Terms and Conditions.

16. How We Use Your Personal Information

In the event that The Company processes any personal data of the Buyer or of any of its employees, representatives etc, all processing shall be carried out in accordance with the Data Protection Act 2018.

17. Other Important Terms

Builder's Waste: Builder's waste is deemed to be waste generated by The Company during the completion of a Contract and includes materials taken down or demolished by The Company. This material can be re-used by The Company as appropriate for the completion of the Contract. Example; old masonry reused as hardcore or infill if appropriate. All onsite or roadside skip contents remain the property of West & Hill Ltd until collection by the supplying skip company. Building Control: Not withstanding 7d above, local authority Building Control inspections managed by The Company as part of the Contract will not cause delays in payments against any agreed payment schedule pending receipt of appropriate completion certificates that are subject to 3rd party administration.

18. Sever ability

If any provision or part-provision of the Contract is or becomes invalid, illegal, or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.

19. Frustration

If The Company’s performance of its obligations under these T&Cs shall become impossible or otherwise frustrated The Company shall be entitled to reasonable remuneration for work done until the date of such frustration.

20. Set-Off

The Buyer hereby waives any and all existing or future claims for compensation or set-off against any payments due by the Buyer to The Company under these T&Cs and the Buyer shall pay to The Company the amounts payable to The Company under these T&Cs and any order confirmation on the due date or dates for payment thereof regardless of any compensation, set-off or counter claim on the part of the Buyer against The Company.

21. Remedies

a) No right, power or remedy conferred upon or reserved to The Company in these T&Cs is exclusive of any other right, power, or remedy in these T&Cs or by law provided, permitted or conferred to or upon The Company but each such right, power or remedy shall be cumulative of every other right, power or remedy permitted or conferred to or upon The Company. b) Any neglect, delay, or forfeiture on the part of The Company in enforcing or implementing, or in seeking to enforce or implement, these T&Cs shall not be deemed to be or act as, a waiver, surrender or release of any of these T&Cs.

22. Governing Law and Jurisdiction

These T&Cs and any Contract between the Buyer and The Company shall be construed in accordance with English law and The Company, and the Buyer submit to the exclusive jurisdiction of the English Courts (save that The Company shall not be limited in its right to raise or commence proceedings in any other jurisdiction which The Company may consider appropriate). E & OE.

 

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Signed by William West on behalf of West & Hill Renovations


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Document name: West & Hill Renovations Building Contract
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26/02/24 1:37 pm GMTWest & Hill Renovations Building Contract Uploaded by William West - cyril@media-street.co.uk IP 81.134.84.152