Terms & Conditions
1. Words and Phrases
“Services”means the engineering and associated services relating to the Customer’s
equipment as set out in the proposal specified in our quotation or other agreeed documents
or discussions between us.
“We”, “us” and “our” mean Bayfield Electrical Ltd providing services to you.
“You” and “Your” mean the person or company to which we are providing services.
“Customer’s Equipment” means the material or equipment belonging to you, or or which you
request us to provide services.
2. Incorporation of Conditions
a. Any contract or agreement to do work made between you and us shall be subject to these
conditions, and any terms you put forward do not apply.
b. All other terms and conditions which might be implied by conduct or a previous course
of dealing or trade custom are excluded from this contract.
c. No amendment or change shall be made to these conditions.
a. Our quotation provides an indication to you of the items on which you may place an order,
but no order from you as a result of a quotation (or otherwise) shall be binding upon us
unless and until it is accepted or confirmed by us.
b. A quotation is made on the assumption that the work requested is reasonably capable of
being carried out. If on inspection this is found in our opinion not to be the case, we will
advise you to this effect as soon as reasonably practicable, and may offer you a reconditioned
or new substitute on terms to be agreed.
If you give a general instruction for repairs without specifying the particular service or
replacement parts, we will be entitled to carry out such repairs, or modifications or service
as in our opinion are necessary to put the Customer’s equipment in good working order, and
to make an appropriate charge for the work and parts provided.
Company registration number: 5783210
Director: K J Hall
3. Quotations/Prices (contd)
c. Provided your order is placed within sixty days of the date of the quotation, the price
contained in the quotation shall be fixed, unless the quotation states otherwise.
If your order is not placed in that period, then if any change shall occur after that in the costs
of any materials, labour, transport or other items, including overheads, which we have to pay
or incur for the performance of the contract, then you will pay the resultant price.
d. If delivery and performance are postponed at your request or by circumstances within
your control, you will pay all resulting costs and expenses we incur.
e. We will charge for all work carried out at your request, whether exploratory or otherwise
and, in particular, we reserve the right to instruct our employees or agents to work
overtime to comply with your delivery requirements, in which case we may charge you the
cost of such overtime.
4. Work On Site
If the services are to be carried out on your premises or at your request at some other site,
we will need free and safe access to the Customer’s equipment, together with proper and
safe storage and protection of all goods, tools, plant, equipment and materials we have
on site. We may also require additional facilities to carry out the services, such as
electricity. You will observe and comply with the latest Health and Safety at Work legislation
and ensure that the site is safe and without risk to the health and safety of all persons
working there; and you will hold us harmless against all legal and regulatory proceedings,
costs and charges in respect of your failure to do so.
Unless otherwise agreed with you by us, we will issue an invoice for the full amount due on
completion of the services. Invoices will be due for payment 7 days from the day on which we
despatch the invoice to you. All payments will be in pounds sterling.
6. Designs, Drawings and Specifications
You shall be responsible for the accuracy of any designs, specifications and other data,
which you or your employees or agents supply to us, which we use in connection with the
services, even if we examine, inspect or comment upon them. You will hold us harmless
against any liabilty to a third party which we may incur as a result of carrying out the services
in accordance with your instructions or your designs, drawings, specifications or other data.
a. We will take reasonable care of the Customer’s equipment whilst it is in our custody and
make good any loss/damage caused by our failure to exercise reasonable care, our
liability being limited to the replacement value of the equipment.
b. We also undertake to use reasonable skill and care in carrying out the work and to use
materials which are suitable quality and free from defects.
c. Unless otherwise agreed, we will rectify defective work and/or defective materials
notified to us in writing within six months of the completion of the work and
liability for defective work and/or defecive materials is limited to the invoice value thereof.
We will have no responsibility for other loss or damage, including (without limitation)
lost profit or production, except as required by law.
d. Unless we have agreed to o so, you will accept full responsibilty for re-installing,
examining and testing the equipment on which we have worked, as soon as it is
completed and we shall not be responsible for any damage, cost or loss incurred by you
due to your failure to properly re-install or delay in testing the equipment or in notifying
us of any defect in the work.
i) If we have agreed to transport the equipment, in the event of loss or damage to equipment
in transit from any cause whatsoever, our liability shall be limited at our option to replacing
the equipment or passing on the benefit of insurance. In no circumstances shall we be liable
for other loss, including (without limitation) loss of production or loss of profits or contracts.
ii) We shall not be liable for any such transit damage unless we and the carriers are notified
of such damage or loss within seven days of delivery. It is your responsibility to examine
the goods immediately on receipt.
iii) Unless otherwise agreed, the loading or off-loading of the goods on collection or return
to you shall be arranged by you and performed at your sole expense and risk.
9. Termination of this Contract
We may bring this contract to an end if you fail to comply with your obligations under this
contract, within seven days of having been notified by us of the relevant failure. We may
also bring this contract to an end immediately if you are the subject of a petition for a
bankruptcy order, or you become insolvent, or enter into any composition, scheme or
arrangement with your creditors. If you are a corporation or other legal person, we may bring
this contract to an end immediately if a receiver (including an administrative receiver) is
appointed over any of your assets, or an application is made to appoint an administrator
for you. If you are in partnership, we may bring this contract to an end immediately if the
partnership is dissolved. We may also terminate this contract if any proceedings relating to
your insolvency are commenced in any country.
If this agreement ends for any reason, we will be entitled to remove all of our equipment
from your premises or from site. You will remain liable to us for any sums which you have not
paid, for all work done up to the date of termination and for any other breaches of this contract.
10. Limitation of Liability
We accept that we are liable for any death or personal injury resulting from our negligence
or the negligence of our employees or agents acting in the course of their employment.
In relation to defects in goods sold to you by us, we may also be liable under the Consumer
Protection Act 1987 or equivalent legislation, but only to the extent that such liability cannot
lawfully be excluded.
Apart from our agreement to rectify any defects or errors in the services as set out in
paragraph 7 above and to replace or repair the Customer’s equipment where there is loss or
damage to goods in transit, as set out in paragraph 8 above:
a. Our maximum liability to you for the direct loss or damage, either under this contract, or
arising from any act or omission, including negligence, will not exceed the total amount paid
by you under this contract, or such higher sum as a court may specify as reasonable, up to
a limit of £100,000; and
b. We will not be liable to you under any circumstances for any indirect or consequential
losses (including for example, loss of contracts or loss of profits or production).
The limitations and exclusions in this paragraph apply to any claim, whether in contract, tort
(including negligence), breach of any statutory duty or implied term or any other claim,
except any liabilty for death, personal injury or defects in goods supplied to you by us,
as set out above.
The limitations and exclusions in these conditions reflect the value of this contract to us and
are considered to be reasonable. If you require to accept greater liability, we may be prepared
to do so, subject to agreement of an additional charge to reflect the increased risk and cost of
insurance to us.
11. Force Majeure
We will not be liable to you for any failure to perform our obligations under this agreement,
where that failure results from any cause outside our reasonable control, including, but not
limited to, natural occurences, disruption of power supplies, the action of third parties,
or industrial action.
Any disputes which we cannot settle amicably relating to the nature or quality of the
services will be referred to an expert to be agreed, or (if we and you cannot agree the choice of
expert within 14 days of an expert being proposed by you or us) appointed at the request
of you or us by the President, for the time being, of the Institute of Electrical Engineers.
The written report of the expert will as between you and us be conclusive evidence of all
matters of fact and all matters of opinion set in the report, and the charges of the expert shall
be borne and paid as the expert may direct.
Unless indicated otherwise, all sums payable under this contract are stated exclusive of
Value Added Tax (which will be charged at the rate prevailing at the relevant tax point)
and any other tax or duty chargeable under any relevant legislation.
14. Assignment/Third Parties
You will not assign your rights under this agreement without our express written approval.
We may sub-contract the provision of certain of the services at our discretion. No third party
shall acquire any rights under this contract except as specifally stated in these conditions.
Any notice to be given to you or us must be in writing and may be delivered by facsimile
or electronic mail. Notices to us should be sent to us at the address stated on our quotation
acknowledgement or invoice. Any notice given to you will be sent to you at the address supplied
at the time of the order. You and we are free to provide an alterntive address for notices at any
time. Facsimile notices will be assumed to have been delivered on the next working day after
transmission, and Notices sent by first-class post will be assumed to have been delivered
two working days after they are sent
Any express, or implied by us, failure by you to perform your obligations under this agreement
will not prevent the subsequent enforcement of these obligations. Similarly, any waiver we will
give will not be taken to be a waiver of any subsequent failure by you to perform that or any
17. Whole Agreement
This contract constitutes the entire agreement between us relating to the services and overrides
any prior correspondence or statements relating to the services (including any statements or
representations in any advertisements or literature produced by us relating to the services).
If any provision of this agreement is ruled to be invalid for any reason, that invalidity will not
affect the rest of this agreement, which will remain valid and enforceable in all respects.
This agreement is governed by English Law.