1 Period of Tender
Unless previously withdrawn, this tender is open for acceptance in writing within thirty days of the date hereof or within such other period as may be agreed in writing.
2 Basis of Tender
(a) This tender is conditional upon the Customer having supplied Ceilite with adequate drawings and with such information regarding construction details and site conditions (including the availability of working and storage areas with suitable access roads, the existence of any abnormalities such as heat, fumes, dust, no parking on site etc) as will enable Ceilite to make a reasonable estimate of the cost of the supply and erection of the installation and the work to which the quotation relates (hereinafter referred to as ‘the Installation) and the time for its completion. In the event of the Customer supplying inadequate or inaccurate drawings, information or details, the tender price shall be adjusted accordingly.
(b) Unless otherwise expressly stated, any costs incurred by Ceilite in providing any other items shall be reimbursed by the Customer to Ceilite.
3 Site Facilities
Where the quotation overleaf provides for the fixing of any materials by Ceilite the following conditions shall apply :-
(a) The Customer shall ensure that the site is clear of all debris and is in a clean and tidy condition
(b) The Customer shall provide adequate electrical, water and lighting facilities to the site.
(c) The Customer shall indemnify Ceilite in respect of any claim made by an employee or agent of Ceilite arising from the Customers failure to provide adequately safe conditions for the fixing of any materials specified in the quotation.
4 Fixed Price Basis
(1) Where expressly stated to be on a fixed price basis, this tender is based upon the types and rates of contributions, taxes, levies and duties (hereinafter referred to as ‘the tax items’) payable by Ceilite in respect of the execution of the Installation, and which are current at the date of this tender.
All additional costs caused by working overtime at the request or with the consent of the Customer shall be charged as an addition to the tender price. The Customer shall not object to Ceilite carrying out any work on site between the hours of 7am and 6pm on Mondays to Fridays in any week and between the hours of 8am and 6pm on Saturday and Sunday in any week when overtime is needed.
(1) The term ‘variation’ means the alteration or modification of the design, quality or quantity of work executed by for the Installation, and includes the addition, omission or substitution of any work and the alteration of the kind or standard of any of the materials or goods to be used in the installation.
(2) The Customer may order variations to the Installation and Ceilite shall comply with such orders but not until:
- (i) the same have been ordered in writing by the Customer or, where ordered orally, confirmed in writing by Ceilite; and
- (ii) the value of the variation has been agreed where it is reasonably possible to estimate such value.
7 Retention of Title
(1) All materials and goods supplied by Ceilite, whether fixed or unfixed, shall remain the sole and absolute property of Ceilite until such time as:
- (i) the materials and goods have been paid for in full; and
- (ii) all other monies due to Ceilite from the Customer have been paid to Ceilite but shall be at the Customer ’s risk from the time of delivery until the completion of the Installation and the Customer shall:
(a) until the materials and goods are paid for or returned to Ceilite, be responsible for and adequately insure the materials and goods in the name of and for the benefit of Ceilite against loss or damage arising from any cause whatsoever in their full replacement value and shall produce to Ceilite, on demand, the policies of such insurance and receipts for premiums paid thereon;
(2) The Customer acknowledges that it is in possession of the materials and goods as bailee and in a fiduciary capacity for Ceilite until such time as the said items are paid for in full by the Customer.
(3) The Customer grants Ceilite an irrevocable licence to enter at any time any vehicle or premises owned or occupied by the Customer or in its possession for the purpose of repossessing and removing any materials and goods, the property in which has remained with Ceilite by virtue of this clause and consents to Ceilite removing fixed items from its premises. Ceilite warrants that in doing so it will cause as little damage as possible but shall not be liable for any direct or consequential losses however arising as a result of it exercising its rights pursuant to this clause.
8 Terms of Payment
(1) Ceilite shall be entitled to payment by instalments unless it is specified in the quotation that the duration of the Installation is to be less than 45 days.
(2) The first payment shall be due one month after the date of the commencement of the Installation.
(3) Interim payments shall be due at one monthly intervals calculated from the date when the first payment was due.
(4) The final date for payment shall be fourteen days after receipt of such application/invoice
(5) The Customer may, not later than five days before the final date for payment of the amount due give a written notice to Ceilite specifying:
- (i) The amount proposed to be withheld and/or deducted from the amount due
- (ii) The ground or grounds for withholding and/or deduction; and
- (iii) Where the Customer intends to deduct and/or withhold monies on more than one ground, the amount withheld and/or deducted in respect of each ground.
(6) Where the Customer fails to give a written notice pursuant to Conditions, the Customer shall pay Ceilite the amount due.
(7) Ceilite shall, without prejudice to any of the rights and remedies which Ceilite may otherwise possess, have the right to suspend the Installation until full payment occurs, provided that the Customer has failed to pay Ceilite the full amount.
9 Time for Completion
(1) Ceilite shall, so soon as they have possession of the site, proceed regularly and diligently with the execution of the Installation in line with the program as long as it is provided at the time of quotation.
(2) Where the progress of the Installation is delayed or materially disrupted by any act, omission or default of Ceilite or Customer or those for whom they are respectively responsible, then the party at fault shall pay or allow to the other the agreed amount of direct loss and/or expense (including direct costs, overheads and loss of profit) as may be attributable to such delay or disruption.
10 Provision of Facilities
(1) The Customer shall, upon completion of the Installation, provide free-of-charge, adequate and proper facilities for the storage of such materials, equipment, tools or other property which may be brought on to the site.
(2) The Customer shall supply at his own cost all necessary water, lighting, power and site security for the purposes of executing, or in connection with the Installation.
The copyright in any drawings, illustrations or descriptive matter submitted by Ceilite shall remain their property. The copyright in any documents submitted by the Customer shall remain their property.
12 Guarantee and Limitation of Liability
(1) Ceilite shall only be liable to make good any defects in the Installation which stem from their faulty design or his selection of unsuitable or inadequate materials or from faulty materials or bad workmanship. Provided that:
- (i) Ceilite receives written notice of any defect within 12 months of the completion of the Installation; and
- (ii) the Installation has been used under proper operating conditions and maintained as per the manufacturers recommendations or more regular if the site requires.
- (iii) in the case of materials and goods supplied and fixed but not manufactured by Ceilite, the extent of Ceilite’s liability in respect there of shall not exceed the extent of the supplier’s or the manufacturer’s liability to Ceilite.
(2) Completion of the Installation shall be deemed to have occurred and the guarantee period to have commenced on the date on which the Installation is ready for use.
(3) Save as is provided by this clause, Ceilite shall not be liable for any loss or damage whether arising directly or indirectly as consequence of any defect in the Installation.
13 Compliance with Law and Regulations
(1) Any fees incidental to the execution of the Installation which are payable by reason of any Statue, Order-in-Council, Regulation or Direction, Bye-Law or other lawful requirement or instruction (hereafter referred to as ‘requirement or regulation’) are to be paid by the Customer.
(2) The Customer and Ceilite shall each respectively comply with every applicable good practice, requirement or regulation whether of the Government or any local or other lawful authority and the Customer shall obtain every licence, permit or authority that may be required in connection with the Installation.
(1) Any dispute or difference arising under this contract may be referred to an Adjudicator at any time by either party.
(2) The Adjudicator shall be the person so named by the parties. If a person is not so named, the Adjudicator shall be such a person as the parties agree, or in the absence of such agreement, a person appointed by an Adjudicator Naming Body (ANB).
(3) The Adjudicator shall decide upon the dispute or difference within twenty eight days from the date of referral and shall notify his decision to each party at any time within that period.
(4) Unless otherwise ordered by the Adjudicator (as part of his decision):
- (i) The parties shall be equally liable for the Adjudicator’s fees and expenses; and
- (ii) The parties shall each bear its own costs of the Reference to the Adjudicator.
15 Applicable Law
Unless otherwise specifically provided, this Contract is to be construed in accordance with the law of England.
This is part of Ceilites’ full terms and conditions which are RAC44 as per BESA standard terms and conditions for Airconditioning/ Heat Pump contracts. Ceilite rates are not set by the BESA we set our own labour and materials rates, these are available upon request.