Please read the following terms & conditions carefully as together with the terms specified in the Proposal they will tell you everything you need to know about the agreement you will enter into once you accept a Proposal or quotation for Tdorr to perform any work on your behalf.
1 DEFINITIONS
In this document the following words shall have the following meanings:
1.1 “Tdorr” shall mean T Dorr Ltd whose registered office is at 181 Lee High Road, London SE13 5PQ;
1.2 “Customer” means any person, firm or company including their agents and any other persons authorised or held out as authorised to act on the Customer’s behalf that purchases Goods and Services from Tdorr;
1.3 “Goods” means the materials and part used to supply the Services or perform works including those specified in the Proposal;
1.4 “Order” means the formal acceptance by the Customer of the Proposal;
1.5 “Proposal” means the proposal letter, statement of work, quotation or other similar document describing the Goods and Services to be provided by Tdorr according to and subject to these Terms and Conditions;
1.6 “Services” means the services specified in the Proposal;
1.7 ”Site” means the location and premises specified in the Proposal;
1.8 “Terms and Conditions” means the terms and conditions of supply set out in this document and any special terms and conditions agreed in writing by Tdorr including those set out in the Proposal.
2 GENERAL
2.1 These Terms and Conditions shall apply to all contracts for the supply of Goods and Services by Tdorr to the Customer and shall prevail over any other documentation or communication written, spoken or otherwise between Tdorr and the Customer.
2.2 Any variation to these Terms and Conditions shall be inapplicable unless agreed in writing by Tdorr.
2.3 Nothing in these Terms and Conditions shall prejudice any condition or warranty, express or implied, or any legal remedy to which Tdorr may be entitled in relation to the Goods and Services, by virtue of any statute, law or regulation.
2.4 Any reference to communication in writing shall for the avoidance of doubt include email.
2.5 Nothing in these Terms and Conditions shall affect the Customer’s statutory rights as a Consumer.
3 THE ORDER
3.1 The Proposal attached to these Terms and Conditions shall remain valid for a period of 28 days. No contract between Tdorr and the Customer shall come into force until the Customer has accepted the Proposal. If the Customer seeks to accept a Proposal after the period for which it was valid, Tdorr reserves the right to revise the terms including price for which the revised Proposal may be accepted.
3.2 The Customer shall be deemed to have accepted the Proposal by placing an order with Tdorr (“the Order”) within the period specified in Clause 3.1.
3.3 All Orders shall be deemed to be acceptance of the Proposal subject to these Terms and Conditions.
3.4 Tdorr reserves the right to withdraw or amend any Proposal without notice before acceptance of it has been received from the Customer.
3.5 On acceptance of the Proposal Tdorr will order the Goods as detailed in the Proposal. If subsequent to this order being placed the Customer cancels the Order the Customer will be liable for any costs incurred by Tdorr in the proper performance of the Order to that date including the cost of the Goods and the cost of Tdorr’s time.
3.6 Tdorr will endeavour to carry out the whole of the work specified in the Proposal at the price quoted but any variation or addition requested by the Customer and carried out by Tdorr and any variation the necessity of which becomes apparent after work commences or that is requested by the Customer, will be subject to an additional charge. Tdorr will charge such additional amount or amounts as shall then be applicable in respect of such works.
4 TERM
The agreement established by the Customer’s acceptance of these Terms and Conditions shall begin on the date that the Customer accepts the Proposal and shall remain in force unless and until determined as provided in these Terms and Conditions.
5 PRICE AND PAYMENT
5.1 Subject to agreed or necessary variations provided for in clause 3.6 above, the price is as specified in the Proposal plus VAT at the current applicable rate. Tdorr does not charge a call out charge or for congestion charges.
5.2 The terms for payment of the price shall be in the manner specified in the Proposal. Time for payment shall be of the essence of the contract. For the avoidance of doubt:
5.2.1 For quoted works it is usual to expect the Customer to make payment of a deposit of whichever is the greater of 50% of the quoted price or the full cost of Goods, materials and third party supplies and charges before installation or work is commenced. The Proposal will specify the deposit (if any) to be paid.
5.2.2 Where the Customer has a Tdorr account all amounts or charges payable after deduction of any deposit made under clause 5.2.1 shall be paid on or within 30 days of completion of the works. For all other Customers all amounts or charges payable after deduction of any deposit made under clause 5.2.1 shall be paid on completion of the works.
5.3 If the Customer fails to make any payment on the day of it becoming due, Tdorr shall be entitled to charge interest on the outstanding amounts at the rate of 5% per month or part thereof as well before as after the issue of legal proceedings to recover the outstanding amounts from the due date to date of payment without prejudice to Tdorr’s other rights.
5.4 Tdorr will need to assess the Site at all times during installation and works. The price specified in the Proposal does not include the price of removing any dangerous waste substance such as asbestos found when performing the works to supply the Goods and Services. If in Tdorr’s reasonable opinion work needs suspending until dangerous or hazardous substances are managed or removed from Site:
5.4.1 The Customer shall at its own cost take all steps necessary for the removal; and
5.4.2 The Customer shall obtain a clear air certificate before performance of works under the Order is continued.
6 TIME
6.1 Subject to the provisions of 5.2 above and 6.2 below, in the ordinary course time is not of the essence and while Tdorr will use reasonable endeavours to commence and complete the works and to supply the Services and Goods on such dates as may be specified in the Proposal such dates are approximate only and Tdorr reserves the right to vary the dates and times of supply by notice to the Customer.
6.2 In emergency call outs, Tdorr will endeavour to reach the Site within 2 hours of the Customer’s call being received. However Tdorr makes no undertaking or warranty to do so.
7 DELIVERY
7.1 The date of delivery specified by Tdorr is an estimate only. Time for delivery shall not be of the essence of the contract and Tdorr shall not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Goods.
7.2 All risk in the Goods shall pass to the Customer upon delivery.
7.3 Where the Goods are faulty or do not comply with any agreed specification, the Customer must notify Tdorr within 1 day of delivery and the Customer shall be entitled to replacement Goods. After 1 day the Customer shall be deemed to have accepted the Goods and shall not after that time be entitled to reject them. Once installed, any delivered Goods cannot be replaced except at the Customer’s cost.
7.4 The Customer shall make all arrangements to take delivery of Goods whenever they are tendered for delivery.
7.5 When Tdorr has completed the work arising under the Proposal it shall invite the Customer to inspect it and to sign the invoice and the Customer’s signature will constitute acceptance of the work done and of the Goods and Services supplied.
8 TITLE
8.1 Title in the Goods and materials shall not pass to the Customer until Tdorr has been paid in full in accordance with these Terms and Conditions.
8.2 Should payment not be made in accordance with these Terms and Conditions Tdorr reserves the right (and shall be allowed access by the Customer) to remove any Goods or materials supplied or fitted by Tdorr.
8.3 The cost of any
9 CUSTOMER’S OBLIGATIONS
To enable Tdorr to perform its obligations the Customer shall:
9.1 co-operate with Tdorr including taking reasonable steps to clear the Site prior to commencement of works and to take full responsibility for the safety, security and protection of persons and possessions under its control, ownership or supervision;
9.2 for the duration of the works make the Site available to Tdorr and ensure a safe and adequate supply of necessary services, power supplies, connections and utilities at the Site;
9.3 provide Tdorr with any plans and other information reasonably required;
9.4 obtain all necessary permissions, licences and consents including those of relevant regulatory, planning and buildings regulation authorities and landlords that may be required before the commencement of the services, the cost of which shall be the sole responsibility of the Customer;
9.5 comply with such other requirements as may be set out in the Proposal or otherwise agreed between the parties;
9.6 unless otherwise specifically agreed be responsible for removing from the Site any waste or refuse arising in the course of the supply works;
9.7 in emergency call-outs provide Tdorr with information, including reasonable information of the nature and severity of the emergency, sufficient for Tdorr to make a proper assessment of and appropriate provision for the Customer’s needs.
10 TDORR’S OBLIGATIONS
10.1 Materials and Goods supplied by Tdorr shall be of merchantable quality and fit for their normal purpose.
10.2 Tdorr shall perform the Services with reasonable skill and care and to a reasonable standard in accordance with recognised standards and codes of practice.
10.3 Tdorr accepts all responsibility for the condition of tools and equipment used in the performance of the Services and shall ensure that any materials supplied by it shall be free of defects.
11 GUARANTEES
Subject to the provisions of 11.4 below, in addition to the Customer’s statutory rights:
11.1 Tdorr guarantees the Services against faulty workmanship for the period of 6 months from the date of completion.
11.2 Goods supplied by Tdorr are guaranteed for the period and on the terms specified by the manufacturer’s warranty applicable to those Goods. Tdorr can provide no guarantee for Goods and materials that it does not supply.
11.3 No warranty or guarantee is given by Tdorr against the occurrence of any blockages to pipe-work and drainage arising at any time after works or Services are completed.
11.4 Tdorr will at all times have Public Liability Insurance in place.
11.5 Tdorr reserves the right to withhold any guarantee of Goods or Services where, after inspecting the Site or the premises or equipment on which work is to be done, it considers in its absolute discretion that it is unable to offer any such guarantee and Tdorr will notify the Customer of its reasons for withholding a guarantee. For the avoidance of doubt, such reasons may include but are not limited to: where further repair or maintenance work has been done by a person other than Tdorr or its appointed contractor; and where damage has been caused by any third party or any person occupying, visiting or using any part of the Site and any person Tdorr does not expressly or by implication control or authorise.
12 LIMITATION OF LIABILITY
12.1 Provided always that nothing in these Terms and Conditions shall exclude or limit the liability of Tdorr for death or personal injury, Tdorr shall not be liable for any direct loss or damage suffered by the Customer howsoever caused, as a result of any negligence, breach of contract or otherwise in excess of the price paid for the Goods and Services.
12.2 Tdorr cannot be held liable for any damage unavoidably caused to decorations, fittings and the like as a consequence of its supply of Goods and Services to the Customer.
12.3 Tdorr shall not be liable for any breakdown or poor performance of or damage caused to the Customer’s existing plumbing, heating or drainage as a result of pre-existing faulty pipe work or some other pre-existing defect or malfunction. Tdorr cannot accept liability for any deterioration in the performance of the Customer’s plumbing and heating systems caused by fluctuations in the water pressure provided by the Customer’s water supplier.
12.4 Except to the extent precluded by law, Tdorr shall not be liable under any circumstances to the Customer or any third party for any indirect or consequential loss of profit, consequential or other economic loss suffered by the Customer howsoever caused, as a result of any negligence, breach of contract, misrepresentation or otherwise.
12.5 Tdorr will not be liable for the fitness for a particular purpose (other than their normal purpose) of any materials or Goods or Services unless that particular purpose has been notified to Tdorr in writing prior to the date of this Proposal.
12.6 Where the Customer supplies Goods or materials Tdorr accepts no responsibility for any defects or damage and offers no guarantee for these Goods or materials.
13 CANCELLATION
With the exception of Goods and Services supplied under an ongoing maintenance or service contract and subject in any case to the prior written agreement of Tdorr the Customer may cancel the supply of Goods and Services by notifying Tdorr in writing within 7 days of making the Order subject to the following provisions:
13.1 any monies already paid by the Customer are not refundable; and
13.2 any Goods already delivered to Site shall either be returned to Tdorr or collected by Tdorr in which case the Customer undertakes to provide Tdorr with further access to the Site for this purpose.
14 TERMINATION
This agreement shall continue until the end of the period agreed in the Proposal or until the Goods and Services have been supplied in accordance with the Proposal or until terminated in accordance with the following:
14.1 the Customer may terminate this agreement by giving notice with immediate effect if any of the following events occur:
14.1.1 Tdorr makes a composition or arrangement with his creditors or becomes bankrupt.
14.1.2 A provisional liquidator is appointed to Tdorr.
14.1.3 Tdorr has a winding up order made.
14.1.4 Tdorr passes a resolution for voluntary winding up (except for the purposes of amalgamation or reconstruction).
14.1.5 Tdorr has an administrator or administrative receiver appointed.
14.2 Without prejudice to its other rights and remedies Tdorr may terminate the works under this agreement by giving notice with immediate effect if any of the following events occur:
14.2.1 The Customer makes a composition or arrangement with his creditors or becomes bankrupt. 14.2.2 A provisional liquidator is appointed to the Customer.
14.2.3 The Customer has a winding up order made.
14.2.4 The Customer passes a resolution for voluntary winding up (except for the purposes of amalgamation or reconstruction).
14.2.5 The Customer has an administrator or administrative receiver appointed.
14.2.6 The Customer claims at any time and for any reason to be unable to make a payment due to Tdorr.
14.3 In the event of any such termination Tdorr shall immediately give up possession of the Site.
14.4 If Tdorr shall fail to proceed regularly and diligently with performance of the works to supply the Goods and Services hereunder or commits any other substantial breach of its obligations, the Customer shall be entitled to terminate this agreement if Tdorr does not remedy any breach after having been given 28 days’ notice thereof. Upon such failure the Customer shall give Tdorr written notice of termination.
14.5 If any sum properly payable is not paid to Tdorr by the Customer by the final date for payment Tdorr shall be entitled, after having given 7 day’s notice of intention so to do, to suspend the performance of the works until payment is made. If payment of such sum is not made within 14 days after the date of such suspension, Tdorr shall be entitled to terminate this Agreement.
15 ASSIGNMENT
15.1 Tdorr shall not be entitled to assign the benefit of any of the Customer’s obligations under this Agreement except to a nominated subcontractor.
15.2 The Customer shall not be entitled to assign the benefit of any of Tdorr’s obligations under this Agreement.
16 FORCE MAJEURE
16.1 Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, industrial disputes, lock outs, accidents, war, fire, any problem with the safety, security or fabric of the Site, breakdown of plant or machinery, delay or failure on the part of a third-party supplier or subcontractor, or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension for performance of its obligations.
16.2 If any force majeure event shall continue for more than one calendar month Tdorr shall have the right to terminate this agreement by written notice.
17 INDEMNITY
The Customer must indemnify Tdorr and keep it indemnified against all loss, damage or liability incurred by Tdorr as a direct or indirect result of the Customer’s acts or omissions, including by way of example only all costs, claims, suits, actions, proceedings, damages, losses, penalties, fines, liabilities and expenses of investigation and defence of any claim, including legal fees and disbursements and consultants’ fees and disbursements, consequential or otherwise.
18 THIRD PARTY RIGHTS
The parties to this agreement do not intend that any term of it shall be enforceable by a third party as defined in the Contracts (Rights of Third Parties) Act 1999 under the provisions of that Act.
19 NOTICES
19.1 Any notice given in relation to this Agreement shall be in writing and delivered by hand or sent by prepaid recorded delivery to the registered office for the time being of Tdorr or (in the case of the Customer) to his respective address or as otherwise notified in writing from time to time or to any address given to the other party to this Agreement for such purpose.
19.2 Every notice shall be deemed to have been served (if sent by recorded delivery) forty-eight hours after posting for any other address in the UK or (if delivered by hand) at the time of delivery and in proving service it shall be sufficient to prove (in the case of recorded delivery) that the envelope containing the notice was properly addressed stamped and posted by registered post.
19.3 A party shall not attempt to prevent or delay the service on it of a notice connected with this Agreement
20 SEVERABILITY
If any item or provision contained in these terms and conditions is held to be unenforceable, invalid or illegal for any reason whatsoever, then that provision shall be deleted, modified or amended to the extent necessary to make it valid, legal and enforceable and the other terms and provisions herein shall remain in full force and effect. If the deletion and exclusion of the item or provision is held necessary and such deletion will in Tdorr’s opinion adversely affect Tdorr’s rights under these terms and conditions, it may terminate this agreement on 30 days’ notice given to the Customer in writing.
21 GOVERNING LAW AND JURISDICTION
21.1 This Agreement shall be governed by and construed in accordance with English Law
21.2 Each of the Parties irrevocably submits for all purposes in connection with this Agreement to the exclusive jurisdiction of the courts of England.
