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TERMS AND CONDITIONS FOR HIRE OR THE SUPPLY OF GOODS BY
BLANCHFORD & CO LTD Definitions In this Agreement:-"Agreement" means the Order and the standard
terms and conditions of supply set out in this document and (unless the context
otherwise requires) includes any Special Conditions agreed in Writing between
the Customer and Blanchford"Blanchford" means Blanchford & Co Limited, a company
registered in England under Company Number 00343019 and whose office is at
59 Windmill Road, Headington, Oxford OX3 7BS. "Charges" means charges for
Services being either the hire Charges for Equipment or the price of Goods,
whichever shall apply in accordance with the Order."Customer" means the person
or company named in the Order who accepts the written quotation of Blanchford
for the Services or whose order for the Services is accepted by Blanchford. "Day"[means
24 consecutive hours]."Equipment" means any plant machinery or equipment of
whatever kind hired by Blanchford under this Agreement and shall include any
ancillary equipment accessories or gas cylinders for the same supplied by
Blanchford with the Equipment but shall specifically exclude any fuel lubricants
or other consumables which are the responsibility of the Customer. "Goods" means
goods for sale forming (together with any services e.g. installation if
applicable) the subject of this Agreement including par ts and components of or
materials incorporated in them."Hire Period" means the period of hire of the
Equipment as stated on the Order being not less then one Week unless otherwise
expressly agreed between the parties commencing on the date when the Equipment
leaves Blanchford’s depot and ending on the date when the Equipment is returned
to the depot, both days being chargeable ."Special Conditions"means any
additional conditions agreed in Writing between the parties which will be
identified as such by being termed Special Conditions."Order" means an order for
the supply of Services which is made on Blanchford’s order form and which is
signed by Blanchford and the Customer. "Services" means any services including
hire of Equipment and/or sale of Goods, or any part of them which Blanchford is
to supply in accordance with this Agreement details of which are set out in the
Order. "Week"[means five consecutive Days]."Writing" includes facsimile
transmission, e-mail and comparable means of communicationAny reference in this
Agreement to any provision of a statute shall be construed as a reference to
that provision as amended, re-enacted or extended at the relevant time.The
headings in this Agreement are for convenience only and shall not affect their
interpretation This Agreement overrides any terms and conditions the Customer
may have put forward, unless Blanchford has agreed to any other conditions in
Writing.These conditions do not affect the Customer’s rights as a person dealing
as a consumer, not for business purposes. Basis of the Supply of the Services.
Blanchford shall supply and the Customer shall purchase the Services in
accordance with the Order and, in any case, subject to this Agreement. In the
event of any conflict between this Agreement and the Order, this Agreement shall
prevail unless otherwise stated.No variation of this Agreement shall be binding
unless agreed in Writing between the authorised representatives of the Customer
and Blanchford.Blanchford’s employees or agents are not authorised to make any
representations concerning the Services unless confirmed by Blanchford to the
Customer in Writing. In entering into this Agreement the Customer acknowledges
that it does not rely on, and waives any claim for breach of, any such
representations which are not so confirmed. Any advice or recommendation given
by Blanchford or its employees or agents to the Customer or its employees or
agents as to the application or use of the Services which is not confirmed in
Writing by Blanchford is followed or acted upon entirely at the Customer’s own
risk, and accordingly Blanchford shall not be liable for any such advice or
recommendation which is not so confirmed. Any typographical, clerical or other
error or omission in any literature, quotation, price list, acceptance of offer,
invoice or other document or information issued by Blanchford shall be subject
to correction without any liability on the part of Blanchford. Where Special
Conditions are stated on the face hereof such conditions and this Agreement will
rank in equal priority except where there is any inconsistency when the Special
Conditions shall prevail.Blanchford reserves the right to make any changes to
the Services without notifying the Customer which are required to comply with
any applicable safety, statutory or EU requirements or which do not materially
affect the nature or quality of the Services. Maximum Hire Period for a
Consumer. If the Customer is not a company or corporation, any hire Agreement
will end within 3 months of the beginning of the Hire Period. If the Customer
has not already done so the Customer must return the Equipment to Blanchford on
the day before the end of the 3 month period. If the Customer fails to do this
Blanchford may charge the Customer for any financial loss Blanchford suffers as
a result. Charges. Subject to this clause 4 and unless otherwise expressly
stated within this Agreement, the price of the Services shall be the price
stated in the Order. Blanchford reserves the right, by giving reasonable written
notice to the Customer at any time before performance of the Services which are
the subject of an Order, to increase the price of the Services to reflect any
increase in the cost to Blanchford which is due to any factor beyond the control
of Blanchford (to include but not limited to, any alteration of duties,
significant increase in the costs of labour, materials or other costs), any
change in dates for performance of the Services and/or quantities or
specifications for the Services which is requested by the Customer, or any delay
caused by any instructions of the Customer or failure of the Customer to give
Blanchford adequate information or instructions. Blanchford's tariff of hire
Charges will be reviewed from time to time. Copies are available on request.
Charges for Goods .The prices for the Goods are ex-works and exclude packing
insurance and carriage Value Added Tax and other taxes or duties and Value Added
Tax will be payable by the Customer and charged at the rate
applicable.Blanchford shall have the right to adjust its prices for any increase
in the price of materials parts labour transport changes in work or delivery
schedules or quantities or any costs of any kind arising from any reason after
the date of the contract. The cost of any variation or modification of the
design specification materials or drawings of the goods or services or any
development thereof requested by the Customer after the date of the contract
shall if such variation or modifications are accepted by Blanchford be borne by
the Customer. Hire Charges for Equipment Hire charges are due for each Day or
any part thereof that the Customer has the Equipment including Saturdays,
Sundays and public holidays.The Customer will be charged for consumables (for
example drill bits, blades, sandpaper, goggles, masks) on hire of Equipment but
will refund the charge for any consumables returned (within 30 days) in a
reusable condition. For some items such as sandpaper, goggles and masks, this
means returned in unopened packaging. Delivery and Collection ChargesThe
Customer shall pay any agreed charges for delivering or collecting the Goods or
Equipment. If the Order includes carriage charges, these only cover the time
needed to load or unload Blanchford's vehicle at the address specified on the
Order. Any further time spent shall be charged for at Blanchford's standard
rates, including where Customer instructions for delivering or collecting the
goods are unclear because of the Customer's acts or failure to do something.
Terms of Payment The Customer shall pay the Charges for the Services [within
[30] days of the [date of Blanchford’s invoice/the end of the month in which the
invoice was dated] OR [ as agreed with Blanchford from time to time] and the
time of payment of the Charges for the Services shall be of the essence of this
Agreement. If the Customer fails to make any payment on the due date, then,
without prejudice to any other right or remedy available to Blanchford,
Blanchford shall be entitled, without prejudice to any other right or remedy
available to Blanchford and at its sole discretion, to: terminate the contract
or suspend all or any further performance of the Services due under any or all
contracts between the Customer and Blanchford; charge the Customer interest
(both before and after any judgment) on the amount unpaid, at the rate of [ 4 ]
per cent per annum above the base rate of Barclays Bank Plc, from time to time
in force until payment is made in full or at the rate of interest from time to
time in force pursuant to the Late Payment of Commercial Debts (Interest) Act
1998 whichever is the higher and to recover all and any costs incurred by it
(including costs fees and disbursements of any outside agency) in collecting any
monies due; treat all other sums owing or incurred by the Customer to Blanchford
but not already due for payment as due and immediately payable in full. The
Customer will inform Blanchford if it cannot or anticipates that it will not be
able to make a payment on time. If the Customer has any queries about an
invoice, it shall notify Blanchford within [30 ]days of the date of the invoice.
[Insurance The Customer shall throughout the Hire Period including the notice
period at the Customer’s expense fully insure with a reputable insurance office
in the joint names of the Customer and Blanchford the Equipment for the full
replacement value thereof against loss or damage or destruction howsoever
arising. The Customer shall: produce the policy or policies effected under this
clause 9 for inspection by Blanchford on demand; and hold the proceeds of any
claim under the policy or policies in trust for Blanchford.]Indemnity The
Customer accepts full liability and responsibility in respect of and shall fully
and completely indemnify Blanchford against all third party claims and losses
howsoever arising in respect of damage to or loss or destruction of any property
or in respect of the personal injury or death of anybody in any way caused by or
relating to the Equipment or its use including but not limited to the payment of
all damages costs and charges in connection therewith, except insofar as the
damage loss destruction injury or death directly results from the negligence of
Blanchford its employees or agents. Customer’s Responsibility when Hiring
Equipment The Customer warrants and represents to Blanchford that it will obtain
every necessary licence or permit required and/or comply with any legal
requirement for or relating to the use and/or installation of the Equipment The
Customer must unload and load the Equipment at the address specified by the
Customer. The Customer must also load and unload the Equipment at Blanchford’s
premises when the Customer, or the Customer’s agent, collects or returns the
Equipment. If Blanchford supplies any person to help the Customer, the Customer
must give him or her clear instructions when necessary. The Customer becomes
responsible for the Equipment when the Customer, or the Customer’s agent,
receives them. If the Equipment is delivered to the Customer, this will be when
the Customer’s responsibility starts. The Customer’s responsibilities include
protecting the Equipment and keeping it safe from the weather, theft, vandalism
or improper use. At the end of the Hire Period the Customer must return the
Equipment unless the Customer has made arrangements for Blanchford to collect
it. The Customer’s responsibility does not end until the Equipment has been
returned or collected and Blanchford is able to give the Customer a receipt for
it. The Customer must not sell or in any way give up control of the Equipment.
The Customer is responsible for looking after the Equipment and returning it to
Blanchford clean and in good working order. The Customer must pay Blanchford its
reasonable costs of repairing or cleaning the Equipment if the Customer returns
it damaged or unclean.The Customer must pay to Blanchford the cost on a new for
old basis of replacing any Equipment which is lost or stolen or damaged beyond
economic repair (that is if the repair would cost more than the equipment is
worth). The Customer should insure the Equipment for the replacement (new for
old) cost as set out in clause 9 above. Hire Charges continue until the cost of
cleaning repairing or replacing the Equipment has been paid by Customer. [Clause
11.6 above is not part of this Agreement if these costs are incurred as a result
of Accidental Damage and you have paid an extra amount for Damage Protection and
complied with the terms of our Accidental Damage Protection ("ADP") Scheme.] The
Customer must make sure the Equipment remains safe, clean and in working order.
If the Equipment breaks down or is not working properly the Customer must report
this to Blanchford immediately. The Customer must not repair the Equipment
unless the Customer is authorized to do so by Blanchford. The Customer must
return the Equipment for Blanchford to examine it unless Blanchford has agreed
otherwise. The Customer must tell Blanchford immediately if the Equipment is
involved in any accident resulting in damage to the Equipment or to other
property, or injury to any person. The Customer must take all necessary steps to
make the Equipment safe and to protect it against theft or damage. Location of
Equipment The Equipment must not be moved from any site agreed by Blanchford
unless the Customer has Blanchford’s written permission. Time for Delivery or
Collection All the times Blanchford quotes for delivering or collecting the
Equipment or the goods are approximate. Blanchford will not be liable for any
damages whether direct or indirect resulting from any delay in delivering or
collecting the Equipment or the Goods caused by circumstances beyond
Blanchford’s control. Risk and Title in Goods. Goods supplied under this
Agreement shall be at the risk of the Customer as soon as they are delivered to the
Customer's vehicle or premises or otherwise to the Customer's order but the
Goods shall remain the sole property of Blanchford as legal and equitable owner
until the Customer has paid the Charges in full under this Agreement or any
other agreement. The Customer agrees that until payment in full is made the
Customer shall be in possession of the Goods as bailee for Blanchford and will
at no cost to Blanchford store the Goods at the Customer's premises separately
from the Customer's own goods or those of any third party and in a manner which
makes the Goods readily identifiable as Blanchford's Goods.The Customer may sell
the Goods before payment is made in full provided that:any such sale shall be as
agent and bailee of Blanchford; until payment in full is made the entire
proceeds of any such resale shall be held in trust for Blanchford and shall not
be mingled with any other monies or paid into any overdrawn bank account but
shall at all time be kept separately and identifiable as Blanchford's money; and
if the Customer has not received the proceeds of any such resale [within X days
of supply] the Customer on Blanchford's request shall assign to Blanchford all
rights against the person, firm or company to whom the Goods were
supplied.Claims Notification. Any claim that the Goods or any part of them have
been delivered damaged or are not of the correct quantity or do not comply with
their description shall be notified by the Customer to Blanchford by written
endorsement on the delivery note in respect of the Goods and in Writing to
Blanchford within 72 hours of their delivery.Any claim that the Goods or any
part of them have been lost in transit or are defective or, in the case of
Services, of a defect in workmanship shall be notified by the Customer to
Blanchford within [7 ] days of delivery of the Goods or completion of the
Services.Any claim under this clause must be in Writing and must contain full
details of the claim including the part numbers of any allegedly defective Goods
or part thereof. Blanchford shall be afforded reasonable opportunity and
facilities to investigate any claims made under this condition and the Customer
shall if so requested in Writing by Blanchford promptly return any of the Goods
the subject of any claim and any packing materials securely packed and carriage
paid to Blanchford for examination. Blanchford shall have no liability with
regard to any claim in respect of which the Customer has not complied with the
claims procedures in this Agreement. Blanchford’s Rights of Access.Blanchford
may enter any land or premises, other than the Customer’s home, where Blanchford
reasonably believe the Equipment is. Blanchford may do this at reasonable times
and after giving reasonable notice. Blanchford can only have this access if
Blanchford needs to inspect, test, repair, service, replace or repossess the
Goods and/or the Equipment.[Information and Confidentiality.Neither party shall,
other than with the prior consent of the other party, during or after
termination, determination or expiry of this Agreement disclose directly or
indirectly to any person, firm, company or third party and shall only use for
the purposes of this Agreement, any information relating to the Services, the
other party, its business, trade secrets, customers, suppliers or any
information of whatever nature which the other party has or shall hereafter
become possessed of. The foregoing provisions shall not prevent disclosure or
use by either party of any information which is or hereinafter through no fault
of that party, becomes public knowledge or to the extent permitted or required
by law.]Subcontracting.Where Blanchford considers it necessary to subcontract or
use the Services of a third party for all or any of the Services, Blanchford
shall not be required to obtain the consent of the Customer.Warranties and
Liability.If Equipment breaks down or stops working properly, so long as this
has not been caused by the Customer’s misuse or neglect Blanchford will repair
or replace the Equipment or refund some or all of the hire Charges as
appropriate but Blanchford will not be liable for any loss or damages whether
direct or indirect which the Customer may claim as a result of the Equipment
breaking down or not working properly. Blanchford warrants to the Customer that
the Services will be provided using reasonable care and skill, and, as far as
possible, in accordance with this Agreement.Blanchford shall have no liability
to the Customer for any loss, damage, costs, expenses or other claims for
compensation arising from any instructions supplied by the Customer which are
incomplete, incorrect, or illegible, or arising from their late arrival or
non-arrival or any other fault of the Customer Except in respect of death or
personal injury caused by Blanchford’s negligence for which no limitation shall
apply or as expressly provided by this Agreement, Blanchford shall not be liable
to the Customer by reason of any representation (unless fraudulent), or any
implied warranty, condition or other term, or any duty at common law, or under
the express terms of the Contract, for any consequential loss or damage (whether
for loss of profit, loss of anticipated profit, loss of contract, loss of
business, economic loss or otherwise), costs, expenses or other claims for
consequential compensation whatsoever (and whether caused by the negligence of
Blanchford, its employees or agents or otherwise) which arise out of or in
connection with the supply or partial failure of supply of the Services or their
use by the Customer, its employees, contractors, agents, guests and any other
occupiers of the Customer’s premises (where Services are to be provided at the
Customer’s premises), whether or not such losses or loss are reasonably
foreseeable in the ordinary course of events or under any special circumstances
made known to Blanchford as liable to result from such breach of negligence and
whether or not Blanchford was advised of the possibility of such potential loss
and the entire liability of Blanchford under or in connection with the Contract
shall not exceed the amount received by Blanchford under this Agreement.Subject
as expressly provided this Agreement, and except where the Services provided are
to a person dealing as a consumer (within the meaning of the Unfair Contract
Terms Act 1977), all warranties, conditions or other terms implied by statute or
common law or custom are excluded to the fullest extent permitted by law.Where
the Services are provided to a consumer (as defined by the Unfair Terms in
Consumer Contracts Regulations 1999) the statutory rights of the Customer are
not affected by this Agreement All Goods or Equipment provided by Blanchford in
the course of the performance of any Agreement are provided for the sole use of
the Customer and no responsibility is accepted by Blanchford for any reliance
that may be placed upon such materials by any third parties unless it is agreed
otherwise by Blanchford in Writing.Cancellation.The Customer has the right to
cancel any contract on notice in writing received by Blanchford within 7 days of
the date of the signing of any Agreement without penalty provided that the Customer shall pay
Blanchford for any part of the Services which have been completed prior to the
date of cancellation of the contract.Subject to clause 20.1, the Customer may
cancel any contract on [2] days’ written notice and Blanchford shall be entitled
to retain a reasonable proportion of the Customer’s monies paid to it to cover
the losses and costs it incurs because of the Customer’s cancellation unless the
cancellation was by reason of any act of default by Blanchford. Blanchford may
cancel the contract at any time on [2] days’ written notice to the Customer. In
this event, Blanchford will pay the Customer any reasonable losses or costs
he/she may have suffered as a result of the cancellation unless the cancellation
was by reason of any act of default of the Customer.Cancellation of any
contract, howsoever or whenever occasioned shall be subject to any rights and
remedies the parties may have under this Agreement or in
law.TerminationNotwithstanding anything else contained herein this Agreement may
be terminated by Blanchford forthwith if :the Customer shall fail to pay any sum
due under the terms of this Agreement (otherwise than as a consequence of any
default on the part of Blanchford); if the Customer commits any serious breach
of any term of this Agreement (other than any failure by the Customer to make
any payment hereunder in which event the provisions of clause 21.1.1 above shall
apply) and (in the case of a breach capable of being remedied) shall have failed
within 7 days after the receipt of a request in Writing from Blanchford so to do
to remedy the breach (such request to contain a warning of such party’s
intention to terminate);the Customer makes any voluntary arrangement with its
creditors or becomes subject to an administration order or (being an individual
or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise
than for the purposes of amalgamation or reconstruction);an encumbrancer takes
possession, or a receiver is appointed, of any of the property or assets of the
Customer; the Customer ceases, or threatens to cease, to carry on business; or
Blanchford reasonably apprehends that any of the events mentioned in this clause
21 is about to occur in relation to the Customer and notifies the Customer
accordingly. Any termination of this Agreement howsoever occasioned shall not
affect accrued rights or liabilities or either party nor shall it affect the
coming into force or the continuance in force or any provision hereof which is
expressly or by implication intended to come into or continue in force on or
after such termination.Consequences of Termination. In the event of
termination:- the Customer shall return to Blanchford all Equipment belonging to
Blanchford then in its possession; and the Customer shall pay forthwith on
demand by Blanchford all fees and expenses in respect of such part of the
Services performed by Blanchford under the Agreement up to the date of
termination together with all reasonable costs and expenses of Blanchford
incurred in connection with and in consequence of the termination of the
Agreement.Clauses 9, 11, 18 and 20 shall survive termination of this Agreement.
Data Protection.Both parties undertake to each other to comply with the Data
Protection Act 1998 insofar as it relates to this Agreement and Customer hereby
agrees to the processing of Customer’s personal information by Blanchford for
the purposes of complying with its obligations under this
Agreement.General.Blanchford shall not be under any liability for any loss or
for any failure to perform any obligation hereunder due to causes beyond our
control including, without limitation, industrial disputes of whatever nature,
acts of God or hostilities.If any provision of this Agreement is held by any
competent authority to be invalid or unenforceable in whole or in part the
validity of the other provisions of this Agreement and the remainder of the
provision in question shall not be affected thereby. No forbearance or
indulgence on the part of Blanchford in enforcing the Conditions of this
Contract shall prejudice the strict rights of Blanchford nor be construed as a
waiver hereof. Each communication to be made under this Agreement shall be in
Writing Notices given by either the Customer or Blanchford shall be made or
delivered to the address stated in this Agreement (unless a different address is
provided by either party to the other on 48 hours written notice) and shall be
deemed to have been delivered when such communication has been left at the
address or, as the case may be, two working days after being deposited in the
first class post The Customer shall not transfer or assign all or any part of
this Agreement without the prior written consent of Blanchford. A person who is
not a party to this Agreement has no right under the Contract ( Rights of Third
Parties) Act 1999 to enforce any provision of this Agreement but this does not
affect any right or remedy of a third party which exists or is available apart
from the Act This Agreement supersedes all prior representations, arrangements,
understandings and agreements between the parties relating to the subject matter
hereof and sets forth the entire complete and exclusive agreement and
understanding between the parties hereto relating to the subject matter hereof
and no party has relied on any representations arrangement, understanding or
agreement (whether written or oral) not expressly set out or referred to in this
Agreement, save that this clause shall not apply to any warranty, representation
or agreement made fraudulently. If the Housing Grants Construction and
Regeneration Act 1996 Part II applies to this Agreement for the hire of
Equipment the Scheme under that Act will apply and take precedence in the event
of conflict between the Scheme and this Agreement. Law. This Agreement shall be
construed in accordance with English law and shall be subject to the
non-exclusive jurisdiction of the English courts.
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