The Company: SAB Seventy Four Limited T/A SAB Contract The Contract: This document along with the Contractual Documents and covering page. The Works: The works set out in the document(s) numbered 1- 3 of the Contractual Documents. Practical Completion: The store/work is finished to a standard whereby the Client is in a position to trade fully and there are no outstanding Health and Safety issues.
Interpretation
Headings in the Contract are for ease of reference only and do not affect the construction of any provision contained in the Contract.
Confidentiality
1. The Client hereby agrees that any plans, specifications, drawings or quotations prepared by the Company shall at all times remain the property of the Company and the sole copyright in such items rests with the Company.
2. The Client will not cause or permit any third party to see and/or make use of any plans, specifications, drawings or quotations prepared by the Company without the prior written consent of the Company.
The Works
3. The Company undertakes to carry out the Works with reasonable skill and care and to a reasonable standard.
4. The Company reserves the right to use and/or employ any person (including any (subcontractor) to carry out the Works on its behalf.
Materials / Goods
5. The Company will not be liable for the quality or fitness for purpose of any materials or goods supplied by the Client.
6. The Company will not be liable for any goods or materials supplied by the Company but which have been specified by the Client where the Company would not usually supply such goods in the ordinary course of its works (for example specialist goods or goods required by the client to be from a specific supplier or a specific manufacturer), save for where the Company expressly accepts such liability in writing.
7. Save for as set out above, the Company confirms that any materials or goods supplied by them during the course of the works will be of a satisfactory quality.
8. Title to any materials or goods supplied by the Company in the course of the works will not pass to the Client until payment of the entire Contract Sum has been made.
9. Should the Client fail to pay any sum due under this Contract, the Company is entitled to remove any goods and materials from the Site. This is without prejudice to the Company’s other rights under this Contract.
10. The Client grants to the Company an irrevocable license to enter the Site in order to exercise its rights under clause 11 above.
11. The Client will be responsible for any loss of and/or damage to all goods, materials or property which is on Site (whether fixed or unfixed), where such loss or damage is caused by the Clients actions, failure to act, or negligence.
12. The Client and the Company both warrant that they have valid insurance policies in place to cover any claim for any loss of and/or damage to all goods, materials or property which are on Site (whether fixed or unfixed).
Variations
13. If at any time the Client wishes to vary the Works it must inform a Company Contact.
14. If there are additional works, the Company will price the additional works (or value the deduction from the Contract Sum if the variation is an omission of works) and inform the Client of the same in writing. Within 7 days the Client is required to agree the price (or deduction) in writing.
15. If the price of the varied works is not agreed then the Company is under no obligation to carry out (or omit) such works.
16. For the avoidance of doubt, only the Company Contacts name above has the authority to agree on behalf of the Company to carry out any additional I varied works.
17. If the Company does carry out (or omit) the varied works in circumstances where no price has been agreed for the same, the parties will agree a price in writing after the works have been carried out (or omitted). If the parties are unable to reach such agreement then the Company is entitled to be paid a reasonable sum (or to deduct a reasonable sum) in respect of such works.
18. The Company is entitled to vary the Contract Sum in the following circumstances;
i. Additional work or cost is necessitated through the fault of the Client.
ii. Additional work or cost is necessitated as a result of requirements of
the Planning Authority, any applicable by-laws or Building Regulations
which the Company was not aware of at the time of entering into the
Contract.
iii. Additional works or cost is necessitated as a result in any defect
and/or matter relating to the structure or fabric of the premises, which
the Company was not informed of and/or which was not reasonably
apparent to the Company on inspection of the Site prior to Contracting
Payment
39. The Client agrees to pay the Company the Contract sum in consideration for the carrying out of the Works.
40. The Client agrees the payment terms set out in the Payment Schedule terms document.
41. Payment will become due under this Contract in terms of the Payment Schedule attached hereto.
42. For the avoidance of doubt, the amount stated on the face of an invoice rendered by the Company in accordance with clause 40 above is the sum that will become due under the Contract on the date stated on the document referred to within clause 40 above regardless of the progress of the Works.
43. The Client may not withhold payment after the final date for payment of a sum due under the Contract unless it has given an effective notice of intention to withhold payment not less than 7 days before the date upon which the payment is due.
44. The notice withholding payment must specify
a. The amount proposed to be withheld and the ground for withholding
payment,
Or
b. If there is more than one ground, each ground and the amount attributable to it,
45. Interest at the rate of 5.5% (APR) shall be paid by the Client to the Company on any sums which are not paid by the due date.
46. Interest shall be calculated and shall accrue from the date upon which the sum was due to be paid until the date upon which it is paid.
Termination / Suspension
47. Without affecting the Company’s other legal rights and remedies pursuant to this Contract or otherwise, the Company is entitled to suspend or end the Contract in one (or more) of the following circumstances:
i. If, having failed to pay any sum due under the Contract, the Client still
fails to pay for 7 days after receiving a further written demand from the
Company.
ii. If the Client (or its agent or its contractors) interfere with or obstruct
the Works or fail to make the Site available to the Company after the
Start date and for the duration of the Works.
iii. The Client becomes bankrupt or goes into liquidation or makes a
composite arrangement with its creditors.
48. The Company is entitled to terminate the Contract in the event of any of the above notwithstanding that it has previously suspended works on the same grounds.
49. In the event of the Company suspending or terminating in accordance with clause 47 above, the Client will pay all sums due under the Contract and will indemnify the Company against all costs involved in suspending or terminating the Works and against any losses suffered as a result of the suspension or termination of the Contract.
50. On cancellation of the contract by either party for any reason whatsoever, the Company will be entitled to recover reasonable costs from the Client that were incurred between date of signature of the contract (or any amendments thereto) and the date of cancellation. The Company will provide the Client with a detailed schedule of how these costs are calculated.
Exclusion of Liability
51. The Company shall not be liable for any consequential or indirect loss caused to the Client as a result of anything done (or omitted to be done) by the Company under or in connection with this Contract.
52. Whilst the Company will take all reasonable endeavours to complete this Contract, the Company shall not be liable for any loss cause by a breach of this Contract (including a failure to complete the Works) which is caused by an Act of God, Force Majeure, War, Strikes, Riots, lock-out or other labour disturbances, fire, flood or any other cause beyond the control of the Company.
53. If the Company has to pursue the Client for sums which the Client fails to pay in accordance with this Contract (whether through adjudication, legal proceedings or otherwise), the Client will indemnify the Company for any costs incurred in taking such action. This will include (but is not limited to) any legal costs incurred.[/vc_column_text][/vc_column][/vc_row]
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