08.00 TO 18.00
Monday to Saturday
Suite 2, 20-22 Queens Square, Hoddlesden, BB3 3NQ
Builders Alliance Ltd reserves the right to delay any commencement of work until the Client has agreed to the Terms and Conditions.
This is an agreement between Builders Alliance Ltd (Hereafter assigned to as "The Supplier" and the Client (hereinafter referred to as "The Customer") (each a Party and collectively "The Parties").
1.ACCEPTANCE OF AGREEMENT:
The Customer agrees to the terms and conditions described in this Agreement. This Agreement establishes the complete and only Agreement between the Supplier and the Client. It supersedes all prior or contemporaneous representations, agreements, warranties and understandings concerning the Supplier and Customer relationship, the content, products or services rendered by us and the subject matter of this Agreement.
1.1 Signature: The Customer shall accept the terms of this Agreement by way of virtual signature emailed to the Supplier, or in hard copy and returned to the Supplier by post.
The Supplier agrees to execute the Services for the Customer as declared in the Quote documentation previously given to the Customer and in accordance following the terms and conditions set forth herewith in this Agreement.
As consideration for the Services to be provided by the Supplier and other obligations, the Customer shall pay the Supplier the amounts specified in the Quote.
3.1 Invoicing. The Supplier shall bill the Customer in advance of the execution of the Services as specified in the Quote. The Customer shall pay the Supplier one-third the total invoice amount before the performance of the Services, one-third of the full invoice amount halfway through the Services, and one-third of the total invoice amount immediately upon completion of the Services.
3.2 Late Payments:
Payments not received by the due date will result in immediate work cessation. The Supplier reserves the right to refuse completion of work until past unpaid balances are paid. Final balance payments not received immediately upon completion will result in interest being accrued.
3.3 Interest on Late Payments:
In the event, the Customer fails to remit payment of any amount under this Agreement on or before the due date, in addition to any other rights the Supplier may have hereunder, the payment will accrue interest of 5% above the base lending rate from time to time of the official dealing rate of the Bank of England, accruing daily and being compounded quarterly until payment is made, whether before or after any judgement and the Customer shall pay the interest immediately on demand. The Supplier reserves the right to initiate collection enforcement for non-payment of invoices.
3.4 Collection Enforcement: In the event of collection enforcement, the Customer shall be liable for any costs associated with such collection, including but not limited to, legal expenses, attorney's fees, court costs, and collection agency fees.
4.TERM OF AGREEMENT:
The Supplier shall provide, with reasonable care and skill, and otherwise in the manner customarily performed by service providers in the groundwork and resin installation industry, services to the Customer on an ongoing basis from the installation date agreed between the Supplier and the Customer. The Supplier reserves the right to delay the commencement of execution of Services due to inclement weather or other unforeseen circumstances by up to and including fourteen days from the date previously agreed in writing with the Customer.
4.1 Early Termination:
Either Party may terminate this Agreement immediately in the event that either Party breaches this Agreement. The Customer may terminate this Agreement within fourteen days or up to the agreed date for commencement of execution of Services. The Supplier may terminate this Agreement for health and safety, legal or any other reason preventing the Supplier from undertaking the duties.
4.2 Payment Upon Early Termination:
In the event of such termination, the Supplier shall be paid for any materials purchased and Services that have been performed prior to the termination in accordance with the Statement of Work. In the event of a termination by the Customer as a result of a delay to the commencement of Services due to inclement weather or other unforeseen circumstances, the Customer shall be responsible for full payment of the invoice.
5.STATEMENT OF WORK.
The Statement of Work and the obligations thereunder shall terminate upon the Client's acceptance of all Services and Work Product contemplated therein and full payment to the Supplier thereunder. The Parties may enter into any subsequent Statement of Work for additional Services to be performed by the Supplier which shall be subject to the terms of this Agreement unless otherwise specified. The other Services will be agreed in subsequent email correspondence between the Parties.
6.CHANGES TO THE SERVICES.
Any material changes to the Services, including the schedule, deliverables, and related fees, must be approved by the prior written consent of the Party not requesting the change.
In the performance of its obligations hereunder, the Supplier shall have the right, in its sole discretion, to assign, transfer, charge, delegate or subcontract its rights and responsibilities to any third party, provided that the Supplier shall remain responsible for the performance of any such third party. The Customer shall not, without the Supplier's prior written consent, assign or transfer in any other manner with all or any of the Customer's rights or obligations under the Agreement.
8.LOCATION OF SERVICE PERFORMANCE.
Services shall be performed and provided at the address supplied by the Customer in written correspondence to the Supplier.
9.OFFICE HOURS AND COMMUNICATION.
Office opening hours are Monday to Friday 9.00 am - 5.00 pm. Email is to be the primary form of communication between the Customer and the Supplier. The Supplier is available for phone calls outside of office hours for emergencies.
10.MATERIALS AND INFORMATION.
The Customer shall provide the Supplier and authorised employees and subcontractors with access to the premises required to complete the Services, provide the Supplier with all information necessary to perform the Services and obtain any necessary licences and consents (unless otherwise agreed). The Customer is responsible for furnishing all pertinent information, and for furnishing accurate, truthful and complete information required for the Supplier to perform or complete the Services.
The Supplier will process the following personal data on behalf of the Customer during for the purposes specified below:
Customer Name and Contact Information (phone number, email address, postal address, URL).
The Supplier will use the other Party's data for internal recordkeeping, improving services and transmission by email of marketing materials. The Supplier will share personal data with employees and third-party agents (subcontractors) who provide services to the Supplier, which require the processing of personal data and to perform functions on behalf of the Supplier.
12.INDEPENDENT CONTRACTOR RELATIONSHIP.
The Supplier's relationship to the Customer shall be that of an independent contractor. Nothing in this Agreement shall be construed to create any partnership, joint venture, employer-employee or agency relationship between the Customer and the Supplier. The Supplier shall not represent to any third party that any such relationship exists. The contractual relationship shall be non-exclusive. The Supplier shall be free to work with other companies so long as such work does not present a conflict of interest with regards to this Agreement or result in the disclosure of Confidential Information (defined below).
Both parties agree to defend, protect, indemnify and hold one another harmless from any and all lawsuits, claims, damages, demands, liabilities or losses, including reasonable attorney fees and costs, brought, made or claimed as a result of any acts, including omissions, which are not outlined in this Agreement.
14.WARRANTIES AND REPRESENTATIONS.
Each Party hereby warrants and represents that such Party is free to enter into this Agreement and that this Agreement does not violate the terms of any agreement between such Party and any third party.
15.LIMITATION OF LIABILITY.
In no event will the Supplier be liable for any consequential, indirect, exemplary, special, or incidental damages arising from or relating to this Agreement. The Supplier's total cumulative liability in connection with this Agreement, whether in contract or tort or otherwise, will not exceed the aggregate amount of Fees owed by the Customer to the Supplier for Services performed under this Agreement during the 12 months preceding any settlement or adjudication of any claim.
The Supplier confirms that the appropriate insurance coverage with regards to the services agreed upon has been obtained.
16.WORK PRODUCT CONFORMITY.
The Supplier further warrants that the Work Product will fully conform to the specifications, requirements and other terms outlined in this Agreement (the "Specifications") and the attached Exhibit A. If the Customer determines in its sole discretion that the Work Product does not conform to the Specifications, the Customer shall inform the Supplier, within three working days of the Work Product delivery, of such nonconformity. If the Customer does not voice any concerns within three working days, the Supplier is not obligated to do any remedial work. If the Customer's request goes beyond the Specifications, the request will not be considered a corrective offer, and the Supplier will inform and bill the Customer with regards to the requested changes.
17.AMENDMENTS AND WAIVERS.
Any term of this Agreement may be amended or waived only with the written consent of both Parties.
The Supplier shall not be considered in breach of this Agreement to the extent that performance of the obligations outlined herein is prevented by an event of Force Majeure, including but not limited to:
The validity, interpretation, construction and performance of this Agreement shall be governed by the laws of England and Wales, without giving effect to the principles of conflict of laws. The Parties may agree to alternative methods of dispute resolution, including negotiation, mediation and arbitration. Unless any alternative dispute resolution procedure is agreed between the parties, the parties agree to submit to the exclusive jurisdiction of the Courts of England and Wales in respect of any dispute which arises out of or under this Agreement.
If one or more provisions of this Agreement are held to be unenforceable under applicable law, the parties agree to renegotiate such provision in good faith. In the event that the parties cannot reach a mutually agreeable and enforceable replacement for such provision, then (i) such provision shall be excluded from this Agreement, (ii) the balance of the Agreement shall be interpreted as if such provision were so excluded and (iii) the balance of the Agreement shall be enforceable in accordance with its terms.
This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together will constitute one and the same instrument.