(1) "Customer” means the person and/or organisation who purchases Services and Products from the Supplier;
(2) "Consumer" shall have the meaning ascribed in Section 12 of the Unfair Contract Terms Act 1977;
(3) "Contract" means the contract between the Supplier and the Customer for the sale of Products and provision of Services incorporating these Terms and Conditions;
(4) “Products” and/or “Materials” means the products/articles which the Customer agrees to buy from the Supplier as specified in the Proposal and which may be used by the Supplier to deliver the Services.
(5) “Intellectual Property Rights” means any patent, trademark, service mark, registered design, copyright, design right, any contact or database rights, know-how, confidential information or process, any application for any of the above, and any other intellectual property rights recognised in any part of the world, whether or not presently existing or applied for, which are held by the owning party;
(6) “Proposal" means the Job Sheet, Quote or Estimate document or such document which describes the Services and Products to be provided by the Supplier.
(7) "Services" means the building services that the Customer agrees to buy from the Supplier, as specified in the Proposal.
(8) "Supplier" means PGS Services Ltd, a company registered in England and Wales (company number 5409098) whose registered office is at PGS Services Ltd, Unit 107, 61 Victoria Road, Surbiton KT6 4JX, email email@example.com. VAT Registration Number 864032928.
(9) "Terms and Conditions" means these Terms and Conditions, but will also include any special terms and conditions agreed in writing by the Supplier.
(10) “Working days” means any day Monday to Friday from 9am to 5pm, excluding all public and bank holidays in England and Wales.
(1) These Terms and Conditions apply to all contracts for the sale and provision of Products/Materials and Services by the Supplier to the Customer and will prevail over any other agreement, documentation or communication whatsoever between the parties.
2) Nothing in these Terms and Conditions is intended to affect a Customer’s statutory rights as a Consumer.
(3) These Terms and Conditions can only be varied if agreed between the parties in writing.
(4) Any special conditions which apply will be set out in the Proposal.
(5) Any complaints by the Customer must be in writing to the Supplier’s Trading address stated in Clause 1(8).
(6) The Customer is not entitled to withhold any payment of the price, or part thereof, from the Supplier. Any complaints or queries by the Customer, including any snagging lists, must be in writing to the Supplier’s address stated in the Proposal.
(1) Details of the Products/Materials and Services which the Supplier will supply to the Customer are contained within the Proposal supplied to the Customer. Only those Products/Materials and Services as detailed in the Proposal are included. Quotes will be valid for a period of 21 days. Any samples, drawings, specification, product details in any format or any form of advertising material are shown by the Supplier to provide some indication of the Products/Materials and/or Services and are not part of any agreement unless specifically stated within the Proposal.
(2) The price in the Proposal relates to the Products/Materials and/or Services as detailed in the Proposal. However, the Supplier reserves the right to conduct a further survey and revise the price prior to work commencing and will provide the Customer with an Amended Proposal. Where this occurs the Customer is entitled to cancel the work within 8 days of the Amended Proposal and receive a full refund on any deposits paid.
(3) For non fixed price work, such as investigatory or emergency work the Supplier may be unable to provide a fixed price on the Proposal and charge for Services in half hourly increments at the rates provided at the time of booking. There is a minimum charge of one hour's labour.
(4) The charges for some services may be referred to as estimates. This means that the Supplier has estimated the charges for the work but is unable to provide a fixed price because of the nature of the work. For example some work, such as bathroom installations, requires that the Supplier removes items before the Supplier can properly examine the area. Estimates are based on the likely charges but once the Supplier has started the work the Supplier will provide the Customer with details of any additional charges.
(5) Where the Customer requests any additional Services and/or Products/Materials to be supplied or, due to unforeseen circumstances (such as the condition of the existing building or unforeseen obstructions) any additional Services and/or Products/Materials are to be supplied, then these will be put in writing by the Supplier and must be agreed by the Customer before the additional Services and/or Products/Materials can be supplied.
(6) Because the Supplier values health and safety and to comply with the Supplier’s obligations (such as Gas Safe Register) the Supplier may have to assess the risk in the work that is to be undertaken before that work is started. The Supplier will assess the existing products, materials, equipment and installation together with the working area, assess any risk and advise the Customer where there is anything unsatisfactory, unsafe or which poses a risk. This may include issuing the Customer with formal Warning Notices, for example, as per the Gas Safe Register requirements or a Notice of Consequential loss where the Supplier believes that damage may be caused to the Supplier’s property. The Customer should contact the Supplier for any further assistance in this regard.
(7) When the Customer places an Order with the Supplier (“the Order”) they will be deemed to have accepted the Proposal and these Terms and Conditions.
(8) An agreement between the Supplier and the Customer, incorporating these Terms and Conditions, shall only come into force when the Supplier confirms an Order to the Customer. Prior to any confirmation, the Supplier has the right to refuse any Order.
(1) The Price of the Products/Materials and Services is exclusive of VAT and as shown on the Proposal. Any additional Products/Materials or Services to be supplied will be agreed in writing between the Customer and the Supplier and will be subject to additional charges. Unless agreed otherwise in writing, charges are pre-paid and non-refundable.
(2) Payment must be made in accordance with the Proposal.
(3) Where payment or any part payment is overdue (such as if there are problems with the payment method, or payment does not clear for any reason, or is not made on time), then the Supplier will immediately cease or suspend the provision of any Products/Materials and/or Services until full cleared payment is received by the Supplier.
(4) The Supplier will charge interest on overdue payment at the rate of 10% per annum and is also entitled to recover all reasonable expenses incurred in obtaining payment from the Customer, where any payment or part payment due to the Supplier is late.
(5) No registrations, certificates, warranties or similar documentation will be issued or provided until the Supplier has received full cleared payment for all work connected with the Proposal to which the document relates.
(1) Unless expressly agreed otherwise in the Proposal, to enable the Supplier to supply and complete the Services, the Customer will at all times:
(a) provide access for the duration that the Supplier requires to enable the Services to be provided and for any subsequent Quality Control or inspection. This includes vehicle access and parking (by providing parking permits or to cover pay & display expenses)
(b) provide electricity, water and toilet facilities
(c) where applicable, will ensure that the area is clear, free of furniture and the Customer’s other items and that the area is prepared in accordance with the Proposal;
(d) ensure there is adequate ventilation available; and
(e) co-operate with and comply with all reasonable requests from the Supplier within a reasonable time of such a request from the Supplier.
(f) comply with all applicable statutes and statutory regulations
(g) ensure and agree that any information, materials or documents or anything passed to the Supplier have been checked by the Customer as being accurate, suitable for the use the Customer requires, and does not breach any health and safety legislation or the rights of any third party, whatsoever in nature, is not contrary to any law, functions satisfactorily and will be provided by the Customer in the format the Supplier specifies.
(h) inform the Supplier where they know or have any suspicion that there
(i) is asbestos or any other hazardous substance in the area where Services are to be supplied
(ii) is a water softener fitted
(iii) are issues relating to low pressure of water or gas
(i) comply with the Proposal and all and any special terms contained within that Proposal.
(j) be available as Services are concluded to enable the Supplier to provide any information and advice as to maintenance and use (controls etc) etc. Unless agreed on the Proposal, additional visits are subject to the Supplier’s usual additional charges for such visits.
(2) Prior to the Services starting the Customer will obtain all approvals, licences and permissions and authority to enable the Supplier to carry out the Services and where required will provide evidence of such to the Supplier. Unless specified within the Proposal, the costs of meeting this obligation will be the responsibility of and paid directly by the Customer. However, by placing an Order the Customer undertakes that they have the express authority of any owners, and those with any other interest or rights, of the premises where the Services are to be performed.
(3) Where the Customer has supplied any measurements, then their accuracy remains the sole responsibility of the Customer and the Customer will be solely responsible for any expenses incurred because of any inaccuracy or problems arising because of the measurements.
(4) Other than specifically provided for within the Proposal, the Customer will be solely responsible for any replacing of items removed to enable the Services to be supplied and any redecoration required after the Services have been supplied.
(5) The Customer will take all reasonable steps to ensure that the Supplier’s equipment is not damaged or lost whilst on the premises where the Services are supplied.
(6) Where the Customer fails to take such precautions and care, as advised by the Supplier above in clause 5(5), the Supplier will regard this as a breach of the Customer’s obligations which is not capable of remedy and will be entitled to terminate the Agreement immediately. The Customer will be responsible for all and any damages or losses incurred because of the Customer’s failure to take such action, precautions and care.
(7) Unless it has been specifically agreed by the Supplier to the contrary, the Customer is responsible for ensuring that, for the duration of the supply of the Services and until completion, neither the Customer nor any third party visits the area where the Services are being supplied unless accompanied by the Supplier or the Supplier’s authorised representative and shall wear any appropriate personal protective equipment advised by the Supplier.
(8) The Customer shall be solely liable for any expenses incurred by the Supplier as a result of the Customer’s failure to comply with their obligations within the Proposal and these Terms and Conditions.
(9) The Customer shall inspect the Products on delivery and inspect the Services, as applicable, once a day for the duration of the Services and a final inspection within 3 days of completion and shall notify the Supplier of any damaged, missing or defective Products or Services within 3 days from the date of delivery of Products or supply of Services.
(1) The Supplier will supply Products/Materials and Services in accordance with the description of such Products/Materials and Services contained within the Proposal. Time limits provided are estimates only. However, whilst the Supplier will use its reasonable endeavours to supply the Services the Supplier shall not be responsible for any late arrival, failure to provide or any unavailability.
(2) The Supplier will perform the Services with reasonable skill and care and to a reasonable standard in accordance with recognised standards, current trade guidance and in compliance with relevant applicable health and safety regulations. The Supplier also warrants that any Products they supply will comply with any description the Supplier provides.
(3) The Supplier makes no warranty against electronic virus, worms or any other fault or defect or problems which may occur or as a result thereof, including data, materials, documents or any e-mail the Supplier sends.
(4) The Supplier is entitled to appoint a sub-contractor and will supply details of such sub-contractor following a written request from the Customer.
(5) The Supplier will obtain the approvals, licences and permissions as detailed in the Proposal to carry out the Services. Where relevant, the Supplier will also make the required arrangements for relevant inspection as detailed in the Proposal.
(6) The Supplier will only be responsible for waste management, disposal and recycling as detailed in the Proposal. Removal of any additional waste will be at extra cost.
(7) The Supplier will, as applicable, take reasonable steps to:
(a) match any finish with existing materials;
(b) protect furniture, floor coverings and the Customer’s items;
(c) maintain security in the Customer’s premises;
(d) reduce the expansion of external items such as windows, doors and gates;
(e) take care of any key or any other method of entry (including codes, badges, letters of authority, etc.), but this is not guaranteed and the Supplier is not liable in this regard.
(8) If the Supplier connects new products to an existing pipes and/or system, the Supplier will not accept liability for the costs of repairing or replacing parts of the existing pipes and/or system which subsequently develop faults. Nor will the Supplier accept any liability where the Customer’s pipes and/or system do not function properly because the Customer’s gas or water supply becomes inadequate or the water pressure is variable, unless the Supplier has been wholly negligent in the way the Supplier carried out the work.
(9) The Supplier will advise the Customer, as relevant, as to what action, precautions and care must be taken in respect of any gases, oxidizing, corrosive, toxic, explosive, flammable, dangerous, harmful, hazardous noxious or poisonous substances that the Supplier may use to provide the Services.
(10) Except as expressly stated in these Terms and Conditions and Agreement or those statutory warranties which apply to consumers, all warranties whether express or implied, by operation of law or otherwise, are hereby excluded in relation to the Products and Services to be provided by the Supplier.
(11) The Supplier or where applicable its subcontractors shall hold valid and current employer and public liability insurance policies.
(1) The Customer agrees to be responsible for the use of any Products and/or Services supplied and to use the Products and/or Services legally and only for the purposes for which such Products and/or Services are intended to be used and at all times in accordance with any applicable Intellectual Property Rights, manufacturer’s instructions, advice, suggestion, guidance, licence and information. This includes ensuring that the Customer reads all the information and guidance supplied by the manufacturer, undertakes any required precautions and/or tests before use and fully understands what the Products contain and Services comprise of. Where the Customer fails to take such care and precautions advised by the Supplier, then the Customer will be responsible for all and any damages or losses incurred because of the Customer's failure to take such action, precautions and care.
(2) Furthermore, the Customer agrees that they:
(a) are always responsible for their use of Products and/or Services;
(b) will not misuse any Products and/or Services supplied and will abide by any laws applicable to any Products and/or Services supplied.
(3) It is the Customer’s responsibility to ensure that the Products and/or Services are suitable for the Customer’s own use.
(4) The Customer specifically accepts that the effectiveness of any Products and/or Services will also be dependent on correct and effective use, storage, inspection and periodic routine maintenance.
(5) The Customer specifically agrees that the Supplier has no liability and furthermore that the Customer will indemnify the Supplier for any losses or expenses incurred whatsoever, resulting from any breach of this Clause.
(1) The Supplier retains the title in any Products, materials or results of Services until the Customer has made full and cleared payment and the Customer may not place any lien or other chargeable interest on any Products or any of the Supplier’s equipment at any time
(2) The risk in any Products, materials or results of Services will pass from the Supplier to the Customer when they leave the Supplier’s premises, or when they are delivered to the Customer if the Supplier is delivering them to the Customer.
(3) The Customer must store any Products or results of Services carefully, safely and separately from any items which belong to the Customer or any third party.
(4) Both the Supplier and the Customer must hold current, valid, applicable and adequate insurance in respect of any Products, materials or results of Services which are within their care.
In view of the variety of work that the Supplier does, the Supplier has special conditions which relate to particular work. These Special Conditions are attached at Schedule 1.
(1) Extended guarantees and PGS expertCare are subject to separate Terms and Conditions and subject to conditions contained within those Terms and Conditions, such as an annual boiler service by the Supplier and ensuring satisfactory water cleanliness.
(2) In addition to any applicable Consumer’s and/or statutory rights, the Customer is entitled to the benefit of any manufacturer’s warranty in relation to parts supplied and any other guarantee specified on the Proposal in relation to products and/or Services. Most Services are guaranteed to be free from defects in workmanship for a period of 100 days from the date that they Services were supplied provided that the Supplier’s recommendations have been followed by the Customer. For example, as applicable, where the Customer insists on a “temporary fix” or does not have necessary accompanying work such as a powerflush, work and materials will not be subject to any guarantee. At the Supplier’s discretion guaranteed Products or work will be repaired or replaced.
(3) If the Products or Services do not comply with the Proposal or are faulty, then the Customer should notify the Supplier in writing by email or to the Trading address in clause 1(8) within 14 days of such non-compliance or fault. The Supplier will advise the Customer of the next course of action and will, at their sole discretion:-
(a) for Products – provide the Customer with replacement Products, or where a replacement is not available, with a refund. The Supplier will provide replacements which they deem equal to value, quality and performance as the products which are being replaced.
(b) for Services – rectify the problem or provide the Customer with a refund.
However, if the Customer has failed to notify the Supplier of the defect in accordance with clause 10(4) or not paid in full for the Products and/or Services, or the Customer has not complied with their obligations, then the Supplier is under no obligation to rectify any defect in respect of this Clause and the Customer is liable for charges connected with any visit or repair. The Supplier will not be liable for any third party charges unless expressly authorised by the Supplier in writing.
(4) The Customer must adhere to the terms specified in any warranty or guarantee and this entire Clause will not apply if a fault arises due to:
(a) abnormal use or working conditions, failure to follow instructions, misuse, alteration or unauthorised repair, wilful damage, improper or irregular maintenance or negligence on the part of the Customer or a third party; or
(b) any subsequent mechanical, chemical, electrolytic or other damage after risk has passed to the Customer, which is not due to a defect in the Services and/or Products.
(1) Consumers (but not business customers) have cancellation rights under the Consumer Protection (Distance Selling) Regulations 2000, in relations to certain agreements. If a Customer to whom these rights apply wishes to cancel Services and products which have been ordered in a Proposal then they must contact the Supplier in writing by email or to the Trading address in clause 1(8) within 8 days of the date of the Proposal. However, where the Customer has already agreed that the Supplier can start to supply Services or obtain Products then the Customer waives any cancellation or refund rights under legislation.
(2) If one party commits a material breach of these Terms and Conditions and Agreement between them and either:
(a) the breach is not capable of being remedied, or;
(b) where it is capable of being remedied, the breach has not been remedied within 30 days of written notice of the breach by the party who has not committed the breach, then the party who has not committed the breach may terminate the Agreement between them forthwith by written notice to the other party.
(3) Other than as provided for elsewhere in these Terms and Conditions, Proposal or in this Clause, either party may terminate the Agreement between them (as regards some or all of the Services) at any time for any reason, by giving to the other 14 days’ written notice. Any payment which is due for Products and Services supplied up to the date of termination remains payable. Any payment already made for Products and Services supplied up to the date of termination is non-refundable.
(4) Any Agreement will automatically terminate if either party, as applicable, passes a resolution for winding up (other than for the purpose of solvent amalgamation or reconstruction) or a court of competent jurisdiction makes an order to that effect, ceases to carry on its business or substantially the whole of its business, or is declared insolvent, or convenes a meeting of or makes or proposes to make any arrangement or composition with its creditors; or a liquidator, receiver, administrative receiver, manager, trustee or similar officer is appointed over any of its assets.
(1) Nothing in these Terms and Conditions shall exclude or limit the Supplier’s liability for death or personal injury resulting from the negligence of the Supplier or their employees or agents.
(2) The Supplier shall never be liable for any indirect, incidental or consequential loss or damage, including any economic loss or loss of profit or business whatsoever suffered by the Customer or any third party howsoever caused, including as a result of any negligence, breach of contract, misrepresentation or otherwise.
(3) Time limits provided are estimates only and time shall not be of the essence and the Supplier shall incur no liability to the Customer in respect of any failure to complete the Services by any agreed completion date.
(4) Other than those implied by law where the Customer is dealing as a Consumer, in the event of the Supplier breaching any of these Terms and Conditions, the Customer’s remedies are limited to damages which in no circumstance whatsoever will exceed the price of the Products and/or Services.
The Customer will indemnify the Supplier against all claims, costs and expenses which the Supplier may incur and which arise, directly or indirectly, from the Customer’s breach of any of its obligations under these Terms and Conditions and Agreement, including any claims brought against the Supplier alleging that any Products and/or Services manufactured/designed according to the Customer’s specification and provided by the Supplier in accordance with the Proposal infringes any rights whatsoever of any third party.
The Supplier shall not 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, accidents, war, fire, strikes, lock outs, failure of any communications including telecommunications or computer systems, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Supplier shall be entitled to a reasonable extension of its obligations.
(1) Any Notices or either party must be sent by e-mail, or to the address which appears on the Proposal.
(2) Unless the contrary is proved, Notices sent by e-mail will be deemed to be received on the day on which they were sent.
(3) Notices being served by post must be served using Royal Mail Special Delivery or other guarantee services and will be deemed to have been received on the date that Royal Mail obtains a record of receipt from or on behalf of the addressee.
(1) Nothing in these Terms and Conditions and no express or implied waiver by the Supplier in enforcing any of its rights under any contract shall prejudice its rights to do so in the future.
(2) Each clause or any part at all of these Terms and Conditions and Agreement is to be regarded as independent of the others. This means that should any clause or any part at all of these Terms and Conditions and Agreement be found to be unenforceable or invalid, it will be severed and will not affect the enforceability or validity of the rest of these Terms and Conditions.
(3) Save as expressly provided in these terms neither party may, without the prior written consent of the other, assign, transfer, charge, license or otherwise dispose of any rights or obligations under the Agreement.
(4) These Terms and Conditions and Agreement shall be interpreted, construed and enforced in accordance with English law and shall be subject to the exclusive jurisdiction of the English Courts.