Property maintenance - standard terms and conditions
|Last updated:||01 April 2020|
Standard terms and conditions of contract for use with purchase orders for the supply of materials and or the execution of work.
Where no BCC project-specific T&Cs apply it is a condition of the purchase order that directed you to this site that the contractor accepts these standard terms and conditions.
1) "Purchaser" shall mean the Buckinghamshire Council and shall include its duly authorised servants or agents where the context so requires. "Supplier" Contractor shall mean the person to whom the Purchase Order is addressed. "Work "shall mean the supply delivery erection or supervision of erection of the material described in the Purchase Order. "Materials" shall mean those described in the Purchase Order. "Purchase Order" shall mean the Purchaser's official order. The Contract shall include the Purchase Order and these standard terms and conditions.
2) The contract prices payable in respect of the Materials supplied and or the work executed are those specified in the purchase Order.
3) Payment will not be made to the Supplier/Contractor in respect of the Materials supplied or work executed until the Purchaser has certified that the relevant invoice is correct.
4) The invoice should state the place where the goods were delivered.
5) Payment will be made within 30 days of receipt and agreement of the invoice unless otherwise negotiated.
6) The date for delivery of the Materials and or the time for completion of the work shall be that specified in the Purchase Order.
7) Property in the Materials shall not pass to the Purchaser until the work is satisfactorily completed.
8) The Supplier/Contractor shall bear the risk of any damage to the materials which is caused accidentally until property in the materials has passed.
9) Where a specification or code of practice issued by the British Standards Institution or approved by the European Union (EU) is current at the date of the Purchase Order all Materials supplied and all work executed shall be in accordance with that standard. If a higher standard is specified all Materials supplied and all work shall be in accordance with that higher standard.
10) The Supplier Contractor shall only provide samples of the Materials if requested to do so by the Purchaser.
11) The Purchaser shall have power to reject any Materials supplied which are not in accordance with the Contract or are otherwise defective unless he has already accepted them. The Purchaser will not be deemed to have accepted them if he has not been given a chance to examine them.
12) The Supplier/Contractor shall at his own risk and expense and within 7 days of receipt of a notice in writing from the Purchaser remove any Materials rejected by the Purchaser. In the event of failure to do so, the Purchaser may cause the Materials to be removed and all expenses incurred by the Purchaser in connection therewith shall be borne by the Supplier/Contractor.
13) The Supplier/Contractor shall indemnify the Purchaser against any claim for infringement of Letters Patent, Registered Design, Trade Mark, copyright or other protected rights in respect of the Materials supplied.
14) The Supplier/Contractor shall take every practicable precaution not to damage or injure any property or persons. The Supplier/Contractor shall satisfy all claims founded on any such damage or injuries which arise out of or in consequence of any operations under this Contract whether such claims are made by the Purchaser or by a third party against the Supplier/Contractor or against the Purchaser and the Supplier/Contractor shall indemnify the Purchaser against all actions, demands, costs, charges and expenses arising in connection therewith provided however that nothing in this condition shall render the Supplier/Contractor liable for any injury or damage resulting from any negligent act or omission of the Purchaser.
15) The Supplier/Contractor shall have in force and shall require any Sub-Contractor to have in force: a) Employer Liability Insurance and b) Public Liability Insurance for such sum and range of cover as the Supplier/Contractor deems to be appropriate, but not less than £5,000,000 for any one accident unless otherwise agreed by the Purchaser in writing. All such insurances shall be extended to indemnify the Purchaser against any claim for which the Supplier/Contractor or any Subcontractor may be legally liable.
16) If either party is prevented or hindered from carrying out its obligations hereunder by circumstances beyond its reasonable control other than by weather conditions or conditions caused by weather conditions but including any form of Government intervention, strikes and lockouts relevant to the Contract, delays by Sub-Contractors (but only where such delays were beyond the control of the Sub-Contractor concerned), then the performance of such obligations shall be suspended for such time as the circumstances aforesaid last and the party affected shall not be liable for any delay occasioned thereby. Provided that if such delay shall extend for an unreasonable time the party not affected by the circumstances aforesaid may cancel the contract and no liability shall by no reason of such cancellation attach to either party. The Purchaser shall pay to the Supplier/Contractor such sum as may be equitable in respect of work performed prior to cancellation.
Liquidated and ascertained damages
17) Should the Supplier/Contractor fail to deliver the Materials by the date specified in the Purchase Order for any reason not falling within condition 16 above and/or fail to complete the work with the time limit specified the Supplier/Contractor shall pay to the Purchaser 2.5% of the contract price for each week or portion thereof up to a maximum of 15% of the contract price of liquidated damages.
18) The Purchaser shall be entitled to determine the Contract and to recover from the Supplier/Contractor the amount of any loss resulting from such determination if the Supplier/Contractor shall have offered or given to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do or for having done or forborne to do any action in relation to the obtaining or execution of the Contract or any other contract with the Purchaser, or for showing or forbearing to show favour or disfavour to any person in relation to the Contract or any other contract with the Purchaser, or if any of the like acts shall have been done by any person employed by the Contractor or acting on his behalf (whether with or without the knowledge of the Contractor) or if in relation to the Contract or any other contract with the Purchaser the Contractor or any other person employed by him or acting on his behalf shall have committed any offence under the Prevention of Corruption Acts 1889 to 1916, or shall have given any fee or reward the receipt of which is an offence under sub-section (2) of section 117 of the Local Government Act 1972, or any statutory modification or amendment thereof.
19) a) The Supplier/Contractor shall not without the written consent of the Purchaser assign or sub let the Contract (which consent may be given subject to such conditions. If any, as the Purchaser may think fit to impose). b) The Supplier/Contractor shall not without the consent in writing of the Purchaser (such consent not to be unreasonably withheld) sub-let any portion of the Work in excess of those portions or sections of the works which the Supplier/Contractor has expressed a desire to sub-let as stated in the quotation but subject to the firms so named or subsequently to be named by the Supplier/Contractor being approved by the Purchaser. c) Should the Purchaser have reasonable grounds for believing that any of the foregoing stipulations are not being complied with, the Supplier/Contractor shall upon receipt of a notice from the Purchaser produce proof to the satisfaction of the Purchaser of this compliance therewith.
20) The condonation by the Purchaser of any breach or breaches by the Supplier/Contractor or authorised Sub-Contractors of any of the stipulations contained in the Contract shall in no way prejudice or affect or be construed as a waiver of the Purchaser rights, powers and remedies under the Contract in respect of any subsequent breach or breaches of such stipulations.
21) The Supplier/Contractor shall as soon as it is reasonably practicable repair or replace any of the Materials or part thereof or the Work which is or becomes defective during the period of 6 months from the date of delivery of the Materials or completion of the work whichever is the later, where such defects occur under proper usage and are due to faulty design (other than a design made, furnished or specified by the Purchaser for which the Supplier/Contractor has disclaimed responsibility in writing), the Supplier/Contractor's erroneous instructions as to use or erroneous use data, or inadequate or faulty materials or workmanship or any other breach of the Supplier/Contractor Warranties, expressed or implied Repairs and replacements shall themselves be subject to the foregoing obligations for a period of 6 months from the date of completion of the repair or replacement.
Conflict of conditions
22) Where the Supplier/Contractor has submitted a tender incorporating the Purchaser's specific conditions in respect of the Works covered by this Order and those conditions conflict with any of the above, then the specific conditions shall prevail.