In this Agreement unless otherwise specified:
1.1 Where reference is made to “Oakleafe” this refers to Oakleafe Property Services , Unit 18D, Midas Business Centre, Wantz Road, Dagenham, Essex , RM10 8PS.
1.2a Where the context permits words importing the singular shall include the plural & vice versa; and words importing
the masculine shall include the feminine & vice versa
1.2b References to clauses & schedules are to clauses of, and schedules to this Agreement.
This agreement shall be effective on commencement date for works as stated under this agreement for the period as set out and subject to
clause 2.1 of this agreement.
a) The other party commits any material breach of the terms of this Agreement
An order is made or a petition is presented or an effective resolution is passed or order is made for the bankruptcy or winding up of the other party
A receiver or administrator is appointed over all of the assets of the other party or an administration order is made with regard to the other party
Termination of this agreement shall be without prejudice to any rights & obligations existing at the date of termination, or any claim by one party
against the other for any breach of this agreement committed prior to termination, which shall continue unaffected.
LATE PAYMENTS : Overdue payments will be charged at 8% above the Bank of England base rate. This will be calculated on a daily basis, from
the date the amount was due and at the rate in force each day.
The Service provider undertakes to provide the services as set out in Schedule 1 to this agreement (the services) in consideration of the payment
as set out in schedule 2 to this agreement.
The services shall be carried out by the Oakleafe with all reasonable skill and care, and in full compliance of relevant established current professional standards which upon request are to be made available to the customer.
LOSS & DAMAGE & INSURANCE :
Oakleafe maintainsw during the term of this Agreement an insurance policy with a reputable insurance company upon terms which are sufficient to cover his liabilities under this Agreement, including without limitation his liabilities under clause 3.4 The Service Provider shall upon request produce to the customer a copy of the said insurance policy, and a receipt for the payment of the current premium. For the avoidance of doubt the Service Provider shall be liable under all of the provisions of this Agreement, including without limitation clause 3.4, whether or not he complies with the provisions of this clause 3.3
3.4 The Service Provider will pay the customer any losses and damages incurred by them as a result of their legal liability for either personal injury to or the death of any person arising out of or in the course of or caused by carrying out the services. However this will NOT apply if the personal injury or death is caused by the customer’s negligence or the negligence of any person that the customer is responsible for. The Service Provider will pay any losses the customer has to pay as a result of the customer’s legal liability for loss and damage to any property of a third party which arises out of or in the course of or is caused by carrying out the services and is caused by the Service Provider negligence or the negligence of any person they are responsible for. The Service Provider under their obligations of this agreement will include the customer as an insured person under their insurance policies. This is known within the Insurance Industry as ‘indemnity to principal clause’ The Service Provider will be responsible for insuring against any loss of and damage to the work until practical completion or the customer ends the agreement, which ever happen first.
3.5 The Service Provider will only be responsible for any loss of and damage to any existing structures and contents, if the loss and damage is caused by their negligence or by the negligence of any person whom Oakleafe is responsible for. If part of the loss or damage is caused by a third party Oakleafe will only pay the share that is applicable to them.
3.6 The Service Provider will credit all interim payments by the Customer for the provision of services to the final bill settlement. If requested the
Service Provider will promptly issue the customer with reports and or receipts for such payments.
3.7 HEALTH & SAFETY and WELFARE:
a) Oakleafe will be responsible for all heath & safety issues relating to the Services.
b) The customer will provide electricity and water for the contractor in relation to the works. Unless supplied in writing.
3.8 Oakleafe will remove all rubbish, surplus materials, tools and scaffolding (if applicable) on the project site and leave it clean and tidy. However Oakleafe will not be responsible for removing any items the customer or any person that the Oakleafe does not control placed in or on the project site.
3.9 Oakleafe undertakes that in the event being unable personally to perform the services in accordance with his obligations under this agreement, can provide a suitably qualified alternative (substitute) that is acceptable to the customer. Provision of such a subsitute /s shall be under a sub contract agreement between Oakleafe and the substitute, and rights and obligations of Oakleafe under this agreement shall not be affected, nor shall the customer be under obligation to pay any fees to the substitute for the provision by him of the services.
If applicable, the customer must pay interim payments to agreed terms promptly and as previously agreed with Oakleafe and as stated.
Under this agreement.
The customer must pay the Service Provider the final bill payment to agreed terms on satisfactory completion of the Services and Project as previously stated under this agreement & agreed with the Service Provider within 28 days net.
DISPUTES / WITHOLDING PAYMENT:
The customer must inform Oakleafe as soon as possible & in writing of any concerns relating to the Services/Works. This must include whether:
Payment is to be withheld
Setting out the amount that you will withhold and the reason for withholding payment
If there is more that one reason each reason and the amount which applies to it.
The Customer must ensure that the project site in relation to the services that are to be provided by Oakleafe is available on the commencement date and for the time it takes to complete the project. The customer must not interfere with or obstruct the work/services or fail to make the work site available (without good reason) for the period of works (or any one or more of these)
The customer is responsible for any loss of and damage to any existing structures and contents unless it falls within Oakleafe obligations as set out in clause 3.5. The customer must ensure that adequate insurance cover is taken for their liabilities under this condition and upon request evidence to be supplied to the Service Provider
The customer will extend the contract period by a reasonable period to take into account any one (or more) of the following:
Delayed instructions or lack of instructions by the customer on any one (or more) of the following;
Changes to the work (see clause 3.16)
The customers choice of materials (see clause 3.18),
If Oakleafe is legally entitled to suspend the contract,
If the work is obstructed by a matter Oakleafe does not control, weather conditions which delay or prevent the Services being carried
out, Civil commotion, wars, riots and lock outs.
CHANGES TO THE WORK / ADDING TO THE WORK :
If the customer wishes to make changes to the afore said works it must be communicated verbally and submitted in writing to Oakleafe within 7 days.
Oakleafe will communicate to the customer by the same method as to and if applicable:
a) If this can be accommodated
b) Change of price
c) Revised services schedule / completion date .
Oakleafe will carry out any change instructed by an appropriate local authority or public utility officer, but only after giving the customer notice. However if the customer can change those requirements, while still meeting their obligations under clause 3.17 the customer may do so, but they must tell Oakleafe in writing before Oakleafer starts to carry out that change. In these cases
the price will be adjusted accordingly by: written agreement beforehand if possible, or later written agreement, or referring to any priced documents if applicable, or reference to daily rates or a reasonable amount for the work done or goods supplied.
CONSENTS / APPROVALS / SPECIFICATIONS:
Unless Oakleafe agrees in writing the customer is responsible for all documents & consents relating to the services/works (drawings, planning permission, permits, building regulations & to be fit for their intended purpose) and pay for all relevant fees. If the customer breaks this condition they will be liable for any reasonable losses or damages that are incurred by Oakleafe as a result . Unless in writing the Service Provider will not be responsible for any plans /specifications unless prepared & supplied by them.
Any materials or goods Oakleafe supplies will be of satisfactory quality, of the description given for their type, as far as possible, of the appropriate British Standards & codes of practice, fit for their normal purposes or purposes made known. Oakleafe will NOT be liable for any materials or goods that:
a) The customer has provided
b) Defects in quality/workmanship due to the conditions of the project site that existed before works were commenced by the Service Provider
c) Defects caused by the customer or any other person or event which happens after the completion date.
OWNERSHIP OF MATERIALS OR GOODS:
The customer will not own any materials or goods delivered to the work site under the provision of the services which included materials & goods until Oakleafe has been reimbursed.
The customer will reimburse Oakleafe for all reasonable expenses incurred in the discharge of his obligations under this Agreement, provided that all such expenses will be subject to the prior written approval of the customer. Expenses are to be accounted for and reimbursement will be made against vouchers/receipts approved by the Customer.
On completion of the services, Oakleafe shall provide to the customer all appropriate certificates, instruction booklets/receipts and
guarantees for equipment supplied and or installed as part of the works/services provided (as varied)
All communications and information supplied to or obtained by Oakleafe in the course of or as a result of the discharge of his obligations under this Agreement and any information relating to any invention, improvement, report, recommendation or advice given to the customer by the Service Provider in pursuance of his obligations shall be treated by the Service Provider as confidential and shall not be disclosed by him to any third party or published without prior written consent of the customer, such consent not to be unreasonably withheld.
Except as otherwise provided in this Agreement, all notices, instructions or other communications shall be in writing and may be made by facsimile message, email, by letter or other form of communication as agreed between the parties from time to time, and delivered to the requisite party at its address . Any communication shall be deemed delivered:
a) If delivered by hand, at time of delivery
b) If posted by first class recorded delivery post, when delivery is recorded
c) If sent by facsimile message at time of transmission
The obligations imposed upon the Service Provider under clause 3.21 shall survive the expiry or termination of this Agreement.
The Law of England & Wales applies to this contract.
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