Terms & Conditions

 1.    DEFINITIONS

1.1  The definitions and rules of interpretation in this clause shall apply in these terms and conditions.
Commencement Date means the date that the Contractor shall commence work as agreed between the Contractor and the Client from time to time, but no later than 15 days from the date of the Quotation, unless otherwise agreed in writing between the Contractor and the Client.
Completion Date means the date the Works are intended to be completed as agreed between the parties from time to time.
Contractor means the contractor; Boundary Co supplying the quotation and works to which these terms and conditions apply.
Client means the person, firm or company who enters into a contract with the Contractor for the provision of fencing and security related works.
Quotation means the written estimate provided by the Contractor for the completion of the Works.
Specification means the documents including plans and/or details within the quotation describing the Works provided by the Contractor

Site means the location where the works are to be performed by the Contractor.
Works means the work to be carried out by the Contractor under the contract as set out in the quotation together with any other services which the Contractor agrees to provide to the Client.

1.2 Paragraph headings shall not affect the interpretation of these conditions.
1.3 A person includes a natural person, corporate or unincorporated body (whether or not having a separate legal personality) and that person’s legal and personal representatives, successors and permitted assigns.
1.4 Words in the singular shall include the plural and vice versa.

2. GENERAL

2.1 In these conditions of sale:
(a) The company means Interscape Uk Ltd T/A Boundary Co Ltd.
(b) The customer means any person contracting with the company for the supply of
products or services.
(c) These conditions may only be modified by a variation in writing signed on behalf of the company by a Director.
(d) Making a purchase will be taken as agreement to these conditions of sale.

3. THE SCOPE OF THE WORK:

3.1 The contractor (Boundary Co) shall carry out and complete the fencing and/or associated security work described in the Contract Documents in a good and workmanlike manner. He shall have no obligation to execute any further work unless otherwise agreed in writing between the parties. If there shall be any discrepancy between any specification and drawing, the description contained in the specification shall prevail over the drawing.
3.2 The client is responsible for obtaining any necessary planning permission for the works and for fulfilling statutory requirements.
3.3 These Conditions shall be deemed to be incorporated into any contract between the Client and the Contractor and shall take precedence over any other terms and conditions (unless identified and agreed in writing by the Client/Contractor, and any deletion, substitution or amendment to these terms shall not take place unless agreed in writing by the Contractor and the Client.
3.4 If there is any inconsistency between clients’ expectations of works required and description of the works in the Specification and /or quotation, the latter shall prevail.
3.5 The Contractor shall carry out and complete the works described in the Specification with reasonable care and skill and in a proper and workmanlike manner. Should any inconsistencies be found between the contract documents, these are to be highlighted and a revised price agreed prior to the Commencement Date. If any such inconsistency comes to light after the Commencement Date the Contractor shall be entitled to be paid a reasonable sum for any extra work or cost thereby incurred.
3.6 The Client shall obtain all permissions, give all notices and pay all fees required under any Act of Parliament or any regulation or by the law of any local authority or statutory undertaker having any jurisdiction with regard to the Works and the Client shall indemnify the Contractor against any claim, proceedings, loss or expense resulting from the Client’s breach of this clause in whole or in part. The Client must produce copies of all relevant approvals to the Contractor prior to the Commencement Date. If not produced, work should not commence.

4. QUOTATION

4.1 A quotation shall remain open for acceptance within 7 days of the date shown and thereafter lapses automatically, unless otherwise agreed in writing between the Contractor and the Client.

5. VARIATIONS

5.1 Variations to the works as described will only be undertaken upon instructions given in writing by the Client to the Contractor. Oral instructions will not be instructed. It should be noted that site personnel have no authority to alter the contract in any way. The price of any additional work, properly treated as a variation, will be based upon costs prevailing at the date of the instruction

6. CONTRACT SUM

6.1 The Contractor shall provide the Quotation in writing specifying the Works to be carried out and the cost of the Works.
6.2 The Quotation shall remain open for acceptance for 7 days (or such other period as may be agreed in writing) from the date it is provided by the Contractor. If the Quotation is not accepted by the Client in writing within this period, the Quotation will lapse and be deemed to have been withdrawn.
6.3 If the Client accepts the Quotation in writing within the period stipulated in clause 6.2 the price contained in the Quotation shall become the ‘Contract Sum’ except as expressly provided in these terms. A binding contract will come into existence when the Client accepts the Quotation in writing.
6.4 The Client may issue to the Contractor reasonable instructions to vary and modify the quality and quantity of the Works. All instructions given by the Client must be given in writing. The Contractor is not under an obligation to carry out a verbal instruction until it is confirmed in writing, except in the case of an instruction being issued by the Client in an emergency e.g. health and safety matters. All instructions issued in an emergency shall be confirmed in writing within 3 days and the Contractor shall be entitled to be paid for work properly carried out in accordance with any such instruction.
6.5 If the variation will alter the cost of carrying out the Works, the Contractor will provide a written Quotation for the cost of carrying out the variation and the effect it will have on the Completion Date. The Client and the Contractor will agree on an adjustment to the Contract Sum in writing. If the Client receives the amended Quotation and wishes to proceed, the Client shall confirm his instruction to proceed in writing, accepting the new Quotation and the extended Completion Date.
6.6 Where any additional or substituted work is of a similar nature to the Works, such works should be valued to the cost breakdown set out in the Quotation. Otherwise, such work shall be valued at fair rates and prices agreed prior to execution and any additional payment due to the Contractor or any extension to the Completion Date shall be added to the Contract Sum and Completion Date respectively.

7. RIGHT TO CANCEL

7.1 If this contract is made at a location that is not the usual place of business of the Company, you may have rights to cancel the same under the Consumer Contracts etc. Regulations 2013. Provided you have been supplied with a notice as prescribed by such Regulations (which, if applicable, should be attached to and is hereby incorporated in this contract document), such right to cancel will expire 14 days after receipt of the said notice.

8. PAYMENT

8.1 The Contractor shall be entitled to receive interim payments at the intervals stated in the Quotation if required. If no valuation dates are stated or agreed the Contractor may invoice on completion of works and payment shall become due 14 days after date of Contractor’s invoice.
8.2 Without prejudice to the Contractor’s other rights and remedies, if the Client shall fail to pay as provided in the above clauses, the Contractor shall be entitled to suspend works 3 days after giving notice to that effect to the Client.
8.3 The Client shall pay to the Contractor any Value Added Tax properly chargeable on the supply to the Client of any goods and services under these terms. The Client may at any time request appropriate evidence of the Contractor’s current VAT registration status. Should the Contractor fail to provide evidence then the Client may withhold amounts attributable to VAT on any outstanding payment.
8.4 Interest on all payments due from the Client to the Contractor shall accrue and be payable from the date when payment first becomes due on a daily basis until the date of actual payment at a rate equivalent to 4% over the base lending rate for the time being of Lloyds Bank and shall accrue at such rate after as well as before any judgment.

9. THE SITE

9.1 The Client warrants that the site is free from springs, flooding, rock, tree stumps not specified to be removed, mine workings, covered wells or other cavities, running sand, service pipes and cables, sewage or land drains, foundations of former buildings or other hazards or obstructions which are not discoverable upon visual inspection of the surface of the site or made known in writing by the Client to the Contractor prior to the date upon which the Contractor submits the quotation overleaf. If the Client breaches the above warranty the Contractor shall be entitled to make a reasonable charge for all additional work necessarily and properly executed by the Contractor as a result.
9.2 Adequate access to the site must be made available by the Client to the Contractor to enable the work to be carried out in a regular and economic manner.

10. DELAY/ DISRUPTION

10.1 The Contractor undertakes to use all reasonable endeavours to complete the works within a reasonable time. The Contractor shall incur no liability however for any delays or non-performance arising from force majeure, adverse weather conditions, strikes, lockouts, war or other hostilities or any active event beyond his reasonable control in whole or in part.

11. COMMENCEMENTS, COMPLETION, DELAY AND DISRUPTION

11.1 The Client shall give to the Contractor full possession of the Site together with proper and adequate access to allow the Contractor to carry out and complete the Works and the Contractor shall commence the Works on Site on the Commencement Date.
11.2 The Contractor shall take possession of the Site and commence the Works on the Commencement Date and shall proceed with due diligence and use reasonable endeavours to complete the Works by the Completion Date.
11.3 If it becomes reasonably apparent to the Contractor that the progress of the Works is being delayed and/or the Works will not be completed by the Completion Date, the Contractor shall within 3 days of any event or occurrence giving rise to such delay notify the Client in writing of the cause and duration of such delay. The Completion Date will be extended by a fair and reasonable amount of time if the Contractor:
a) Has to spend extra time completing the Works because of variations made to the Specification.
b) the Works are delayed by any act or omission of the Client.
c) cannot finish the Works on time for reasons beyond his control such as excessively adverse weather conditions, and/or variable site conditions and/or any delay caused by the Client and/or late delivery of supplies to site.
11.4 The Contractor shall be entitled to claim any reasonable additional costs incurred as a result of the Completion date being extended due to any events that may occur as detailed in clause 11.3 and such additional costs shall be added to the Contract Sum.
11.5 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the contract.
11.6 Nothing in these terms limits or excludes the liability of the Contractor;

(a) for death or personal injury resulting from negligence; or
(b) for any damage or liability incurred by the Client as a result of fraud or fraudulent misrepresentation by the Contractor.

11.7 Subject to clauses 11.5 and 11.6, the Contractor shall not be liable for: (a) loss of use; or
(b) any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses including loss of enjoyment and injury to feelings; or
(c) loss of profits or business.

11.8 The Contractor’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising out of or in connection with the performance or contemplated performance of the contract shall be limited to the amount of monies actually received by the Contractor under the contract.

12. MATERIALS ON SITE

12.1 Materials delivered to the site become the responsibility of the Client, and the Contractor accepts no responsibility for loss, damage or expense after delivery of the materials to site for any reason, including pilfering while materials are on site during the course of the contract works, where such losses are beyond the Contractors reasonable control.
12.2 All materials bought on site by the Contractor, which prove to be in excess of his requirements, shall remain the property of and shall be removable by the Contractor who shall have the right to enter the site for that purpose.

13. MATERIALS

13.1 Where any materials have been incorporated into the Works or the Site, the property in such materials and goods shall pass to the Client immediately upon their incorporation notwithstanding that the value of such materials and goods may not have been included in any interim payment or final payment or any payment received by the Contractor in respect thereof.
13.2 Unfixed materials and goods delivered, placed on or adjacent to the Site and intended for use in connection with the Works shall remain the property of the Contractor until the value of such materials and goods have been included in any interim or final payment and the amount has been discharged whereupon such materials and goods shall become the property of the Client.
13.3 The Client and the Contractor may agree on payment for offsite materials and goods in which case such materials and goods shall become the property of the Client upon payment and shall be so identified.
13.4 The Intellectual Property submitted by the Contractor shall remain the property of the Contractor. It may not be used by the Client, nor reproduced or communicated to a third party without the Contractor’s express prior written consent.

14. QUALITY OF ALL WORKMANSHIP

Will be in accordance with recognised constructional practice and that materials supplied will be suitable for their intended use. Unless otherwise stated, timber supplied will be pressure treated. It should be noted that timber products can be prone to some natural movement for which the Contractor can accept no liability.

The Contractor accepts no responsibility for damage caused by severe winds or other natural forces, or malicious or accidental occurrences. 

15. EXCAVATION/FOUNDATIONS/ SPOIL

Where reasonable inspection of below-ground conditions is not possible prior to quotation, the contractor reserves the right to make fair and reasonable charges for extra costs arising.

16. DISPUTES

Any dispute, question or difference arising under or in connection with this contract shall in the first instance be submitted to adjudication and thereafter to the exclusive jurisdiction of the English Courts.
The Adjudicator shall act as an expert and shall not be bound to follow the principles of law but may decide the matter submitted to him according to what he considers fair and reasonable in all the circumstances. The costs of the proceedings shall be borne by both parties or as otherwise agreed with the Adjudicator.

17. DATA PROTECTION

17.1 This section sets out how the Company collects your personal data, how the Company uses it and who the company shares it with. Under the Data Protection Act 1998 (the “Act”), your data controller is Boundary Co.
17.2 Access to Personal Data: The Act gives you the right to access information held about you by the Company. Your right of access can be exercised in accordance with the Act.

18. SEVERANCE

Each of the provisions of these conditions is separate and distinct from the others and if any of them is held by competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected.

19. ASSIGNABILITY

19.1 The Client shall not assign, delegate or otherwise deal with any of his rights and obligations under the contract without the prior written consent of the Contractor.
19.2 The Contractor is entitled to assign its rights and conditions under the contract in whole or in part at any time.

20. RIGHTS OF THIRD PARTIES

This contract is made for the benefit of the parties to it and (where applicable) their successors in title and permitted assigns and is not intended to benefit or be enforceable by anyone else pursuant to the Contracts (Rights of Third Parties) Act 1999 or analogous legislation.

21. ENTIRE AGREEMENT

21.1 These terms, and any documents referred to herein, constitute the entire agreement between the parties and supersede any previous arrangement, understanding or agreement between them relating to the subject matter they cover.
21.2 The Client acknowledges that, in entering into this contract, it has not relied on any statement, representation, assurance or warranty (whether made negligently or innocently) other than those expressly set out in this contract or in the documents referred to in it.
21.3 The Client and the Contractor agree that all liability for and remedies in respect of any representations other than those expressly set out in this contract or the documents referred to in it are excluded (except always that nothing in this clause or elsewhere in these terms shall seek to limit liability for fraudulent misrepresentation(s)).

22. GOVERNING LAW AND JURISDICTION

22.1 This contract and any dispute or claim arising out of it or in connection with it or its subject matter shall be governed by and construed in accordance with the law of England and Wales.
22.2 The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with the contract.