TERMS & CONDITIONS

Welcome to the Chester Gates and Barriers website terms and conditions. These Terms and Conditions apply to the use of this web www.chestergateandbarrier.co.uk and by accessing this website and/or placing an order, you agree to be bound by these Terms and Conditions set out below. Using this website indicates that you accept these terms regardless of whether you choose to register with us or order from us. If you do not accept these terms, do not use this website. Before you place an order, if you have any questions regarding these terms & conditions please contact our Customer Services Team either by email or telephone on 01244 815601 between 9am-5pm

Contractual Agreement Notice
By reading and verbally confirming acceptance of our Terms and Conditions, you expressly acknowledge and agree that a legally binding contract is formed between yourself (“the Client”) and Chester Gates and Barriers. Such acceptance shall constitute full agreement to the obligations, rights, and remedies outlined in our Terms and Conditions, and shall be enforceable in accordance with applicable law.

The www.chestergateandbarrier.co.uk website is operated by: Chester Gate and Barrier. Our Contact details are shown at Contact Us.

Payment terms/deposit  to be agreed upon quote:
 

1.1 The definitions and rules of interpretation in this condition apply in these terms and conditions (Conditions).

Company: Chester Gates andf Barriers, 33 Plymouth Street, Shotton, Deeside, Shotton, CH5 1HZ.

Contract: the Company's Letter of Engagement and the Customer's acceptance of it, or the Customer's acceptance of a quotation for Services by the Company under condition 2.2.

Equipment: any equipment installed for the Customer as specified in the Contract.

Relevant Premises: the premises at which the Equipment is being installed.

Services: the installation of Equipment to be provided by the Company under the Contract as set out in the Letter of Engagement, together with any other services which the Company provides, or agrees to provide, to the Customer.

VAT: value added tax chargeable under English law for the time being and any similar additional tax.

1.2 Headings in these conditions shall not affect their interpretation.

1.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).

1.4 A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension, or re-enactment and includes any subordinate legislation for the time being in force made under it.

1.5 Any obligation in the Contract on a person not to do something includes, without limitation, an obligation not to agree, allow, permit or acquiesce in that thing being done.

2. APPLICATION OF CONDITIONS

2.1 These Conditions shall:

(a) apply to and be incorporated into the Contract; and

(b) prevail over any inconsistent terms or conditions contained, or referred to, confirmation of order, acceptance of a quotation, or specification or other document supplied by the Customer, or implied by law, trade custom, practice or course of dealing.

2.2 The Customer's signed Letter of Engagement, or the Customer's acceptance of a quotation for Services by the Company, constitutes an offer by the Customer to purchase the Services and the Equipment on these Conditions. No offer placed by the Customer shall be accepted by the Company other than:

(a) by a written acknowledgement issued and executed by the Company; or

(b) (if earlier) by the Company starting to provide the Services and the Equipment,

when a contract for the supply and purchase of the Services and Equipment on these Conditions will be established. The Customer's standard terms and conditions (if any) attached to, enclosed with or referred to in any document shall not govern the Contract.

3. DESCRIPTION OF EQUIPMENT

3.1 The quantity and description of the Equipment shall be as set out in the Letter of Engagement.

3.2 All samples, drawings, descriptive matter, specifications and advertising issued by the Company and any descriptions or illustrations contained in the Company's catalogues, brochures, or website are issued or published for the sole purpose of giving an approximate idea of the Equipment described in them. They shall not form part of the Contract.

4. COMMENCEMENT AND DURATION

4.1 The Services supplied under the Contract shall be provided by the Company to the Customer from the date of acceptance by the Company of the Customer's offer in accordance with condition 2.2

4.2 Subject to condition 11, the Services supplied under the Contract shall continue for such period as is required to deliver install the Equipment as set out by the Company in the Letter of Engagement.

4.3 Ownership of the Equipment shall not pass to the Customer until the Company has received in full (in cleared funds) all sums due to it in respect of:

(a) the Equipment; 

(b) installation of the Equipment; and

(c) all other sums which are or which become due to the Company from the Customer on any account.

4.4 The Customer grants the Company, its agents and employees an irrevocable licence at any time to enter any premises where the Equipment is, where the Customer's right to possession has terminated, to recover it.

4.5 Work will be undertaken by the Company between the hours of 8.00am and 6.00pm. In the event that the Customer requires the Company to undertake works outside of these hours then further charges may be payable.

5. COMPANY'S OBLIGATIONS

5.1 The Company shall use reasonable endeavours to manage or provide the Services and to provide the Equipment to the Customer, in accordance in all material respects with the Letter of Engagement.

5.2 The Company shall use reasonable endeavours to meet any performance dates specified in the Letter of Engagement, but any such dates shall be estimates only and time shall not be of the essence for performance of the Installation.

5.3 All cabling provided by the Company will be in accordance with the relevant British standards and will be installed to IEE Regulation standards (requirements for electrical installations).

5.4 Upon completion of the Services the Company will undertake a full commissioning test on the Equipment that has been installed.

5.5 The Company will provide a reasonable amount of training to the Customer for the operation of the Equipment. In the event that further training is required the Company shall provide the Customer with a quote as to how much this additional training will cost.

5 CUSTOMER’S OBLIGATIONS

5.1 The Customer shall:

(a) co-operate with the Company in all matters relating to the Services and Equipment, accepting that although the Company will use their reasonable endeavours to keep it to a minimum, some disruption is likely to be caused by the installation of the Equipment;

(b) provide to the Company, in a timely manner, such information as the Company may require and ensure that it is accurate in all material respects;

(c) advise the Company of concealed pipes, wires and cables for water, gas electricity, telephone or other Installation affecting the Relevant Premises and confirm the accurate location of any such pipes wires and cables to the Company before provision of the Services commences;

(d) be responsible (at its own cost) for preparing and maintaining the Relevant Premises for the supply of the Services, including moving any stock or obstructions that might impede the installation of the Equipment, lifting or relaying carpet or tiles if necessary, and providing free access to ceiling and /or floor void is available; lifting and removing driveway material to allow access for repairs. Ensure the power supply for each gate system meets full regulations prior to works being carried out. Be responsible for any issues that arise during the installation process that are not caused by the company, or, were not foreseen during any initial site visit. Will agree to recitfy these issues at their cost based on the companies' findings.

(e) make alternative security arrangements for any period of time during which the Services are being provided and the Equipment may be in-operative;

(f) pay all invoices and monies on account as set out in the Letter of Engagement and in accordance with clause 6 hereto;

(g) provide the Company, its agents, subcontractors, consultants and employees, in a timely manner with access to the Relevant Premises, office accommodation, data and other facilities as required by the Company including site welfare facilities, dry and secure storage, and site power for the charging of tools;

(h) inform the Company of all health and safety rules and regulations and any other reasonable requirements that apply at the Relevant Premises;

(i) ensure that any of the Customer's equipment which will be used by the Company is in good working order and suitable for the purposes for which it will be used; and

(j) liaise with the local district surveyor, the local fire officer, and members of the Health and safety Committee to ensure that all of their requirements are satisfied.

5.2 Unless otherwise agreed in writing with the Company, the Company shall not undertake the following works, and the Customer shall organise for them to be carried out by the appropriately qualified professionals: -

5.2.1 any mains electrical work required as part of the installation of the Equipment;

5.2.2 the supply and installation of all door furniture;

5.2.3 the supply and installation of all cable routes, metal conduit and cable trays;

5.2.4 the supply and installation of all ground ducts which should be complete with suitable draw wires; and

5.2.5 ensuring that doors close effectively and are fitted with an appropriate heavy duty double action door closer or equivalent.

5.3 If the Company's performance of its obligations under the Contract is prevented or delayed by any act or omission of the Customer, its agents, subcontractors, consultants or employees, the Company shall not be liable for any costs, charges or losses sustained or incurred by the Customer arising directly or indirectly from such prevention or delay.

5.3 The Customer shall be liable to pay to the Company, on demand, all reasonable costs(including legal or otherwise), charges or losses sustained or incurred by the Company (including, without limitation, any direct, indirect or consequential losses, loss of profit and loss of reputation, loss or damage to property and those arising from injury to or death of any person and loss of opportunity to deploy resources elsewhere) arising directly or indirectly from the Customer's fraud, negligence, failure to perform or delay in the performance of any of its obligations under the Contract, subject to the Company confirming such costs, charges and losses to the Customer in writing. If the Customer is a Company and the Company does not pay the costs set out in this clause 5.3 the directors of the Customer shall be personally liable to do so.

5.4 The Customer shall not, without the prior written consent of the Company, at any time from the date of the Contract to the expiry of 12 months after the termination of the Contract, solicit or entice away from the Company or employ (or attempt to employ) any person who is, or has been, engaged as an employee, consultant or subcontractor of the Company in the provision of the Installation.

5.5 The Customer must report any problems with the Services to the Company within 30 days of those services being performed.

6. CHARGES AND PAYMENT

6.1 In consideration of the provision of the Services and Equipment by the Company, the Customer shall pay the charges as set out in the Letter of Engagement:

(a) the charges payable for the installation of the Equipment shall be calculated in accordance with the Company's hourly rates, as agreed with the Customer and as amended from time to time by the Company giving not less than 1 months' written notice to the Customer;

(b) all charges quoted to the Customer shall be exclusive of VAT, which the Company may add to its invoices at the appropriate rate;

(c) Any price excludes travelling and any other ancillary expenses reasonably incurred by the individuals whom the Company engages in connection with the Services, the cost of any materials and the cost of services reasonably and properly provided by third parties and required by the Company for the supply of the Services.

6.2 The Customer shall pay each invoice submitted to it by the Company, in full and in cleared funds, on completion of works to the bank account detailed on the invoice in question.

6.3 The price also excludes:-

6.3.1 additional costs incurred as a result of incomplete civil works, electrical supplies or anything else which is outside of the Company’s control;

6.3.2 any builders or civil works, making good of the Relevant Premises, decoration of the Relevant Premises or moving material/equipment in order to gain access;

6.3.3 any repair or replacement required for any existing equipment of the Customer; and

6.3.4 any modification subsequently found necessary to the Equipment or installation of it to counteract adverse environmental or electro-magnetic conditions affecting the performance of the Equipment.

The company reserves the rights to make additional charges for those items set out in this clause 6.3.

6.4 Without prejudice to any other right or remedy that it may have, if the Customer fails to pay the Company on the due date, the Company may:

(a) charge interest on such sum from the due date for payment at the annual rate of 4% above the base lending rate from time to time of Lloyds TSB Bank PLC, accruing on a daily basis and being compounded quarterly until payment is made, whether before or after any judgment and the Customer shall pay the interest immediately on demand. The Company may claim interest under the Late Payment of Commercial Debts (Interest) Act 1998;

(b) suspend all Services until payment has been made in full; and

(c) recover any costs incurred by the Company in recovering any overdue amount.

6.5 Time for payment shall be of the essence of the Contract.

6.6 All sums payable to the Company under the Contract shall become due immediately on its termination, despite any other provision. This condition 6.6 is without prejudice to any right to claim for interest under the law, or any such right under the Contract.

6.7 Where the Customer is a Company the directors of the Customer will be personally liable for the fees and disbursements set out in this clause 6 in the event that the Customer fails to pay them.

6.8 No payment shall be deemed to have been received until the Company has received cleared funds.

7. CONFIDENTIALITY AND THE COMPANY'S PROPERTY

7.1 The Customer shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to the Customer by the Company, its employees, agents, consultants or subcontractors and any other confidential information concerning the Company's business or its products which the Customer may obtain.

7.2 The Company shall keep in strict confidence any confidential information disclosed to it by the Customer for the purposes of providing the Services.

7.3 Either party may disclose such information:

(a) to its employees, officers, representatives, advisers, agents or subcontractors who need to know such information for the purposes of carrying out the Customer's obligations under the Contract; and

(b) as may be required by law, court order or any governmental or regulatory authority.

7.4 The parties shall ensure that their employees, officers, representatives, advisers, agents or subcontractors to whom such information is disclosed comply with this condition 7.

8. QUALITY

8.1 The Company shall endeavour to transfer to the Customer the benefit of any warranty or guarantee given to the Company in relation to any Equipment provided.

8.2 The Equipment shall:

(a) be of satisfactory quality

(b) be reasonably fit for any particular purpose for which the it is being bought when the Customer has made known that purpose to the Company.

8.3 The Company shall not be liable for a breach of 8.2 unless:

(a) the Customer gives written notice of the defect to the Company

(b) the Company is given a reasonable opportunity after receiving the notice of examining such Equipment.

8.4 The Company shall not be liable for a breach of 8.2 if:

(a) the defect arises because the Customer failed to follow the Company's oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Equipment; or

(b) the Customer alters or repairs such Equipment without the written consent of the Company.

8.5 Subject to condition 8.3 and condition 8.4, if the Equipment does not conform with 8.2 the Company shall at its option repair or replace such Equipment (or the defective part).

8.6 If the Company complies with condition 8.5 it shall have no further liability for a breach of condition 8.2 in respect of such Equipment.

9. LIMITATION OF LIABILITY - THE CUSTOMER'S ATTENTION IS PARTICULARLY DRAWN TO THIS CONDITION

9.1 This condition 9 sets out the entire financial liability of the Company (including any liability for the acts or omissions of its employees, agents, consultants, and subcontractors) to the Customer in respect of:

(a) any breach of the Contract;

(b) any use made by the Customer of the Equipment or any part of it; and

(c) any representation, statement or tortious act or omission (including negligence) arising under or in connection with the Contract.

9.2 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.

9.3 Nothing in these Conditions limits or excludes the liability of the Company:

(a) for death or personal injury resulting from negligence; or

(b) for any damage or liability incurred by the Customer as a result of fraud or fraudulent misrepresentation by the Company; or

(c) for any matter which it would be illegal for the Company to exclude or attempt to exclude its liability.

9.4 Subject to condition 9.2 and condition 9.3

(a) the Company shall not be liable for: 

(i) loss of profits; or

(ii) loss of business; or

(iii) depletion of goodwill and/or similar losses; or

(iv) loss of anticipated savings; or

(v) loss of contract

of the Customer.

(b) the Company's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance, or contemplated performance, of the Contract shall be limited to the price paid for the provision of the Services and the Equipment.

10. DATA PROTECTION

The Customer acknowledges and agrees that details of the Customer's name, address and payment record may be submitted to a credit reference agency, and personal data will be processed by and on behalf of the Company in connection with the Installation.

11. TERMINATION

11.1 Without prejudice to any other rights or remedies which the parties may have, either party may terminate the Contract without liability to the other on giving the other not less than 3 months written notice or immediately on giving notice to the other if:

(a) the other party fails to pay any amount due under the Contract on the due date for payment and remains in default not less than 7 days after being notified in writing to make such payment; or

(b) the other party commits a breach of any of the terms of the Contract and (if such a breach is remediable) fails to remedy that breach within 30 days of that party being notified in writing of the breach; or

(c) the other party shall convene a meeting of its creditors or if a proposal shall be made for a voluntary arrangement within Part I of the Insolvency Act 1986 or a proposal for any other composition scheme or arrangement with (or assignment for the benefit of) its creditor or if the other shall be unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or if a trustee receiver administrative receiver or similar officer is appointed in respect of all or any part of the business or assets of the other party or if a petition is presented or a meeting is convened for the purpose of considering a resolution or other steps are taken for the winding up of the other party or for the making of an administration order (otherwise than for the purpose of an amalgamation or reconstruction); or

(d) there is a change of control of the other party.

11.2 On termination of the Contract for any reason the Customer shall immediately pay to the Company all of the Company's outstanding unpaid invoices and interest and, in respect of Installation or Equipment supplied but for which no invoice has been submitted, the Company may submit an invoice, which shall be payable immediately on receipt.

11.3 On termination of the Contract (however arising) the accrued rights and liabilities of the parties as at termination shall not be affected and the following conditions shall survive and continue in full force and effect:

(a) condition 6

(b) condition 7; 

(c) condition 9;

(d) condition 11; and

(e) condition 19.

12. FORCE MAJEURE

The Company shall have no liability to the Customer under the Contract if it is prevented from, or delayed in performing, its obligations under the Contract or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including (without limitation) strikes, lock-outs or other industrial disputes (whether involving the workforce of the Company or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of Company’s subcontractors.

13. VARIATION

13.1 No variation of the Contract or these Conditions or of any of the documents referred to in them shall be valid unless it is in writing and signed by or on behalf of each of the parties.

14. WAIVER

14.1 A waiver of any right under the Contract is only effective if it is in writing and it applies only to the circumstances for which it is given. No failure or delay by a party in exercising any right or remedy under the Contract or by law shall constitute a waiver of that (or any other) right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that (or any other) right or remedy

14.2 Unless specifically provided otherwise, rights arising under the Contract are cumulative and do not exclude rights provided by law.

15. SEVERANCE

15.1 If any provision of the Contract (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of the Contract, and the validity and enforceability of the other provisions of the Contract shall not be affected.

15.2 If a provision of the Contract (or part of any provision) is found illegal, invalid or unenforceable, the parties shall negotiate in good faith to amend such provision such that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the parties' original commercial intention.

16. ENTIRE AGREEMENT

16.1 The Contract constitutes the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter

16.2 Each party acknowledges that, in entering into the Contract, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) (other than for breach of contract).

16.3 Nothing in this condition shall limit or exclude any liability for fraud.

17. ASSIGNMENT

17.1 The Customer shall not, without the prior written consent of the Company, assign any of its rights or obligations under the Contract.

17.2 The Company may at any time assign, transfer, subcontract or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all of its obligations under the Contract to any third party or agent.

17.3 Each party that has rights under the Contract is acting on its own behalf and not for the benefit of another person.

18. NOTICES

18.1 Any notice or other communication required to be given under the Contract shall be in writing and shall be delivered personally, or sent by pre-paid first-class post, recorded delivery to the other party and for the attention of the person specified in the Letter of Engagement, or as otherwise specified by the relevant party by notice in writing to the other party.

18.2 Any notice or other communication shall be deemed to have been duly received if delivered personally, when left at the address and for the contact referred to in the Letter of Engagement or, if sent by pre-paid first-class post or recorded delivery, on the second business Day after posting.

19. GOVERNING LAW AND JURISDICTION

19.1 The Contract, and any dispute or claim arising out of or in connection with it or its subject matter, shall be governed by, and construed in accordance with, the law of England and Wales.

19.2 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 or its subject matter.