London 020 7517 6300 | Midlands 01543 431 340 | Churches Fire 0870 608 4350

Terms and Conditions

Terms and Conditions

The ‘Company’ means Eton Fire Ltd. The ‘Purchaser’ means the person or business who contracts the Company for the agreed service where ‘agreed service’ means the provision of equipment, installation, supervision, labour or services necessary to complete the contract.

1. Acceptance

Unless previously withdrawn, the Company’s Tenders are open for acceptance within 60 days only (or 90 days only, in the case of equipment for destination outside the United Kingdom) after their date. Acceptance must be in writing.

The Company’s acceptance of the Purchaser’s Order does not imply acceptance of the Purchaser’s terms and conditions unless agreed in writing by a Company Director.

2. Delivery

The delivery of the agreed service is at the Purchaser’s site as provided in the Company’s Tender unless the Company is advised otherwise in writing. The time for delivery shall be extended by a reasonable period if the delay in delivery of equipment, supervision or installation is caused by instructions or lack of instructions from the Purchaser or by any industrial dispute or any circumstances beyond the Company’s reasonable control and in any event it is agreed that time for delivery shall not be of the essence.

3. Prices and Terms of Payment

  1. Prices are subject to correction for error. The prices shown on Tenders are subject to variation and the prices of equipment and labour services billed will be those ruling at the date of execution of the agreed service.
  2. Terms of payment are as follows in days net from date of invoice issued monthly covering all agreed services completed during the preceding month
      * 36 days for sub-contract labour
      * 75 days for suppliers
  3. All payments shall be in the currency of the United Kingdom. Payment can be made by cheque (made payable to Eton Fire Ltd) BACS or CHAPS and must reference the invoice number being paid.
  4. If the Purchaser delays in making any payment, the Company shall after giving notice in writing to the Purchaser of its intention to invoke this Clause, be entitled to add interest on the sum due at the rate of 1½ % above the prevailing Bank of England Base rate, or such other rate notified to the Purchaser, compounded monthly until the payment is received in full.
  5. The Company reserves the right to suspend performance of its obligations if payment is overdue. Five working days notice of this intention will be given. Performance will remain suspended until the outstanding payment is received.
  6. The Company require payment within 30 days from date of invoice or in line with the Construction Act where no other agreement exists.
  7. All provision of the agreed services shall be subject to the approval of credit by the Company; otherwise against Pro Forma invoice.
  8. For all agreed services outside the United Kingdom, terms of payment are net cash by irrevocable letter of credit or sight draft with documents attached.
  9. Under The Local Democracy, Economic Development & Construction Act 2009 (The Construction Act), the release of retention under sub-contracts must be triggered by events occurring under the sub-contract and not the Practical Completion of the Main Contract. The Purchaser shall release 50% of the retention at Practical Completion of the Company's works and the remaining 50% once all defects under the agreed service, approved within the defects period, are remedied.

4. Taxes

The amount of any and all present or future taxes or other governmental charges upon the agreed services shall be added to the price and paid by the Purchaser.

5. Extra Charges

If for any reason the Purchaser requests the Company to provide labour or services outside regular working hours any overtime or other additional expenses occasioned thereby shall be paid by the Purchaser unless otherwise provided in the Tender.

6. Guarantee

The Company will, free of charge, make good by repair or, at its option, by the supply of a replacement, correct any defect which under conditions of proper use, appear in any equipment installed by or under the supervision of it and which arise solely from faulty design, materials or workmanship. Provided that:

  1. The equipment is returned by the Purchaser, carriage paid, to the place of shipment within 12 months after the date of shipment by the Company or
  2. The equipment is found by the Company’s inspection at the site of installation to be defective within 12 months after the date of installation.

The Company’s liability under this Clause is in lieu of any warranty or condition implied by law as to the quality or fitness for any particular purpose of the equipment and, except as provided in this Clause, the Company shall not be under any liability, whether in contract, tort or otherwise, in respect of defects in the equipment or from any work done in connection therewith. The Purchaser agrees to indemnify the Company against any loss or damage that may arise through the use or supply by the Purchaser or others of the equipment

7. Design Liability

Any design liability the Company may have is expressly limited to application engineering of the agreed services.

8. Liability for Accidents and Damage

If the Company, its agents or sub-contractors are on site for the purpose of the agreed services, then notwithstanding the provisions of Clause 8, the Company will indemnify the Purchaser against direct damage or injury to the Purchaser’s property or person or that of others occurring while the company is working on site to the extent caused by the negligence of the Company, its agents or sub-contractors, but not otherwise, by making good such damage to property or compensating personal injury. Provided that:

  1. The Company’s total liability for damage to the Purchaser’s property shall be limited to the cost of replacing the Purchaser’s property like for like and
  2. The Company shall not be liable to the purchaser for any loss of profit or of contracts or, save as aforesaid, for any loss or damage of any kind whatsoever.

Save as provided in Clause 8, the Company shall not be liable for any damage or injury occurring after the Company’s completion of work on site.

9. Risk of Loss or Damage

The risk of loss of or damage to any equipment shall pass to the Purchaser on shipment by the Company. If the equipment is lost or damaged in transit, the Company will take all reasonable steps to assist the Purchaser’s claim against the carrier for such loss or damage, but the Purchaser must notify the carrier and the Company within 3 days of receipt of the equipment or, in the case of non-delivery, within 14 days of the date of the Company’s advice note.

10. Limit of Liability

Indemnity in respect of Employer’s Public, Product and/ or Professional Liability shall be limited to the level of insurance cover held at the point of Tender.

11. Retention of Title

The property in all goods whatsoever supplied (and all services rendered) at any time by the Company to the Purchaser whether by this or any subsequent contract between the said parties (hereinafter “the goods”) shall remain in the Company until the Purchaser has paid to the Company in full the contract price of the agreed service.

  1. Until payment as above the Company shall preserve the goods separately from any other goods in its possession and recognisable as such.
  2. In the event of non-compliance by the Purchaser with any term as to payment for the goods, the Company may by its duly authorised representatives and on not less than 24 hours notice enter the premises of the Purchaser and remove the goods or any of them.
  3. If the Purchaser merges the goods or any of them with others to produce products for resale (hereinafter “the products”) the Purchaser shall retain the products on behalf of the Company as surety for full payment as above, but may sell the products on the condition that, until the Purchaser makes payment in full for the goods to the Company, the proceeds of sale of the products or any of them shall be held in trust by the Purchaser for the Company.
  4. For the avoidance of doubt any part payment by the Purchaser of the price of the goods to the Company shall be appropriated by the Company first towards the price of the goods merged into the products as in (c) above and thereafter at the Company’s sole discretion.

12. Entire Agreement

The terms and conditions expressed herein constitute the entire agreement in relation to the provision of the agreed services, no modification or waiver thereof shall be valid unless made in writing expressly for the purpose and signed by an authorised officer or representative of the Company and of the Purchaser.

The failure by the Company at any time or for any period to enforce anyone or more of these terms and conditions shall not be a waiver of them or waiver the right to enforce such terms and conditions on a future occasion.

13. The Law

The construction, validity and performance of this Agreement shall be governed by the Laws of England.

14. Rights of Amendment

Eton Fire Ltd reserves the right to change these terms and conditions at any time.