Terms and Conditions
This agreement between
1) PropertyCerts ‘The Company’ and 2) The Customer (or
their representative)
These are the terms and conditions for our supply of any commissioned
work or any other service by The Company including this website. By placing an order with us you agree to be bound by these
terms and conditions. Your statutory rights are not affected.
Preamble:
1. The
Company PropertyCerts will provide products and services, and associated services in accordance with the official order verbal
or written.
2. The Customer, will identify the specific details of the services required
which will be submitted to The Company as an official order.
1
Services and Deliverables to be Supplied
The Company will supply the Customer with the Services and Deliverables
in respect of the Premises, all as detailed in the official order. The Company during assessment or any site visit will
undertake a visual inspection and will not look at parts of the Premises which are covered, unexposed or inaccessible. The
Company will not lift up carpets or floor boards. Lofts will only be inspected if it is safe to do so, access is within 3
meters of floor level & it will not damage the Premises.The Company will liaise with The Customer to arrange access to
the property at a mutually convenient time in respect of any assessments to be made. The method of delivery of the product
or service will be specified by The Customer. The Company will not be able to inspect a property which fall outside
of the skills and qualifications held.
2 Charges & Payment
Charges - The Charges payable are detailed in our fee structure or as quoted verbally, in writing (letter or email).
Unless otherwise stated in the fee structure, the Charges are exclusive of any Value Added Tax which is payable in connection
with the Services & Deliverables, and will be added according to the prevailing legislation and separately shown on invoices.
Invoicing & Payment Terms - Invoices shall be submitted by The Company, and paid by The Customer, in advance of any
service.
Subject to prior agreement The Company may agree payment terms in arrears of service for up to 30 days from
the date of invoice. The Company may charge interest on a day to day basis from the original due date until the date of payment
in full, at the statutory rate in force from time to time.
Right of Set off - The Customer will only be entitled to claim
a right of retention or set-off insofar as the counterclaim on which said right is based has been ruled on finally and conclusively
by the Courts or is not in dispute.
3 Cancellation &
Termination
Cancellation by The Customer - Where The Customer cancels all or any of the Services detailed in the
order, a cancellation fee equating to 50% of the total Charges payable for those Services will be payable by The Customer.
In addition to these cancellation charges, any expenses and third party costs that are payable by The Company in connection
with the Services will be paid by the Customer. If The Customer requests that part of the Services be postponed to a date
commencing more than one month after the initial start date for provision of the Services or on an indefinite basis, this
will be treated as a cancellation and the provisions of this Clause will apply. For the avoidance of doubt, the above cancellation
fees are an agreed figure and a genuine pre-estimate of the losses that will arise out of any cancellation of the Services.
Cancellation or postponement by The Company - Where, due to circumstances within its control, The Company is forced to cancel
or postpone the provision of the Services with less than one Working Day’s notice and The Customer incurs costs and
expenses, a replacement date will be booked & that day’s Services will be provided with a [50%] reduction in the
Charges. Where The Company terminates the order due to a conflict of interest that arises with the Customer or other professionals
or if The Company is unable to inspect a property which fall outside of the skills and qualifications held, a fee equating
to 50% of the total Charges payable for those Services will be payable by the Customer.
The Company may terminate an
order involving the preparation of a products or services if in the course of preparing the service: a conflict of interest
arises with The Customer or other professionals; or if The Company is unable to inspect a property which fall outside of the
skills and qualifications held; or The Customer has not fulfilled their obligations of this agreement.
4
The Customer Obligations
The Customer will liaise and co-operate fully with The Company in relation to the Services.
The Customer will procure that the Client prepares the Premises and provides all such information as is reasonably required
to enable The Company to meet its obligations under this Agreement.
The Customer shall include the provision of clear
and safe access to the Premises, ensuring that no child under the age of 16 is left alone to supervise the inspection; the
completion and signature of a written EPC Questionnaire, which may be sent to the Client in advance of the provision of the
Services, setting out information about the Premises.
If the provision of any of the Services or Deliverables is delayed,
or The Company has to carry out additional work, as a result of the Customer’s Default, then: The Company will be entitled
on demand to payment of it’s reasonable costs and charges arising as a result of such Default, including idle time incurred
and additional work carried out. Any scheduled date for the delivery of any part of the Services and/or Deliverables
will be deferred by a reasonable period, which will be not less than the period of such Default; The Company will not be responsible
for failure to carry out any of its obligations under this Agreement to the extent to which this is caused by the Default.
The Customer will also comply with any additional obligations set out in Schedule 3.
5
Statutory Terms
All services will be prepared with reasonable skill and care.
6
Data Protection
Each party will ensure that it will, at all times during the Contract Period, comply with all the
provisions and obligations imposed upon it by the Data Protection Act 1998 (“the Act”). The Company is acting
as a ‘Data Processor’ in respect of ‘Personal Data’ (both as defined in the Act) relating to the Client
during the provision of the Services, The Company will ensure that the Personal Data is processed only in accordance with
The Customer’s explicit instructions and pursuant to this Agreement. Any Personal Data that The Company receives
about The Customer, or from The Customer, will only be used for the purposes detailed in the order.
7
Confidentiality
Neither party, nor its Personnel or advisers, will use, nor disclose to any third party (other
than for the purposes of performing this Agreement), any Confidential Information including the contents of this Agreement,
the order, and Personal Data. The parties agree that any Confidential Information obtained from, or relating to, the disclosing
party will be the property of the disclosing party. The provisions of this Clause will not apply to Confidential Information
which: is in or becomes part of the public domain (otherwise than by a breach of this Agreement); can be proved to have been
in the possession of the receiving party prior to disclosure under this Agreement; is lawfully disclosed to the receiving
party by a third party without restriction on disclosure; is independently developed by the receiving party without dependence
on the Confidential Information; is disclosed pursuant to legal obligations beyond the control of the disclosing and receiving
parties, including disclosure to the Accreditation Scheme; is disclosed to appropriate governmental or self regulatory organisation;
or is released with the prior written approval of the disclosing party. The Customer must acknowledge and agree that
during our preparation, it may be necessary for The Company to obtain reports from third parties or hire the services of third
parties as necessary on behalf of The Customer in relation to your property without prior notice. The Company will not accept
any responsibility for the actions of any third parties and their obligations to confidentiality.
8
Insurance
Both parties will at all times during the Contract Period, at their own expense, maintain insurance adequate
to provide cover in accordance with sound business practice in connection with its obligations under this Agreement and will
on request produce copies of such policies to the other party. For the avoidance of doubt, The Company will maintain insurance
cover in accordance with the requirements of the Accreditation Scheme and the minimum terms set by DCLG.
9
Limitation of Liability
Notwithstanding anything to the contrary in this Agreement, the liability of the parties
under or in connection with this Agreement, whether arising from contract, negligence or howsoever will be limited as set
out in this Clause 9.
The liability of The Company is unlimited in respect of any liability arising from: death or personal
injury caused by the negligence of The Company; any proven fraud on the part of The Company, or a third party for which Energy
Assessor is at law responsible. A breach of the Statutory Terms set out in Clause 5.
The aggregate total liability
of The Company is limited to fifty thousand pounds sterling (£50,000) in respect of any claim for loss of, or physical
damage to the Customer’s or the Client’s tangible property caused by the act or omission of The Company.
In
respect of any other liability not otherwise covered by this Clause 9, The Company’s aggregate total liability is limited
to ten thousand pounds sterling (£10,000).
The Company will not be liable for any special, consequential or indirect
damages, loss of profits (including direct loss of profits), loss of business, loss of revenue, loss of goodwill or loss of
anticipated savings arising out of or in connection with this Agreement.
The Customer accepts that the Charges have been
set in relation to the risks being assumed by The Company under this Agreement, and that accordingly the limitations on the
liability of The Company detailed in this Clause are reasonable.
10 Disputes Procedure
The Company will provide a high level of customer care at all times. In the unlikely event of any complaint, the parties
agree that they will work together in good faith to resolve any disputes arising under this Agreement.
The Company will
seek to resolve any initial complaint by telephone, email or in person as quickly as possible.
Should The Customer be
unhappy with this response the Customer should write to The Company setting out full details of the complaint within 5 Working
Days.
The Company will usually respond within no more than 15 Working Days to allow for holidays.
If The Customer
is dissatisfied with this response the matter can be escalated to the Accreditation Scheme.
This does not affect The
Customer’s legal rights.
11 Accreditation Scheme
The Company will use
only Accredited Energy Assessors or Home Inspectors (HI) under licence to prepare EPCs under the provisions of the Housing
Act 2004 and the EPB Regulations. Licensing is administered by their Accreditation Schemes.
12
Force Majeure
Except for any payment obligation imposed on the Customer, neither party will be liable for a delay
in performing, or for a failure to perform, obligations if that delay or failure is caused by circumstances beyond the reasonable
control of that party including, but not limited to, refusal or revocation of licence, viruses in software, industrial dispute,
impossibility of obtaining materials or labour, or failure of any supplier or carrier to deliver or perform.
13
Governing Law
The laws of England will govern this Agreement and the Schedule of Works, and the parties submit
to the exclusive jurisdiction of the English courts.
14 Precedence
Unless stated
to the contrary in any ‘Special Conditions’ in the Schedule of Work, in the event and to the extent only of any
conflict or inconsistency between: the provisions of the Clauses in the main body of this Agreement and any provisions in
the Schedules and any Appendices, the Clauses will prevail over the Schedules and Appendices, and the Schedules will prevail
over the Appendices; the provisions in this Agreement and the provisions in the Schedule of Work: The provisions in this Agreement
will take precedence over those in the Schedule of Work except for those stated to be ‘Special Conditions’; and
Special Conditions in the Schedule of Work will take precedence over the provisions in this Agreement and the provisions in
the Schedule of Work.
15 Invalidity and Severability
If a court or administrative
organisation with competent jurisdiction decides that a provision in this Agreement is not valid this will not affect the
rest of this Agreement. The parties will try to agree on a suitable provision to replace the one that is invalid.
The new provision should, as far as possible, achieve the same economic, legal and commercial aims as the invalid one.
Notes: The Website may contain hyperlinks to websites operated by other parties. We do not control such websites and we
take no responsibility for, and will not incur any liability in respect of, their content. Our inclusion of hyperlinks to
such websites does not imply any endorsement of views, statements or information contained in such websites.
The
Company reserve the right to revise the contents of this website or any documentation without notice.
