Terms and conditions for Urgent EPCs

In Edinburgh (EH), Fife (KY), Lothian’s (ML) and Borders (TD)

TERMS & CONDITIONS

The following terms and conditions shall apply to all work undertaken by the Domestic Energy Assessor employed by URGENT EPCs and shall supersede and override all other warranties, representations and terms and conditions whether express or implied, oral or written, including the Client's standard terms.

1. Definitions
"Domestic Energy Assessor" or the "Company" is the Domestic Energy Assessor trading under these conditions that are set out by the Company, URGENT EPCs.
"Client" is the party at whose request or on whose behalf the Domestic Energy Assessor undertakes surveying services.
"Report" means any report, advice or statement supplied by the Domestic Energy Assessor in connection with instructions received from the Client.
"Disbursements" means the cost of all reasonable photography, reproduction of drawings, diagrams, sketches and printing, duplicating and, where applicable, electronic transmission fees, and all reasonable and appropriate expenses including travel, refreshments and hotel accommodation where an overnight stay is necessary.
"Fees" means the fees charged by the Domestic Energy Assessor to the Client and including any value added tax where applicable and any Disbursements.

2. Scope
The Domestic Energy Assessor shall provide services solely in accordance with these terms and conditions.
Where appropriate, the Client will set out in writing the services which it requires the Domestic Energy Assessor to provide. In the case of services for a subscription insurance market, this will be the requirements of the policy leader and may be as simple as ‘Instruct SA’.
When acting for underwriters or other clients, the Domestic Energy Assessor’s opinions will be offered strictly without prejudice to liability, unless specifically authorised otherwise by the client.

3. Fees
In normal circumstances, the Company will offer to perform the work on an hourly rate, up to a maximum of nine hours per day. The Company reserves the right to increase it's hourly or daily rates at least once per annum to reflect increased costs.

4. Payment Terms
(a) In the case of a subscription market billing, the Client will be responsible for his designated portion of the Domestic Energy Assessor’s invoice and shall pay the Domestic Energy Assessor's fees punctually in accordance with these Conditions and in any event not later than 30 days following the relevant invoice date. Any delay in payment shall entitle the Domestic Energy Assessor to interest on a daily basis at 4% above the Base Lending Rate of Lloyds TSB Bank Plc prevailing at the time of default. Further delays in payment may require legal action for debt recovery.
(b) The same terms and conditions as (a) above shall apply to single party billing.

5. Disputed invoices
If any part of an invoice is genuinely in dispute, the Client shall pay the undisputed part thereof. The Parties shall endeavour to resolve the disputed portion, without delay.

6. Obligations and Responsibilities
(a) Domestic Energy Assessor
The Domestic Energy Assessor shall use reasonable care and skill in the performance of the services in accordance with good surveying practice.
(b) Reporting
The Domestic Energy Assessor shall submit interim advices, site situation reports and a final report to the Client during and following completion of the agreed services describing the Domestic Energy Assessor’s findings, assessments and inspection purporting to the purpose of the Client's instruction, unless otherwise expressly instructed by the Client not to do so.

(c) Confidentiality
The Domestic Energy Assessor undertakes not to disclose any information provided in confidence by the Client to any third party and will not permit access to such information by any third party unless the Client expressly grants permission save where required to do so by an order of a competent court of law.
(d) Intellectual Property
The right of ownership in respect to any intellectual property resulting from the performance of the work created by the Domestic Energy Assessor remains the property of the Domestic Energy Assessor. The Client shall be entitled to disclose the report or document to a third party for whose benefit the instruction/contract was specifically commissioned.
The Domestic Energy Assessor shall promptly notify the client of any matter, including conflict of interest, or lack of suitable qualifications and experience, which would render it undesirable for the Domestic Energy Assessor to continue its involvement with the appointment. The Client shall be responsible for payment of the Domestic Energy Assessor's fees and/or expenses up the date of notification.
(e) Client
The client shall promptly settle the Domestic Energy Assessor’s invoice in accordance with Payment Terms above.

7. Liability
(a) The Domestic Energy Assessor shall be under no liability whatsoever to the Client for any loss, damage, delay or expense, whether direct or indirect arising howsoever caused UNLESS same is proved to have resulted solely from the gross negligence or wilful default of the Domestic Energy Assessor or any of its employees or agents or sub-contractors resulting in direct damage to tangible property where the company's liability shall be limited in accordance with paragraph (c) below.
(b) The company's total liability for professional negligence shall not exceed the fee paid for the work.
(c) The Company accepts liability for direct damage to tangible property or death or injury to persons to the extent caused by the proven negligent acts or omissions of the Company and its employers and Consultants, provided that the Company's liability for the same shall be limited to the coverage and indemnity limits provided under the Company's insurance policies (which are available for inspection on request), unless otherwise covered by statute.
(d) If the Company or any of its employees, agents and sub-contracts shall act or fail to act in any manner which results in an actionable wrong, the Client shall, subject to Clauses 7b) and 7c) above indemnify the Company against all claims, damages, costs and expenses made or incurred by a third party arising from any such act or lack of act by the Company.

8. Force Majeure
Neither the Domestic Energy Assessor nor the Client shall, except as otherwise provided in these Conditions, be responsible for any loss, damage, delay or failure in performance hereunder arising or resulting from act of God, act of war or terrorism, seizure under legal process, quarantine restrictions, strikes, boycotts, lockouts, riots, civil commotions and arrest or restrain of princes, rulers or people.

9. Insurance
The Domestic Energy Assessor shall effect and maintain, at no cost to the Client, Professional Liability Insurance for such loss and damage for which the Domestic Energy Assessor may be held liable to the Client under these terms and conditions.

10. Domestic Energy Assessor Right to sub-contract
The Domestic Energy Assessor shall have the right to sub-contract any of the services provided under the conditions, subject to the Client's right to discuss such an appointment and object on reasonable grounds if necessary. In the event of such a sub-contract, the Domestic Energy Assessor shall remain fully liable for the due performance of its obligations under these conditions.

11. Time Bar
Any claims against the Domestic Energy Assessor shall be deemed to be waived and absolutely time barred upon the expiry of one year from the submission date of the report to the Client.

12. Document retention
The Company shall retain all data, correspondence, documents and records that have a bearing on the services provided to the Client for a period of 7 years after completion of the service. The client will be given the right to have their own disclosed documentation returned by the Company or destroyed upon completion of the service and will do so promptly on receipt of the clients written instruction.

13. Governing Law
This Agreement shall be governed by and construed in accordance with Scots Law and the Client submits to the exclusive jurisdiction of the Scottish Courts or Arbitration in Scotland. Nothing herein shall prevent the Company from enforcing in any country an award made by the above exclusive jurisdiction.