1 Definitions: 1.1 “K M Engineering” means K M Engineering Services (sw) Ltd of Unit,1/2 and 4 Mardle Way, Buckfastleigh, TQ11 0JL, registered no. 4833973, and where the context admits, includes any servant or agent of K M Engineering. 1.2 “Quotation” means the quotation provided by K M Engineering to the client, detailing the works and price payable. 1.3 “Variation” means the alteration or modification of design, scope or quality of the Works as described in the Quotation. 1.4 “Works” means the provision of the materials and services in the Quotation. 1.5 “Client” means the person or organisation to whom the Quotation is addressed. 1.6 “Agreement” means the contractual rights and obligations of K M Engineering and the Client as set out in the Quotation. 1.7 “Due date” means the date on which payment of an invoice is due. 1.8 “Order” means the Order placed by the Client in response to the Quotation, but not any term or condition stated therein that this is inconsistent with K M Engineering’s Terms and Conditions. 2 Terms and Conditions shall: 2.1 apply to and be incorporated into the final agreement “the Agreement” entered into between K M Engineering and the Client. 2.2 prevail over any inconsistent terms and conditions contained or referred to in the Order, acceptance of quotation, or implied by law, trade custom, practice or course of dealing. 3 The Quotation will remain open for acceptance for thirty days. Thereafter K M Engineering reserve the right to adjust the Quotation, to reflect any adverse fluctuation in the cost of materials. 4 The Quotation is net of all discounts 5 The Quotation is exclusive of VAT 6 Programme dates will be confirmed following the receipt of full and final written order to proceed with the works. 7 K M Engineering does not accept responsibility for any delay caused by manufacturers, suppliers, industrial disputes, breakdown of plant, or any other matter outside of K M Engineering’s control. 8 The Client shall allow K M Engineering an extension of time to the programme dates in the event of said delays. 9 K M Engineering shall not be liable to the Client for any indirect or consequential loss including any actual or anticipated loss of profit or income. 10 Terms of Payment shall be as follows: 10.1 Interim invoices shall be submitted at the end of each calendar month. 10.2 The final date of payment shall be thirty days from the date on the invoice unless agreed otherwise. 10.3 Payment of the invoice shall not be subject to retention, without prior agreement, or set off for any reason unless previously agreed. 10.4 Invoices shall be subject to VAT at the prevailing rate. 11 In the event of failure to make payment of any invoice in full before the final date of payment, K M Engineering may give notice to the client of its intentions to suspend performance, and if such failure continues for a further seven days, after giving such notice, K M Engineering may immediately suspend its performance of its obligations under the Agreement until such payment is made. K M Engineering also reserve the right to withhold analysis result sheets until disputes are resolved. 11.1 In the event that such payment is made, K M Engineering shall recommence the works provided that it shall be allowed time to mobilise staff and/or purchase materials necessary for the continuance of Works. 11.2 All goods remain the legal property of K M Engineering until paid for in full 11.3 K M Engineering remain the legal owner of the goods until such time as all other sums or monies owed by the buyer to K M Engineering are paid in full. 11.4 In the event of statutory demand or a winding up petition, K M Engineering reserve the right to enter the buyer premises to collect all goods and materials they retain title for. 11.5 K M Engineering reserve the right to insist that goods remaining unpaid are clearly marked as owned by K M Engineering by the buyer, until paid for in full and reserve the right to have access for inspection. 12 The client is responsible for any and all costs in recovering funds at 20% debt collecting fees, plus 8% interest and late payment charge per invoice, as per The Late Payment of Commercial Debts (interest) Act 1998 – please see our website www.kmeng.co.uk 13 K M Engineering does not accept responsibility for infringement of manufacturer’s warranties whilst properly undertaking the Works in accordance with Client’s instructions. 14 Whilst every care is taken in the preparation and execution of the Works, K M Engineering does not accept responsibility for any costs, however incurred, as a result of superseded, incorrect or outdated information provided by the Client. 15 Variation and instructions will only be accepted if issued in writing before the Works commence and accepted in writing by the Client or K M Engineering respectively. 16 The following, although not an exhaustive list, shall be considered as variation to the Works: 16.1 Lost time due to system not being ready on date or agreed programme date. 16.2 Lost time due to faulty equipment/changes to programme works. 16.3 Written instruction from the Client. 17 Variations shall be charged on a Day Work basis, unless a price is agreed in advance of carrying out the Variation. 18 If the Client suffers insolvency, K M Engineering may terminate this Agreement immediately and all outstanding payments become due. 19 The Client may not assign or transfer any of the benefits or liabilities of the Agreement without consent of K M Engineering. 20 The Agreement shall be construed as an English contract and in conformity with English Law. 21 The client shall ensure that all Site Welfare legal requirements are met before commencement of work and shall provide KM Engineering with a copy measures taken. 22 The client shall undertake a duty of care to ensure that all welfare facilities provided are adequate, clean and safe to use, before commencement of work. 23 The Client shall provide K M Engineering with CDM contact details and first aid location on site. 24 K M Engineering will provide all Risk Assessment and Method Statements for the work undertaken by K M Engineering, but will require a copy of Main Contractor RAMS before commencement of work.

1.1“K M Engineering” means K M Engineering Services (sw) Ltd of Unit,1/2 and 4 Mardle Way, Buckfastleigh, TQ11 0JL, registered no. 4833973, and where the context

admits, includes any servant or agent of K M Engineering.

1.2“Quotation” means the quotation provided by K M Engineering to the client, detailing

the works and price payable.

1.3“Variation” means the alteration or modification of design, scope or quality of the Works

as described in the Quotation.

1.4“Works” means the provision of the materials and services in the Quotation.

1.5“Client” means the person or organisation to whom the Quotation is addressed.

1.6“Agreement” means the contractual rights and obligations of K M Engineering and the

Client as set out in the Quotation.

1.7“Due date” means the date on which payment of an invoice is due.

1.8“Order” means the Order placed by the Client in response to the Quotation, but not

any term or condition stated therein that this is inconsistent with K M Engineering’s Terms and Conditions.

2Terms and Conditions shall:

2.1apply to and be incorporated into the final agreement “the Agreement” entered into

between K M Engineering and the Client.

2.2prevail over any inconsistent terms and conditions contained or referred to in the Order,

acceptance of quotation, or implied by law, trade custom, practice or course of dealing.

3The Quotation will remain open for acceptance for thirty days. Thereafter K M Engineering reserve the right to adjust the Quotation, to reflect any adverse fluctuation in the cost of materials.

4The Quotation is net of all discounts

5The Quotation is exclusive of VAT

6Programme dates will be confirmed following the receipt of full and final written order to proceed with the works.

7K M Engineering does not accept responsibility for any delay caused by manufacturers, suppliers, industrial disputes, breakdown of plant, or any other matter outside of K M Engineering’s control.

8The Client shall allow K M Engineering an extension of time to the programme dates in the event of said delays.

9K M Engineering shall not be liable to the Client for any indirect or consequential loss including any actual or anticipated loss of profit or income.

10Terms of Payment shall be as follows:

10.1Interim invoices shall be submitted at the end of each calendar month.

10.2The final date of payment shall be thirty days from the date on the invoice unless agreed otherwise.

10.3Payment of the invoice shall not be subject to retention, without prior agreement, or set off for any reason unless previously agreed.

10.4Invoices shall be subject to VAT at the prevailing rate.

11In the event of failure to make payment of any invoice in full before the final date of payment,

K M Engineering may give notice to the client of its intentions to suspend performance, and if such failure continues for a further seven days, after giving such notice, K M Engineering may immediately suspend its performance of its obligations under the Agreement until such payment is made. K M Engineering also reserve the right to withhold analysis result sheets until disputes are resolved.

11.1 In the event that such payment is made, K M Engineering shall recommence the works provided that it shall be allowed time to mobilise staff and/or purchase materials necessary for the continuance of Works.

11.2All goods remain the legal property of K M Engineering until paid for in full

11.3K M Engineering remain the legal owner of the goods until such time as all other sums or monies owed by the buyer to K M Engineering are paid in full.

11.4In the event of statutory demand or a winding up petition, K M Engineering reserve the right to enter the buyer premises to collect all goods and materials they retain title for.

11.5K M Engineering reserve the right to insist that goods remaining unpaid are clearly marked as owned by K M Engineering by the buyer, until paid for in full and reserve the right to have access for inspection.

12The client is responsible for any and all costs in recovering funds at 20% debt collecting fees, plus 8% interest and late payment charge per invoice, as per The Late Payment of Commercial Debts (interest) Act 1998 – please see our website www.kmeng.co.uk

13K M Engineering does not accept responsibility for infringement of manufacturer’s warranties whilst properly undertaking the Works in accordance with Client’s instructions.

14Whilst every care is taken in the preparation and execution of the Works, K M Engineering does not accept responsibility for any costs, however incurred, as a result of superseded, incorrect or outdated information provided by the Client.

15Variation and instructions will only be accepted if issued in writing before the Works commence and accepted in writing by the Client or K M Engineering respectively.

16The following, although not an exhaustive list, shall be considered as variation to the Works:

16.1Lost time due to system not being ready on date or agreed programme date.

16.2Lost time due to faulty equipment/changes to programme works.

16.3Written instruction from the Client.

17Variations shall be charged on a Day Work basis, unless a price is agreed in advance of carrying out the Variation.

18If the Client suffers insolvency, K M Engineering may terminate this Agreement immediately and all outstanding payments become due.

19The Client may not assign or transfer any of the benefits or liabilities of the Agreement without consent of K M Engineering.

20The Agreement shall be construed as an English contract and in conformity with English Law.

21The client shall ensure that all Site Welfare legal requirements are met before commencement of work and shall provide KM Engineering with a copy measures taken.

22The client shall undertake a duty of care to ensure that all welfare facilities provided are adequate, clean and safe to use, before commencement of work.

23The Client shall provide K M Engineering with CDM contact details and first aid location on site.

24K M Engineering will provide all Risk Assessment and Method Statements for the work undertaken by K M Engineering, but will require a copy of Main Contractor RAMS before commencement of work.