Terms and conditions of business

Of

Ashton Roofing and Maintenance Limited (Company Number 7954827)
1. Definitions
The following expressions to have the following meanings:
1.1 “Supplier” means Ashton Roofing and Maintenance Limited of Unit 7 Esgors Farm, Epping, Essex,
CM166LY.
1.2 “Customer” means any person who purchases services and/or products from the supplier;
1.3 “Proposal” means a statement of work, quotation or other similar document describing the services
and/or the products;
1.4 “Services” means the services as described in the proposal and includes any materials required to
complete the work;
1.5 “Products” means any product supplied by the Supplier to the Customer;
1.6 “Terms and Conditions” means the terms and conditions of supply of Services and/or Products set out
in this document and any subsequent terms and conditions agreed in writing by the supplier;
1.7 “Order” means the formal acceptance by the Customer of the proposal;
1.8 “Agreement” means the contract between supplier in the customer for the provision of the services
and/or products incorporating these terms and conditions;
1.9 “Intellectual Property Rights” means any patent, trademark, service mark, registered design, copyright,
design right, right to extract or exploit information from a database, database rights, know-how,
confidential information or process, any application for any of the above, and any other Intellectual
Property Right recognised in any part of the world whether or not presently existing or applied for;
1.10 “Adjudicator” is the party nominated to resolve a dispute between the Customer and Supplier
2. General
2.1 These Terms and Conditions shall apply to the agreement for the supply of services and/or products
by the Supplier to the Customer and shall supersede any other documentation or communication
between the Supplier and the Customer
2.2 Any variation to these Terms and Conditions must be agreed in writing by the supplier.
2.3 Nothing in these Terms and Conditions shall prejudice any condition or warranty, express or implied,
or any legal remedy to which the Supplier may be entitled in relation to the Services and/or Products,
by virtue of any statute, law or regulation
3. Proposal

Terms and Conditions

Ashton Roofing & Maintenance Limited is registered in England & Wales
Company No. 7954827 VAT Reg No. 108 4816 16

3.1 The Proposal for Services and/or Products is available for inspection on www.ashtonroofinguk.com.
By accessing the website you confirm your agreement to be bound by these terms and conditions.
3.2 The proposal for services and/or products is attached to these Terms and Conditions
3.3 The proposal for services and/or products shall remain valid for a period of 28 days from the date of
the Proposal
3.4 The proposal must be accepted by the Customer in its entirety
3.5 The Customer shall be deemed to have accepted the Proposal by placing an Order with the Supplier.
3.6 The Agreement between the supplier and the Customer, incorporating these Terms and Conditions,
shall only come into force when the supplier confirms an Order in writing to the Customer. Prior to any
confirmation the supplier has the right to refuse any Order
4. Services, Products and Delivery
4.1 The Services and/or Products are as described in the Proposal
4.2 Any variation to the services and/or products must be agreed by the Supplier in writing
4.3 Any drawings, descriptions or specifications contained in advertising material, brochures or catalogues
issued by the supplier are for the sole purpose of giving an approximate idea of the Products and/or
Services and will not form any Agreement unless otherwise agreed in writing by the supplier.
4.4 The Services and/or Products will be delivered between the hours of 08.00 hours and 17.00 hours.
The Supplier may vary these times by intimating in writing details of the change to the Customer
4.5 Dates given for delivery of Services and/or Products are estimates only and not guaranteed. Time for
delivery shall not be of the essence of the Agreement and the Supplier shall not be held liable for any
loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery.
5. Price and Payment
5.1 The price for Services and/or Products is as specified in the Proposal and is inclusive of any other
charges as outlines in the Proposal.
5.2 The price for any materials required to complete the Services is as specified in the Proposal
5.3 The terms for payment are specified in the Proposal, a deposit of 50% of the total cost will be required
on all works which must be paid before any works begin
5.4 The customer must settle all payments for Services and/or products as specified in the Proposal
5.5 The Customer will pay interest on all late payments at a rate of 15% from the date of invoice to the
date of payment
5.6 The supplier is also entitled to recover all reasonable expenses incurred in obtaining payment from the
Customer where any payment due to the Supplier is late.
5.7 The Customer is not entitled to withhold any monies due to the Supplier unless appropriate notice of
not less than 7 days prior to the payment date is given. The amount to be withheld and the reasons
must be clearly specified.
5.8 The supplier is entitled to vary the price to take account of:
5.8.1 Any additional Services and/or Products requested by the Customer which were not included in
the original Proposal;
5.8.2 Any increase in the cost of materials;
5.8.3 Any additional work required to complete the Services which was not anticipated at the time of
the Proposal;
And any variation must be intimated to the Customer in writing by the Supplier
6. Customer Obligations
6.1 The Customer will provide access to the Supplier at all times specified in the Terms and Conditions
and will co-operate with all reasonable requests by the supplier
6.2 The Customer will provide electricity, water and toilet facilities to the supplier for the purpose of
completing the Services

Terms and Conditions

Ashton Roofing & Maintenance Limited is registered in England & Wales
Company No. 7954827 VAT Reg No. 108 4816 16

6.3 The Customer will apply for, obtain and meet the cost of all necessary approvals and permissions
required to complete the Services prior to the commencement of the work, including site inspections
by the Local Authority and /or Building Control.
6.4 The Customer will take all reasonable steps to ensure the Supplier does not sustain and damage or
loss to any equipment stored on site.
6.5 The Customer shall be liable for any expenses incurred by the Supplier as a result of the Customers
failure to comply with the obligations as defined by these Terms and Conditions.
7. Supplier Obligations
7.1 The Supplier shall supply the Services and/or Products as specified in the Proposal.
7.2 The Supplier shall perform the Services with reasonable skill and care and to a reasonable standard
and in accordance with recognised codes of practice.
7.3 The Supplier shall comply with all relevant health and safety regulations.
7.4 The Supplier shall ensure that all necessary licences and permissions required to provide the Services
and/or Products are current including but not limited to skip and/or waste disposal licences.
7.5 The supplier shall be responsible for all waste management and disposal required in the course of
providing the Services and/or Products
7.6 The supplier shall hold valid Employer and Public Liability insurance policies.
7.7 The supplier shall notify the Customer in writing of any intention to engage a subcontractor.
8. Cancellation
8.1 The Customer may cancel an Order for Services and/or Products by notifying the Supplier in writing
within 7 days of placing the Order and any monies paid by the Customer will be refunded in full subject
to the deduction off an administration charge of 10% of the price of services and/or products or as
determined by the supplier.
8.2 If the Customer does not notify any cancellation within the time specified in clause 8.1 any monies
paid will not be refundable
9. Defective Products and Services
9.1 The supplier guarantees that the Services and/or Products will be free from defects in materials and/or
workmanship for a minimum period of one year from the date of completion of the work, subject to full
payment as provided for in paragraph 5 above. Repair and Maintenance work shall be excluded from
such guarantee
9.2 Clause 9.1 does not apply:
9.2.1 If a fault arises due to any subsequent mechanical, chemical, electrolytic or other damage
not due to a defect in the Services and/or Products after risk has passed to the Customer
9.2.2 If a fault arises due to wilful damage, abnormal working conditions, failure to follow
instructions, misuse, alteration or unauthorised repair, improper maintenance or negligence on the
part of the Customer or a third party.
9.3 If the Services and/or Products are found to be defective in accordance with these Terms and
Conditions then the Supplier shall, at their sole discretion, either repair, re-perform or replace the
Services and/or Products or refund any monies paid for the defective Services and/or Products
9.4 If the Customer has not paid for the Services and/or Products in full by the date the defect in
Services and/or Products is notified to the Supplier then the Supplier has no obligation to remedy
the defect in terms of this Clause10
10 Property and Risk
10.1 Risk in the products or in any property or materials used to provide the Services shall pass from
the Supplier to the Customer when the Products or property or materials leave the premises of the
supplier or on delivery if the Supplier is transporting the items.
10.2 Adequate insurance should be held by both parties to protect the Products or any property or
materials that are within their care
10.3 Title or ownership of any property or materials belonging to the Supplier remains with the Supplier
until payment is received from the Customer in full
10.4 The Customer must store any property or materials belonging to the Supplier separately from any
other property or materials belonging to the Customer or a third party

Terms and Conditions

Ashton Roofing & Maintenance Limited is registered in England & Wales
Company No. 7954827 VAT Reg No. 108 4816 16

11 Termination
11.1 The Agreement shall continue until the services and/or Products have been provided in terms of
the Proposal or any subsequent date as mutually agreed in writing by both parties or until
terminated by either party in accordance with these Terms and Conditions
11.2 The customer may terminate the Agreement if the Supplier fails to comply with any aspect of these
terms and conditions and this failure continues for a period of 48 hours after notification of non-
compliance is given
11.3 The Supplier may terminate the Agreement if the Customer has failed to make over any payment
due within 24 hours of the sum being requested
11.4 Either party may terminate the Agreement by notice in writing to the other if:
11.4.1 the other party commits a material breach of these terms and conditions and, in the case
of a breach capable of being remedied, fails to remedy it within a reasonable time of being given
written notice from the other party to do so; or
11.4.2 the other party commits a material breach of these terms and conditions which cannot be
remedied under any circumstances; or
11.4.3 the other party passes a resolution for winding up (other than for the purpose if solvent
amalgamation or reconstruction), or a court of competent jurisdiction makes an order to that effect;
or
11.4.4 the other party ceases to carry on its business or substantially the whole of its business;
or
11.4.5 the other party is declared insolvent or convenes a meeting of or makes or proposes to
make any arrangement, or composition with its creditors; or a liquidator, receiver, administrative
receiver, manager, trustee or similar officer appointed over any of its assets.
11.5 In the event of termination the Customer must make over to the Supplier any payment for work
done and expenses incurred up to the date of termination.
11.6 Any rights to terminate the Agreement shall be without prejudice to any other accrued rights and
liabilities of the parties arising in any way out of the Agreement as at the date of termination.
12 Warranties
12.1 The Supplier warrants that the Products will, at the time of delivery, correspond to the description
given in the proposal.
12.2 The Supplier warrants that the Services will be performed using all reasonable skill and care
13 Limitation of Liability
13.1 Nothing in these Terms and Conditions shall exclude or limit the liability of the Supplier for death or
personal injury, however the Supplier shall not be liable for any direct loss or damage suffered by
the Customer howsoever caused, as a result of any negligence, breach of contract or otherwise in
excess of the price of the Service and/or the Products
13.2 The Supplier shall not be liable under any circumstances to the customer or any third party for any
indirect or consequential loss of profit, consequential or other economic loss suffered by the
customer howsoever caused, as a result of any negligence, breach of contract, misrepresentation
or otherwise
13.3 For the avoidance of doubt, time shall not be of the essence and the Supplier shall incur no liability
to the Customer in respect of any failure to complete the services or supply the Products by any
agreed completion date
14 Indemnity

Terms and Conditions

Ashton Roofing & Maintenance Limited is registered in England & Wales
Company No. 7954827 VAT Reg No. 108 4816 16

14.1 The Customer shall indemnify the Supplier against all claims, cost and expenses which the
supplier may incur and which arise directly or indirectly from the customers breach of any of its
obligations under these Terms and Conditions
15 Settlement of Disputes
15.1 Any dispute arising under this agreement will be referred to and decided by Alternate Dispute
Resolution by way of Mediation.
15.2 The Mediator will be appointed by application to the Confederation of Roofing Contractors
(CORC”)
15.3 A party wishing to refer a dispute to Mediation shall advise the other party of this intention in
writing at any time during the term of this Agreement. The dispute must then be referred to CORC
for Mediation within seven (7) days of this intention being intimated
15.4 The Mediator may act impartially and be free to take the initiative in ascertaining the facts and the
law. The Mediator must reach a decision within twenty eight (28) days of referral or such longer
period as the parties may agree.
15.5 During the period of Mediation both parties must continue with their obligations as stated in this
Agreement.
15.6 If a Compromise Agreement is concluded, the decision of the Mediator will be binding on both
parties unless and until revised by legal proceedings, arbitration or agreement.
15.7 The costs of mediation including the Mediators fee shall be borne equally between the parties
16 Intellectual Property Rights
16.1 All intellectual property rights, registered or unregistered, including but not limited to patents,
trademarks, design rights and know-how remain the property of the Supplier and cannot be used
by the Customer without written permission of the supplier.
17 Force Majeure
Neither party shall be liable for any delay of failure to perform any of its obligations if the delay or
failure results from events or circumstances outside its reasonable control, including but not limited
to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage
or unavailability of raw materials from a natural source of supply, and the party shall be entitled to
a reasonable extension of its obligations.
18 Relationship Of Parties
Nothing in the agreement shall be construed as establishing or implying a partnership or joint
venture between the parties or suggest that either of the parties are agent for the other
19 Assignment
The Customer shall not be entitled to assign its rights or obligations or delegate its duties under
the agreement without the prior written consent of the Supplier
20 Severance
If any term of provision of these terms and conditions is held invalid, illegal or unenforceable for
any reason by any court of competent jurisdiction such provision shall be severed in the remainder
of the provisions hereof shall continue in full force and effect as if these terms and conditions have
been agreed with the invalid, illegal or unenforceable provision eliminated
21 Waiver
The failure of either party to enforce at any time or for any period any one or more of the terms and
conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce
all terms and conditions.

Terms and Conditions

Ashton Roofing & Maintenance Limited is registered in England & Wales
Company No. 7954827 VAT Reg No. 108 4816 16