TERMS AND CONDITIONS

BACKGROUND:
These Terms and Conditions apply to the provision of all products and services by London Roof Gardens Limited to our Customers.

1. Definitions
1.1. These words and expressions have the following meanings:

“Agreement” or “Contract” is the written agreement between between LRG and the Customer which includes (i) the Quotation, (ii) a description of the services to be provided by LRG to the Customer and (iii) incorporates these Terms and Conditions

“Customer” or “you” the organisation or individual to whom LRG provides services and who is a party to the Agreement

“LRG” London Roof Gardens Limited, Company number 15364147, Registered Office, 96, Kensington High Street, London W8 4SG

“We/ us/ our” means LRG and includes all LRG employees, agents and sub-contractors

“Quotation” the quote provided by LRG and accepted by you in writing describing the services LRG will provide, the amount you will pay and the schedule for payment by you

“Your Products” custom made products required to complete your project (e.g., doors, access hatch, railings) which are non refundable once ordered

2. Pre Contract Preparations
2.1 We will meet with you on site to discuss and agree the services to be provided by us and to identify any matters which need to be addressed before we can begin work on your project.

2.2 We will prepare a written outline of your project and send this to you with a cost estimate. This will include details of Your Products.

2.3 Once the scope and cost of your project is agreed, we will send you the Quotation, together with a description of the work we are going to undertake and an indicative time frame for the project. This will include an approximate start date for the on-site works to begin and will identify and lead times for products or services including Your Products.

2.4 We will not charge you for any pre – contract works unless we have previously notified you in writing. Any pre-contract charges will be included in the Quotation.

3. Our payment schedule
3.1 Deposit: Upon your written acceptance of our Quotation and Agreement, we will agree a start date for works to begin on site and ask you to pay a deposit of 40% of the total agreed fee set out in the Quotation.

3.2 Until the deposit is paid in full, we will not place orders for any products or subcontracted services necessary to complete your project. Delay in the payment of the deposit may delay the agreed start date.

3.3 If you cancel or reschedule the Agreement after you have paid the deposit, we may retain a portion of the deposit as set out in paragraph 8.

3.4 The Agreement will contain a schedule of payments. Depending on the duration of the project, the balance of our fee may be payable in instalments or on completion of the project.

3.5 We will invoice you each time a payment is due as set out in the Agreement. We request that you pay each invoice within 7 days of receipt.

3.6 If any interim payment is delayed, this may delay the completion of your project.

3.7 Adjustment of fees: Our Quotation includes the price for the products and services which we estimate will be needed to complete your project. Should we discover that additional or different products or services are needed we will inform you in a timely manner, where possible before making any changes (other than those which we deem necessary for safety or to comply with regulations), of the changes and any price adjustment. All fee adjustments will be confirmed in writing.

3.8 Final invoice: We will issue you with a final invoice including all outstanding fees once works are completed and we have conducted a client handover, as described below.

3.9 Should your interim or final payment be delayed, we may charge you interest on the overdue sum at the rate of 2.5% above the Bank of England base rate of from time to time until payment is made in full. Interest will accrue on a daily basis from the due date until the actual date of payment.

3.10 If you have contacted us promptly to dispute an invoice in good faith, we will not charge interest while such a dispute is ongoing.

3.11 VAT: The Quotation displays the cost of our services excluding VAT. Unless stated otherwise on the Quotation, we will apply and charge you VAT on all products and services provided by LRG. The rate of VAT payable by you is the current rate at the time of invoice, which may not be the same as the rate when the Quotation is issued.

3.12 It is your responsibility to notify us of any available tax exemption you may have prior to agreeing the Quotation. LRG cannot process any retrospective tax refunds.

4. Risk and retention of title
4.1 The risk in any products we supply shall pass from us to you on delivery of the products to your property.

4.2 Until the final invoice has been paid in full (or the Cancellation and Rescheduling provisions of Paragraph 8 apply) all products, including Your Products shall remain our property and title to the products shall not pass to you.

5. Our Services
5.1 We will provide the products and services as set out in our Agreement which may be amended by agreement between us in writing.

5.2 Where we provide sketches, plans, diagrams, or similar documents, these are for illustrative purposes only unless agreed otherwise in writing as part of the Agreement.

5.3 We will ensure that our services are provided with reasonable care and skill in a good and workmanlike manner and to a reasonable standard consistent with best trade practice, including observing customary codes of practice within our industry.

5.4 We will properly dispose of all waste that results from the provision of our services.

5.5 Protective roof covering: Depending on the nature of the project, we may recommend that a temporary metal roof is constructed, using scaffold and corrugated iron, for protection against the elements and to keep the project on schedule We will not be liable for any loss or damage suffered by you if you decide not to proceed with this roof covering.

5.6 Scaffolding: When scaffolding is erected, it must be secured to the building using mechanical ties (fixings fitted between scaffold components and the building or structure to ensure lateral stability). Ties typically require 12mm-diameter holes to be drilled in the building or structure. We shall not be responsible for making good tie-holes (if any) once the scaffolding is removed.

5.7 We shall be entitled to perform any of the obligations undertaken by us through any other member of our group or through suitably qualified and skilled sub-contractors. Any act or omission of such other member or sub-contractor shall, for the purposes of the Agreement, be deemed to be an act or omission of ours.

6. Completion and client handover
6.1 Once the job is finished, we will conduct a final inspection and client handover with you. If any snagging items are identified, we will rectify these promptly.

6.2 Our final invoice will be issued once all agreed snagging items have been completed.

6.3 Any guarantees for roofing surfaces will be provided once the final invoice is paid in full.

7. Customer’s Obligations
7.1 It is your responsibility to obtain, at your cost:

(i) any consents, approvals, licenses or other permissions which are needed from any third parties such as planning authorities, local authorities, landlords or similar;

(ii) any design calculations that are required to verify the structural integrity of the property to support the loading imposed by our services, to be obtained from a qualified structural engineer; and to provide these to us in good time for us to incorporate them into our work schedule before we begin work on your property.

7.2 LRG has no responsibility to verify the legitimacy or accuracy of any of these matters and will not be liable for any costs, claims, damages or expenses resulting from any failure to obtain such items or for any inaccuracy contained within them.

7.3 Where Building Regulations approval is required for your project, it is your responsibility to appoint a Building Inspector and make all necessary filings at least 14 days before LRG begins work on your property.

7.4 You will provide us with access to the property at the times set out in our schedule of works. If you wish to provide us with a set of keys to your property, we will ensure that these are kept safely and securely.

7.5 We will let you know in advance which utilities we require. We usually need access to electricity and running water supplies.

7.6 If, after we have started the work, the property is found to have any structural deficiency, infestation or other serious defect that prevents us from continuing with our services (the “Defect”), it shall be your responsibility to rectify the Defect at your cost as promptly as is possible. We will do our best to assist in this rectification and will notify you of any additional costs incurred by us which will be added to our final invoice.

7.7 If we have to stop work until the Defect is rectified or until we can safely proceed, this will not delay the due date of any scheduled interim payments.

7.8 If the Defect cannot be corrected within 7 calendar days and we have to reschedule completion of the works, we may ask you to make an interim payment for any of Your Products which have been ordered and cannot be delayed.

8. Rescheduling and Cancellation
8.1 Until you have paid your deposit, we can reschedule the works as needed. If the delay causes additional costs, we will re issue the Quotation and adjust the deposit amount to reflect this.

8.2 We will only order Your Products after you have paid your deposit. If you need to reschedule the works once you have paid a deposit and we cannot delay production of Your Products, we will use your deposit to pay for all of the costs associated with production and delivery of Your Products. In the unlikely event that your deposit does not cover the costs of Your Products, you will be responsible for the payment of any shortfall before Your Products are delivered.

8.3 Once you have paid a deposit:

(i) if you need to reschedule the works by less than 28 calendar days, we will retain your deposit and work out a new schedule of works. If this involves additional costs, we will re issue the Quotation and request that you top up your deposit to 40% of the new final fee.

(ii) If you reschedule the works by more than 28 calendar days, then, we will give you the choice of whether we retain the deposit to be applied against the revised Quotation; or

(iii) we retain an amount equivalent to 5% of the Quotation as liquidated damages to cover our costs (“Our Costs”) plus all costs of Your Products which have been ordered and cannot be cancelled and return the balance of the deposit to you. In this case, we would issue a new Quotation when you are ready to reschedule and credit the retained costs of Your Products but not Our Costs.

(iv) If you cancel the works, we will retain Our Costs plus all costs of Your Products which have been ordered and cannot be cancelled and return the balance of the deposit to you. Provided they are fully paid for, Your Products will be delivered to you or at your direction and you will have full title to them.

9. Liability, Indemnity and Insurance
9.1 Nothing in these Terms and Conditions or in the Agreement will limit or exclude the liability of any party:

(i) for death or personal injury resulting from negligence;

(ii) for fraud or fraudulent misrepresentation by that party;

(iii) in any way that is not permitted or may not be excluded under applicable law.

9.2 LRG will ensure that we have in place at all times suitable and valid insurance which shall include public liability insurance. A copy of our insurance policy is available on request.

10. Data Protection
We will not share your personal data with any third parties for any reasons without your prior consent. Such data will only be collected, processed and held in accordance with our rights and obligations arising under the provisions and principles of the Data Protection Act 1998.

11. Force Majeure
No party to the Agreement will be liable for any failure or delay in performing its obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: power failure, internet service provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war or governmental action.

12. Third Party Rights
Nobody other than we and you may rely on any terms of our Contract.

13. Dispute Resolution
13.1 The parties to the Agreement shall attempt to resolve any dispute arising out of or relating to the Agreement through good faith negotiations between themselves.

13.2 If negotiations do not resolve the matter within 28 calendar days of receipt of a written invitation to negotiate, the parties will attempt to resolve the dispute in good faith through an agreed Alternative Dispute Resolution procedure.
13.3 Nothing in this Clause 12 shall prohibit either party or its affiliates from applying to a court for interim injunctive relief.

14. Law and Jurisdiction
14.1 The Agreement and these Terms and Conditions shall be governed by and construed in accordance with the laws of England and Wales.

14.2 Subject to the provisions of Clause 13, any dispute, controversy, proceedings or claim relating to the Agreement shall fall within the jurisdiction of the courts of England and Wales.