1. General

1.1. We only do work or supply goods on these conditions. These conditions apply to this, and (subject to 1.4) any future dealings and, in the case of conflict shall override any terms or conditions imposed by you and which can only be varied by writing signed by our Company Secretary.

1.2. These terms and conditions are dated 10/01/2023.

1.3. These terms and conditions supersede any terms and conditions previously imposed by ourselves relating to work done, or to be done, and/or goods supplied, or to be supplied by the Company unless they are endorsed as “Anderstore’s Standard Terms & Conditions of Trading” and dated later than the date appearing in 1.2 above.

1.4. These terms and conditions are subject to change. Changes will appear in duly issued Terms and Conditions endorsed as “Anderstore’s Standard Terms & Conditions of Trading” and dated later than the date appearing above. The current version of our terms and conditions may be obtained on our World Wide Web site, or upon request from the Company at the details given in clause 11.13.

1.5. Unless You notify us in writing in accordance with clause 11.12 to the contrary, any such changes will be deemed to have been accepted from the earlier of:

1.5.1. when You next enter into a new contract with Us, place an order with Us, accept Goods from Us, or have Work done by Us;

1.5.2. the earliest due date for any Scheduled Work not less than 60 days after the release of any such changes; and

1.5.3. 60 days prior to any renewal of any Scheduled Work Agreement pursuant to clause16.5.

2. Definitions & Interpretation

2.1. In these conditions, unless the context requires otherwise:

2.1.1. “Affiliate” means in relation to a party, any other entity which directly or indirectly controls, is controlled by, or is under direct or indirect common control with, that party from time to time

2.1.2. “Company” means Anderstore Ltd or the Group Company by which work is to be done or goods supplied;

2.1.3. “Group” means the Company and all companies which are for the time being either a Holding Company of the Company or a Subsidiary of either the Company or any such Holding Company together with any other firm or company which shall from time to time be notified to the Employee as constituting part of the Group;

2.1.4. “Group Company” means any company in the Group;

2.1.5. “Acquired Business” means any business whose goodwill, trading name, contracts, business, database or any rights to trade has been acquired by the Company or any Group Company;

2.1.6. “Subsidiary Company” and “Holding Company” have the meanings ascribed to them by Section 736 of the Companies Act 1985 or any statutory modification or re-enactment thereof;

2.1.7. “Customer” means the person by whom or on whose behalf an order form has been signed, or instructions given by any means for work to be done or goods supplied;

2.1.8. “Customer Group” means the Customer, and its Affiliates;

2.1.9. “Customer Group Sites” (or “Customer Sites”) means all sites owned, leased, occupied, or controlled by the Customer or any member of the Customer Group;

2.1.10. “Work” means any work to be done by the Company whether by way of provision of advice, assessing risks, consultancy, design, installation, commissioning, inspection, maintenance, repairs, modification, training, or otherwise;

2.1.11. “Goods” means all goods, fire detection equipment, fire alarm equipment, emergency lighting, safety signage, fire fighting equipment, parts thereof or other items to be sold by the Company to the Customer whether or not supplied in conjunction with work to be done by the Company;

2.1.12. “Price” means the price agreed for the Work and/or Goods;

2.1.13. “We” means the Company, and “us” and “our” shall be construed accordingly;

2.1.14. “You” means the Customer, and “your” and “yours” shall be construed accordingly;

2.1.15. “including” means including without limitation, and “include” , “includes” and “included” shall be construed accordingly;

2.1.16. “Extinguisher” means a Portable Fire Extinguisher as defined in the British Standard referred to in clause 22.2.1.1;

2.1.17. “Normal Working Day” means any day Monday to Friday excluding public and bank holidays, 24 December and 31 December.

2.2. Unless otherwise provided for, any reference to:

2.2.1. persons or a person includes natural persons, firms, partnerships, companies and any other legal entities;

2.2.2. the plural include the singular and vice versa;

2.2.3. one gender includes reference to all genders and neuter;

2.2.4. a Party means the Company or the Customer, and Parties means both the Company and the Customer, and in each case any permitted assignee or successor;

2.2.5. any statutory or regulatory requirement will (a) include any relevant Act of Parliament, subordinate legislation or other enforceable right and (b) be construed as references to that requirement as may be amended, replaced extended or consolidated from time to time

2.3. These conditions shall be interpreted without reference to their headings.

3. Prices

3.1. The following apply to all prices whether quoted or forming part of a contract:

3.1.1. All prices are exclusive of VAT and postage & packing or any other delivery charges.

3.1.2. Unless otherwise specifically agreed by the Company in writing, the price of work and/or goods shall be that stated in the Company’s price list applicable to the work and/or goods. Any given price or rate is available from the Company on request by the Customer.

3.1.3. The Company reserves the right to add to any prices a credit charge. Such a credit charge will not exceed 20% of the price or £5.00, whichever is the greater, and is only payable in the event that the Customer breaches any payment terms relating to any contract between the Company and the Customer.

3.1.4. The Company reserves the right to vary the price of work and/or goods without notice to take account of any variation in the cost of living (as defined by the Cost of Living Index), materials, labour, transport, duties, taxes, exchange rates or any costs of whatsoever nature between the date of any contract and the corresponding date of delivery or completion of payment.

3.1.5. Any totals calculated by us in connection with our prices are offered in good faith but shall be deemed not to constitute representations. In the event that these are miscalculated our prices shall be taken from the unit prices and quantities only.

3.2. Prices and Normal Hours

3.2.1. Except where otherwise provided, prices for Work Done or Goods Supplied are provided on the basis that the Company may do such Work or Deliver such Goods in accordance with the contract at any times and dates of its choosing between the hours of 08:00 and 18:00 on any Normal Working Day. The Company reserves the right to charge the Customer for any additional staff time, and any costs or losses where this is not possible for reasons outside of the Company’s control;

3.2.2. The Company reserves the right to increase any prices relating to any Goods supplied or Work done where the Customer requests any Work to be Done or Goods supplied outside of the hours of 09:00 and 17:00 on any Normal Working Day as set out below, the effects of which may be cumulative:

3.2.2.1. by 50% between the hours 06:00-09:00 or 17:00-22:00; or by 100% between the hours 22:00-06:00;

3.2.2.2. by 200% on 25 December; by 100% on any other bank or public holiday, 24 December, or 31 December; or by 50% on any other Saturday or Sunday or date between 26 December and 31 December.

3.3. Quotations

3.3.1. Any prices quoted remain valid for thirty days only unless otherwise specifically agreed by the Company in writing.

3.3.2. Our quotations are without commitment and an order is not binding on us unless (expressly or impliedly) we accept it and any action by us pursuant to the order shall be taken as our acceptance of it on these conditions.

3.4. The Company draws the Customer’s attention to the Sample Prices taken from the Company’s standard price list which were correct as at the date appearing in 1.2 above. This list is not exhaustive, and the items are subject to change, including in accordance with this clause 3.Current prices are available on request from the Company.

3.5. Sample Prices include:

3.5.1. Miscellaneous Engineer Labour/Time - £82.50/hour

3.5.2. Miscellaneous Office Staff Time - £41.80/hour

3.5.3. Miscellaneous management time - £95.00/hour

3.5.4. Re-Stocking Charge (per item) – 40% of the original price of the item or £40.00, whichever is the greater, plus 0.25% of the item’s price per day for each day between the dates of supply and restocking

3.5.5. Administration Fee (Level 1) - £13.00 (applicable to occasions including providing copy documents, sending debt collection letters, and making debt collection phone calls)

3.5.6. Fee for administering stopped, returned or ‘bounced’ payments - £16.00 + Administration Fee (Level 1)

3.5.7. Court Summons/Document Preparation Fee - £48.00

3.6. Unless otherwise so provided, any hourly charge is chargeable per 15 minutes of time or part thereof. Any labour charges are chargeable on a per-item, per-task basis.

4. Credit & Related Checks

4.1. This Agreement (and the doing of Work or supply of Goods) is subject to the Customer’s credit status, in the Company’s sole opinion, being sufficient to enable the Customer to comply with its obligations under this Agreement (as may be modified or supplemented from time to time). The Customer agrees and acknowledges that the Company may, prior to supplying Goods or Services and at such other times as it may deem appropriate, carry out a credit assessment of the Customer with licensed credit reference agencies, and that such agencies will record the Company’s search and the Customer’s application. The Company may use credit scoring and/or other automated decision-making systems when assessing the Customer’s status from time to time. If the Customer’s credit status is not acceptable to the Company then the Company reserves the right to refuse to supply particular Goods and/or Services, terminate this Agreement, impose a credit limit on the Customer’s Account and/or a limit on the doing of Work or supply of Goods. If the Customer believes that the Company’s credit assessment is incorrect, the Company will review the Customer’s eligibility. However, the Company cannot accept any responsibility for the accuracy of information provided from credit reference agencies nor does it accept any liability for the consequences of the Company declining to do any Work for or supply any Goods to a Customer, terminating this Agreement or restricting the supply of Goods to or doing any Work for the Customer.

4.2. The Company may from time to time check the Customer’s details with fraud prevention agencies who will record details of any false or inaccurate information provided by the Customer where the Company suspects fraud. The Company or other organisations may use and search these records to:

4.2.1. help make decisions about credit and credit related services, for the Customer and members of the Customer’s household (this does not apply if the Customer is a limited company);

4.2.2. help make decisions on motor, household, credit, life and other insurance claims, for the Customer and members of the Customer’s household (this does not apply if the Customer is a limited company);

4.2.3. trace debtors, recover debt, prevent fraud, and to manage the Customer’s accounts or insurance policies;

4.2.4. the Customer’s identity to prevent money laundering.

4.3. The Company may disclose details of how the Customer has conducted its Account to the agencies referred to in clauses 4.1 and 4.2. The information may be used by other credit grantors for making credit decisions about the Customer and other members of the Customer’s household, for fraud prevention, debt recovery, money laundering prevention, tracing debtors and account management. For these purposes the Company or they may make further searches. Although these searches will be added to the Customer’s record they will not be shared by others.

4.4. The Customer should contact the Company if it wishes to obtain details of the credit reference and fraud prevention agencies from whom the Company obtains and to whom the Company passes information about the Customer’s Account. The Customer has a legal right to this information.

4.5. This sub-clause does not apply if the Customer is a limited company. "Associations" linking your financial records may be created on credit reference agency records when you apply for accounts in joint names. Your financial records and those of anyone financially associated with you will be considered in your application and future applications. By signing this Agreement you authorise the Company to search and or record information at credit reference agencies about you and anyone financially associated to you. If you wish for your application to be assessed without reference to any “associated” records, then you must notify the Company accordingly of your decision to ‘opt out’. If you do ‘opt out’ then by so doing you:

4.5.1. declare that you understand that this may adversely affect the outcome of your application.

4.5.2. declare that you believe that there is no information relating to anyone financially associated with you that is likely to affect the Company’s willingness to offer services to you.

4.5.3. authorise the Company to check the validity of these declarations with credit reference agencies and if the Company discovers any associated records, which would affect the accuracy of this declaration the Company may decide not to proceed with the application on this basis.

5. Deposits

5.1. The Company may request that the Customer lodge a deposit for such sum as the Company may deem appropriate prior to doing any work or supplying any Goods, if the Customer fails to pass any credit assessment from time to time. Deposits will be held for 12 months from the date of receipt and then refunded to the Customer upon request. The Company does not pay interest on deposits. The Company may set off deposits against any amount that the Customer owes under this Agreement. Any balance left after such set off will be refunded to the Customer by way of a credit on the Customer’s Account.

6. Claims & Complaints Procedure

6.1. At the time of sale or delivery you will satisfy yourself that the work and/or goods comply with the contract and will inspect them for apparent deficiencies, defects and damage. You will thereupon sign and endorse on the delivery document a note of any deficiency, defects or damage found. Such note duly signed shall be conclusive evidence against you that the work and/or goods are correct and free from apparent deficiencies, defects and damage except as so endorsed and (in the case of consumer customers) except as to matters constituting any breach of a statutory implied term. If you refuse or neglect to sign such note, it will be deemed to have been signed without endorsement.

6.2. Without prejudice to 8.5 and 9.1 above, any claim that any work and/or goods do not comply with the contract must be made in writing to the Company within fourteen days of the invoice date in accordance with the Company’s Complaints Procedure (a copy of which is available upon request) with which you agree, agreeing in particular to:

6.2.1. send precise written details of any such claim to the Company (utilising the appropriate documentation where so required by the Company);

6.2.2. complete and return any documentation requested by the Company within fourteen days of the request having been made;

6.2.3. send all documentation to us in accordance with clause 11.12;

6.2.4. not rely upon any information provided to you by third parties (for example the Fire Brigade, health & safety inspectors or our competitors) unless that information is formally provided to you in writing and a full unaltered copy sent to us;

6.2.5. use your best endeavours to assist the Company in investigating and resolving the claim;

6.2.6. pay for any and all reasonable:

6.2.6.1. administration charges and time spent by the Company in investigating the claim at the rates set out in clauses 3.4 and 3.5;

6.2.6.2. other costs incurred by the Company; and

6.2.6.3. third party charges (including third party inspections)

in investigating any such claim in the event the Company reasonably believes it cannot be proven; and

6.2.7. upon request, pay in advance and within fourteen days of the Company’s request the Company’s reasonable estimate of investigation costs as set out in 6.2.6 above. Such sums will be refunded in the event the Company reasonably believes the claim to be proven.

7. Payment

7.1. Unless agreed otherwise in writing by the Company our terms of payment are that each invoice is payable within thirty days of the date of invoice.

7.2. No discount or allowance will be made unless otherwise specifically agreed by the Company in writing.

7.3. Time for making payment shall be of the essence of the contract.

7.4. The Customer must inform the Company of the Account Reference to which payments relate. The account reference, issued by the Company and appearing on every invoice and statement, may be passed on, for example, by returning the Company’s remittance advices, writing it on the back of the cheque or sending a so noted BACS remittance advice.

7.5. Payment must be made by BACS payment, or other acceptable method of payment, as the company may from time to time notify. Details are available on the Company's website and upon request from the Company.

8. Breach of Payment Terms

8.1. In the event that the Customer breaches any payment terms under this agreement:

8.1.1. The Company reserves the right to forthwith terminate without further notice all rights of the Customer and liabilities of the Company under any agreement or contract that may exist between the Company and the Customer.

8.1.2. The Company shall be entitled to recover any credit charges as set out in clauses 3.4 and 3.5.

8.1.3. All monies owing by the Customer shall become immediately due.

8.1.4. The Company shall be entitled to recover any sums accrued and due.

8.1.5. Interest will be charged on all sums due under or by way of damages for any breach of contract at the rate of 8% per annum above the base rate of the Bank of England from time to time in force and shall be calculated and accrued on a day to day basis from the date on which payment fell due until payment (whether made before or after judgement has been obtained by the Company against the Customer).

8.1.6. The Company shall further be entitled to charge compensation arising from late payment at the rates set out in section 5A of the Late Payment of Commercial Debts (interest) Act 1998 as amended.

8.1.7. The Company shall be entitled to charge the Customer at the rates set out in clauses 3.4 and 3.5 for any administration involved in collecting any sums that are or have become due. The Company shall decide the methods employed in collecting such sums.

8.1.8. The Company shall be entitled to change the Customer’s credit terms without notice.

9. Limitation of Liability and Indemnity

9.1. Provided that this clause shall not apply in respect of any liability of the Company for death or personal injury resulting from the negligence of the Company or its servants or agents, the Company shall not be liable for any loss, injury or damage of whatever nature (including consequential loss) howsoever caused which may arise as a result of the equipment not being in proper working order:

9.1.1. due to the circumstances set out in clause 15.5.5;

9.1.2. through the repossession of our goods in the circumstances set out in clause 14.2; or

9.1.3. through a failure by the Company, in circumstances outside its control, to inspect or maintain any equipment or to supply any replacements required.

9.2. The liability of the Company of whatsoever nature (including liability of consequential loss), in respect of defective performance of the obligation to inspect or maintain the Equipment (not including goods supplied thereunder) is limited to carrying out a further inspection and/or maintenance at no cost or expense to the Customer at such time as the Customer may reasonably request, and all express or implied conditions warranties or other terms statutory or otherwise, inconsistent herewith are expressly excluded, provided that this clause shall not apply to liability of the Company for death or personal injury resulting from the negligence of the Company or its servants or agents.

9.3. The warranties contained in clause 13 below are given expressly in lieu of and exclude (to the fullest extent permitted by law) all other representations, conditions, guarantees or warranties express or implied. Our liability for loss or damage whether direct or consequential (other than as provided in such warranties) is hereby excluded to the fullest extent possible.

9.4. Except where specifically otherwise agreed in writing, we offer no (and shall have no liability under any) warranty or condition (express or implied) in respect of goods, materials or services of our suppliers or sub-contractors but we will if requested by you (and if we consider it appropriate and practical to do so) assist you to obtain the benefit of such warranties as are available from them in favour of first users of goods or services.

9.5. You shall indemnify us and our employees and agents against all third party claims relating in any way to goods supplied by us or arising from breach of or negligence in connection with the Agreement.

10. Performance

10.1. Any work done and/or goods supplied by us are not supplied on approval.

11. Miscellaneous

11.1. The Customer may not assign the Agreement or any rights thereunder without prior written consent from the Company.

11.2. The Company may, without the consent of the customer, assign the Agreement to any other Group Company.

11.3. This Agreement constitutes the entire agreement of the parties with regard to the subject matter hereof, and supersedes all previous written or oral representations, agreements and understandings between the parties, whether expressed or implied.

11.4. Agency agreements exist between the Company and other Group Companies.

11.5. The Agreement shall be governed by English law, and you shall submit to the non-exclusive jurisdiction of the English courts.

11.6. Any provision of these conditions held by a court of law to be invalid shall be severable and shall be deemed to be omitted from these conditions and any liability which would otherwise have been excluded or limited shall nevertheless be subject to the remaining provisions of these conditions.

11.7. The provisions of these conditions shall remain in full force and effect notwithstanding that the parties’ obligations under the Agreement may have been performed or discharged.

11.8. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.

11.9. Where applicable any reference to the current British Standard in these conditions shall apply to any successive European Standard.

11.10. Any reference to the singular relates, where applicable to the plural and vice versa.

11.11. All dealings the Company and/or its staff including written correspondence, e-mails and conversations, may be documented, recorded and/or monitored. The company may use such documentation and/or recordings for purposes including staff training, quality control and for evidence.

11.12. We may, from time to time, send you information regarding our goods and/or services that we feel may be of interest to you. You may request in writing to the usual contact details that we do not send such information.

11.13. Any notices or correspondence sent to either party that are required to be sent in compliance with this clause must be sent in writing on headed paper (or some other way provide proof of the sender’s identity) by Royal Mail Recorded Delivery with the proof of delivery retained for inspection by the other party;

11.14. The Company’s contact details are: Anderstore Ltd whose registered office is 71 Harehills Road, Harehills, Leeds, LS8 5HS. Tel: 0845 3000 440. Fax: 0845 3000 441. E-mail: mail@anderstore.com. World-Wide-Web site anderstore.com. Company registration number: 02998025. VAT registration number: 664 8283 02.

12. Specifications

12.1. Except where we specifically agree otherwise in writing, the selection and choice of our goods and (except as to compliance with specific technical specifications contained in our current literature) the assessment of our goods’ suitability and fitness for your purpose is your sole responsibility.

12.2. Any specifications, formulations, data, literature and statements as to content, suitability, performance or otherwise, issued, and descriptions and samples given, by us in connection with our goods are offered in good faith but are intended to be approximate only and shall be deemed not to constitute representations.

12.3. Extinguishers, fire blankets, hose-reels and any other fire fighting equipment are supplied on condition that they should only be used in connection with the relevant hazard set out on our written instruction thereon.

12.4. Pursuant to our policy of continuous improvements, we reserve the right without notice and without affecting the validity of the Agreement, to make such changes to materials, dimensions and design as we think reasonable or desirable.

12.5. The copyright and all patent and other industrial property rights in our design, data sheets, packaging and literature shall remain our property and no licence thereunder (except as to the use for which our goods are supplied) shall be implied.

12.6. You shall not at any time alter or deface our name or any of our trademarks or juxtapose with them any other mark likely to cause confusion either on or in connection with any services or any goods other than goods in the form supplied by us or as, or as part of, any name or trading style.

13. Warranties

13.1. We hereby agree, (subject to satisfaction of the conditions in 11.2 below) to make good, free of charge, by replacement or repair (at our election) any defects which we shall find upon examination to be due to faulty materials, workmanship or design which may appear in our goods or work within 1 year of the date of sale and in addition that where the item purchased:

13.1.1. is confirmed in writing by us to be covered by one of our extended warranties; and

13.1.2. where applicable, relates to, or is itself, equipment that is at all times covered by a current maintenance agreement with us to our recommendations.

Then we shall make good by replacement or repair any defects which are due to faulty materials, workmanship or design which may appear in the item within the period specified by us of the date of despatch from our factory.

13.2. The said conditions (each of which must be fulfilled before any warranty claim shall arise) are:

13.2.1. that the claim is not attributable to fair wear and tear or any fault or damage arising from impact, modification, inappropriate use or treatment, incorrect handling or exposure to corrosive conditions (e.g. subject to acid or alkaline atmospheres) or the goods being kept or installed other than under normal conditions (e.g. exposed to frost, detrimental weather or wind);

13.2.2. That the goods must not be or have been installed, commissioned, maintained, recharged, repaired or modified by any other than a qualified person for the time being employed by us;

13.2.3. that our instructions as to the use of the goods have been strictly complied with;

13.2.4. that the claim is made by you as our original customer for your benefit;

13.2.5. that the claim is notified, in detail, in writing to us within 30 days of the date of discovery thereof.

14. Title and Risk

14.1. Title to any goods supplied by us remains vested in us until the purchase price and all other monies owing by the Customer (whether or not due) are paid in full.

14.2. Pending title passing such goods shall be insured to their full value by you and in all respects held by you as bailee for us. We shall be entitled at any time to inspect and/or to repossess our goods and you will allow and procure for us any necessary access therefore. You shall while the goods remain our property not dispose or permit disposal of them.

14.3. Where title in such goods has not passed we may nevertheless maintain an action against you for the purchase price and all other monies owing by you in relation to the goods notwithstanding Section 49 Sale of Goods Act 1979.

14.4. The risk of any loss, deterioration or damage shall nevertheless pass to you from the time the goods were supplied except to such extent (if any) as we may have the benefit of insurance against such risk.

15. Undertaking Work

15.1. General

15.1.1. This clause 15 applies when the Company does Work for the Customer;

15.2. Definitions & Interpretation

15.2.1. In these conditions, unless the context requires otherwise:

15.2.1.1. “Core Working Standard” means the core standard which defines the way in which any Work is to be done;

15.2.1.2. “Good Working Practice” means any additional working requirements contained in this agreement;

15.2.1.3. “Working Standard” means the Core Working Standard together with any items of Good Working Practice as the Company in its sole discretion deems appropriate;

15.2.1.4. “Company Representative” means any person appointed by the Company from time to time to do Work or supply Goods;

15.2.1.5. “Records of Work” means any records that will document the Work to be done as required by the Working Standard. Such Records of Work may include a written report, a log book entry, a label and/or a certificate and be in a form determined by the Company;

15.2.1.6. “Equipment Type” means any type of equipment coming under the scope of the Working Standard in relation to which the Company is to do Work;

15.2.1.7. “Equipment” means any equipment in relation to which the Company is to do Work;

15.2.1.8. “Price Inclusive Items” means an inclusive list of all items whose cost is included in the Price;

15.2.1.9. “Price Exclusive Items” means a non-exhaustive list of those items which, for the avoidance of doubt, are excluded from the Price, including:

15.2.1.9.1. time spent examining any Customer-Provided Recommended Documentation;

15.2.1.9.2. time spent sourcing alternate copies of Customer-Provided Recommended Documentation where not available from the Customer (e.g. the documents at clause 15.2.1.11.4)

15.2.1.9.3. any goods including consumables, components, spare parts, replacement parts, o-rings, washers, seals, tamper indicators;

15.2.1.9.4. indicating labels, maintenance labels;

15.2.1.9.5. any form of certificate or report;

15.2.1.9.6. signage; and

15.2.1.9.7. any work involved in fitting, supplying or undertaking any other Price Exclusive Item;

15.2.1.10. “Customer-Provided Essential Documentation” includes:

15.2.1.10.1. all documents required to ensure the health and safety of the Company Representative and other persons;

15.2.1.10.2. written details of any known potential dangers or hazards to the Company Representative(s) pertaining to the Customer Site or its environs, including: fire hazards, noise hazards, chemical toxicity, dangerous substances, asbestos, unsafe structures, subsidence, mineshafts, disease or biomatter hazards, polluted waters, shooting, livestock and dangerous animals;

15.2.1.11. “Customer-Provided Recommended Documentation” includes:

15.2.1.11.1. all Customer-Provided Essential Documentation;

15.2.1.11.2. documented findings of the Customer’s Fire Risk Assessment and any other risk assessment pertaining to any goods supplied or work done by the Company;

15.2.1.11.3. the Customer’s Fire Log Book; and

15.2.1.11.4. any applicable instruction manuals, user guides, maintenance guides, specifications, O&M manuals, etc. in relation to any Equipment;

15.2.1.11.5. any previous applicable and relevant Records of Work;

15.2.1.12. “Recommended Customer-Actions” includes:

15.2.1.12.1. complying with all applicable legislation;

15.2.1.12.2. undertaking suitable and sufficient fire safety risk assessments;

15.2.1.12.3. undertaking suitable and sufficient health & safety risk assessments;

15.2.1.12.4. undertaking other suitable and sufficient risk assessments as may be sensible and/or required;

15.2.1.12.5. keeping appropriate records;

15.2.1.12.6. following the applicable recommendations of:

15.2.1.12.6.1. any applicable Government body, including where applicable:

15.2.1.12.6.1.1. the UK Government’s Department for Communities and Local Government;

15.2.1.12.6.1.2. the Welsh Assembly; and

15.2.1.12.6.1.3. the Scottish Executive and Scottish Government.

15.2.1.12.6.2. any applicable British Standard, or European Standard;

15.2.1.12.6.3. any user guides or instruction manuals provided in respect of any Equipment;

15.2.1.12.6.4. the Company;

15.2.1.12.7. undertaking and documenting any applicable recommended user checks, inspections and maintenance;

15.2.1.12.8. make available to the Company Representative a copy of the Customer-Provided Recommended Documentation;

15.2.1.12.9. take action as required on any relevant information in any Customer-Provided Recommended Documentation, including notifying the Company of any matters requiring attention as may be appropriate or required;

15.2.1.13. “Notifiable Work-Inability Circumstances” include:

15.2.1.13.1. the Company Representative being unable to:

15.2.1.13.1.1. gain access to the Customer’s site or any Equipment thereon;

15.2.1.13.1.2. leave any Equipment in proper working order; or

15.2.1.13.1.3. supply any additional Goods or other equipment that may be required at that site;

15.2.1.13.2. any equipment not being left in proper working order, or the levels of Equipment on any site being left below the required, recommend or desirable levels as a result of the repossession of our goods as set out in clause 14.2;

15.2.1.14. “Justifiable Work-Inability Circumstances” include:

15.2.1.14.1. the Company being unable to fulfil it’s obligations as a result of:

15.2.1.14.1.1. a breach of the Customer’s obligations, including under clause 15.5.1; or

15.2.1.14.1.2. the Customer failing to undertake all Recommended Customer-Actions;

15.3. Price

15.3.1. Any Price for the Work covers only Price Inclusive Items, but, for the avoidance of doubt, is exclusive of any Price Exclusive Items.

15.4. Core Working Standards, etc.

15.4.1. Where no Core Working Standard is otherwise provided in this agreement, the Core Working Standard shall be that the Company shall undertake such works and provide such Price Inclusive Items and Records of Work as it, in its sole discretion, deems appropriate, shall provide such Price Exclusive Items as it, in its reasonable opinion, deems appropriate;

15.5. Performance of Work, etc.

15.5.1. The Customer shall:

15.5.1.1. make available to the Company Representative before his undertaking any work a copy of the Customer-Provided Essential Documentation and indemnify the Company and its staff from and against any losses or damage arising by virtue of such non-disclosure;

15.5.1.2. ensure that any Customer-Provided Essential Documentation and Customer-Provided Recommended Documentation provided to the Company Representative is recorded on the Records of Work, and the absence of any such records on the Records of Work shall be regarded as conclusive proof that such documentation was not provided;

15.5.1.3. place every reasonable facility at the disposal of any Company Representative for the purpose of carrying out their duties;

15.5.1.4. assist any Company Representative by locating and leaving readily available any Equipment;

15.5.1.5. complete any paperwork reasonably required by the Company, including that required pursuant to clause 6.1; and

15.5.1.6. pay the Price and all other costs arising from the Work, or otherwise arising under these terms, including those relating to any Price Exclusive Items supplied;

15.5.2. The Customer should undertake all Recommended Customer-Actions.

15.5.3. The Company shall make reasonable efforts to:

15.5.3.1. do the Work in accordance with the Working Standard;

15.5.3.2. provide Records of Work in accordance with the Working Standard;

15.5.3.3. unless agreed otherwise in writing by the Company no later than 13 weeks prior to the anticipated date of doing the Work, such Work will be conducted without notice within normal working hours at a time decided by the Company.

15.5.4. The Company shall decide the methods employed in doing any Work;

15.5.5. Inability to do Work in accordance with the Working Standard, for whatever reason shall not be a non-performance, part performance, defective performance or delay in performance of any obligation to do Work:

15.5.5.1. in any of the Notifiable Work-Inability Circumstances provided that the Customer is notified orally, notified in writing, and/or the Records of Work endorsed in accordance with the Working Standard; or

15.5.5.2. In any of the Justifiable Work-Inability Circumstances

16. Scheduled Work Agreements

16.1. General

16.1.1. This clause 16 applies when the Company does Scheduled Work for the Customer.

16.1.2. For the avoidance of doubt, clause 15 also applies, but in the case of any conflict the terms of this clause prevail.

16.2. Definitions & Interpretation

16.2.1. In these conditions, unless the context requires otherwise:

16.2.1.1. “Scheduled Work” means the Work to be done on a regular scheduled basis;

16.2.1.2. “Scheduled Work Agreement” means the agreement between the Company and the Customer for the Company to do the Scheduled Work;

16.2.1.3. “Similar Scheduled Work” means regular scheduled work similar to the Scheduled Work;

16.2.1.4. “Previous Scheduled Work Agreement” means any prior agreement to do Similar Scheduled Work between the (a) customer and (b) the Company, any Group Company or any Acquired Business;

16.2.1.5. “Previous Scheduled Work Agreement Through Conduct” means a Previous Scheduled Work Agreement created by virtue of the Customer having had Similar Scheduled Work done automatically by the Company, any Group Company and/or any Acquired Business (for example by virtue of clause 16.3.1.1 of these Standard Terms and Conditions of Trading or clause 4.1 of Anderstore’s Standard Terms and Conditions of Trading dated 01/07/2001);

16.2.1.6. “Explicit Previous Scheduled Work Agreement” means any written Previous Scheduled Work Agreement other than a Previous Scheduled Work Agreement Through Conduct;

16.2.1.7. “Start Date” means the date of the Scheduled Work Agreement;

16.2.1.8. “Minimum Period” means the greater of:

16.2.1.8.1. any minimum period applicable to the Previous Scheduled Work Agreement where the Previous Scheduled Work Agreement is an Explicit Previous Scheduled Work Agreement (typically five (5) years); or

16.2.1.8.2. five (5) years otherwise;

16.2.1.9. unless otherwise provided, “Initial Term Expiration Date” means the end of the Minimum Period after the Start Date;

16.2.1.10. “Term” means the period commencing from the Start Date and ending on the Initial Term Expiration Date and any renewal periods thereafter;

16.2.1.11. “Calendar Quinquennium-End” means 31 December 2010 and each fifth calendar year end thereafter (i.e. 31 December 2010, 31 December 2015, 31 December 2020, etc.);

16.2.1.12. “Scheduled Work Frequency” is the rate at which the Work is scheduled to be undertaken under the Scheduled Work Agreement (and subject to the Allowed Work Frequency Variance as set out in clause 16.4.1.1);

16.2.1.13. “Allowed Work Frequency Variance” means the allowable tolerance to the Scheduled Work Frequency;

16.2.1.14. “Remaining Number” means the number of times the Scheduled Work would otherwise have fallen due if carried out at the highest frequency (allowing for the Allowed Work Frequency Variance) in the period remaining in each Term for each Scheduled Work Agreement as at the date of termination;

16.2.1.15. Except where otherwise provided, “Early Termination Unit Sum” means 45% of the Price for each Scheduled Work;

16.3. Creation of Scheduled Work Agreement

16.3.1. In addition to any other method by which a Scheduled Work Agreement may be created:

16.3.1.1. where no Previous Scheduled Work Agreement exists between the Company and the Customer, and:

16.3.1.1.1. the Company;

16.3.1.1.2. any Group Company; and/or

16.3.1.1.3. any Acquired Business

has on at least two occasions automatically done Similar Scheduled Work for the Customer, it is agreed that;

16.3.1.1.4. a new Scheduled Work Agreement is created between the Company and the Customer;

16.3.1.1.5. the Scheduled Work Frequency is the normal frequency at which the Similar Scheduled Work had previously been undertaken;

16.3.1.1.6. “Initial Term Expiration Date” means the first Calendar Quinquennium-End after the Start Date; and

16.3.1.1.7. the price for each Scheduled Work is the prevailing rate or, where this is not clear, the Company’s standard price, subject to the other provisions of these terms and conditions, including clause 3; or

16.3.1.2. where a Previous Scheduled Work Agreement exists that does not incorporate Anderstore Ltd’s Standard Terms and Conditions of Trading dated after 2002, it is agreed that:

16.3.1.2.1. a new Scheduled Work Agreement is created; and

16.3.1.2.2. “Initial Term Expiration Date” means:

16.3.1.2.2.1. the first Previous Minimum Period End after the Start Date where the Previous Scheduled Work Agreement is an Explicit Previous Scheduled Work Agreement. In this clause “Previous Minimum Period End” means the end of each Minimum Period running consecutively from the date of the Previous Scheduled Work Agreement; or

16.3.1.2.2.2. the first Calendar Quinquennium-End after the Start Date otherwise; or

16.3.1.3. where the Customer orders Work from the Company on a regular basis (for example orders where the quantity is stated as being 1 per annum (or “1pa”)) it is agreed (for the avoidance of any doubt) that a new Scheduled Work Agreement is created;

16.3.2. Any new Scheduled Work Agreement created pursuant to clause 16.3.1 replaces any Previous Scheduled Work Agreement;

16.4. Scheduled Work Agreement

16.4.1. Where a Scheduled Work Agreement exists between the Customer and the Company, unless otherwise provided, it is agreed that:

16.4.1.1. the frequency of any Scheduled Work is always subject to the Allowed Work Frequency Variance which is plus or minus the lesser of:

16.4.1.1.1. four (4) weeks plus one twelfth of the average time between successive Scheduled Work being undertaken under the Scheduled Work Agreement;

16.4.1.1.2. one half of the time between successive Scheduled Work being undertaken under the Scheduled Work Agreement;

16.4.1.2. the Work will be done automatically by the Company at the Scheduled Work Frequency with the dates of Work being calculated from the previous date of Work, or, in the Company’s sole discretion, from any other previous date of Work, and subject to the Allowed Work Frequency Variance;

16.4.1.3. the Company shall be the sole supplier of the Work for the duration of the Term; and

16.4.1.4. the Company shall have the right to increase any price for the Scheduled Work during the Term in accordance with clause 3.

16.5. Renewal

16.5.1. At the expiration of the Term, the Scheduled Work Agreement shall automatically renew incorporating Anderstore’s Standard Terms and Conditions of Sale current on the date 90 days prior to the expiration of the Term for successive Minimum Periods unless:

16.5.1.1. an express written “Notice to Cease Automatic Renewal” is sent:

16.5.1.1.1. by either party and received by the other at least 60 days, but not more than 90 days, prior to the expiration of the Term;

16.5.1.1.2. in accordance with clause 11.12;

16.5.1.1.3. clearly headed “Notice to Cease Automatic Renewal”; and

16.5.1.1.4. featuring clear reference to this clause 16.5 and the date of these terms and conditions as at clause 1.2; and

16.5.1.2. the customer, where so requested by the Company following its receipt of a “Notice to Cease Automatic Renewal” from the Customer:

16.5.1.2.1. properly completes any applicable form and/or provide additional reasonable documentation, and return it/them to the Company in accordance with clause 11.12 within fourteen days of the Company’s request; and

16.5.1.2.2. makes payment of the then current Administration Fee (level 1) (as per clause 3.5.5) for each “Notice to Cease Automatic Renewal” in relation to each Scheduled Work Agreement within fourteen days of the Company’s request;

16.5.2. For the avoidance of any doubt, the Company will still be entitled to undertake any Scheduled Work that may becomes due during any period of notice under this clause 16.5 (including by virtue of any Allowed Work Frequency Variance);

16.6. Scheduled Work Agreement(s) for Customer Sites

16.6.1. If a Scheduled Work Agreement(s) exists in relation all Customer Sites, then if at any point during the Term(s) there are additional Customer Sites, it is agreed that these will each also be subject to a separate Scheduled Work Agreement, with the same remaining Term, and the same process of Renewal based on the same Minimum Period.

16.7. Termination

16.7.1. The provisions set out in this clause 16.7 are in addition to any other right of termination stated in this Agreement.

16.7.2. Either Party may terminate any Scheduled Work Agreement at any time if the other Party is in material or persistent breach of that Scheduled Work Agreement, by giving written notice in accordance with clause 11.12 specifying the breach and (if capable of remedy) requiring it to be remedied. If the breach is not remedied within 21 days of the date of the notice then this Agreement shall end on the expiry of the 21 day notice Period. If the breach is not remediable, termination will take effect immediately.

16.7.3. Either Party may terminate this Agreement in whole or in part immediately by notice in writing if the other Party:

16.7.3.1. ceases, threatens to, or suspends trading or carry on business (other than temporarily by reason of a strike)

16.7.3.2. suspends payment of its debts or is or becomes unable to pay its debts (within the meaning of section 123 of the Insolvency Act 1986) or commits any act of insolvency, or enters into a composition or voluntary arrangements with its creditors, or has a receiver or administrator appointed over the whole or any part of its business or assets, or has a creditor’s winding up petition advertised against it in the appropriate Gazette, or passes a resolution to wind up (other than for the purposes of a solvent amalgamation or reconstruction), or is the subject of any action or procedure commenced in any jurisdiction which is similar to or analogous with any above-mentioned action or procedure.

16.7.4. You may terminate the Scheduled Work Agreement at any time before the expiry of its Term provided that You:

16.7.4.1. send an express written “Notice to Terminate”:

16.7.4.1.1. giving notice of the greater of:

16.7.4.1.1.1. thirteen (13) weeks; or

16.7.4.1.1.2. four (4) weeks plus the Allowed Work Frequency Variance

16.7.4.1.2. in accordance with clause 11.12;

16.7.4.1.3. clearly headed “Notice to Terminate”; and

16.7.4.1.4. featuring clear reference to this clause 16.7.4 and the date of these terms and conditions as at clause 1.2;

16.7.4.2. comply with clause 16.7.5; and

16.7.4.3. where so requested by the Company, properly complete any applicable form and/or provide additional reasonable documentation, and return it/them to the Company in accordance with clause 11.12 within fourteen days of the Company’s request.

16.7.5. Where any Scheduled Work Agreement has been terminated by Us under clauses 16.7.2 or 16.7.3, or by You under clause 16.7.4, You must for each such Scheduled Work Agreement immediately pay:

16.7.5.1. all charges or other sums due or payable under each such Scheduled Work Agreement. However, where a Scheduled Work Agreement is terminated in part, this clause will apply only to that terminated part;

16.7.5.2. the then current Administration Fee (level 1) (as per clause 3.5.5) for each termination; and

16.7.5.3. a lump sum determined by the following formula: Early Termination Unit Sum multiplied by Remaining Number. You acknowledge that this lump sum payment represents a genuine preestimate of the loss suffered by the Company due to early termination by You having regard for the overall commercial deal agreed between the Parties and does not represent a penalty.

16.7.6. Termination or expiry of any Scheduled Work Agreement (or any part of it) does not affect either Party’s accrued rights or liabilities.

16.7.7. For the avoidance of any doubt, the Company will still be entitled to undertake any Scheduled Work that may becomes due during any period of notice under clause 16.7.4 (including by virtue of any Allowed Work Frequency Variance);

16.7.8. Provisions of any Scheduled Work Agreement which are intended by their nature to survive termination will so survive any termination or expiry of any Scheduled Work Agreement, including for the avoidance of doubt clauses 9 and 16.7.5 to 16.7.9.

16.7.9. Where a Customer Site under any Scheduled Work Agreement ceases to be a Customer Site during the Term of any Scheduled Work Agreement, the Customer will terminate each such Scheduled Work Agreement in accordance with clause 16.7.4;

16.8. Miscellaneous

16.8.1. The Company reserve the right to charge the Customer the then current Administration Fee (level 1) (as per clause 3.5.5) for its processing of and/or reply to any notice from the Customer ostensibly seeking to:

16.8.1.1. prevent any renewal of the Term other than a notice sent in accordance with clause 16.5.1;

16.8.1.2. terminate any Scheduled Work Agreement other than a notice sent in accordance with these terms and conditions, including clauses 16.7.2, 16.7.3 or 16.7.4;

17. Customer Site Visits

17.1. General

17.1.1. This clause 16.7.9 applies when a Company Representative visits a Customer Site;

17.1.2. For the avoidance of doubt, clause 15 also applies, but in the case of any conflict the terms of this clause prevail.

17.2. Definitions & Interpretation

17.2.1. In these conditions, unless the context requires otherwise:

17.2.1.1. “Price Exclusive Items” include:

17.2.1.1.1. parking charges; and

17.2.1.1.2. toll charges, congestion charges or other similar charges;

17.2.1.2. “Applicable Fuel Price per Litre” means the highest price of diesel, expressed in price per litre, given in the AA’s Fuel Price Report (or similar alternative report) for the applicable period or preceding two periods;

17.3. Performance

17.3.1. Unless otherwise explicitly agreed in writing, the Company:

17.3.1.1. will be under no obligation to make prior appointments;

17.4. Prices

17.4.1. Geographic Price-Weighting

17.4.1.1. The Company reserves the right to increase any prices relating to any Goods supplied or Work done in the areas below by a Geographic Price Weighting element(s) as set out below, the effects of which may be cumulative:

17.4.1.1.1. by 30% for any area within the London Congestion Charge Zone;

17.4.1.1.2. by 15% for any area within the M25 Motorway, other than those areas included in 17.4.1.1.1 above;

17.4.1.1.3. by 15% for any area within any other congestion charge zone similar to the London Congestion Charge Zone;

17.4.1.1.4. by 40% for any area within the following Royal Mail postcode areas: AB, DD, EX, HS, IP, IV, KW, LL, NR, PA, PH, PL, SA, SY, TA, TQ, TR, and ZE.

17.4.2. Fuel Surcharges

17.4.2.1. For each visit made by the Company Representative to a Customer Site where the Applicable Fuel Price per Litre is higher than £0.74 per litre, the Company reserves the right to charge a Fuel Surcharge calculated as follows: ((Applicable Fuel Price per Litre - £0.74) × 6.5), subject to a minimum of £8.01.

17.4.3. In the event that the Company Representative is unable to gain access to the Customer Site, the Company may, at its election, request access from the Customer in writing. Where the attempted visit was made in accordance with any agreement (whether a Scheduled Work Agreement or otherwise), the Company reserves the right to charge the Customer for:

17.4.3.1. any administration, phone calls and any access request letter, each at the then current Administration Fee (level 1) (as per clause 3.5.5);

17.4.3.2. any time kept waiting in accordance with clause 3.5; and

17.4.3.3. any wasted/refused Customer Site visit may be charged at £50.00, without prejudice to any of the Company’s rights under any applicable agreement (whether a Scheduled Work Agreement or otherwise);

17.4.4. Except where otherwise provided, unscheduled/Return Call-Out may be charged at £50.00 for the site-visit only, excluding any Price for doing Work.

18. Equipment Surveys at Customer Sites

18.1. General

18.1.1. This clause 18 applies when a Company Representative undertakes an Equipment Survey at a Customer Site;

18.1.2. For the avoidance of doubt, clause 17 also applies, but in the case of any conflict the terms of this clause prevail.

18.2. Definitions & Interpretation

18.2.1. In these conditions, unless the context requires otherwise:

18.2.1.1. “Equipment Type” means any type of equipment coming under the scope of the Installation Standard to which the Company is surveying on behalf of the Customer;

18.2.1.2. “Equipment” means any Equipment of Equipment Type which the Company is surveying on behalf of the Customer;

18.2.1.3. “Core Installation Standard” means the core standard which defines the way in which Equipment is to be installed/positioned;

18.2.1.4. “Installation Good Practice” means any defined additional installation/positioning requirements;

18.2.1.5. “Installation Standard” means the Core Installation Standard together with Installation Good Practice;

18.2.1.6. “Additional Required Equipment” means the Equipment determined by the Company, in its reasonable judgment, required in order to bring the Equipment on the Customer Site to the levels recommended in the Installation Standard;

18.2.1.7. “Equipment Survey” means a survey of the Customer Site to ascertain any Additional Required Equipment;

18.2.1.8. “Working Standard” means the Company undertaking an Equipment Survey and providing such Records of Work as it, in its sole discretion, deems appropriate. Such Records of Work may be a quotation, in either detailed or summary format, for Additional Required Equipment;

18.2.1.9. Unless otherwise agreed in writing, “Price Inclusive Items” includes only the Equipment Survey;

18.2.1.10. “Recommended Customer-Actions” includes:

18.2.1.10.1. undertaking a risk assessment of, including obtaining any expert or other advice from the Company or other applicable person on, the potential consequences of the use of any Equipment that has been or may be likely to be supplied, recommended, or be a suitable alternative to such Equipment;

18.2.1.11. “Price Exclusive Items” include:

18.2.1.11.1. any Additional Required Equipment; and

18.2.1.11.2. any advice, risk assessments, etc. pursuant clause 18.2.1.10.1.

18.3. Core Installation Standard, etc.

18.3.1. Where no Core Installation Standard is otherwise provided in this agreement, the Core Installation Standard shall be levels of Equipment of the duly nominated type that the Company, in its sole reasonable discretion, determines to be at least sufficient;

19. Extinguisher Surveys at Customer Sites

19.1. General

19.1.1. This clause 19 applies when a Company Representative undertakes an Equipment Survey of Extinguishers at a Customer Site;

19.1.2. For the avoidance of doubt, clause 18 also applies, but in the case of any conflict the terms of this clause prevail.

19.2. Definitions & Interpretation

19.2.1. In these conditions, unless the context requires otherwise:

19.2.1.1. “Equipment Type” means the type Extinguisher;

19.2.1.2. “Core Installation Standard” shall be:

19.2.1.2.1. the British Standard BS 5306-8:2012 for any premises in its scope;

19.2.1.2.2. any applicable FIA guidance where 19.2.1.2.1 does not apply;

19.2.1.2.3. as per clause 18.3.1 otherwise;

19.2.1.3. “Installation Good Practice” includes:

19.2.1.3.1. the provision of a 2kg Powder Extinguisher to cover each identified class C hazard (or higher level of cover where so specified by the Customer); and

19.2.1.3.2. replacing, wherever practicable, Powder Extinguishers indoors with suitable alternatives;

19.2.1.4. “Recommended Customer-Actions” includes:

19.2.1.4.1. considering, as part of the process at clause 18.2.1.10.1, any impact or collateral damage that any extinguishing medium may cause to things such as, but not restricted to, the local environment, building fabric, fixtures, fittings, sensitive equipment, machinery, food and artefacts;

20. Fire-Safety Sign Surveys at Customer Sites

20.1. General

20.1.1. This clause 20 applies when a Company Representative undertakes a Fire-Safety Sign Survey at a Customer Site;

20.1.2. For the avoidance of doubt, clause 18 also applies, but in the case of any conflict the terms of this clause prevail.

20.2. Definitions & Interpretation

20.2.1. In these conditions, unless the context requires otherwise:

20.2.1.1. “Equipment Type” means the type Fire-Safety Sign;

20.2.1.2. “Core Installation Standard” shall be as per clause 18.3.1;

20.2.1.3. “Installation Good Practice” includes the provision of the following signs, all signs in photoluminescent rigid plastic material:

20.2.1.3.1. signs of the types supplied by the Company in accordance with the British Standard BS 5499-4:2000 for any premises in its scope and including the provision of:

20.2.1.3.1.1. final exit signs above final exits;

20.2.1.3.1.2. intermediate signs (or directional arrow signs) in accordance with clause 4.5 of BS 5499-4:2000 and including at changes of direction, and wherever there is a choice, or there could be confusion as to the route;

20.2.1.3.1.3. assembly point signs at places of safety;

20.2.1.3.1.4. ‘Fire Door – Keep Shut’ and similar signs on fire doors;

20.2.1.3.2. equipment ID signs for each Extinguisher, fire blanket and hose-reel;

20.2.1.3.3. fire point signs where the Company reasonably believes the above ID signs are not appropriately visible;

20.2.1.3.4. ‘Extinguisher Missing’ signs to help highlight missing or moved Extinguishers;

20.2.1.3.5. fire action notice signs on notice boards, in reception areas, in kitchens, common rooms and other common areas;

20.2.1.3.6. fire action notice signs & call point signs at each fire detection and alarm system manual call point; and

20.2.1.3.7. flammable material hazard signs where the Company reasonably believes them to be appropriate;

21. Fire Fighting Equipment Maintenance

21.1. General

21.1.1. This clause 21 applies when the Work being done by the Company is the maintenance of Fire Fighting Equipment.

21.1.2. For the avoidance of doubt, clause 15 also applies, but in the case of any conflict the terms of this clause prevail.

21.2. Definitions & Interpretation

21.2.1. In these conditions, unless the context requires otherwise:

21.2.1.1. “Fire Fighting Equipment” is Equipment that is:

21.2.1.1.1. an Extinguisher;

21.2.1.1.2. a fire blanket; or

21.2.1.1.3. a hose reel;

21.2.1.2. “Good Working Practice” includes:

21.2.1.2.1. the supply of a Fire Log Book where one is not available;

21.2.1.2.2. undertaking a Fire-Safety Sign Survey at the Customer Site (as per clause 20); and

21.2.1.2.3. providing any Additional Required Equipment identified in any Equipment Surveys at the Customers Site

21.2.1.3. “Price Exclusive Items” include Unscheduled call-outs and return visits;

21.3. Prices

21.3.1. Any prices on any Records of Work or other applicable documentation, unless otherwise specifically agreed by the Company in writing, exclude any service, inspection and/or maintenance fee, the current price of which is available from the Company.

21.3.2. Sample Prices include:

21.3.2.1. Default service, inspection and/or maintenance fee- £50 + £6/extinguisher +£6/fire-blanket +£40/hose-reel.

21.3.2.2. Service Certificate Preparation - £5.50

21.3.3. Any service, inspection and/or maintenance fee for any given site and equipment on that site is subject to change in accordance with changes to that site or its equipment.

22. Extinguisher Maintenance

22.1. General

22.1.1. This clause 22 applies when the Fire Fighting Equipment being maintained by the Company is an Extinguisher(s).

22.1.2. For the avoidance of doubt, clause 21 also applies, but in the case of any conflict the terms of this clause prevail.

22.2. Definitions & Interpretation

22.2.1. In these conditions, unless the context requires otherwise:

22.2.1.1. “Core Working Standard” shall be the British Standard BS 5306-3:2009;

22.2.1.2. “Good Working Practice” includes:

22.2.1.2.1. cleaning the Extinguishers;

22.2.1.2.2. the fitting of tamper indicating seals or other tamper indicting devices across the valve or headcap and the body of the Extinguisher or otherwise as the Company may in its reasonable opinion deem appropriate;

22.2.1.2.3. the replacing of non frost-free horns fitted to carbon dioxide Extinguishers with their frost-free counterpart;

22.2.1.2.4. undertaking the Commissioning Service of any new Extinguisher that has not previously been commissioned;

22.2.1.2.5. the supply and fitting of signs as per clauses 20.2.1.3.2, 20.2.1.3.3 and 20.2.1.3.4 in relation to Extinguishers;

22.2.1.2.6. the Mounting of any Equipment;

22.2.1.2.7. replacing Equipment aged 20 years old or more upon their requiring any extended service, overhaul or costly spares;

22.2.1.2.8. undertaking of Extended Services and Overhauls in advance of the required frequency specified in the Core Working Standard to facilitate a more even spread of such works over time across the Customer Site and/or to assist with staff education and training;

22.2.1.2.9. undertaking an Extinguisher Survey at the Customer Site (as per clause 19); and

22.2.1.2.10. providing any Additional Required Equipment identified in any Equipment Surveys at the Customers Site;

22.2.1.3. “Equipment Type” means the type Extinguisher as defined in the Core Working Standard;

22.2.1.4. “Commissioning Service” (or “Commissioning”) means performing the sequence of commissioning service procedures described in Annex B of the Core Working Standard;

22.2.1.5. “Basic Service” (or “Service”) means performing the sequence of basic service procedures described in Annex D of the Core Working Standard;

22.2.1.6. “Extended Service” means performing the sequence of extended service actions described in Annex E of the Core Working Standard;

22.2.1.7. “Overhaul” means performing the sequence of overhaul actions described in Annex F of the Core Working Standard;

22.2.1.8. “Consumable Service Spares” means any replacement:

22.2.1.8.1. seal fitted as part of action 13; or

22.2.1.8.2. safety clip or indicating device as part of action 17

of table D.2 in Annex D of the Core Working Standard;

22.2.1.9. “Generic Consumable Service Spares” means any Consumable Service Spares where such items are:

22.2.1.9.1. generic rather than manufacturer specific; and

22.2.1.9.2. readily available to the Company Representative;

22.2.1.10. “Maintenance label” means the maintenance label defined in the Core Working Standard;

22.2.1.11. “Mounting” means wall mounting the Equipment in accordance with clause 4.2 of the Core Working Standard or, where the Company reasonably believes this to be neither practicable nor desirable, providing fire-stands, fire-points or cabinets and mounting the Equipment in accordance with clause 6.3 of BS 5306-8:2012;

22.2.1.12. Unless otherwise agreed in writing, “Price Inclusive Items” includes only:

22.2.1.12.1. the Basic Service of the Equipment; and

22.2.1.12.2. an Extinguisher Survey at the Customer Site;

22.2.1.13. Unless otherwise agreed in writing, “Price Exclusive Items” include:

22.2.1.13.1. cleaning the Extinguishers;

22.2.1.13.2. Commissioning Service of any new Extinguishers;

22.2.1.13.3. Consumable Service Spares;

22.2.1.13.4. tamper indicating seals or devices;

22.2.1.13.5. Maintenance labels;

22.2.1.13.6. headcaps, safety pins, gas cartridges, safety-clips, extinguishing medium;

22.2.1.13.7. Mounting any Equipment;

22.2.1.13.8. refills, recharges, charges, Extended Services, test-discharges, and Overhauls; and

22.2.1.13.9. repainting and refurbishment;

22.2.1.14. Recommended Customer Actions include the Visual Inspection specified at clause 5 of the Core Working Standard.

22.3. Maintenance

22.3.1. Where the Equipment requires any works which cannot be performed on-site (e.g. recharging, extended servicing, or overhauls), where applicable the Company may at its option:

22.3.1.1. supply an exchange Extinguisher to continue the Customer’s level of protection, or

22.3.1.2. take the Equipment away and return at the Company’s option either the original or an exchange Extinguisher with the works suitably completed. In this case:

22.3.1.2.1. it is the Customer’s responsibility to ensure that there is an adequate provision of spare Extinguishers on site so that any Extinguisher that are removed are replaced immediately.

22.3.1.2.2. the Company may, at its option, additionally charge for any return visits to the Customer Site as set out in clause 17.4.

22.4. Where the Company has condemned any Equipment the Engineer’s Report will be so endorsed and the Equipment either suitably marked or disposed of, at the Company’s option. The Company may charge the Customer for such disposal as set out in clause 22.5.1.1.

22.5. Prices

22.5.1. Sample Prices include:

22.5.1.1. Disposal of Non-Halon Extinguisher (esp. when Condemned) - £8.50;

22.5.1.2. Disposal of Halon Extinguisher (esp. when Condemned) - £85.80 (attention is drawn to the fact that possession of Halon extinguishers is usually illegal); and

22.5.1.3. Commissioning of an Extinguisher - £28.80.

23. Fire Fighting Equipment Scheduled Maintenance Agreement

23.1. General

23.1.1. This clause 23 applies when there is a Scheduled Work Agreement for the Company to undertake the maintenance of Fire Fighting Equipment.

23.1.2. For the avoidance of doubt, clauses 21 (“Fire Fighting Equipment Maintenance”) and 16 (“Scheduled Work Agreements”) also apply, but in the case of any conflict the terms of this clause prevail.

23.2. Definitions & Interpretation

23.2.1. In these conditions, unless the context requires otherwise, and unless otherwise agreed:

23.2.1.1. “Scheduled Work” shall be the maintenance of all the Fire Fighting Equipment at the Customer Site;

23.2.1.2. “Scheduled Work Frequency” shall be once per annum;

23.2.1.3. “Allowed Work Frequency Variance” shall be plus or minus six weeks;

23.2.1.4. “Early Termination Unit Sum” means £18.25 multiplied by Equipment Count.

23.2.1.5. “Equipment Count” in relation to a Customer Site means the number of hose reels, fire blankets and Extinguishers with any Additional Required Equipment identified in any Extinguisher Survey at that Customer Site at the time of the most recent Fire Fighting Equipment Scheduled Maintenance undertaken by the Company, any Group Company or any Acquired Business. Where this information is not known to the Company, the Company may reasonably estimate these numbers.