Terms and Conditions 

1. Definitions
In these Terms of Business (“Terms”): 

  • “Company” means Emsee FM Ltd. 

  • “Client” means the person, firm or company purchasing goods or services from the Company. 

  • “Services” means all maintenance, project or consultancy works provided by the Company to the Client. 

  • “Agreement” means the contract between the Company and the Client for the supply of Services, incorporating these Terms. 

2. Quotations and Orders
2.1. Any quotation issued by the Company is valid for 30 days from the date of issue unless otherwise stated. 2.2. The Company reserves the right to withdraw or amend a quotation prior to acceptance where exceptional circumstances arise, including (but not limited to) the receipt of new or amended information affecting the scope of works, or a material increase in the cost of labour, goods or materials. 2.3. The Agreement is formed when the Client confirms acceptance of the quotation or issues a purchase order, whether in writing or electronically. 2.4. No variation to these Terms shall be valid unless agreed in writing by an authorised representative of the Company. 

3. Scope of Services
3.1. The Company will carry out the Services with reasonable skill, care and diligence in accordance with good industry practice. 3.2. Any dates for delivery or completion are estimates only, and time shall not be of the essence unless expressly agreed in writing. 

4. Payment Terms
4.1. Unless otherwise agreed in writing, invoices are due for payment within 30 days of the invoice date. 4.2. The Company reserves the right to charge interest on overdue amounts in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, accruing daily until payment is received in full. 4.3. The Client shall not be entitled to withhold or set off any amount against the Company’s invoices unless agreed in writing. 

5. Cancellation and Postponement
5.1. If the Client cancels or postpones an order after it has been accepted, the Client shall pay: 

  • (a) all costs and expenses incurred by the Company up to the date of cancellation; and 

  • (b) a reasonable cancellation fee, not exceeding 25% of the remaining contract value, to cover loss of profit and administration. 5.2. In the case of projects where specific goods or materials have been procured, the Client shall be liable for the full cost of such goods or materials. 

  • 5.3. The Company reserves the right to cancel or suspend Services if the Client fails to make payment when due or otherwise breaches these Terms. 

6. Liability and Insurance
6.1. The Company shall maintain adequate public and employers’ liability insurance, and professional indemnity insurance, appropriate to the nature of the Services provided. 6.2. The Company’s liability to the Client, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the limits of the Company’s relevant insurance policies in place at the time of the claim. 6.3. The Company shall not be liable for any indirect or consequential loss (including loss of profit, business or goodwill), save where such limitation is prohibited by law. 

7. Client Responsibilities
7.1. The Client shall provide access to the site, facilities and information as reasonably required by the Company to perform the Services. 7.2. The Client shall ensure that any relevant health and safety requirements are communicated to the Company prior to commencement of work. 

8. Force Majeure
Neither party shall be liable for any delay or failure to perform its obligations under these Terms if caused by circumstances beyond its reasonable control, including but not limited to strikes, fire, flood or government action. 

9. Confidentiality
Both parties shall treat all information received from the other as confidential and shall not disclose it to any third party without prior written consent, except as required by law. 

10. Governing Law and Jurisdiction
These Terms and any Agreement arising from them shall be governed by and construed in accordance with the laws of England and Wales. The parties submit to the exclusive jurisdiction of the English courts. 

11. Entire Agreement
These Terms, together with any quotation or order confirmation, constitute the entire agreement between the parties and supersede any prior communications or understandings.