SailSafeSurveys - a business which provides a variety of surveys for sailing yachts in Dorset or Suffolk

TERMS AND CONDITIONS OF SERVICE

1.Definitions: The company is the corporate body employing the Surveyor undertaking the work on behalf of the commissioning client – in this case the term ‘company’ refers to Sail Safe Yacht Management Services Ltd providing surveying services under the trade banner of sailsafesurveys.co.uk. The Surveyor/Consultant is the practitioner undertaking these services for the client on behalf of the company with whom the client has a commercial contract. Client is the party at whose request or on whose behalf the company provides and undertakes surveying services. Report means any report or statement supplied by the company and the Surveyor/Consultant in connection with instructions received from the Client. Disbursements means the cost of all reasonable photography, reproduction of drawings, diagrams, sketches and printing, duplicating and, where applicable, electronic transmission fees, and all reasonable and appropriate expenses including travel, refreshments and hotel accommodation where an overnight stay is necessary. Fees means the financial liability of the client to the company for the provision of the services in accordance with the contract agreed between the clients and the company. Fees may include any value added tax where applicable and any disbursements

2. Scope: The Company shall provide its services solely in accordance with these terms and conditions.

3. Work: The Client will set out in writing the services which it requires the company to provide via its appointed Surveyor/Consultant. The company will confirm in writing that it accepts those instructions or alternatively what services it will perform in connection with the Client's instructions with limitations of service identified. Once the Company and the Client have agreed what services are to be performed any subsequent changes or additions must be agreed by both parties in writing.

4. Payment Terms: The Client shall pay the agreed Fees in advance of the service to be provided in accordance, as the companies standard method of trading. In agreed exceptional circumstances an alternative payment scheme may be agreed but in any event, final payment will be required no later than 30 days following the relevant invoice date, or in such other manner as may have been agreed in writing between the parties. Any delay in payment shall entitle the Company to interest at 4% above the Base Lending Rate of HSBC Bank Plc prevailing at the time of default.

5. Obligations and Responsibilities: 

(a) Client -  The Client undertakes to ensure that full instructions are given to the Company and its appointed Surveyor/Consultant and are provided in sufficient time to enable the required services to be performed effectively and efficiently and to procure all necessary access for the Companies Surveyor/Consultant to goods, premises, vessels, installations and transport and to ensure that all appropriate safety measures are taken to provide safe and secure working conditions. The Surveyor/Consultant and the Company shall not be liable for the consequences of late, incomplete, inadequate, inaccurate or ambiguous instructions.

(b) Surveyor – On behalf of the Company, the Surveyor/Consultant shall use reasonable care and skill in the performance of the services required by the client in accordance with sound marine surveying/consulting practice.

(c) Reporting – On behalf of the Company, the Surveyor/Consultant shall submit a final written Report to the Client following completion of the agreed services describing the Surveyors/Consultants findings and the condition and/or quality of the object and/or purpose of the assignment, unless otherwise expressly instructed by the Client not to do so.

(d) Confidentiality - The Company and its agents, including the appointed Surveyor/Consultant undertakes not to disclose any information provided in confidence by the Client to any third party and will not permit access to such information by any third party unless the Client expressly grants permission save where required to do so by an order of a competent court of law.

(e) Property - The right of ownership in respect of all original work created by the Surveyor/Consultant remains the property of the Company.

(f) Conflict of Interest/Qualification - The Company and/or the appointed Surveyor/Consultant shall promptly notify the Client and/or the Company of any matter including conflict of interest or lack of suitable qualifications and experience, which would render it undesirable for the Surveyor/Consultant to continue its involvement with the appointment. The Client shall be responsible to the company for payment of the Fees and any disbursements in connection with the execution of the services required under the contract up to the date of such notification.

6. Liability (a) Without prejudice to Clause 7, the Company and its appointed Surveyor/Consultant shall be under no liability whatsoever to the Client or any associated third party such as a property owner, for any loss, damage, delay or expense of whatsoever nature, whether direct or indirect and howsoever arising UNLESS same is proved to have resulted solely from the negligence, gross negligence or wilful default of the campany and/or its appointed Surveyor/Consultant or any of its employees or agents or sub‑contractors

(b) In the event that the Client proves that the loss, damage, delay or expense was caused by the negligence, gross negligence or wilful default of the Company or its appointed Surveyor/Consultant aforesaid, then, save where loss, damage, delay or expense has resulted from the Surveyors/Consultants personal act or omission committed with the intent to cause same or recklessly and with knowledge that such loss, damage, delay or expense would probably result, the liability of the company and/or its appointed Surveyor/consultant for each incident or series of incidents giving rise to a claim or claims shall never exceed a sum calculated on the basis of ten times the Surveyor's/Consultant's charges or £5,000, whichever is the greater.The Surveyor/Consultant shall not be liable for loss of or damage to equipment and other items placed at its disposal by or on behalf of the Client, however such loss or damage occurs.

7. Indemnity: Except to the extent and solely for the amount therein set out that the Company and/or its appointed Surveyor/Consultant would be liable under Clause 6, the Client hereby undertakes to keep the Surveyor/Consultant and its employees, agents and sub‑contractors indemnified and to hold them harmless against all actions, proceedings, claims, demands or liabilities whatsoever or howsoever arising which may be brought against them or incurred or suffered by them, and against and in respect of all costs, loss, damages and expenses (including legal costs and expenses on a full indemnity basis) which the Surveyor/Consultant may suffer or incur (either directly or indirectly) in the course of the services under these Conditions.

8. Force Majeure: Neither the Surveyor/Consultant nor the Client shall, except as otherwise provided in these Conditions, be responsible for any loss, damage, delay or failure in performance hereunder arising or resulting from act of God, act of war, seizure under legal process, quarantine restrictions, strikes, boycotts, lockouts, riots, civil commotions and arrest or restraint of princes, rulers or people.

9. Insurance: The Company shall effect and maintain, at no cost to the Client, Professional Liability Insurance for such loss and damage for which the Surveyor/Consultant may be held liable to the Client under these terms and conditions.

10. The Companies Right to Sub‑contract: The Company shall have the right to sub‑contract any of the services provided under the Conditions, subject to the Clients right to object on reasonable grounds. In the event of such a sub‑contract the Company shall remain fully liable for the due performance of its obligations under these Conditions and the contract.

11. Time Bar: Any claims against the Company and/or its appointed Surveyor/Consultant by the Client shall be deemed to be waived and absolutely time barred upon the expiry of one year from the submission date of the Report to the Client.

12. Jurisdiction and Law: These Conditions shall be governed by and construed in accordance with the laws of England and Wales and any dispute shall be subject to the exclusive jurisdiction of the English Courts.

Date of Revision 30^th May 2008