MAINTENANCE CONTRACT – TERMS & CONDITIONS

1. THE AGREEMENT

• 1.1

  In consideration of the payment by the Subscriber to Nationwide Fire & Security (UK) Limited (hereinafter called the company) of the charges identified in the contract schedule (hereinafter called the schedule), the Company shall during the continuance of this agreement provide the services listed in the schedule for the equipment listed in the schedule at the location specified in the schedule.

• 1.2 

  The Company is not an insurer of the premises, the property or the persons therein which the systems are installed to protect. The Company’s charges are not related to the value of the premises or the property in or on the premises which the Subscriber alone is able to ascertain. The Subscriber accordingly undertakes to the company to keep comprehensively insured against all risks such-premises and property (and persons in or on the premises).

• 1.3 

  Apart from the Company’s obligations to the Subscriber in respect of correspondence with description of the systems or of its quality or fitness for the purpose defined in these conditions the company shall not be responsible for damages / lack of business continuity caused by burglary, breaking or entering, theft, robbery, malicious damage, riot or commotion or any unauthorised entry by reason of the failure of the systems to operate at all or to operate correctly or to any inadequacy in the design, installation or maintenance of the equipment.

• 1.4 

  If not withstanding the above provisions there should arise any liability on the part of the Company whether for negligence, breach of contract or otherwise such liability shall under no circumstances whatever exceed twice the maintenance charge paid by the Subscriber in respect of the first year of the contract period (except in the circumstances specified in the following subparagraph). The company’s maintenance charges being determined on the basis of this limit of liability.

• 1.5 

  If the Subscriber wishes to increase the maximum amount of the Company’s limit of liability specified in the preceding paragraphs the Subscriber may as a matter of right obtain for the Company a higher limit to be agreed with the Company upon payment of such additional amount as the Company’s insurer will require to obtain the appropriate insurance cover for such additional liability for the contract period. The Subscriber will in such case disclose such information as the Company’s insurer will require.

• 1.6 The Subscriber undertakes:

  1. To give written notice forthwith to the Company of any occurrence, which might give rise to a claim by the Subscriber.
  2. To give the Company in writing full details of such occurrence as soon as the same can be reasonably ascertained.
  3. To allow the Company and the Company’s insurers every facility to investigate such occurrence.
  4. To submit any claim against the Company arising out of or in connection from any liability in connection with such
     occurrence (but without prejudice to any rights of the Company in relation to any breach by the Subscriber to any
     such undertakings).

• 1.7 

  These conditions do not affect the statutory rights of a person dealing as a consumer as defined in the applicable legislation.

2. TERM

• 2.1

  This agreement shall commence on the date specified in the schedule and shall remain in operation for the primary term
  stated therein and thereafter until terminated by either party giving to the other not less than three calendar months prior
  notice in writing to expire at any time.

3. PAYMENT

• 3..1 

  The charge for this agreement is shown in the schedule and is payable quarterly in advance within thirty (30) days of invoice date.

• 3.2

  The Company may at its option and without prejudice to the rights and remedies hereunder suspend further service or supply of parts or components if the Subscriber shall at any time fail to pay any sum which he has hereby agreed to pay within thirty (30) days of such sum becoming due and for this purpose time shall be of the essence.

• 3.3

  The maintenance fee may be reviewed by the Company at each anniversary date in the light of any variation in the costs of labour, equipment or other outgoings and notice of such review shall be served on the Subscriber who may elect to serve three calendar months’ written notice of termination of this agreement during which time the existing charges shall remain in force.

• 3.4

  Should the Company render a service visit ( by agreement non-chargeable) resulting from any default or omission by the Subscriber then the Company shall be entitled to charge the Subscriber therefore at the Company’s standard charges then applicable. (Where sensible routine preventative maintenance may be carried out at the time of an emergency service call).

4. USE OF THE SYSTEM 

• 4..1 

  The Subscriber shall use and operate the equipment with reasonable care and in a fair and proper manner so as to preserve the efficient working thereof and shall not permit any person, firm or corporation other than the Company to remove, tamper with, connect up or to make additions to the system. Should there be any dispute regarding the Subscriber’s observance of this clause agreement, binding on both parties, shall be reached by Independent Arbitration (B.S.I. / SSAIB) if so required.

• 4.2

  The Company must be informed in writing prior to an intention to move, modify, paint or add/delete to the equipment listed in the schedule. On such notification the Company has the right to amend this agreement accordingly. Failure to notify the Company may, at the sole discretion of the Company, render this agreement invalid.

• 4.3

  The Subscriber shall notify the Company immediately if the Subscriber is aware the equipment requires maintenance or is not operating correctly.

5. THE SERVICES

• 5..1 

  The services covered by this agreement are as identified in the schedule.

• 5.2

  On-site service (where an inclusive cost in the agreement) is subject to the Subscriber confirming that the following basic checks have been carried out by him prior to requesting the service.

• 5.2.1

  Mains power, fuses, interface and connections to equipment not supplied by the Company have been checked and restored.

• 5.2.2

  Built in diagnostic facilities have been used in accordance with the details in the appropriate operating manual (s).

• 5.3

  T&Cs relevant to the disciplines within this proposal will be forwarded on receipt of signature to these terms

• 5.4

  Exemptions to the services are listed in the schedule.

6. TARGET RESPONSE TIMES, QUOTATIONS AND PROPOSALS

• 6..1 

  1 Target response times are between 4 and 8 hours for engineer attendance and support, the target response for emails received is within 16 working hours - Note Nationwide Fire & Security (UK) Ltd do not offer an out of hours response to emails. In emergencies, Nationwide Fire & Security (UK) Ltd can be contacted by telephone on our main office number 08456 589102 or via our out of ours emergency call handling team on 02392 242098.

• 6.2

  The target response for processing and turning round quotations / proposals is between 5 and 10 working days subject to issues beyond our control such as obsolete parts, supplier delays etc.

• 6.3

  Target times are indicative only and subject to change dependent on what is practicable at that time.

7. ACCESS

• 7.1 

  The Subscriber shall afford the Company access to the premises and the facilities therein for the purpose of fulfilling its obligations hereunder and agree to furnish such reasonable assistance as may be required from time to time by the Company’s engineer(s) in the course of service visits for the purpose of operationally testing the equipment.

• 7.2

  The Company reserves the right to invoice a minimum charge of £120 + VAT for all and any visits that are rescheduled, delayed or aborted without prior notice as a result of access issues or issues that are incurred as a result of the Subscribers actions.

• 7.3

   All employees of the Company shall at all times adhere to the Subscriber’s site and security regulations.

8. LIABILITY

• 8.1 

  The Company shall not be responsible in any matter for any interruption of service or use of the system or for any loss or
  damage to persons or property or property in or upon the premises for any reason other than where damage to persons
  property shall prove to be directly due to the negligence of the Company, its servants or agents and the Company shall in
  no way be liable to the Subscriber for any damages resulting from delay or failure to deliver spare or replacement parts or
  components or any consequential damages whatsoever.

9. FORCE MAJEURE

• 9.1 

  Any failure by the Company to perform any of its obligations hereunder by reason of strike, lockouts, labour disputes,
  weather conditions, traffic congestion, mechanical breakdown, obstruction of any public or private road or highway, court
  action, key component supplier failure, or any cause beyond the control of the Company shall not be deemed to be a
  breach of the agreement.

10. GENERAL

• 10.1 

  The Company will provide the personnel required under this agreement but at all times the personnel will remain under
  their conditions of employment and client’s health and safety procedures.

• 10.2

  The Company accepts no responsibility for the existence of external conditions which interfere with the proper
  functioning of the equipment.

11. ASSIGNMENT

• 11.1 

  The Company shall be entitled to assign or transfer to any party any or all of its rights or obligations hereunder.

12. VARIATION

• 12.1 

  This agreement shall not be varied unless such variation is evidenced in writing and signed by a duly authorised
  representative of both parties thereto.

• 12.2

  The Company reserves the right to invoice a minimum charge of £120 + VAT for all and any visits that are rescheduled, delayed or aborted without prior notice as a result of access issues or issues that are incurred as a result of the Subscribers actions.

• 12.3

   All employees of the Company shall at all times adhere to the Subscriber’s site and security regulations.

13. LAW

• 13.1 

  If either party be in default of its obligations under this agreement and such default continues for thirty (30) days after
  written notice thereof by the other party this agreement may thereupon be terminated by the other party.

• 13.2

  This agreement shall be constructed in accordance with the laws of Great Britain.