Terms & Conditions for Coastal Drains Ltd

These terms and conditions are between Coastal Drains Ltd a company registered in England and Wales, with company registration number 11610664 (we, us or our) and you, being the person or entity stated in the Quote (you or your), together the Parties and each a Party. Together, these terms and conditions and the Quote (attached to these Terms or the Quote), and any other document incorporated by reference, form the entire agreement under which we will provide the Goods and Services to you (Terms).

Our Contact Details:
Address: Coastal Drains Ltd Wayside, 7 Commerce Way, Lancing BN15 8SW
Company number: 11610664
Phone: 01903 766353
Email: info@coastaldrains.co.uk
Our registered VAT number is 30950631

1. Acceptance
1.1 You have requested the Goods and Services set out in the Quote, and you are taken to accept these Terms by the earlier of:
(a) signing and returning the Quote to us;
(b) accepting the Quote online or sending an email to us accepting the Quote (expressly or impliedly);
(c) instructing us to proceed with the Goods and Services; and/or
(d) making part or full payment of the Price (including any deposit).
1.2 Once you have accepted these Terms, these Terms will bind you in respect of any subsequent quote (even if they are not attached to the subsequent quote), except to the extent these Terms are varied by us.
1.3 Where you are a business customer, we may require a valid purchase order number or works order reference to be provided to us prior to or at the time of our attendance at the Site. Where we have notified you of this requirement and a valid purchase order number or works order reference is not provided, we reserve the right to decline attendance to the Site. Provision of a purchase order number or works order reference by you or on your behalf constitutes your acceptance of these Terms and the applicable charges set out in the Quote or in any schedule of rates.

2. Your right to change your mind.
2.1 This clause 2 applies to the extent that you purchase Goods and Services from us as a Consumer.
2.2 You have 14 days to change your mind and cancel these Terms after the day you (or someone you nominate) receive the Goods (or the last delivery of the Goods, where deliveries occur over different days) (Cancellation Period).
2.3 You do not have a right to change your mind in respect of:
(a) the Goods and Services if they are visits by us specifically requested by you for the purpose of carrying out urgent repairs or maintenance;
(b) Goods that are made to your specifications or are clearly personalised; or made to the customers specification.
(c) Goods you have damaged, or that are no longer in their original condition).
2.4 Tell us you want to cancel these Terms: To exercise your right to cancel these Terms under this clause 2, please let us know by contacting us by email (using our contact details above).
2.5 Returning Goods to us: If you cancel these Terms for any reason after the Goods have been dispatched to you, you must return them to us within 14 days of telling us you wish to cancel these Terms (unless we agree to collect them, in which case, we will charge you the direct cost to us of collection).
2.6 You must cover the costs of returning the Goods to us, except in the following circumstances, where we will pay the costs of return:
(a) if the Goods are faulty or misdescribed; or
(b) if you are exercising your right to change your mind under clause 2 (provided you use a form of delivery (for example, a courier) approved by us.
2.7 If you are exercising your right to change your mind and returning goods to us, we may reduce your refund of the Price (excluding delivery costs) to reflect any reduction in the value of the Goods, if this has been caused by your mishandling. If we refund you the Price paid before we are able to inspect the Goods and later discover you have handled them in an unacceptable way, you must pay us an appropriate amount.
2.8 We will make any refunds due to you as soon as possible. If you are exercising your right to change your mind under clause 2 and we have not offered to collect them, your refund will be made within 14 days from the day on which we receive the relevant Goods back from you.

3. If the Goods, by their nature, cannot normally be returned by post, the cost of returning the Goods is dependant on size.

4. Goods and Services
4.1 We agree to provide the Goods and Services to you in accordance with these Terms (including any Specifications) and all applicable laws, whether ourselves or through our Personnel.
4.2 We warrant to you that the Goods and Services will be provided using reasonable care and skill.
4.3 We will not be responsible for any Goods and Services unless expressly set out in the inclusions in the Quote.
4.4 We reserve the right to refuse to commence or suspend the provision of the Goods and Services where, in our reasonable opinion:
(a) the conditions at the Site present a risk to the health and safety of our Personnel or any third party;
(b) any structure, tank or surrounding area at the Site is structurally unsound or unsafe;
(c) access to the Site is insufficient to allow us to safely deploy our equipment or our Personnel; or
(d) the nature of the waste, materials or Site conditions differs materially from that described in your Quote or as otherwise communicated to us prior to our attendance.
4.5 Where we exercise our right to refuse or suspend the Goods and Services under clause 3.4, we will notify you as soon as reasonably practicable. Where we have attended the Site prior to exercising our right to refuse or suspend, where you are not a Consumer, an attendance fee may be payable as set out in the Quote or any schedule of rates.
4.6 Where you have requested tankering services from us and those Goods and Services include a wash-down element, an additional charge for water usage will apply, calculated on the basis of metered consumption. This charge will be set out in the Quote or notified to you at the time of your request and forms part of the Price.

5. Time
5.1 We will commence the supply of the Goods and Services following the later of:
(a) the date of your acceptance of these Terms under clause 1; and
(b) the receipt of any payment that is required upfront in the Quote (for example, a deposit).
5.2 We will use our commercial best endeavours to provide the Goods and Services by the dates set out in the Quote, or where no date is specified, then within a reasonable period of time.
5.3 Where you request Goods and Services outside of our standard operating hours (being 9am to 5pm on business days), at weekends, or on bank holidays, out-of-hours rates will apply as set out in any schedule of rates or as otherwise notified to you at the time of your request. By requesting or accepting Goods and Services outside of standard operating hours, you agree to pay the applicable out-of-hours rates.

6. Delays
6.1 We will have no liability for delays to the Goods and Services to the extent they are caused by:
(a) a Variation or deemed Variation;
(b) a breach by you or any of your Personnel;
(c) inclement weather;
(d) delays in obtaining Approvals for the Goods and Services from relevant authorities; and/or
(e) any Force Majeure Events.
6.2 Delay Damages: If we are interrupted or delayed by your acts or omissions (other than those permitted by these Terms), you will be liable to pay to us delay damages for each day (or partial day) that we are delayed at a daily rate of £[insert] inclusive of VAT.

7. Variations
7.1 You may request a variation or change to the Goods and Services, including the timing for the supply of the Goods and Services (Variation), by providing written notice to us, with details of the Variation (Variation Request). We will not be obliged to comply with a Variation Request unless we accept the Variation Request in writing. The Parties agree to comply with these Terms as varied by any Variation Request accepted in writing.
7.2 If we reasonably consider that any instruction or direction from you constitutes a Variation, then we will not be obliged to comply with such instruction or direction unless a Variation Request has been issued and accepted by us in accordance with clause 6.1.
7.3 All variations to the Goods and Services must be agreed in writing between the Parties and will be priced in accordance with any schedule of rates provided by us, or otherwise as reasonably agreed between the Parties.
7.4 You acknowledge that the Price is calculated on the basis of information provided by you to us. Where you have requested tankering services, and the actual volume, nature or scope of works encountered on the Site differs from that described in your Quote or as otherwise communicated to us prior to our attendance, any additional works, materials or costs required as a result will constitute a deemed Variation to the Goods and Services.
7.5 For the avoidance of doubt, where the Goods and Services escalate to require confined space entry or the engagement of specialist third-party contractors, this will constitute a deemed Variation and will be handled in accordance with this clause.

8. Your Personnel and Your Items
8.1 You are solely responsible for the acts or omissions, and any goods and services provided by your Personnel. You agree to ensure your Personnel cooperate with us and do not interfere with the supply of the Goods and Services.
8.2 You agree that any information, documentation, specifications, goods and/or services provided, or directions provided, by you or your Personnel in relation to the Goods and Services (Your Items) will be:
(a) provided solely at your own risk, and you agree that we will assume no responsibility or Liability for Your Items;
(b) fit for purpose, of merchantable quality and compliant with all applicable laws; and
(c) sufficient to enable us to comply with our obligations under these Terms and all applicable laws,
and, to the maximum extent permitted by law, we will have no liability to you for any Liability, and you waive and release us from any such Liability, arising from or in connection with Your Items.

9. Price and Payment
9.1 In consideration for us providing the Goods and Services, you agree to pay us the Price in accordance with these Terms and the payment terms set out in the Quote.
9.2 If you fail to make payment of the Price or any amount payable under these Terms, we may:
(a) after a period of 5 business days, cease providing the Goods and Services, and recover, as a debt due and immediately payable from you, our additional costs of doing so (including reasonable recovery costs);
(b) charge interest at a rate equal to 4% above the Bank of England’s base rate, from time to time, but at 4% a year for any period when that base rate is below 0%, per annum, calculated daily and compounding monthly, on any such amounts unpaid after the due date for payment; and/or
(c) recover or repossess any Goods belonging to us, and you agree to grant us such rights of access to allow us (or our Personnel) to do so.

10. Warranties and Representations
10.1 Each Party represents, warrants and agrees that:
(a) it has full legal capacity, right, authority and power to enter into these Terms, to perform its obligations under these Terms, and to carry on its business;
(b) that these Terms constitute a legal, valid and binding agreement, enforceable in accordance with their terms;
(c) if applicable, it holds a valid company number which has been advised to the other Party; and
(d) if applicable, it is registered for VAT purposes.
10.2 You represent, warrant and agree that:
(a) you will comply with these Terms and all applicable Laws;
(b) you have effected and will maintain appropriate insurance policies for the Site for the duration of our provision of the Goods and Services under these Terms, and on request, you agree to provide us with evidence sufficient to enable us to confirm your compliance with this clause 9.2(b);
(c) you (and to the extent applicable, your Personnel) will cooperate with us, and promptly provide us with all documentation, information, instructions, facilities and access (including access to the Site) as may be reasonably necessary to enable us to provide the Goods and Services in accordance with these Terms;
(d) where you have requested tankering services from us, any waste, materials or substances to be handled, removed or treated by us in connection with the Goods and Services have been accurately described to us prior to our attendance at the Site, including their nature, volume and any known hazardous characteristics;
(e) all the information and documentation that you provide to us in connection with these Terms is true, correct and complete;
(f) you will not infringe any third party rights in working with us and receiving the Goods and Services;
(g) you will ensure that the Site is safe and free of harmful materials or substances; and
(h) you are responsible for obtaining, and providing to us if necessary, any access and Approvals from third parties necessary for the Goods and Services to be provided, at your cost.

11. Title and Risk
11.1 Unless otherwise set out in a Quote, you agree to pay for the Delivery Costs.
11.2 Title in the Goods will remain with us until all amounts due and payable to us under these Terms are paid in full.
11.3 Risk in the Goods will pass to you on:
(a) collection of the Goods at the collection location as agreed between the Parties, if you are collecting the Goods; or
(b) delivery of the Goods to the Site, if we are delivering the Goods,

12. Lien
We hold a general lien over the Goods for the satisfactory performance by you of your obligations under these Terms.

13. Term and Termination
13.1 These Terms will commence on the Commencement Date, and will continue until the earlier of the date on which:
(a) the Goods and Services are supplied to you in accordance with these Terms (as determined by us, acting reasonably); and
(b) these Terms are terminated in accordance with this clause 12,
(Term).
13.2 These Terms may be terminated immediately upon written notice by a Party (Non-Defaulting Party), if:
(a) the other Party (Defaulting Party) breaches a material term of these Terms and that breach has not been remedied within 10 business days of the Defaulting Party being notified of the breach by the Non-Defaulting Party; or
(b) the Defaulting Party is unable to pay its debts as and when they fall due.
13.3 Upon expiry or termination of these Terms:
(a) we will immediately cease providing the Goods and Services;
(b) without limiting your rights at law if you are a Consumer, you agree that any payments made by you to us are not refundable to you;
(c) you are to pay for all Goods and Services provided prior to termination, including Goods and Services which have been provided and have not yet been invoiced to you, and all other amounts due and payable under these Terms;
(d) by us pursuant to clause 12.3, unless you are a Consumer, you also agree to pay us our additional costs, reasonably incurred, and which arise directly from such termination (including recovery fees);
(e) you agree to grant us such rights of access to any premises where the Goods are located (including the Site) to allow us (or our Personnel) to recover or repossess any Goods belonging to us; and
(f) if requested by the Disclosing Party, the Receiving Party must destroy or return to the Disclosing Party all of its Confidential Information, except that the Recipient may keep a copy of such Confidential Information to the extent required by law or pursuant to its information technology back-up procedures, provided always that the Receiving Party retains such Confidential Information in accordance with clause 17.
13.4 Termination of these Terms will not affect any rights or liabilities that a Party has accrued under it.

14. Unforeseen Site Conditions
14.1 If we encounter any condition, event, circumstance, matter or thing in, on or around the Site or otherwise that could not have reasonably been foreseen or anticipated by us as at the date of the Quote, and that would or would likely result in us, you or any third party suffering or incurring additional cost or delay, or would require a change to the Quote, Goods, Services, Price, and/or these Terms (Unforeseen Site Condition), during the provision of the Goods and Services, we will notify you as soon as reasonably practicable after becoming aware of the Unforeseen Site Condition.
14.2 Any additional works, materials, costs or delays that we suffer or incur as a result of any Unforeseen Site Conditions, or any instructions or directions given by you that are in addition to the Goods and Services, will constitute a deemed Variation.
14.3 The pricing for any deemed Variation for an Unforeseen Site Condition, will be handled in accordance with clause 6.

15. CDM Regulations
15.1 The CDM Regulations govern health and safety matters on construction projects, including during the pre-construction phase (which includes the design phase). This clause applies to the extent the Goods and Services are covered by the CDM Regulations.
15.2 Where, you are a Consumer:
(a) before any construction works the subject of the Goods and Services commence, where there is more than one contractor, or if it is reasonably foreseeable that more than one contractor will be working at any time (including if you are also doing construction work yourself and/or where we engage subcontractors), a principal contractor and a principal designer must be appointed, under the CDM Regulations;
(b) If required by the CDM Regulations and if you have not otherwise appointed a principal contractor, we will be deemed to be the principal contractor, and we will be deemed to be the principal designer if the Goods and Services involve design services; and
(c) if we are deemed to be the principal contractor we agree to fulfill the obligations of a client to the extent required of us under the CDM Regulations.
15.3 Where you are not a Consumer:
(a) before any construction works the subject of the Goods and Services commence, you must appoint a principal contractor and a principal designer in writing, if applicable under the CDM Regulations; and
(b) we will only be the principal contractor or the principal designer if you have appointed us in writing.
15.4 Each Party agrees to comply with the CDM Regulations to the extent they apply to it.
15.5 You agree to provide us with all reasonable assistance, information and documentation so as to enable us to comply with our obligations under the CDM Regulations.

16. Liability
16.1 Nothing in these Terms limits any Liability which cannot legally be limited, including Liability for:
(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession); and
(d) defective products under the Consumer Protection Act 1987.
16.2 Subject to clause 15.1 (liability which cannot legally be limited), but despite anything else to the contrary, to the maximum extent permitted by law, we will not be liable for and you waive and release us from any Liability arising from or in connection with:
(a) any information or documentation (including drawings and reports) provided by you or your Personnel;
(b) any errors or omissions in any information or documentation (including drawings and reports) provided by you or your Personnel;
(c) any property loss or damage or personal injury or death arising from or in connection with the acts or omissions of you or your Personnel; or
(d) any loss or damage which is an unavoidable consequence of the supply of the Goods and Services, including but not limited to, paint damage to surrounding fixtures.
16.3 Subject to clause 15.1 (liability which cannot legally be limited), but despite anything else to the contrary, to the maximum extent permitted by law:
(a) if you are not a Consumer, neither Party will be liable for any Consequential Loss;
(b) where you are a Consumer, and you use the Goods and Services for any commercial, business or re-sale purpose, we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity;
(c) a Party’s liability for any Liability under these Terms will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the negligent or unlawful acts or omissions of, or breach of these Terms, by the other Party; and
(d) our aggregate liability for any and all Liability arising from or in connection with these Terms will be limited to 100]% of the Price
16.4 We have given commitments as to the compliance of the Goods and Services with these Terms and applicable Laws in clause 3.1. In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the maximum extent permitted by law, excluded from these Terms.

17. Intellectual Property
17.1 As between the Parties:
(a) we own all Intellectual Property Rights in Our Materials;
(b) you own all Intellectual Property Rights in Your Materials; and
(c) nothing in these Terms constitutes a transfer or assignment of any Intellectual Property Rights in Our Materials or Your Materials.
17.2 Nothing in these Terms constitutes a transfer or assignment of one Party’s Intellectual Property Rights to the other Party.

18. Confidential Information
18.1 Each Receiving Party agrees:
(a) not to disclose the Confidential Information of the Disclosing Party to any third party (subject to subclause 17.1(c);
(b) to protect the Confidential Information of the Disclosing Party from any loss or unauthorised disclosure;
(c) to only disclose the Confidential Information to those of its Personnel who need to know the Confidential Information in connection with these Terms, provided those persons keep the Confidential Information confidential in accordance with this clause 17; and
(d) to only use the Confidential Information of the Disclosing Party for the purpose of performing obligations, or exercising rights or remedies, under these Terms.
18.2 The obligations in clause 17.1 do not apply to Confidential Information that:
(a) is required to be disclosed in order for the Parties to comply with their obligations under these Terms;
(b) is authorised to be disclosed by the Disclosing Party;
(c) is in the public domain and/or is no longer confidential, except as a result of a breach of these Terms; or
(d) must be disclosed by Law or by a regulatory authority, including under summons, or by the rules of any listing authority or stock exchange on which the Receiving Party’s shares are listed or traded.
18.3 Each Party agrees that monetary damages may not be an adequate remedy for a breach of this clause 17. A Party is entitled to seek an injunction, or any other remedy available at law or in equity, at its discretion, to protect itself from a breach (or continuing breach) of this clause 17.

19. Privacy
19.1 We agree (and where you are not a Consumer, you agree) to comply with all Applicable Data Protection Law with respect to the transfer or processing of any Personal Data in connection with these Terms.
19.2 Where you transfer any Personal Data to us in connection with these Terms, you represent and warrant that you have all rights and consents that are necessary to transfer such Personal Data to us, and our use of such Personal Data to supply the Goods and Services will not infringe the privacy rights of any third party.

20. General
20.1 Amendment: Subject to clauses 6 and 13, these Terms may only be amended by written instrument executed by the Parties.
20.2 Assignment: Subject to clause 19.3 and clause 19.17, a Party must not assign, novate or deal with the whole or any part of its rights or obligations under these Terms without the prior written consent of the other Party (such consent is not to be unreasonably withheld).
20.3 Assignment of Debt: You agree that we may assign or transfer any debt owed by you to us, arising under or in connection with these Terms, to a debt collector, debt collection agency, or other third party.
20.4 Disputes (businesses): If you are not a consumer, either Party may refer a dispute arising under these Terms to adjudication at any time under Part I of the Scheme for Construction Contracts (England and Wales) Regulations 1998. The adjudicator shall be appointed by the Construction Industry Council (https://www.cic.org.uk/services/adjudication).

Nothing in this clause 19.4 will operate to prevent a Party from seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction.
20.5 Disputes (consumers): If you are a consumer, alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact the alternative dispute resolution provider we use. You can submit a complaint to The Centre for Effective Dispute Resolution via their website at https://www.cedr.com/. The Centre for Effective Dispute Resolution will not charge you for making a complaint and if you are not satisfied with the outcome you can still bring legal proceedings.
20.6 Contracts (Rights of Third Parties) Act 1999: Notwithstanding any other provision of these Terms, nothing in these Terms confers or is intended to confer any right to enforce any of its terms on any person who is not a party to it.
20.7 Force Majeure: Neither Party will be liable for any delay or failure to perform their respective obligations under these Terms if and to the extent such delay or failure is caused or contributed to by a Force Majeure Event, provided that the Party seeking to rely on the benefit of this clause:
(a) as soon as reasonably practical, notifies the other Party in writing of the details of the Force Majeure Event, and the extent to which it is unable to perform its obligations; and
(b) uses reasonable endeavours to minimise the duration and adverse consequences of the Force Majeure Event.
20.8 Governing law: These Terms are governed by the laws of England and Wales. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in England and Wales and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts.
20.9 Joint and Several Liability: Where you constitute two or more individuals or entities, you will each be jointly and severally liable under these Terms.
20.10 Notices: Any notice given under these Terms must be in writing addressed to the relevant address last notified by the recipient to the Parties. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.
20.11 Publicity: Despite clause 17, you agree that we may advertise or publicise the broad nature of our provision of the Goods and Services to you and we may take and use content such as photos or videos of the Goods and Services, including on our website or in our promotional material.
20.12 Relationship of Parties: These Terms are not intended to create a partnership, joint venture, employment or agency relationship between the Parties.
20.13 Severance: If a provision of these Terms is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from these Terms without affecting the validity or enforceability of the remainder of that provision or the other provisions in these Terms. If any provision or part-provision of these Terms is deemed deleted under this clause 19.13, the Parties will negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.
20.14 Survival: Each clause, which by its nature survives termination, will survive the termination or expiry of these Terms.
20.15 Waiver: Any failure or delay by a Party in exercising a power or right (either wholly or partially) in relation to these Terms does not operate as a waiver or prevent that Party from exercising that power or right or any other power or right. A waiver must be in writing and will be effective only to the extent specifically stated.
20.16 Further assurance: Each Party must promptly do all things and execute all further instruments necessary to give full force and effect to these Terms and their obligations under it.
20.17 Subcontracting: We may subcontract the provision of any part of the Goods and Services without your prior written consent. We agree that any subcontracting does not discharge us from any liability under these Terms and that we are liable for the acts and omissions of our subcontractor.
20.18 VAT: All amounts payable by you under these Terms of amounts in respect of value added tax chargeable from time to time (VAT), unless otherwise stated. Where any taxable supply for VAT purposes is made under these Terms by us to you, you agree, on receipt of a valid VAT invoice from us, to pay to us such additional amounts in respect of VAT as are chargeable on the supply of the Goods and Services at the same time as payment is due for the supply of the Goods and Services.

21. Definitions
In these Terms, unless the context otherwise requires:
Applicable Data Protection Law means the laws and regulations applicable to the processing of Personal Data by the Parties in connection with these Terms, including without limitation, the Data Protection Act 2018.
Approval means any approval, consent, licence, permit, permission, application, registration or equivalent required to be obtained in connection with the Goods and Services by any authority or any law.
CDM Regulations means the Construction (Design and Management) Regulations 2015.
Commencement Date means the date these Terms are accepted in accordance clause 1.1.
Confidential Information means information which:
(a) is disclosed to the Receiving Party in connection with these Terms at any time;
(b) relates to the Disclosing Party’s business, assets or affairs; or
(c) relates to the subject matter of, the terms of and/or any transactions contemplated by these Terms,
whether or not such information or documentation is reduced to a tangible form or marked in writing as “confidential”, and howsoever the Receiving Party receives that information.
Consequential Loss includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise. The Parties acknowledge and agree that your obligation to pay us the Price under these Terms will not constitute “Consequential Loss” for the purposes of this definition.
Consumer has the meaning given in in the Consumer Rights Act 2015.
Disclosing Party means the Party disclosing Confidential Information to the Receiving Party.
Delivery Costs means the costs associated with the delivery or provision of the Goods, including any insurance, customs, tariffs, duties or other such charges that may apply to the Goods.
Expenses means any disbursements, including travel and accommodation costs and third party costs, reasonably and directly incurred by us for the purpose of the provision of the Goods and Services.
Force Majeure Event means any event or circumstance which is beyond a Party’s reasonable control including but not limited to, acts of God including fire, hurricane, typhoon, earthquake, landslide, tsunami, mudslide or other catastrophic natural disaster, civil riot, civil rebellion, revolution, terrorism, insurrection, militarily usurped power, act of sabotage, act of a public enemy, war (whether declared or not) or other like hostilities, ionising radiation, contamination by radioactivity, nuclear, chemical or biological contamination, any widespread illness, quarantine or government sanctioned ordinance or shutdown, pandemic (including COVID-19 and any variations or mutations to this disease or illness) or epidemic.
Goods and Services means the goods and services to be provided by us to you under these Terms, as expressly set out in the Quote, as adjusted in accordance with these Terms.
Laws means all applicable laws, regulations, codes, guidelines, policies, protocols, consents, Approvals, permits and licences, and any requirements or directions given by any government or similar authority with the power to bind or impose obligations on the relevant Party in connection with these Terms or the supply of the Goods and Services.
Liability means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), misrepresentation, restitution, indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a Party to these Terms or otherwise.
Personal Data has the meaning given to it in the Data Protection Act 2018.
Personnel means, in respect of a Party, any of its employees, consultants, suppliers, subcontractors or agents, but in respect of you, does not include us.
Price means the price set out in the Quote for the provision of the Goods and Services, as adjusted in accordance with these Terms, and includes all Expenses and any deposit set out in the Quote.
Receiving Party means the Party receiving Confidential Information from or on behalf of the Disclosing Party.
Quote means the quote (including any online quote) to which these Terms are attached or incorporated by reference.
Site means the site as set out in the Quote, and includes any other property or sites adjoined to, surrounding or neighbouring the Site that may be necessary to access or use for the provision of the Goods and Services.
Specifications means any specifications for the Goods and Services, and, if applicable, as further particularised in an attachment to these Terms or the Quote.
Term has the meaning given in clause 12.1.
Variation has the meaning given in 6.1.
Variation Request has the meaning given in clause 6.1.
Your Items has the meaning given in clause 7.

22. Interpretation
In these Terms, unless the context otherwise requires:
(a) a reference to these Terms or any other document includes the document, all schedules and all annexures as novated, amended, supplemented, varied or replaced from time to time;
(b) a reference to “Goods and Services” or “Goods or Services” includes “Goods and/or Services”, as the context requires;
(c) a reference to any legislation or law includes subordinate legislation or law and all amendments, consolidations, replacements or re-enactments from time to time;
(d) a reference to a person includes a natural person, body corporate, partnership, joint venture, association, government or statutory body;
(e) a reference to a party (including a Party) to a document includes that party’s executors, administrators, successors, permitted assigns;
(f) a reference to a covenant, obligation or agreement of two or more persons binds or benefits them jointly and severally;
(g) a reference to time is to local time in England; and
(h) a reference to £ or pounds refers to the currency of the UK from time to time.