Scope Fire & Security Ltd (“the Company”) only supply Services on these Terms and Conditions.
You, the customer, will only purchase the Services on these Terms and Conditions as expressly set out in our written Quotation.
These Terms and Conditions are important and should be studied carefully.
Scope Fire & Security Ltd (Company Registration Number 11967192) the registered office of which is at 5 Dominion Court, Burnley, Lancashire, BB11 5UB.
Conditions Relating to all Goods and Services Supplied:
1.Definitions and Interpretation
The following definitions and rules of interpretation apply in these Conditions.
Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Conditions: these terms and conditions as amended from time to time in accordance with clause 16.8, and any additional terms set out in a Quotation. In the event of any conflict or ambiguity between the terms set out below and any additional terms set out in a Quotation, the Quotation shall take priority.
Contract: the contract between the Company and the Customer for the supply of Goods and/or Services in accordance with these Conditions.
Customer: the person or firm which purchases the Goods and/or Services from the Company.
Deliverables: the deliverables set out in the Order (if applicable).
Force Majeure Event: any event or circumstance which is beyond the reasonable control of the affected party, including, but not limited to, flood, lightning, subsidence, terrorist act, fire or war, failure or shortage of power supplies, industrial action of any kind (not involving the employees of the affected party), the actions of any governmental, regulatory, judicial or statutory authority or the actions of any of the emergency services.
Goods: the goods (or any part of them) set out in the Order or any other goods (including spare parts) which are provided by The Company to the Customer in the course of
providing the Services.
Goods Specification: the specification for the Goods (if any) that is provided by the Supplier to the Customer in the Quotation.
Order: the Customer’s order for the Goods and/or Services, as set out in a purchase order form or as evidenced by the Customer’s written acceptance of the Quotation.
Quotation: the quotation provided by the Supplier to the Customer setting out the details of the Goods and/or Services to be provided under the Contract and the charges payable by the Customer for such Goods and/or Services.
Services: the services, including any Deliverables, to be supplied by the Supplier to the Customer as set out in the Service Specification.
Service Specification: the description or specification for the Services (if any) that is provided by the Supplier to the Customer in the Quotation.
Supplier: Scope Fire & Security Ltd registered in England and Wales with company number 11967192, also referred to as the Company.
1.2.1 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.2.2 A reference to a legislation or a legislative provision is a reference to it as amended or re-enacted. A reference to legislation or a legislative provision includes all subordinate legislation made under the legislation or legislative provision.
1.2.3 Any words following the terms including, include, in particular, for example, or any similar expression shall be interpreted as illustrative and shall not limited the sense of the words preceding those terms.
1.2.4 A reference to writing or written excludes fax but not email.
2. Basis of Contract
2.1 The Order constitutes an offer by the Customer to purchase Goods and/or Services in accordance with these Conditions.
2.2 The Order shall only be deemed to be accepted when the Supplier communicates acceptance to the Customer. The Supplier may communicate its acceptance by either: (i)
issuing written acceptance of the Order; or (ii) commencing the supply of the Goods and/or Services, at which point and on which date the Contract shall come into existence
2.3 No Order which has been accepted by the Supplier may be cancelled by the Customer except with the agreement in writing of the Supplier and on the condition that the Customer shall indemnify the Supplier in full against all loss, costs, damages, charges and expenses incurred by the Supplier as a result of the cancellation.
2.4 Any samples, drawings, descriptive matter or advertising issued by the Supplier and any illustrations or descriptions of the Services contained in the Supplier’s catalogues or brochures or on its website are issued or published for the sole purpose of giving an approximate idea of the Services and/or Goods described in them. They shall not form part of the Contract or have any contractual force.
2.5 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by law, trade, custom, practice or course of dealing.
2.6 Any quotation given by the Supplier shall not constitute an offer, and is only valid for a period of 30 Business Days from its date of issue. Quotations given that are not subject to a survey may alter in cost.
2.7 These Conditions shall apply to the supply of both Goods and Services except where application to one or the other is specified.
The Goods are described in the Goods Specification. The Supplier, reserves the right to amend the Goods Specification if required by any applicable statutory or regulatory requirement, and the Supplier shall notify the Customer in any such event.
4. Delivery of Goods
4.1 The Supplier shall deliver the Goods to the location set out in the Order or such other location as the parties may agree (Delivery Location) at any time after the Supplier notifies the Customer that the Goods are ready.
4.2 Delivery of the Goods shall be completed on the completion of unloading of the Goods at the Delivery Location or, if the Supplier is providing installation services in respect of the Goods as part of the Services, upon their installation.
4.3 Any dates quoted for delivery and/or installation of the Goods are approximate only and the time of delivery is not of the essence. The Supplier shall not be liable for any delay in delivery of the Goods that is caused by a Force Majeure Event or the Customer’s failure to provide the Supplier with adequate delivery instructions.
4.4 If the Supplier fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. The Supplier shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event or the Customer’s failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the suppler of the Goods.
4.5 If the Customer fails to accept delivery of the Goods within five Business Days of the Supplier notifying the Customer that the Goods are ready then, except where such failure or delay is caused by a Force Majeure Event or by the Supplier’s failure to comply with its obligations under the Contract in respect of the Goods:
4.5.1 delivery of the Goods shall be deemed to have been completed at 9.00 am on the fifth Business Day following the day on which the Supplier notified the Customer that the Goods were ready; and 4.5.2 the Supplier shall store the Goods until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).
4.6 If ten Business Days after the Supplier notified the Customer that the Goods were ready for delivery the Customer has not accepted actual delivery of them, the Supplier may resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage and selling costs, charge the Customer for any shortfall below the price of the Goods.
5. Quality of Goods
5.1 The Supplier warrants that on delivery, and for a period of 12 months from the date of delivery (Warranty Period), the Goods shall:
5.1.1 conform in all material respects with the Goods Specification;
5.1.2 be free from material defects in design, material and workmanship;
5.1.3 be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and
5.1.4 be fit for any purpose held out by the Supplier.
5.2 Subject to clause 5.3, the Supplier shall, at its option, repair or replace defective Goods, or refund the price of defective Goods in full if:
5.2.1 the Customer gives notice in writing during the Warranty Period and within a reasonable time of discovery (and is then able to demonstrate to the
Supplier’s reasonable satisfaction) that some or all of the Goods do not comply with the warranties set out in clause 5.1;
5.2.2 the Supplier is given a reasonable opportunity of examining such Goods; and
5.2.3 the Customer (if asked to do so by the Supplier) returns such Goods to the Supplier’s place of business at the Supplier’s cost.
5.3 The Supplier shall not be liable for the Goods’ failure to comply with the warranties in clause 5.1 if:
5.3.1 the Customer makes any further use of such Goods after giving a notice in accordance with clause 5.2;
5.3.2 the defect arises because the Customer failed to follow the Suppliers oral or written instructions as to the storage, installation, commissioning, use or
maintenance of the Goods or (if there are none) good trade practice regarding the same;
5.3.3 the Customer interferes, alters or repairs or permits any third party to interfere, alter or repair such Goods without the written consent of the Supplier; or
5.3.4 the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions; or
5.3.5 the Goods differ from the Goods Specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
5.4 Except as provided in this clause 5, the Supplier shall have no liability to the Customer in respect of the Goods’ failure to comply with the warranties in clause 5.1. The Customer acknowledges that the Goods are not for resale and any resale of the Goods by or on behalf of the Customer shall immediately invalidate the warranties in clause
5.5 These Conditions shall apply to any repaired or replacement Goods supplied by the Supplier.
6. Title and Risk
6.1 Risk in the Goods shall pass to the Customer on completion of delivery in accordance with clause 4.2.
6.2 Title to the Goods shall not pass to the Customer until the Supplier receives payment in full (in cash or cleared funds) for the Goods.
6.3 Until title to the Goods has passed to the Customer, the Customer shall:
6.3.1 store the Goods separately from all other goods held by the Customers so that they remain readily identifiable as the Suppliers property;
6.3.2 not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
6.3.3 maintain the Goods in satisfactory condition and keep them insured against all risks and for their full price on the Suppliers behalf from the date of delivery;
6.3.4 notify the Supplier immediately if it becomes subject to any of the events listed in clause 12.1.2 to 12.1.4; and
6.3.5 give the Supplier such information as the Supplier may reasonably require from time to time relating to the Goods and the ongoing financial position of the Customer.
7. Supply of Services
7.1 The Supplier shall supply the Services to the Customer in accordance with the Service Specification in all material respects.
7.2 The Customer acknowledges and accepts that the Supplier may replace the Goods when providing the Services as necessary to ensure continued compliance with any applicable law or regulatory requirement.
7.3 The Supplier shall use reasonable endeavours to meet any performance dates for the Services specified in the Order, but any such dates shall be estimates only and time shall not be of the essence for the performance of the Services.
7.4 The Supplier reserves the right to amend the Service Specification if necessary to comply with , any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Services, and the Supplier shall notify the Customer in any such event.
7.5 The Supplier warrants to the customer that the Services will be provided using reasonable care and skill.
8. Customers Obligations
8.1 The Customer Shall;
8.1.1 ensure the terms of the Order and any information it provides in both the Service Specification and the Goods Specification are complete and accurate;
8.1.2 co-operate with the Supplier in all matters relating to the Services;
8.1.3 provide the Supplier, its employees and subcontractors, with access to the Customer’s premises and other facilities as reasonably required by the Supplier to provide the Services;
8.1.4 provide the Supplier with such information and materials as the Supplier may reasonably require in order to supply the Services, and ensure that
such information is complete and accurate in all material respects;
8.1.5 prepare the Customer’s premises for the supply of the Services;
8.1.6 not make changes to, or attempt to repair or extend the fire and security systems (System) or allow any other person to do so, which may result in the integrity of the System being compromised in meeting its required standards;
8.1.7 inform the Supplier of any changes to the use of the System and/or changes to the infrastructure, fabric or use of the building, so as not to
compromise the integrity of the System;
8.1.8 ensure that the Customer’s premises are operated and maintained in accordance with any applicable laws and regulations;
8.1.9 obtain and maintain all necessary licences, permissions and consents which may be required for the Services before the date on which the
Services are to start;
8.1.10 comply with all applicable laws, including health and safety laws;
8.1.11 comply with any additional obligations as set out in the Service Specification and/or the Goods Specification (if applicable);
8.1.12 comply with any instructions of the Supplier regarding the inspection and maintenance of its fire safety equipment; and
8.1.13 keep all materials, equipment, documents and other property of the Supplier (Supplier Materials) at the Customer’s premises in safe custody at its own risk,
maintain the Supplier Materials in good conditions until returned to the Supplier, and not dispose of or use the Supplier Materials other than in accordance
with the Supplier’s written instructions or authorisation.
8.2 If the Supplier’s performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the Customer or failure by the
Customer to perform any relevant obligation (Customer Default):
8.2.1 without limiting or affecting any other right or remedy available to it, the Supplier shall have the right to suspend performance of the Services until
the Customer remedies the Customer Default, and to rely on the Customer Default to relieve it from the performance of any of its obligations in each
case to the extent the Customer Default prevents or delays the Supplier’s performance of any of its obligations;
8.2.2 the Supplier shall not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from the Supplier’s failure or delay to perform any of its obligations as set out in this clause 8.2; and
8.2.3 the Customer shall reimburse the Supplier on written demand for any costs or losses sustained or incurred by the Supplier arising directly or
indirectly from the Customer Default.
9. Charges and Payment
9.1 The price for Goods and Services shall be the price set out in the Quotation or, if no price is quoted, the price set out in the Supplier’s published price list as at the date of delivery. A deposit, advanced billing and direct debit payment may be required as set out on the Quotation.
9.2 The Supplier reserves the right to:
9.2.1 increase the charges for the Services on an annual basis with effect from each anniversary of the Commencement Date in line with the Supplier’s increased
costs in the preceding 12-month period and the first such increase shall take effect on the first anniversary of the Commencement Date;
9.2.2 increase the price of the Goods, by giving notice to the Customer at any time before delivery, to reflect any increase in the cost of the Goods to the Supplier
that is due to:
220.127.116.11 any factor beyond the control of the Supplier (including foreign exchange fluctuations, increases in taxes and duties, and increases in labour,
materials and other manufacturing costs);
18.104.22.168 any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Goods Specification; or
22.214.171.124 any delay caused by instructions of the Customer in respect of the Goods or failure of the Customer to give the Supplier adequate or accurate
information or instructions in respect of the Goods.
9.3 The charges for the Services shall be calculated on a time and materials basis. The charges shall be calculated in accordance with the Supplier’s daily fee rates for each individual (where applicable), which are calculated on the basis of an 8.5-hour working day from 8.30am to 5.00pm worked on Business Days and the Supplier shall be entitled to charge an overtime, out of hours labour rate for each part day or for any time worked by individuals whom it engages on the Services outside of these hours. Please refer to
our prevailing rates included within your quotation for details of these charges.
9.4 The Supplier shall be entitled to charge the Customer for any expenses reasonably incurred by the individuals whom the Supplier engages in connection with the Services
including travelling expenses, hotel costs, subsistence and any associated expenses, and for the cost of services provided by third parties and required by the Supplier for the performance of the Services, and for the cost of any materials.
9.5 In respect of Goods and Services, the Supplier shall invoice the Customer in accordance with the Order.
9.6 The Customer shall pay each invoice submitted by the Supplier:
9.6.1 on receipt with payment due on completion of works or in accordance with any alternative payment terms agreed by the Supplier if confirmed previously upon
commencement of the current agreement in writing with the Customer.
9.6.2 in full and in cleared funds to the bank account nominated in writing by the Supplier; and time for payment shall be of the essence of the Contract.
9.7 If the Customer fails to make a payment due to the Supplier under the Contract by the due date to the Supplier under the Contract by the due date, then, without limiting the Supplier’s remedies under clause 12, the Customer shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgement. Interest under this clause 9.7 will accrue each day at 4% a year above the Bank of England’s base rate from time to time, but at 4% a year for any period when the base rate is below 0%.
9.8 All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax or any other applicable sales tax or duty chargeable from time to time (VAT). Where any taxable supply for VAT purposes is made under the Contract by the Supplier to the Customer, the Customer shall, on receipt of a valid VAT invoice from the Supplier, pay to the Supplier such additional amounts in respect of VAT as are chargeable on the supply of the Services or Goods at the same time as payment is due for the supply of the Services or Goods.
9.9 All amounts due under the Contract shall be paid in full without any setoff, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
10.1 Each party undertakes that it shall not disclose to any person any confidential information concerning the business, assets, affairs, customers, clients or suppliers of the other party, except as permitted by clause 10.2.
10.2 Each party may disclose the other party’s confidential information:
10.2.1 to its employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out the party’s obligations under the Contract. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to who it discloses the other party’s
confidential information comply with this clause 10; or
10.2.2 as may be required by law, court of competent jurisdiction or any governmental or regulatory authority.
10.3 Neither party shall use the other party’s confidential information for any purpose other than to exercise its rights and perform its obligations under the Contract.
11. Limitation of Liability: The Customer’s attention is particularly drawn to this Clause
11.1 References to liability in this clause 11 include every kind of liability arising under or in connection with the Contract including liability in contract, tort (including
negligence), misrepresentation, restitution or otherwise.
11.2 Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
11.2.1 death or personal injury caused by negligence;
11.2.2 fraud or fraudulent misrepresentation;
11.2.3 breach of terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods Act 1982 (title and quiet possession); and
11.2.4 defective products under the Consumer Protection Act 1987.
11.3 Subject to clause 11.2, the Supplier shall not be liable for:
11.3.1 loss of profits, loss of business, loss or depletion of goodwill, loss of anticipated savings or any special, indirect or consequential loss of any nature howsoever arising;
11.3.2 losses arising due to the acts or omissions of any person other than the Supplier or any of its employees, agents, consultants and subcontractors, including (without limitation) the Customer and the members of its group and their respective employees, agents, consultants and subcontractors, any emergency service or
another service provider; or
11.3.3 any other losses arising as a result of circumstances beyond the Supplier's reasonable control.
11.4 Subject to clause 11.2, the Supplier’s total liability to the Customer in respect of all breaches of duty occurring within any contract year shall not exceed the cap.
11.5 In clause 11.4:
11.5.1 cap: the cap is 100% of the total charges in the contract year in which the breaches occurred.
11.5.2 contract year. A contract year means a 12-month period commencing with the Commencement Date or any anniversary of it; and
11.5.3 total charges. The total charges mean all sums paid by the Customer and all sums payable under the Contract in respect of Goods and Services actually supplied by the Supplier, whether or not invoiced to the Customer.
11.6 The Supplier has given commitments as to compliance of the Goods and Services with relevant specifications in clause 5 and clause 7. In view of these commitments, the terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and the terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
11.7 Unless the Customer notifies the Supplier that it intends to make a claim in respect of an event within the notice period, the Supplier shall have no liability for that event.
The notice period for an event shall start on the day on which the Customer became, or ought reasonably to have become, aware of the event having occurred and shall expire 3 months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
11.8 This clause 11 shall survive termination of the Contract.
12.1 Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
12.1.1 the other party commits a material breach of its obligations under the Contract and (if such breach is remediable) fails to remedy that breach within seven
(7) days after receipt of notice in writing requiring it to do so;
12.1.2 the other party or any of its holding companies takes any step or action in connection with its entering administration, provisional liquidation or any
composition or arrangement with its creditors (other than in relation to a solvent restructuring), obtaining a moratorium, being wound up (whether voluntarily or
by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction; or
12.1.3 the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
12.1.4 the other party’s financial position deteriorates so far as to reasonably justify the opinion that its ability to give effect to the terms of the Contract is in
12.2 Without affecting any other right or remedy available to it, the Supplier may terminate the Contract with immediate effect by giving written notice to the Customer if:
12.2.1 the Customer fails to pay any amount due under the Contact on the due date for payment; or
12.2.2 there is a change of Control of the Customer.
12.3 Without affecting any other right or remedy available to it, the Supplier may suspend the supply of Services or all further deliveries of Goods under the Contract or any other contract between the Customer and the Supplier if the Customer fails to pay any amount due under the Contract on the due date for payment, the Customer becomes
subject to any of the events listed in clause 12.1.2 to clause
12.1.4, or the Supplier reasonably believes that the Customer is about to become subject to any of them .
13. Consequences of Termination
13.1 On termination of the Contract, the Customer shall immediately pay to the Supplier in full and cleared funds all of the Supplier’s outstanding unpaid invoices, interest and
any sums due to third parties incurred on the Customer’s behalf. In respect of Goods and Services supplied for which no invoice has been submitted, the Supplier shall submit an invoice, which shall be payable by the Customer immediately on receipt. The Customer shall return all of the Supplier’s materials and any Deliverables or Goods which have not been fully paid for. If the Customer fails to do so, then the Supplier may enter the Customer’s premises and take possession of them. Until they have been returned, the Customer shall be solely responsible for their safe keeping and will not use them for any purpose not connected with this Contract.
13.2 Termination of the Contract shall not affect any rights, remedies, obligations and liabilities of the parties that have accrued up to the date of termination, including the
right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
13.3 Any provision of the Contract that expressly or by implication is intended to have effect after termination shall continue in full force and effect.
14. Force Majeure
Neither party shall be in breach of the Contract nor liable for delay in performing or failure to perform, any of its obligations under the Contract if such delay or failure results from a Force Majeure Event
15. Data Protection
Each of the Supplier and the Customer warrants to the other that it will at all times comply with its obligations (if any) under the Data Protections Act 2018 (as amended from
time to time).
16.1 Assignment and other dealings
16.1.1 The Supplier may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
16.1.2 The Customer shall not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract without the prior written consent of the Supplier, which shall not be unreasonably withheld.
16.2.1 Any formal notice given to a party under or in connection with the Contract shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case).
16.2.2 Any formal notice shall be deemed to have been received: if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address, if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time
recorded by the delivery services.
16.2.3 Any communication other than a formal notice given to a party under or in connection with the Contract shall be in writing and may be via email.
If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or
part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.
A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall
prevent or restrict the further exercise of that or any other right or remedy.
16.5 No partnership or agency
Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, represent either party as the agent of the other,
or authorise either party to make or enter into any commitments for or on behalf of the other party.
16.6 Entire agreement
16.6.1 The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties,
representations and understandings between them, whether written or oral, relating to its subject matter.
16.6.2 Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation based on any statement in the Contract.
16.6.3 Nothing in this clause shall limit or exclude any liability for fraud.
16.7 Third party rights
The Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
16.8.1 Except as set out in these Conditions, no variation of the Contract shall be effective unless it is agreed in writing and signed by the parties (or their authorised representatives).
16.8.2 From time to time, the Supplier may need to make changes to these Conditions to reflect current market practice for the fire safety industry. Such changes shall not require the consent of the Customer but shall be notified by the Supplier to the Customer in writing.
16.9 Governing law
The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed
by and construed in accordance with the laws of England.
Each party irrevocably agrees that the courts of England shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out
of or in connection with the Contract or its subject matter or formation.