Terms and Conditions

Background

IPM Group, referred to as the Service Provider, provides temporary security services to business clients. The Service Provider has reasonable skill, knowledge and experience in this field. These Terms and Conditions apply to the provision of services by the Service Provider to its clients.

1Definitions and Interpretation

In these Terms and Conditions, unless the context otherwise requires, the following expressions shall have the following meanings:

Assessment Any assessment prepared by the Service Provider from time to time in respect of the Client’s possible need for Services.
Client The party procuring the Services from the Service Provider, as identified in the Order Form.
Confidential Information Information disclosed by either Party to the other in connection with the Contract, whether orally, in writing or by any other medium, which is commercially sensitive, confidential, a trade secret, intellectual property related, or reasonably valuable to competitors.
Contract The agreement entered into by the Service Provider and the Client, incorporating the Order Form and these Terms and Conditions.
Contract Year A period of 12 consecutive months commencing on the Service Date or any anniversary of the Service Date.
Order Form The order form issued by the Service Provider to the Client relating to the services, deemed as the quote form or instruction form.
Service Charge All sums due under the Contract from the Client to the Service Provider, as specified in the Order Form.
Service Date The date or dates set out in the Order Form on which provision of the Services will commence.
Site The site or sites identified in the Order Form for the performance of the Services.
Sub-contractors Contractors or affiliated companies appointed by the Service Provider from time to time to provide the Services in whole or in part.

Interpretation

  • References to writing include electronic, facsimile or similar communication.
  • References to these Terms and Conditions include any amendments or supplements made at the relevant time.
  • Headings are for convenience only and do not affect interpretation.
  • Words in the singular include the plural and vice versa.
  • References to any gender include the other gender.
  • References to persons include corporations.

2Provision of the Services

  1. An Order Form will not bind the Service Provider until it has been accepted in writing.
  2. From the Service Date, the Service Provider will use all reasonable endeavours, in accordance with prevailing standards in the security sector, to provide the Services on the dates specified in the Order Form.
  3. The Client enters into this Contract for the Weekly Term stated in the Order Form.
  4. If the Weekly Term is exceeded, the Contract will be deemed a rolling monthly contract.
  5. Time of delivery of the Services is not an essential term of the Contract.
  6. Title to any Equipment provided by the Service Provider will always remain with the Service Provider.
  7. The Service Provider shall act in accordance with reasonable instructions given by the Client, provided such instructions are compatible with the specification of Services.
  8. The Service Provider shall comply with all relevant statutes, regulations, byelaws, standards, codes of conduct and other applicable rules.

3Fees, Payment and Records

  1. The Client shall pay the Service Charge specified in the Order Form. All amounts exclude VAT.
  2. The Service Provider will issue invoices monthly commencing from the Service Date.
  3. All payments must be made within 30 days of the date of the relevant invoice.
  4. Payments must be made in full, without set-off, withholding, lien or other similar claim.
  5. Time of payment is an essential term of the Contract.
  6. The Service Provider may increase or decrease the Service Charge by giving the Client not less than 30 days’ prior notice.
  7. The Service Provider may charge interest on unpaid sums at 8% above the base rate of Barclays Bank Plc from time to time until payment is made in full.
  8. On termination, the system will be removed at the end of the subsequent monthly rental period. No rebate will be due if the system is removed earlier.
  9. If the Client terminates the agreement or returns hired equipment before the end of the Hire Period, the Client shall pay all monies owing plus all amounts that would have been due for the balance of the Hire Period.

4Terms and Warranties

These Terms apply to the Contract and the Service Provider will not provide Services on any other terms. Acceptance of the Services will be treated as acceptance of these Terms.

Exclusions

  • All other terms, conditions, representations or warranties are excluded unless expressly stated in these Terms.
  • All implied terms, conditions, warranties and statements are excluded to the fullest extent permitted by law.

Service Provider Warranties

  • The Services and any Equipment provided will materially comply with the specification or description in the Order Form.
  • The Services will be provided with reasonable care and skill.
  • Reasonable steps will be taken to ensure that the Equipment is in working condition as at the Service Date.

5Access to Site

The Client grants the Service Provider a licence for the duration of the Contract to enter the Site at any time and without notice for the purpose of performing the Services, inspecting or maintaining the Equipment, and/or removing the Equipment.

The Service Provider may enter the Site by force where necessary to carry out its obligations or exercise its rights under the Contract.

Client Acknowledgements

  • The provision of Services and any forced entry may cause loss or damage at the Site.
  • The Service Provider shall not be liable for loss, damage or costs relating to the Site arising from the performance of the Services or the exercise of its rights.
  • The Service Provider may rely on information supplied by or on behalf of the Client without an obligation to verify it.
  • Where Services include alarm, monitoring, inspection or guarding services, the Service Provider will take reasonable steps to notify the Client of material incidents using the contact details provided.
  • The Service Provider will attend the Site at regular intervals to carry out system maintenance checks.
  • Additional attendance requested by the Client may result in an additional Service Charge.

6The Equipment

  1. Any Equipment installed at the Site is left at the Client’s risk and must be returned to the Service Provider upon completion of the Services.
  2. In the event of loss or damage beyond fair wear and tear, the Service Provider may require the Client to pay for replacement or repair.
  3. The Client must not move, take down, relocate, dismantle, refit, repair, service or damage the Equipment.
  4. The Equipment is provided solely for the benefit of the Client for the duration of the Contract.
  5. The Client must not sell, sub-hire, part with possession, charge or encumber the Equipment.
  6. The Client will be liable for Equipment installed at the Site that is subsequently found to be lost or damaged.

7Assessments

Where the Service Provider performs an Assessment in respect of the Site, it is limited to identifying which of the Service Provider’s services the Client may find beneficial. The Assessment is solely for the benefit of the Service Provider, regardless of who requested it.

The Service Provider does not warrant that any Services detailed in an Assessment will prevent loss or damage and shall not be liable in relation to any recommendations made in an Assessment.

8Right to Sub-contract

The Service Provider may from time to time sub-contract some or all of its obligations under the Contract. Any rights or limitations under the Contract applicable to the Service Provider shall also apply to any such Sub-contractor.

9Limitations of Liability

  1. The Service Provider’s aggregate liability to the Client for loss or damage in any Contract Year in connection with an Individual Site is limited to the amount paid by the Client for the Services at that Individual Site during that Contract Year.
  2. The Service Provider’s aggregate liability in connection with all Sites and all Contract Years shall not exceed £5,000.
  3. The Service Provider shall not be liable for economic loss, loss of profit, business, contracts, revenues, anticipated savings, reputation, goodwill, indirect loss, or consequential loss.
  4. The Service Provider shall not be liable to the extent that the value of the claim is recoverable under any insurance policy or has been or will be made good without cost to the Client.
  5. Nothing in these Terms limits or excludes liability for death or personal injury arising from negligence, or any other liability that cannot lawfully be limited or excluded.

10Third Party Rights

The parties stated in the Order Form are the only parties to the Contract. The Client warrants that it is not acting as an agent for any other person in respect of the Services.

Unless the Contract expressly states otherwise, a person who is not a party to the Contract has no right to enforce any of its terms under the Contracts Rights of Third Parties Act 1999.

11Confidentiality

Each party will, unless otherwise required by law:

  • Only use or disclose Confidential Information supplied by the other party for the purposes of its rights and obligations in connection with the Contract.
  • Take all reasonable steps to safeguard and protect the other party’s Confidential Information from unauthorised use, disclosure or access.

12Law and Jurisdiction

  1. The Contract, including any non-contractual matters and obligations arising from or associated with it, shall be governed by the laws of England and Wales.
  2. Any dispute, controversy, proceedings or claim between the Parties relating to the Contract shall fall within the jurisdiction of the courts of England and Wales.