TERMS AND CONDITIONS


Terms and Conditions for the supply of Goods

  1. Interpretation

    “Business Day” means any week day from Monday to Friday inclusive other than a public holiday;

    “Normal Working Hours” means 8.00am to 4.30pm;

    “Company” means Realm Fire & Security Ltd, a company incorporated under the Companies Acts with company number SC236192 and having its registered office at 55-57 West High Street, Inverurie AB51 3QQ and having a place of business at “Realm Fire & Security Ltd, Doig Scott Building, Craibstone Estate, Bucksburn, Aberdeen, AB21 9TR”

    “Contract” means the contract between the Company and the Customer for the supply of Goods;

    “Contract Price” means the monetary consideration stated in the Contract for the sale of the Goods to the Customer;

    “Customer” means you whom the Company has agreed to provide the supply of Goods in accordance with these conditions; and

    “Goods” means any Goods forming the subject of this Contract including parts and components of or materials incorporated in them.

  2. Existence of Contract

    2.1 No Contract shall come into existence until either the Customer’s order (however given) is accepted by the earliest of:-

    • a) the Company’s written acceptance,
    • b) delivery of the Goods,
    • c) the issuing of the Company’s invoice; or
    • d) the payment of the Goods by the Customer.

    2.2 These conditions shall be incorporated in the Contract to the exclusion of any terms or conditions stipulated or referred to by the Customer.

    2.3 These conditions may be varied by the Company from time to time but, with respect to the Goods ordered by the Customer, the conditions stated at the time of the ordering of the Goods shall apply.

  3. Price and Payment

    3.1 The quoted price of the Goods (whether verbally or in writing) shall be exclusive of VAT. VAT is chargeable on the price of the Goods.

    3.2 The Company shall supply the Goods and the Customer shall pay the Company the Contract Price for the Goods on the terms and conditions contained in this Contract.

    3.3 Subject to any special terms agreed, the Customer shall pay the Company’s Contract Price plus any charges for installation of the Goods, carriage and insurance as set out in the Company’s invoice and any additional sums which are agreed between the Company and the Customer for the supply of the Goods or which, in the Company’s sole discretion, fall due.

    3.4 The Company shall be entitled to vary the Contract Price from time to time by giving not less than one months’ written notice to the Customer.

    3.5 The Company shall be entitled to invoice the Customer following the confirmation of the Customer’s order or at other times as agreed between the Company and the Customer.

    3.6 The Contract Price and any applicable charges for the installation of the Goods, carriage and insurance together with any additional sums payable shall be paid by the Customer (together with any applicable VAT and without any set-off or other deduction) within thirty days of the Company’s invoice.

    3.7 If payment is not made by the due date, the Company shall be entitled, without limiting any other rights it may have, to charge interest on the outstanding amount (both before and after any judgement) at the rate of 5% above the base rate from time to time of the Royal Bank of Scotland plc from the due date until the outstanding amount is paid in full.

  4. Delivery and Title

    4.1 Unless the Customer informs the Company that it wishes to collect the Goods, delivery of the Goods shall be to the address provided to the Company by the Customer at the time of ordering the Goods and the Customer shall make all the necessary arrangements to take delivery of the Goods whenever they are tendered for delivery. Immediately after delivery of the Goods to the Customer, risk in the Goods will pass to the Customer. In the unlikely event that the Customer has not received all the Goods that do not require installation by the Company within five Business Days of the date of delivery (or where the Customer has requested a delayed despatch, within five Business Days of the requested despatch date), the Customer must notify the Company immediately.

    4.2 The Company shall not be liable for any loss, costs, damages or expenses incurred by the Customer or any third party arising directly or indirectly out of any failure to meet any estimated delivery date.

    4.3 The Customer is required to inspect the Goods on receipt and notify the Company in writing of any defects or complaints within 3 days of receipt of the Goods. Should the Customer fail to give such notice within the 3 days the Customer shall be deemed to have accepted that the Goods are in all respects in accordance with the Contract and the Customer shall indemnify the Company against any damages the Company may be required to pay to any party whether by court order settlement or otherwise arising from a defect in any of the Goods.

  5. Property in the Goods

    5.1 Notwithstanding the passing of risk in accordance with condition 4.1, title in the Goods shall remain the sole and absolute property of the Company and title to and legal ownership of the Goods shall not pass to the Customer until the amount due for the Goods (including interest and costs) has been paid in full.

    5.2 The Company may at any time before title of the Goods passes to the Customer and without any liability to the Customer:-

  6. 5.2.1 repossess and dismantle and use or sell all or any of the Goods and by doing so terminate the Customer’s right to use, sell or otherwise deal in them; and
  7. 5.2.2 for the purpose of condition 5.2.1 and the purpose of inspecting the Goods, enter any premises of or occupied by the Customer.
  8. Availability

    6.1 While the Company shall endeavour to hold sufficient stock to meet all orders, if the Company has insufficient stock to supply or deliver the Goods ordered and paid for by the Customer, the Company may, at their discretion, notify the Customer of a revised delivery date for the Goods or supply or deliver a substituted product or refund the price paid for such Goods as soon as possible and in any case within 30 days or, in the case of an account Customer, the Company may, in their absolute discretion, as soon as possible raise a credit to offset the amount invoiced to the account Customer.

    6.2 The Company reserves the right to withdraw for sale, amend the price and specification of any Goods displayed on the Company’s premises, its website, its brochures and/ or refuse to supply Goods to any party at its sole discretion without incurring any liability to the Customer or any other third party.

  9. Liability

    7.1 If the Customer has notified the Company of a problem with the Goods, the Company will (at the Customer’s option) either make good any shortage or non-delivery; replace or repair any Goods that are damaged or defective upon delivery; or refund to the Customer the amount paid by the Customer for the Goods in question. The Company will not be liable to the Customer for any loss of profits, administrative inconvenience, disappointment, indirect or consequential loss or damage arising out of any problem in relation to the Goods and the Company shall have no liability to pay any money to the Customer by way of compensation other than any refund the Company may make under these conditions. This does not affect the Customer’s statutory rights as a consumer, nor is it intended to exclude the Company’s liability to the Customer for fraudulent misrepresentation or for death or personal injury resulting from the Company’s negligence.

    7.2 The Company shall have no liability to the Customer for any loss, damage, costs, expenses or other claims for compensation arising from any information, data or instructions supplied by the Customer which are incomplete, incorrect, inaccurate, illegible out of sequence or in the wrong form, or arising from their late arrival or non-arrival, or any other fault of the Customer.

    7.3 The Company shall have no liability of whatever kind to the Customer for any defects to the Goods resulting from wear and tear, accident, improper use or use by the Customer except in accordance with the instructions or advice of the Company and/or the manufacturer of the Goods or for any Goods which have been adjusted, modified or repaired except by the Company and for any physical damage to the Goods caused by impact, abrasion or cleaning of the Goods with a non-proprietary chemical.

    7.4 The Company shall have no liability to the Customer for any defects or loss, damage, costs, expenses or other claims for compensation arising from any improper or inappropriate use of the Goods by the Customer or the Customer’s failure to follow any instructions for use of the Goods on or accompanying the Goods.

    7.5 The Company will not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to, acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Company shall be entitled to a reasonable extension of its obligations.

    7.6 The Company will not be liable for actions of a third party or to any third party.

    7.7 The total liability of the Company’s in respect of the provision of Services shall not exceed the Contract Price except where such limitation is not permitted by law.

  10. Termination

    8.1 The Company may terminate this agreement forthwith if the Customer fails to pay any sums due to the Company as they fall due.

    8.2 Either party may (without limiting any other remedy) at any time terminate the Contract by giving written notice to the other if the other commits any breach of these conditions and (if capable of remedy) fails to remedy the breach within 30 days after being required by written notice to do so, or if the other goes into liquidation, or (in the case of an individual or firm) becomes bankrupt, makes a voluntary arrangement with his creditors or has a receiver or administrator appointed.

  11. General

    9.1 These conditions constitute the entire agreement between the parties, supersede any previous agreement or understanding and may be varied by the Company at any time. All other terms and conditions, express or implied by statute or otherwise, are excluded to the fullest extent permitted by law.

    9.2 Any notice required or permitted to be given by either party shall be in writing addressed to the other party at the principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice. The Company’s current address for the service of notices is “Realm Fire & Security Ltd, Doig Scott Building, Craibstone Estate, Bucksburn, Aberdeen, AB21 9TR”

    9.3 Any notice to be served by the Company on the Customer shall be deemed to have been duly served if sent by first class post in a prepaid envelope to the Customer at his last known address. Any notice served by first class post shall be deemed to have been served five days after posting.

    9.4 Any notice to be served on the Company shall be served by sending the same first class in a prepaid envelope to the Company’s place of business as stated in condition 9.2. Any notice served by first class post shall only be deemed served once the Customer has received an acknowledgement from the Company. The Company’s acceptance of such notice will also be submitted in writing, stating the day, month and year of termination.

    9.5 No failure or delay by either party in exercising any of its rights under the Contract shall be deemed to be a waiver of that right, and no waiver by either party of any breach of any condition of this Contract by the other shall be considered as a waiver of any subsequent breach of the same or any other condition.

    9.6 If any provision of these conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected.

    9.7 Any dispute arising under or in connection with these conditions or the supply of the Goods shall be referred to arbitration by a single arbiter appointed by agreement or (in default) nominated on the application of the Company.

    9.8 Expressions in the singular include the plural and the masculine include the feminine and vice versa.

    9.9 These conditions shall be deemed to have been made in Scotland and the construction validity and performance of them shall be governed in all respects by Scottish Law.


Terms and Conditions for the supply of Services

Realm Fire & Security Ltd, a company incorporated under the Companies Acts with company number SC236192 and having its registered office at 55-57 West High Street, Inverurie AB51 3QQ and having a place of business at “Realm Fire & Security Ltd, Doig Scott Building, Craibstone Estate, Bucksburn, Aberdeen, AB21 9TR” (“the Company”) undertakes to provide Services on the following conditions:-

“Business Day” means any week day from Monday to Friday inclusive other than a public holiday;

“Normal Working Hours” means 8.00am to 4.30pm;

“Contract” means this contract for the provision of Services;

“Contract Price” means the monetary consideration stated in the Multi Service Agreement for the provision of Services specific to the Customer;

“Customer” means the person, organization or company named in the Multi Service Agreement for whom the Company has agreed to provide the Services in accordance with these conditions;

“Service Charter” means the sheet on the reverse of the Multi-Service Agreement detailing the Services;

“Services” means any Services forming the subject of this Contract; and

“Multi Service Agreement” means the sheet to which this Contract for the provisions of Services is appended.

  1. The Company shall provide Services to the Customer on a Business Day during Normal Working Hours (other than in an emergency where the Company has agreed to provide the Services to the Customer not on a Business Day and/or outside Normal Working Hours) in accordance with the Multi Service Agreement, the Service Charter and otherwise subject to these conditions. Any changes to the Services or these conditions must be agreed in writing between the Company and the Customer.

  2. The Company may at any time without notifying the Customer make any changes to the Services, which are necessary to comply with any applicable safety or other statutory requirements, or which do not materially affect the nature or quality of the Services.

  3. Should the Customer wish to make any changes to the Services then the Customer must notify the Company of such changes in writing. The Company shall, at its sole discretion, confirm to the Customer as to whether such changes are acceptable or not. The Customer shall be liable for the Services already provided to the Customer and for any additional Services and changes to the Services.

  4. The Company reserves the right to review the cost of its services annually and therefore the Contract Price may be subject to change at any time in accordance with the cost of living index. The Customer will be notified at least three months in advance of any changes to the Contract Price.

  5. The Contract Price and any charges payable in respect of Services provided to the Customer (together with any applicable VAT and without any set-off or deduction under any circumstances) shall be paid within a period of fourteen days commencing on the date immediately following the date of the Company’s invoice unless credit terms have been agreed in advance. For the avoidance of doubt, unless otherwise stated, the Services do not include redecoration of the Customer’s premises following delivery of the Services.

  6. The Customer shall ensure that the premises where the Company are to deliver the Services are safe and the Customer shall provide reasonable facilities at the disposal of the Company for the purpose of the delivery of Services and shall assist the Company by locating and having ready all equipment in one at the nominated premises for the delivery of the Services. Should there be any structural defects, infestation of any kind, site conditions not appropriate for the delivery of the Services or other material defect at the Customer’s premises where the Services are to be delivered, the Company shall notify the Customer and the delivery of the Services shall be postponed until the Customer (at the Customer’s cost) remedies such defect(s).

  7. In the event of Services being provided beyond those specified at the time of the original instructions, the Company reserves the right to make an additional charge for such Services. Where possible, an estimate for such Services shall be provided in advance.

  8. The Customer undertakes to return all documentation required by the Company in a timeous manner. In the event of their failing to do so, the Company reserves the right to cancel the Contract.

  9. The Contract shall have no fixed term and shall continue until either party terminates the Contract on giving not less than three months’ written notice to the other party.

  10. The Company accepts no responsibility for failure by actions of a third party.

  11. If payment is not made by the due date, the Company shall be entitled, without limiting any other rights it may have, to charge interest on the outstanding amount (both before and after any judgment) at the rate of 5% above the base rate from time to time of the Royal Bank of Scotland plc from the due date until the outstanding amount is paid in full.

  12. Risk in any materials and/or equipment supplied by the Company to the Customer shall pass to the Customer immediately on delivery of such materials and/or equipment to the Customer. Notwithstanding the passing of risk, title in such materials and/or equipment shall remain the sole and absolute property of the Company until the Contract Price has been paid by the Customer to the Company in full.

  13. The Customer agrees to indemnify the Company, its directors, employees and agents against any cause of action resulting from the provision of services of any kind including but not restricted to administrative services, and in addition, any cause of action arising from the Customer’s actions or failure to act, either personally or on behalf of the Company.

  14. The Company warrants to the Customer that the Services will be provided using reasonable care and skill in a good and workmanlike manner and, as far as reasonably possible in accordance with the Multi Service Agreement, the Service Charter and instructions as agreed between the Company and the Customer. The Company guarantees the Services against faulty materials and workmanship but where the Company supplies, in connection with the provision of the Services, any information, product and/ or equipment provided by a third party, the Company does not give any warranty, guarantee or indemnity in respect of such information, product and/or equipment. For the avoidance of doubt all goods (including parts supplied and fitted to equipment not owned by the Company) shall remain the property of the Company until full and cleared payment is received by Company.

  15. The Company shall have no liability to the Customer for any loss, damage, costs, expenses or other claims for compensation arising from any materials or instructions supplied by the Customer which are incomplete, incorrect, inaccurate, illegible out of sequence or in the wrong form, or arising from their late arrival or non-arrival, or any other fault of the Customer and except in respect of death or personal injury caused by the Company’s negligence, or as expressly provided in these conditions.

  16. The Company shall not be liable to the Customer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by the negligence of the Company, its servants or agents or otherwise) which arise out of or in connection with the provision of the Services or their use by the Customer, and the entire liability of the Company under or in connection with the Contract shall not exceed the amount of the Company’s charges for the provision of the Services, except as expressly provided in these conditions or where such limitation is not permitted by law.

  17. The Company shall use its best endeavours to complete the Services within any period of time specifically agreed in writing between the Company and the Customer but this will not form the basis of the Contract and the Company shall not be liable to the Customer or be deemed to be in breach of this Contract by reason of any delay in performing, or any failure to perform, any of the Company’s obligations in relation to the Services, if the delay or failure was due to any cause beyond the Company’s reasonable control.

  18. The Customer will save, defend and hold harmless the Company against any and all loss, damages, liabilities, claims, judgments, decree awards, actions, costs and expenses arising in connection with the performance or non-performance of all obligations and liabilities required by law to be performed and borne in respect of any and all of the Services supplied to the Customer pursuant to this Contract, including without limiting the generality of the foregoing, obligations and liabilities in connection with the termination of the Contract.

  19. Notwithstanding condition 9, either party to this Contract may (without limiting any other remedy) at any time terminate this Contract by giving written notice to the other party if the other party commits any breach of these conditions and (if capable of remedy) fails to remedy the breach within thirty days after being required by written notice to do so, or if the other goes into liquidation, or (in the case of an individual or firm) becomes bankrupt, makes a voluntary arrangement with its creditors or has a receiver or administrator appointed.

  20. These conditions (together with the terms, if any, set out in the Multi Service Agreement and the Service Charter constitute the entire agreement between the parties, supersede any previous agreement or understanding and may not be varied except in writing between the parties. All other terms and conditions express or implied by statute or otherwise, are excluded to the fullest extent permitted by law.

  21. Any notice required or permitted to be given by either party shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice. The Company’s current address for the service of notices is “Realm Fire & Security Ltd, Doig Scott Building, Craibstone Estate, Bucksburn, Aberdeen, AB21 9TR”

  22. No failure or delay by either party in exercising any of its rights under the Contract shall be deemed to be a waiver of that right, and no waiver by either party of any breach of any contract by the other shall be considered as a waiver by either party of any breach of the Contract or shall be considered as a waiver of any subsequent breach of the same or any other provision.

  23. If any provision of these conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected.

  24. Any dispute arising under or in connection with these conditions or the provision of the Services shall be referred to arbitration by a single arbiter appointed by agreement (or, in default of agreement) nominated on the application of either party by the President for the time being of the Law Society of Scotland.

  25. These conditions shall be deemed to have been made in Scotland and the construction validity and performance of them shall be governed in all respects by Scottish Law.

  26. The company reserves the right to review prices annually and may be subject to change at any time in accordance with the cost of living index if deemed necessary by the company.

  27. Service contract – 36 months continuing unless terminated by not less than six months’ notice in writing given by either party to the other expiring at any time after the minimum period indicated.

  28. The order can be cancelled at any time within the standard 14 day cooling off period, thereafter a cancellation fee of 10% on total order value will be charged.


Doig Scott Building, Craibstone Estate, Bucksburn, Aberdeen AB21 9TR

t:01224 710 014 e:sales@realmfs.co.uk

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Doig Scott Building, Craibstone Estate, Bucksburn, Aberdeen AB21 9TR

t:01224 710 014 e:sales@realmfs.co.uk