DATED. (1) Churchsettle Developments Ltd (2) CONSTRUCTION SUB-CONTRACTOR AGREEMENT MADDOMSWOOD BARN, WHATLINGTON, TN33 0NP

Transcription

1 DATED (1) Churchsettle Developments Ltd (2) CONSTRUCTION SUB-CONTRACTOR AGREEMENT MADDOMSWOOD BARN, WHATLINGTON, TN33 0NP Churchsettle Developments Ltd Construction Sub-Contractor Agreement 1

2 THIS AGREEMENT is made the day of July 2015 BETWEEN: (1) Churchsettle Developments Ltd a company registered in United Kingdom under number whose registered office is at Forge House, Main Street, Beckley, East Sussex TN31 6RS (the Company ) and (2) (the Sub-Contractor ) IT IS AGREED as follows: 1. ENGAGEMENT OF SUB-CONTRACTOR 1.1 The Company hereby engages the Sub-Contractor for a non-specific period to provide the Services of??????????????? (the Services ), in accordance with the terms and conditions of this Agreement and as detailed and confirmed by various s and quotations as attached. 1.2 This appointment is mutually non-exclusive and the Sub-Contractor shall be entitled, at his own expense, to substitute or to employ some other worker, having the requisite skills and who is acceptable to the Company, to perform the Services. The Sub-Contractor shall in any event always provide such a substitute where the provision of the Services is unduly delayed by absence due to incapacity, or for any other reason upon notification by a duly authorised representative of the Company that the delay occasioned is unacceptable. 1.3 It is understood and agreed that the Sub-Contractor s activities and those of his substitutes or employees are at all times under the Sub-Contractor s exclusive direction and control. 1.4 The Sub-Contractor is responsible for the quality of the work undertaken and shall ensure that the Services are performed with all reasonable care and without limitation is wholly responsible for ensuring that anyone authorised by him to perform all or any part of the Services shall also do so competently and with reasonable care. 1.5 The Sub-Contractor is responsible for organising how and in what order the work is done, and shall liaise with the Company s representative to ensure that due account is taken of the impact of the timing of the work to be performed upon the activities of the Company and any other sub-contractors also engaged by the Company. 1.6 The Sub-Contractor shall be responsible for rectification of any unsatisfactory work at his own expense. 1.7 The grant/acceptance of this appointment does not create any mutual obligations on the part of the Company or the Sub-Contractor to offer/accept any further appointment and no continuing relationship shall hereby be created or implied. 1.8 The Sub-Contractor shall ensure that he is compliant with relevant Health and Safety Regulations at all times, and that his works do not present a hazard to other site users or anyone in the vicinity. 1.9 The Sub-Contractor shall ensure that he completes and returns the Sub- Contract Competency Questionnaire to the CDM-Coordinator for review before works begin. Churchsettle Developments Ltd Construction Sub-Contractor Agreement 2

3 2. INDEMNITY 2.1 The Sub-Contractor shall, [subject to clause 2.2] be liable for, and shall indemnify the Company against any costs, liability, damages, loss, claims or proceedings in respect of any injury or damage whatsoever to any property where such injury or damage arises out of or in the course of or by reason of the performance of the Work; provided that it is due to the negligence, breach of statutory duty, or omission or default of the Sub-Contractor his servants or agents, or of any person for whom the Sub-Contractor is responsible. 2.2 [The total liability of the Sub-Contractor under this agreement shall be limited to 5,000,000.] 3. PROVISION OF EQUIPMENT AND PROTECTIVE CLOTHING 3.1 It is understood and agreed that the Sub-Contractor shall be responsible for the provision of all tools, plant and machinery needed to perform the Services. 3.2 The Sub-Contractor is responsible for the provision of safety equipment, protective clothing and adequate industrial accident insurance cover for himself and anyone authorised by him to perform all or any part of the Services. 4. STATUS OF THE SUB-CONTRACTOR 4.1 The Sub-Contractor s relation to the Company is that of an independent contractor and shall have the status of a self-employed person and shall be responsible for all Income Tax and National Insurance or similar taxes or contributions in respect of the consideration payable hereunder and the Sub- Contractor hereby indemnifies the Company in respect of any claims that may be made by the relevant authorities against the Company in respect of Income Tax or National Insurance or similar taxes or contributions, including interest and penalties, relating to the Services of the Sub-Contractor hereunder. 4.2 The Sub-Contractor agrees to be responsible for his expenses and Value Added Tax. 4.3 Nothing in this agreement shall be deemed to create any partnerships, joint venture or employment relationships between the parties. Churchsettle Developments Ltd Construction Sub-Contractor Agreement 3

4 5. CONSIDERATION 5.1 The agreed consideration for the provision of the Services is as follows: The Sub-Contractor and the Company shall agree upon a fixed price for the Services prior to the commencement of the provision thereof The agreed Labour, small tools and plant only price for the provision of the Services by the Sub-Contractor is?????? + VAT for a period of 14 weeks before additional charges apply as quotation Claims for payment must be made by way of an application for payment/invoice on or before the dates detailed on the Payment Schedule under item 6 below. Once the application has been received an assessment will be made and a certificate of payment will be issued and funds transferred to the contractors account as per the schedule VAT As we are Converting and non-residential building into a qualifying dwelling VAT is reduced to 5% on all labour and materials. Please ensure all invoices submitted reflect this reduced rate Construction Industry Scheme (CIS) All Sub-Contractors must be registered under the CIS scheme to avoid 30% tax being deducted. Registered Sub-Contractors will be taxed at 20% at source unless they qualify for Gross payments. The following information will need to be provided for Verification purposes and prior to any payments being made: Unique Taxpayer Reference (UTR) Partners name if a Partnership National Insurance Number if Sole Trader Partner s UTR or National Insurance number if a Partnership (or, if the partner's a company, that company's UTR or company registration number) Company Registration Number if a Company 5.2 All payments made under this Agreement are expressed exclusive of any Value Added Tax chargeable thereon. 5.3 No further payment will be made to the Sub-Contractor for the Services over and above the entitlement contained in this clause and without limitation no payment will be made to the Sub-Contractor in respect of any expenses incurred by the Sub-Contractor in performing the Services. 6. PAYMENTS Subcontractor payments will be made by BACS transfer on the 2 nd and 4 th Friday of each month. Subcontractors are to make applications for payment by way of detailed application/invoice for payment as specified under 5.1 above. The application/invoice will be assessed and a certificate for payment issued. All applications/invoices received between the 1st and 15th of the given month will be assessed and if in order will paid on the 2nd Friday of the following month All applications/invoices received between the 16th and 31st of the given month will be assessed and if in order will be paid on the 4th Friday of the following month Churchsettle Developments Ltd Construction Sub-Contractor Agreement 4

5 Application Due By Date Assessment/Payment Certificate Due Date Payment Due Date BACS Transfer 1 15/07/15 23/07/15 14/08/ /07/15 06/08/15 28/08/ /08/15 20/08/15 11/09/ /08/15 03/09/15 25/09/ /09/15 17/09/15 09/10/ /09/15 08/10/15 23/10/ /10/15 22/10/15 13/11/ /10/15 12/11/15 27/11/ /11/15 26/11/15 11/12/ /11/15 10/12/15 25/12/ /12/15 24/12/15 08/01/ /12/15 01/01/16 22/01/ /01/16 21/01/16 12/02/ /01/16 11/02/16 26/02/ /02/16 25/02/16 11/03/ /02/16 10/03/16 25/03/ /03/16 24/03/16 08/04/ /03/16 07/04/16 22/04/16 7. TERMINATION 7.1 This agreement is terminable at any time by the Company or by the Sub- Contractor without notice and without giving any reason for such termination. Without prejudice to the generality of that provision, this Agreement shall terminate, notwithstanding any other rights and remedies the parties may have, in the following circumstances: either party fails to comply with the terms and obligations of this Agreement and such failure, if capable of remedy, is not remedied with in fourteen days of written notice of such failure from the other party; the Sub-Contractor goes into bankruptcy or liquidation either voluntary or compulsory (save for the purposes of bona fide corporate reconstruction or amalgamation) or if a receiver is appointed in respect of the whole or any part of its assets. 7.2 The termination of this Agreement shall be without prejudice to any rights, which have already accrued, to either of the parties under this Agreement. Churchsettle Developments Ltd Construction Sub-Contractor Agreement 5

6 8. MISCELLANEOUS 8.1 This Agreement contains the whole agreement between the Sub-Contractor and the Company and supersedes any prior agreement between the parties whether written or oral and such prior agreements are cancelled as from the date hereof and both parties acknowledge they have no claim against the other in respect of any previous agreement. 8.2 Any notice to be served by either of the parties on the other shall be sent by prepaid recorded delivery or registered post to the address shown in this Agreement or to such address as that party shall have notified to the other in writing taking effect for the purposes of this Clause or Agreement, and shall be deemed received 48 hours after posting. 8.3 The headings in this Agreement are for reference purposes only and shall not be incorporated into this agreement. 8.4 In this agreement, unless the context otherwise requires, words in the singular include the plural and vice versa, words importing any gender include any gender, and a reference to a person includes a reference to a body corporate and to an unincorporated body of persons. 9. GOVERNING LAW AND JURISDICTION This Agreement shall be governed by the laws of England and Wales and any dispute concerning it or its interpretation shall be adjudicated in that jurisdiction. IN WITNESS WHEREOF this Agreement has been duly executed the day and year first before written SIGNED by Ian Jenkins Director for and on behalf of Churchsettle Developments Ltd SIGNED by for and on behalf of??????????????? Churchsettle Developments Ltd Construction Sub-Contractor Agreement 6