1.1.The Contractor is CTS Shopfitting Limited (“the Contractor”). The Subcontractor is that named in the Subcontract Order (“the Subcontractor”).
1.2.The documents forming this Subcontract are the Sub-Contract Order, these Conditions, the Pre-Commencement Meeting Minutes and the documents listed in the Sub-Contract Order or documents issued for costing (“Subcontract Documents”).
1.3.The Subcontract Documents govern this Subcontract to the exclusion of any terms and conditions stipulated or referred to by the Subcontractor in his quotation or pre-contract negotiations. The carrying out of or any part of the Subcontract Works by the Subcontractor is deemed as acceptance of the Subcontract Documents.
1.4. The documents forming the Subcontract are to be taken as mutually explanatory of one another. Where there is any ambiguity or discrepancy within the Subcontract Documents, the order of precedence is as they appear in the Subcontract Order.
1.5.In the event of any conflict/discrepancy between the Subcontract Documents being unable to be resolved by the order of precedence, the Subcontractor shall notify the Contractor and the Contractor shall give directions as to how the conflict/discrepancy will be resolved. Save as to any other provision in these conditions, the Subcontractor shall comply with such direction without any adjustment to the Subcontract Sum or the Subcontract Duration(s) and any additional cost to the Contractor.
1.6.The Subcontract Documents constitute an entire agreement between the Parties and any amendment to these conditions or any of the Subcontract Documents shall not be binding unless such amendment has been made in writing, agreed and signed by the Parties’ Directors.
2.1.The Subcontractor shall carry out and complete the Subcontract Works in accordance with; this Subcontract, any directions issued by the Contractor from time to time, and the Main Contract Conditions (insofar as such documents relate to the Subcontract Works), and the Subcontract Works shall be executed to the satisfaction of the Contractor.
2.2.The Subcontractor shall provide everything necessary for the completion of the Subcontract Works, save as otherwise stated in the Subcontract Documents.
2.3.No approval, direction or representation, expressed or implied by any representative, employee or agent of the Contractor shall relieve the Subcontractor of its obligations and responsibility under this Subcontract.
2.4.The Subcontractor shall comply with all directions and instructions given in writing by the Contractor and in the case of emergency all verbal directions and instructions. Any such verbal directions and instructions given by the Contractor shall be confirmed by the Subcontractor in writing within 3 days in order to give effect to that instruction in accordance with these Conditions.
2.5.The Subcontractor shall forthwith upon receipt of any communication, direction or instruction from the Employer or any other person acting for the Employer notify the Contractor of its content and where the communication, direction or instruction was in writing provide to the Contractor a copy of the same. If the Subcontractor undertakes any works following such direction or instruction from the Employer without notifying the Contractor of the same, any adjustment to the Subcontract Sum and/or Subcontract duration(s) shall be at the discretion of the Contractor.
3.1.The Subcontractor shall be deemed to have full knowledge of the provisions of the Main Contract (other than details of the Contractor’s rates & prices) and a copy of the same shall be provided to the Subcontractor for inspection upon request.
3.2.The Subcontractor shall carry out and complete the Subcontract Works so as to ensure compliance with the Contractor’s obligations under the Main Contract (in so far as they relate to the Subcontract Works) and so that no act or omission by the Subcontractor in relation thereto shall constitute, cause or contribute to any breach by the Contractor of any of its obligations under the Main Contract.
3.3.The Subcontractor shall indemnify the Contractor in respect of losses costs and/or expenses and liabilities suffered or incurred by reason of or as a consequence of a breach of the Subcontract by the Sub-Contractor.
3.4.In the event that the Contractor is to provide any documents, warranties or guarantees under the Main Contract and those documents, warranties or guarantees flow directly from this Subcontract and the Subcontract Works. The Subcontractor shall not unreasonably withhold such documents, warranties or guarantees and the Contractor has the right to withhold payment and/or retention monies until such documents, warranties or guarantees are provided by the Subcontractor.
4.1.The Sub-Contractor shall not sub-let or assign the Sub-Contract or any part of it without written consent of the Contractor.
5.1.Where the Subcontract Order states that the Subcontractor is to undertake any design, the Subcontractor shall, subject to and in accordance with the Subcontract Documents, design any permanent and/or temporary works required for the completion of the Subcontract Works and for the integration of that design with any other works.
5.2.The Subcontractor’s design shall include the selection and specification of the kinds and standards of goods, materials and workmanship to be used in the Subcontract Works, or in relation thereto, so far as is not described or stated in the Subcontract Documents.
5.3.The Subcontractor shall be entirely responsible for all errors, discrepancies, and omissions in any drawings, documents or other information provided by the Subcontractor and the Subcontractor shall not be entitled to any addition to the Subcontract Sum or any extension of time in respect of the correction of such error discrepancy or omission or in respect of any instruction issued by the Contractor in relation to it.
5.4.The Subcontractor accepts liability for verifying the adequacy of any design contained within the Subcontract Documents whether that design is provided by the Subcontractor, the Contractor or any other Party that may be privy to the Subcontract Works.
5.5.Without prejudice to any express or implied warranties or conditions, the Subcontractor warrants that those parts of the Subcontract Works designed by the Subcontractor shall comply with any requirements stipulated in the Subcontract Documents. No comments, approvals or advice from the Contractor or any other party in connection with the Subcontract Works that are in regard to any design, drawings or documents provided by the Subcontractor shall in any way relieve the Subcontractor from its obligations and responsibility for the same.
6.1.The Subcontractor shall be deemed to have acquainted itself with all the necessary information as to the Site risks insofar as they relate to the Subcontract Works including, but not limited to; access, dimensions, substructure, superstructure that the Subcontract Works are to be built upon and its load bearing capacity or other relevant properties, contamination and environmental hazards.
6.2.The Subcontractor may request any relevant information relating to clause 6.1, but the Contractor does not warrant the accuracy or sufficiency of such information and the Subcontractor relies upon it at its own risk.
6.3.The Subcontract sum and/or programme are deemed to have taken into account all such matters mentioned in clause 6.1.
6.4.The Subcontractor shall be deemed to have allowed in the Subcontract Sum for sufficient protection to prevent damage to the Subcontract Works, workmanship and materials supplied and/or installed by the Subcontractor and/or the Contractor howsoever arising, including but without limitation, damage arising out of or in connection with weather conditions, construction or other contractors. There shall be no adjustment to the Subcontract sum for any repair and/or replacement of any damage caused to the Subcontract Works while it is under the risk of the Subcontractor.
6.5.The Contractor shall not be liable for any claims whatsoever for additional time and/or associated costs for adverse weather conditions. The Subcontractor shall be deemed to have accounted for the risk of adverse weather conditions in its Subcontract Programme and/or the Subcontract Sum.
7.1.The Subcontractor is deemed to have ascertained information and details concerning the Site sufficiently in advance to ensure completion of the Subcontract Works in accordance with the Completion Date(s) in the Subcontract Order and/or any Subcontract Programme that form part of the Subcontract Documents.
7.2.The Subcontractor shall commence the Subcontract works within the period as stated in the Subcontract Order and/or Pre-Commencement Meeting Minutes, from any Notice to Commence issued by the Contractor and shall complete the Subcontract Works within the Date(s) and/or Period provided in the Subcontract Order and/or any Programme that forms part of the Subcontract Documents.
7.3.The Subcontractor shall proceed regularly and diligently with the Subcontract Works, and in such order and within such times and such manner as the Contractor may direct from time to time so as to align with the Main Contract Programme and ensure completion of the Subcontract Works on or before the Completion Date(s) stated in the Subcontract Order and/or any Programme included in the Subcontract Documents. If the Subcontractor fails to complete the Subcontract Works on or before the Completion Date(s) and/or within the Subcontract Period stated in the Subcontract Order and/or the Pre-Commencement Meeting Minutes, the Subcontractor shall be liable for liquidated damages at the amount stated in the Subcontract Order, unless the Completion Date(s) and/or the Subcontract Sum has been adjusted by way of these Conditions.
7.4. The Contractor makes no guarantee of continuity of works and the Subcontractor shall accelerate and/or decelerate in the carrying out of the Subcontract Works at the request of the Contractor, to align the Subcontract Works with the Main Contract Programme, with no adjustment to the Subcontract Sum.
7.5. If in the opinion of the Contractor, the Subcontractor fails to maintain reasonable progress in the performance of the Subcontract Works and/or comply with any direction and/or instruction under clause 7.4, the Contractor may, without prejudice to any other right under these conditions, give notice to the Subcontractor of its intention to engage alternative resources to improve the progress of the Subcontract Works. If progress has not improved to the satisfaction of the Contractor within 5 days of the giving of the notice, the Contractor shall engage said resources to improve the progress of the Subcontract Works and the Subcontractor shall reimburse the Contractor for all such additional costs and expenses thereby incurred.
8.1. The Subcontractor shall:
a) Notify the Contractor immediately and in any event not later than 2 days of a delay event becoming apparent and/or from the date on which a delay event has occurred that may and/or will delay progress and or completion of the Subcontract Works, and; b)
Included within the notice referred to in paragraph a) of this clause, provide the Contractor with:
i. Particulars of the event and the causes of the same; and
ii. Particulars of the expected extent of the delay event; and
iii. The estimated delay (if any) to the Subcontract Completion Date; and
c) Use and maintain its best endeavors to mitigate the delay event(s)
8.2. If the Subcontractor shall be delayed in the execution of the Subcontract Works, otherwise than as a result of a breach of these conditions and/or any of the Subcontract Documents and/or any negligence and/or default on the part of the Subcontractor, by;
a) Any circumstance or occurrence in respect of which the Contractor is entitled to receive an extension of time for completion of the Main Contract Works under the Main Contract;
b) The direction or instruction to the Subcontract Works in accordance with clause 2.4;
) The suspension of the performance of all any part of the Subcontractors obligations in accordance with these conditions (with exception to clause 7.4);
d) Any breach, default, impediment or prevention (whether by act or omission) by the Contractor; And such delayed execution has delayed or will delay the completion of the Subcontract Works beyond the completion date(s), then provided the Subcontractor has complied with clause 8.1 a), b) and c), the Contractor shall, subject to any other terms of these Conditions, upon its own assessment of the delay event, grant such extension to the Completion Date as it considers is fair and reasonable.
8.3.If the Subcontractor fails to give such notice as stated in clause 8.1, then, notwithstanding any other provision of this Subcontract, any subsequent claim in respect of the proposed delay shall not be taken into account in the adjustment of the Subcontract Completion Date and will not be taken into account in the calculation of the Final Subcontract Sum and shall not be recoverable from the Contractor as a debt and the Contractor shall be discharged from all liability in connection with such particular delay event.
8.4. Where the Subcontract Works are completed in sections, any entitlement to an extension or further extension to the Completion Date of any one section, shall not, save for the provisions of these conditions, entitle the Subcontractor to an extension or further extension to the Completion Date for any other section and/or the Completion Date for the whole of the Subcontract Works.
9.1. The Subcontractor shall protect and maintain the Subcontract Works to the satisfaction of the Contractor until the date of completion of the whole of the Subcontract Works and shall unless instructed to the contrary by the Contractor, remedy every defect therein arising from whatever cause. The Subcontractor shall not be entitled to any additional payment for so doing.
9.2. Until the end of the Defects Liability Period, the Subcontractor shall have the like obligations to complete outstanding work and to rectify defects and imperfections in relation to the Subcontract Works as the Contractor has under the Main Contract and by the times required under the Main Contract or such earlier times as the Contractor may reasonably agree in writing.
9.3. If the Subcontractor fails to comply with its obligations under clause 9.1 and 9.2, the Contractor shall be entitled to undertake and/or procure the undertaking of any maintenance, outstanding work, rectification of defects and imperfections and the Subcontractor shall reimburse the Contractor for any loss and/or additional expense incurred in doing so.
10.1. Subject to clause 10.2, the Subcontractor shall be entitled to its direct loss and expense incurred as a direct result of a valid delay event awarded by the Contractor under clause 8.2, provided that the Subcontractor shall take all practicable steps to mitigate the loss and expense incurred or to be incurred.
10.2. It shall be a condition precedent to entitlement under clause 10.1 that the Subcontractor gives notice to the Contractor as soon as it becomes reasonably apparent that the Subcontractor will incur direct loss and/or expense and that such notice is in any event within 5 days of any notice given under clause 8.1. Such notice shall expressly state that it is given pursuant to this clause 10.2 and shall be accompanied by supporting evidence of the loss and/or expense which the Subcontractor has or expects to incur.
10.3. The Subcontractor’s entitlement to recover any loss and/or expense pursuant to clause 10.1 shall be its sole remedy in respect of loss and/or expense and/or damages arising as a result of a breach of the Subcontract by the Contractor. For the avoidance of doubt, the Subcontractor shall have no other entitlement to recover loss and/or expense and/or damages at common law.
11.1. The Subcontract Sum, rates or prices shall not be adjusted or altered in any way whatsoever other than in accordance with the express provisions of these Conditions.
11.2. Unless the Subcontract Order states otherwise the Payment Provisions contained in this Clause 11 shall prevail.
11.3. Unless the Subcontract Order provides otherwise, the Subcontractor shall be entitled to interim payments as set out in the provisions of this clause 11.
11.4. The Subcontractor shall submit its Interim Application for Payment not later than the last working day of each calendar month (“Application Date”).
11.5.A Subcontractor’s valid Interim Application for Payment shall state:
a) Application date
b) Project Name
c) Gross Value of the Works up to the Application Date
d) The basis of how that Gross sum has been calculated
e) Less any discount
f) Less any Retention
g) Less Gross Sums already paid
h) Sum considered due to the Subcontractor on the Due Date
i) Any Variations included in the Subcontractor’s Interim Application should be supported with:
i. A valid instruction from the Contract
ii. The basis on which the value of the variation has been calculated
iii. Supporting documents
j) A List of all known variations to date
11.6. The Due date for each interim valuation shall be the first working day of each calendar month following the service of a valid Interim Application by the Subcontractor.
11.7. Not later than 5 days after the Due Date, the Contractor shall serve a Payment Notice. The Contractor’s Payment Notice shall state:
a) The Sum the Contractor considers is due to the Subcontractor on the Due Date and;
b) The basis on which that sum has been calculated it is immaterial that this sum may be considered as zero.
11.8. Not later than 1 day before the Final Date for Payment the Contractor may serve a notice to the Subcontractor of its intention to pay less than the sum considered due at the Due Date. The Contractor’s Pay Less Notice shall state:
a) The Sum that the Contractor considers due at the Final Date for Payment and;
b) The basis on which that sum has been calculated it is immaterial that this sum may be considered as zero.
11.9.The Contractor shall have the right to set off against any sum due to the Subcontractor howsoever arising at any time, any claim, damage, loss, expense or other liability or cost which it may have or likely to sustain under this Subcontract or any other Contract or Subcontract between the Contractor and the Subcontractor or any associated company of the Subcontractor and shall likewise be entitled to deduct any such sum in respect of any claim, damage, loss, expense or other liability or cost sustained by any associated company of the Contractor against the Subcontractor or any associated company of the Subcontractor.
11.10. The failure to issue a Pay Less Notice where a right to withhold would otherwise exist shall not be construed as a waiver of the right to withhold any sum at any time. The Contractor may on any subsequent Interim Valuation or at the Final Statement delete, correct or modify any previous Notified Sum.
11.11. The Final Date for Payment of the Notified Sum shall be on ‘back to back’ payment terms with the main client contract and stated within the purchase order. The payment date term commences from date of approved invoice (not invoice date)
11.12. If the Contractor fails to give a Payment Notice as specified in clause 11.8, and subject to any Pay Less Notice given under clause 11.9, the sum due to the Subcontractor shall be the Notified Sum as stated in its valid Interim Application.
11.13. If the Contractor fails to pay any sum properly due to the Subcontractor under these conditions by the Final Date for Payment, the Subcontractor shall be entitled to simple interest on that sum, at the rate of 2% above the Bank of England Base Rate, each day from the Final Date for Payment and until that sum is paid.
11.14. Where the Contractor fails to pay to the Subcontractor any sum properly due under these Conditions, the Subcontractor shall have the right to suspend the performance of its obligations under this Subcontract until the sum is paid. This right shall not be exercised without first giving the Contractor at least seven (7) days’ notice of its intention to do so and stating the grounds on which it is intending to suspend performance.
11.15. The right to suspend performance ceases when the Contractor makes payment in full of the sums due referred to in clause 11.15.
11.16. Any period during which performance has been suspended as a consequence shall result in an adjustment to the Subcontract Completion date to compensate for that period.
12.1. Not later than two (2) months from the date of completion of the Subcontract Works as stated in the Subcontract Order or as adjusted by these Conditions, the Subcontractor shall submit to the Contractor a Statement of the calculation of the Final Subcontract Sum. The Statement shall be accompanied by all documents necessary and/or as the Contractor may reasonably require for the purpose of substantiating the Subcontract Sum claimed by the Subcontractor.
12.2. The Contractor shall within 2 months of receipt of the Subcontractor’s Statement, prepare and issue to the Subcontractor a Final Statement.
12.3. If the Subcontractor fails to submit a Final Statement pursuant to clause 12.1, the Contractor shall within 2 months of the expiry of the 2-month period for the Subcontractor to submit its Statement, prepare and submit to the Subcontractor a Final Statement of all adjustments to the Subcontract Sum based on the information in its possession.
12.4. Following the service on the Subcontractor of the Contractor’s Final Statement, if the Subcontractor does not dispute anything contained therein by way of written notice to the Contractor within 14 days of the submission to the Subcontractor, the Final Statement shall be deemed to be final and conclusive evidence of the Final Subcontract Sum and the Subcontractor shall have no further remedies with regard to the same.
12.5. Final Payment of the Subcontract Sum set out in the Final Statement, shall be 2 months after the final retention release date.
13.1. The term Variation means; the addition, alteration, omission or substitution of any Work, materials or goods and/or any addition, alteration, restriction or omission to the access to the site, limitations of working space, limitations of working hours.
13.2. The Subcontractor shall give notice to the Contractor not later than two (2) days after the Subcontractor considers any instruction and/or event mentioned in clause 13.1 occurs and/or gives any entitlement to a variation and such notice shall be given in any event not later than two (2) days after the date of any instruction is given by the Contractor. If the Subcontractor fails to give such notice within such period of two (2) days, then, notwithstanding any other provision of this Subcontract, any subsequent claim in respect of the proposed variation shall not be taken into account in the calculation of the Final Subcontract Sum and shall not be recoverable from the Contractor as a debt and the Contractor shall be discharged from all liability in connection with such particular Variation.
13.3. The Subcontractor’s notice of a variation shall include an estimate of the likely cost of any proposed variation and/or any impact upon the Completion Date for the Subcontract Works where applicable.
13.4. Any instruction by the Contractor to omit all or any part of the Subcontract works shall be a valid variation to the Subcontract and shall not give the Subcontractor any right or entitlement whatsoever to any loss of profit and/or Loss & Expense and/or any other associated costs in respect of the omission.
14.1.The value of all Provisional Sums and all Variations to the Subcontract Works and any work in respect of which an instruction is issued pursuant to clause 2.4 shall (save where otherwise expressly agreed in writing) be ascertained by reference to the rates and prices specified in the Subcontract Documents for like or analogous work or, if there is no such like or analogous work then the value shall be ascertained by the application of such rates and prices as are fair and reasonable in all the circumstances. The value thereof shall be added to or deducted from the Subcontract Sum.
15.1. Retention shall be deducted from each Interim Payment as stated in the Subcontract Order.
15.2. The first moiety of retention (50%) shall be released to the Subcontractor on Completion of the Subcontract Works.
15.3. The second moiety of retention (the remaining 50%) shall be released at the end of the defects liability period as stated in the Subcontract Order and shall be subject to any breach of the Subcontract, outstanding defects, documents or damages owed to or incurred by the Contractor.
16.1. The Subcontractor is liable for and is to indemnify the Contractor against all payment, loss, damage, action, cost or expense of whatsoever nature made or incurred by the Contractor arising out of or in connection with any loss or damage to the Subcontract Works and any personal injury to or the death of any person whomsoever and damage to property real or personal including the Project, arising out of or in the course of or caused by the Subcontractor his servants or agents in the carrying out of the Subcontract Works, unless due to any act or neglect of the Contractor or its servants or agents or of any other contractor engaged upon the Site.
16.2. The Subcontractor is to indemnify the Contractor against all payment loss damage cost or expense made or incurred by the Contractor as a result of any defect imperfection shrinkage or other fault in the Subcontract Works or arising out of or in connection with any breach by the Subcontractor of his obligations under this Subcontract in relation to the Subcontract Works.
16.3. The Subcontractor indemnifies the Contractor and shall be liable for any and all loss and/or expense the Contractor incurs in order to maintain the Main Contract Completion Date as a result of the Subcontractor’s failure to proceed, undertake and/or complete the Subcontract Works in accordance with these Conditions.
17.1. Without prejudice to its liabilities referred to in clauses 16.1 and 16.2, the Subcontractor is to insure as follows:
a) against loss of or damage to property including the Project and personal injury to or the death of any person whomsoever other than any employee of the Subcontractor under a public liability policy or policies of at least £10,000,000 or such other amount as may be stated in the Subcontract Order;
b) against personal injury to or the death of any employee of the Subcontractor under an employer's liability policy of at least £10,000,000 or such greater amount as may be required by law or such other amount as may be stated in the Subcontract Order;
c) all risk insurance in the joint names of the Subcontractor and the Contractor for the Works for no less than the full reinstatement value of the Subcontract Works and shall maintain such insurance up to completion of the Subcontract Works.
17.2. The insurances to be taken out under this Subcontract are to be in terms and with an insurance company acceptable to the Contractor and not subject to any material excess or unusual exclusions.
17.3. As and when the Subcontractor is reasonably requested to do so by the Contractor, the Subcontractor is to produce promptly for inspection documentary evidence including premium receipts and policy terms that the required insurances are being maintained in accordance with the terms of clause 17 and in any event upon annual renewal of the insurance.
17.4.If the Subcontractor fails to effect or maintain any insurance required under this clause 17 or to produce evidence to that effect, the Contractor may at its discretion insure on behalf of the Subcontractor and deduct as a debt the premiums paid from any money payable to the Subcontractor or terminate forthwith this Subcontract or withhold any further sums due to the Subcontractor until evidence of insurance is provided.
18.1. The Contractor may at any time serve notice on the Subcontractor forthwith terminating the Subcontract. As soon as reasonably practicable after termination in accordance with this clause 18.1 and the completion of the Subcontract Works, the Contractor shall ascertain the total amount properly due to the Subcontractor up to the date of termination which shall include the Subcontractor's reasonable costs properly incurred in complying with clause 18.3 and the Contractor shall pay such amount to the Subcontractor no later than 6 months from the completion of the Subcontract Works. The Subcontractor shall not be entitled to payment of any other costs expenses damages or losses arising from such termination including but not limited to any loss of profit expectation, overheads or otherwise.
18.2. Without prejudice to any other rights and remedies of the Contractor if the Subcontractor:
a) suspends the Subcontract Works without the prior consent of the Contractor in writing; or
b) fails to proceed with the Subcontract Works regularly and diligently; or
c) refuses or fails to remove repair or reinstate defective or improper work or materials; or
d) having been notified by the Contractor in writing that it has carried out defective work (whether or not repaired or reinstated by the Subcontractor) carries out further or other work which is defective; or
e) fails to comply with any reasonable request from or instruction of the Contractor or its authorised servants or agents as to the manner in which the Subcontract Works are carried out; or f)commits any breach of these conditions, the health and safety plan, or any statute or statutory regulations for the time being in force;
g) is or becomes Insolvent; then the Contractor may forthwith by written notice determine the Subcontract.
18.3. Upon any termination of the Subcontract under clauses 18.1 or 18.2 the Sub-Contractor shall immediately:
a) cease all further work except for such work as may have been instructed by the Contractor for the protection of life or property or for the safety of the Subcontract Works; and
b) deliver up to the Contractor all documents relating to the Subcontract Works; and
c) deliver up any plant materials and other work for which the Subcontractor has received payment; and
d)remove all other goods owned by the Subcontractor from the site except for safety and leave the Site.
18.4.If the Subcontract is determined under clause 18.2 or by reason of any other default of the Subcontractor, then the Contractor:
a) may complete or engage another contractor or contractors to complete the Sub-Contract Works and use any plant equipment and materials delivered to the Site by the Subcontractor for use in the Sub-Contract Works;
b) is not obliged to make any further payment to the Subcontractor under this Subcontract or any other contract between the Contractor and the Subcontractor until after completion of the Subcontract Works;
c) is liable to the Subcontractor only for the value of any work carried out to the satisfaction of the Contractor and not paid for up to the time of determination and for no other sum or sums whatsoever;
d) may recover or deduct from or set off against any amount due to the Subcontractor whether under this Subcontract or under any other contract between the Contractor and the Subcontractor any cost loss damage or expense suffered by the Contractor by reason of such determination the balance (if any) of such cost loss damage or expense being a debt recoverable by the Contractor from the Subcontractor.
19.1. The Subcontractor is required to comply with all current health and safety and COSHH requirements in every respect. A Safety Policy, Risk Assessment and Site-Specific Method Statement must be provided prior to commencing work. All operatives shall attend a site induction course prior to commencing work and shall follow all instructions with regard to safety and welfare. Any operatives intending to use plant, equipment or materials requiring certification will produce a copy of such certificate beforehand. Revised and updated Risk Assessments and Method Statements must be provided where additional works are carried out and/or there is a change to the scope of works.
19.2. The HSE now operates a Fee for Intervention (FFI) cost recovery scheme. Under the Health and Safety (Fees) Regulations 2012, those who break health and safety laws are liable for recovery of HSE’s related costs, including inspection, investigation and taking enforcement action. The Contractor will not be liable for the costs of investigating Subcontractors. Any costs incurred by the Contractor due to the Subcontractor failing to comply with current HSE regulations will levied against the Subcontractor’s account.
19.3. The Subcontractor shall comply with all Health & Safety requirements under the Main Contract.
20.1. This Subcontract is governed by and construed in accordance with the laws of England and Wales and the Parties agree to submit to the exclusive jurisdiction of the Courts of England and Wales.
21.1. Adjudication
Any dispute or difference arising under or in connection with the Contract may be referred to adjudication in accordance with Part 1 of the Schedule to The Scheme for Construction Contracts (England and Wales) Regulations 1998 as amended by the Scheme for Construction Contracts (England and Wales) Regulations (Amendment (England) Regulations 2011.
21.2. The Adjudicator Nominating Body shall be the Royal Institution of Chartered Surveyors.
21.3. The Adjudicator shall have jurisdiction to decide more than one dispute under this Contract at the same time as any dispute is referred to him. This includes any set-off, counterclaim, true value or other claim(s) that the Respondent may adduce in any Response.
