1. Definitions
1.1 “The Company” shall mean Aquafire Prevention Limited its successors and assigns or any person acting on behalf of and with the authority of Aquafire Prevention Limited.
1.2 “Client” shall mean the person or entity described as such on the invoices, application for credit, quotation, work authorisation or any other forms to which these terms and conditions apply, and shall mean any person acting on behalf of and with the authority of such person or entity.
1.3 “Guarantor” means that person (or persons), or entity, who agrees to be liable for the debts of the Client on a principal debtor basis.
1.4 “Goods” shall mean Goods supplied by the The Company to the Client (and where the context so permits shall include any supply of Services as hereinafter defined) and are as described on the invoices, quotation, work authorisation or any other forms as provided by the The Company to the Client.
1.5 “Services” shall mean all services supplied by the The Company to the Client and includes any advice or recommendations (and where the context so permits shall include any supply of Goods as defined above).
1.6 “Price” shall mean the cost of the Goods as agreed between the The Company and the Client subject to clause 3 of this contract.
2. Acceptance
2.1 Any instructions received by the The Company from the Client for the supply of Goods and/or the Client’s acceptance of Goods supplied by the The Company shall constitute acceptance of the terms and conditions contained herein.
2.2 Where more than one Client has entered into this agreement, the Clients shall be jointly and severally liable for all payments of the Price.
2.3 Upon acceptance of these terms and conditions by the Client the terms and conditions are irrevocable and can only be amended with the written consent of the The Company.
2.4 The Client undertakes to give the The Company at least fourteen (14) days notice of any change in the Client’s name, address and/or any other change in the Client’s details.
2.5 Initial Term This Agreement shall commence on a date to be agreed by both parties and continue for an initial period of one (1) year (the “Initial Term”).
2.6 Automatic Renewal Upon expiration of the Initial Term, this Agreement shall automatically renew for successive one (1) year periods (each a “Renewal Term”), unless either party provides written notice of termination to the other party at least 180 days prior to the expiration of the then-current term. Each Renewal Term shall be subject to the terms and conditions of this Agreement.
2.7 Annual Price Adjustment On each anniversary of the commencement of the Initial Term, and at the beginning of each subsequent Renewal Term, the Base Price may be adjusted for changes in the [Consumer Price Index (CPI)] or inflation. The adjusted price will be calculated by applying the percentage change in the Index for the preceding 12-month period.
3. Price And Payment
3.1 At the The Company’s sole discretion the Price shall be either; (a) as indicated on invoices provided by the The Company to the Client in respect of Goods and/or Services supplied; or (b) the The Company’s quoted Price (subject to clause 3.2) which shall be binding upon the The Company provided that the Client shall accept the The Company’s quotation in writing within thirty (30) days.
3.2 The The Company reserves the right to change the Price in the event of a variation to the The Company’s quotation.
3.3 Any extra work required will be estimated by the The Company and signed off by the Client before commencement.
3.4 At the company’s sole discretion a deposit or payment in full may be required.
3.5 Time for payment for the Goods and/or Services shall be of the essence and will be stated on the invoice or any other forms. If no time is stated then payment shall be due seven (7) days following the date of the invoice.
3.6 At the The Company’s sole discretion; (a) payment shall be due on delivery of the Goods and/or Services, or (b) payment shall be due before delivery of the Goods and/or Services, or (c) payment for approved Clients shall be made by instalments in accordance with the The Company’s payment schedule, or (d) payment for approved Client’s shall be due thirty (30) days following the end of the month in which a statement is posted to the Client’s address or address for notices.
3.7 Payment will be made by cash, or by cheque, or by bank cheque, or by credit card, or by direct credit, or by any other method as agreed to between the Client and the The Company.
3.8 VAT and other taxes and duties that may be applicable shall be added to the Price except when they are expressly included in the Price.
4. Delivery Of Goods
4.1 At the The Company’s sole discretion delivery of the Goods and/or Services shall take place when the Client takes possession of the Goods and or Services at the Client’s address.
4.2 On receipt of a booking deposit the works will be scheduled by agreement between the The Company and the Client. Variations to start dates may occur, the The Company will keep the Client advised of any likely change to the agreed schedule. The The Company accepts no responsibility whatsoever for any loss or damage caused due to a schedule change.
4.3 At the The Company’s sole discretion the costs of delivery are included in the Price.
4.4 The Client shall make all arrangements necessary to take delivery of the Goods and/or Services whenever they are tendered for delivery. In the event that the Client is unable to take delivery of the Goods and/or Services as arranged then the The Company shall be entitled to charge a reasonable fee for redelivery.
4.5 Delivery of the Goods and/or Services to a third party nominated by the Client is deemed to be delivery to the Client for the purposes of this agreement.
4.6 The The Company may deliver the Goods and/or Services by separate instalments. Each separate instalment shall be invoiced and paid for in accordance with the provisions in these terms and conditions.
4.7 The Client shall take delivery of the Goods tendered notwithstanding that the quantity so delivered shall be either greater or lesser than the quantity purchased provided that; (a) such discrepancy in quantity shall not exceed 5%, and (b) the Price shall be adjusted pro rata to the discrepancy.
4.8 The failure of the The Company to deliver shall not entitle either party to treat this contract as repudiated.
4.9 The Company shall not be liable for any loss or damage whatever due to failure by the The Company to deliver the Goods (or any of them) promptly or at all.
5. Risk
5.1 If the The Company retains ownership of the Goods nonetheless, all risk for the Goods passes to the Client on delivery.
5.2 If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Client, the The Company is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by the The Company is sufficient evidence of the The Company’s rights to receive the insurance proceeds without the need for any person dealing with the The Company to make further enquiries.
6. Title
6.1 It is the intention of the The Company and agreed by the Client that ownership of the Goods shall not pass until: (a) the Client has paid all amounts owing for the particular Goods, and (b) the Client has met all other obligations due by the Client to the The Company in respect of all contracts between the The Company and the Client.
6.2 Receipt by the The Company of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised and until then the The Company’s ownership or rights in respect of the Goods shall continue.
6.3 It is further agreed that: (a) where practicable the Goods shall be kept separate and identifiable until the The Company shall have received payment and all other obligations of the Client are met; and (b) until such time as ownership of the Goods shall pass from the The Company to the Client the The Company may give notice in writing to the Client to return the Goods or any of them to the The Company. Upon such notice the rights of the Client to obtain ownership or any other interest in the Goods shall cease; and (c) the The Company shall have the right of stopping the Goods in transit whether or not delivery has been made; and (d) if the Client fails to return the Goods to the The Company then the The Company or the The Company’s agent may enter upon and into land and premises owned, occupied or used by the Client, or any premises as the invitee of the Client, where the Goods are situated and take possession of the Goods; and (e) the Client is only a bailee of the Goods and until such time as the The Company has received payment in full for the Goods then the Client shall hold any proceeds from the sale or disposal of the Goods on trust for the The Company; and (f) the Client shall not deal with the money of the The Company in any way which may be adverse to the The Company; and (g) the Client shall not charge the Goods in any way nor grant nor otherwise give any interest in the Goods while they remain the property of the The Company; and (h) the The Company can issue proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods may not have passed to the Client; and (i) until such time that ownership in the Goods passes to the Client, if the Goods are converted into other products, the parties agree that the The Company will be the owner of the end products.
7. Client’s Disclaimer
7.1 The Client hereby disclaims any right to rescind, or cancel the contract or to sue for damages or to claim restitution arising out of any misrepresentation made to the Client by the The Company and the Client acknowledges that the Goods are bought relying solely upon the Client’s skill and judgment.
8. Defects
8.1 The Client shall inspect the Goods and/or Services of completion and shall within seven (7) days notify the The Company of any alleged defect, shortage in quantity, damage or failure to comply with the description or quote by way of a ‘snag list’. The Client shall afford the The Company an opportunity to inspect the Goods and/or Services within a reasonable time following delivery if the Client believes the Goods and/or Services are defective in any way. If the Client shall fail to comply with these provisions the Goods and/or Services shall be presumed to be free from any defect or damage.
8.2 For defective Goods and/or Services, which the The Company has agreed in writing that the Client is entitled to reject, the The Company’s liability is limited to either (at the The Company’s discretion) replacing the Goods and/or Services or repairing the Goods and/or Services. No Goods shall be accepted for return except in accordance with 9.1 above.
9. Warranty
9.1 Subject to the conditions of warranty set out in Clause 10.2 the The Company warrants that if any defect in any workmanship of the The Company becomes apparent and is reported to the The Company within three (3) months of the date of completion (time being of the essence) then the The Company will either (at the The Company’s sole discretion) repair the defect or remedy the workmanship.
9.2 The conditions applicable to the warranty given by Clause 10.1 are: (a) The warranty shall not cover any defect or damage which may be caused or partly caused by or arise through: (i) Failure on the part of the Client to properly maintain any Goods; or (ii) Failure on the part of the Client to follow any instructions or guidelines provided by the The Company; or (iii) Any use of any Goods otherwise than for any application specified on a quote or order form; or (iv) The continued use of any Goods after any defect becomes apparent or would have become apparent to a reasonably prudent operator or user; or (v) Fair wear and tear, any accident or act of God.
(b) The warranty shall cease and the The Company shall thereafter in no circumstances be liable under the terms of the warranty if the workmanship is repaired, altered or overhauled without the The Company’s consent.
(c) In respect of all claims the The Company shall not be liable to compensate the Client for any delay in either replacing or repairing the workmanship/Goods or in properly assessing the Client’s claim.
9.3 For Goods not manufactured by the The Company, the warranty shall be the current warranty provided by the manufacturer of the Goods. The The Company shall not be bound by nor responsible for any term, condition, representation or warranty other than that which is given by the manufacturer of the Goods.
10. Sale of Goods Act 1893 and Sale of Goods and Supply of Services Act 1980
10.1 This agreement is subject to the provisions of the Sale of Goods Act 1893 and the Sale of Goods and Supply of Services Act 1980 in all cases except where the Client is contracting within the terms of a trade/business (which cases are specifically excluded).
10.2 Notwithstanding clause 11.1 nothing in this agreement is intended to have the effect of contracting out of any applicable provisions of the Sale of Goods Act 1893 (in particular sections 12-15), or the Sale of Goods and Supply of Services Act 1980, or any laws or legislation governing the rights of consumers, except to the extent permitted by those Acts laws or legislation.
10.3 In particular where the Client buys Goods as a consumer the provisions of Clauses 8, 9 and 10 above shall be subject to any laws or legislation governing the rights of consumers.
11. Intellectual Property
11.1 Where the The Company has designed, drawn or written Goods for the Client, then the copyright in those designs and drawings shall remain vested in the The Company, and shall only be used by the Client at the The Company’s discretion.
11.2 The Client warrants that all designs or instructions to the The Company will not cause the The Company to infringe any patent, registered design or trademark in the execution of the Client’s order.
12. Default & Consequences Of Default
12.1 Interest on overdue invoices shall accrue from the date when payment becomes due daily until the date of payment at a rate of 2.5% per calendar month and such interest shall compound monthly at such a rate after as well as before any judgment.
12.2 If the Client defaults in payment of any invoice when due, the Client shall indemnify the The Company from and against all costs and disbursements incurred by the The Company in pursuing the debt including legal costs on a solicitor and own client basis and the The Company’s collection agency costs.
12.3 Without prejudice to any other remedies the The Company may have, if at any time the Client is in breach of any obligation (including those relating to payment), the The Company may suspend or terminate the supply of Goods to the Client and any of its other obligations under the terms and conditions. The The Company will not be liable to the Client for any loss or damage the Client suffers because the The Company exercised its rights under this clause.
12.4 If any account remains overdue after thirty (30) days then an amount of the greater of €20.00 or 10.00% of the amount overdue (up to a maximum of €200) shall be levied for administration fees which sum shall become immediately due and payable.
12.5 Without prejudice to the The Company’s other remedies at law the The Company shall be entitled to cancel all or any part of any order of the Client which remains unperformed in addition to and without prejudice to any other remedies and all amounts owing to the The Company shall, whether or not due for payment, become immediately payable in the event that: (a) any money payable to the The Company becomes overdue, or in the The Company’s opinion the Client will be unable to meet its payments as they fall due; or (b) the Client becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or (c) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client.
13. Security And Charge
13.1 Despite anything to the contrary contained herein or any other rights which the The Company may have howsoever: (a) where the Client and/or the Guarantor (if any) is the owner of land, realty or any other asset capable of being charged, both the Client and/or the Guarantor agree to mortgage and/or charge all of their joint and/or several interest in the said land, realty or any other asset to the The Company or the The Company’s nominee to secure all amounts and other monetary obligations payable under the terms and conditions. The Client and/or the Guarantor acknowledge and agree that the The Company (or the The Company’s nominee) shall be entitled to lodge where appropriate a caveat, which caveat shall be released once all payments and other monetary obligations payable hereunder have been met. (b) should the The Company elect to proceed in any manner in accordance with this clause and/or its sub-clauses, the Client and/or Guarantor shall indemnify the The Company from and against all the The Company’s costs and disbursements including legal costs on a solicitor and own client basis. (c) The Client and/or the Guarantor (if any) agree to irrevocably nominate constitute and appoint the The Company or the The Company’s nominee as the Client’s and/or Guarantor’s true and lawful attorney to perform all necessary acts to give effect to the provisions of this clause 14.1.
14. Equipment supplied on Rental Maintenance Contract Basis
14.1 The customer agrees to pay all invoices in full when due.
14.2 The customer acknowledges that this Rental Agreement will continue on an annual basis.
14.3 The customer acknowledges that this agreement is for a minimum period of 5 years.
14.4 The Company—Aqua Fire Prevention Ltd.—retains ownership of all equipment supplied as part of this contract.
14.5 The agreement may be cancelled after this time by either party, by providing six months’ notice in writing of the proposed date of cancellation.
14.6 The customer accepts that all equipment subject to this Rental Maintenance agreement must be returned at their own expense to the company’s main place of business in good working order.
14.7 Any items subject to rental not returned will be charged to the customer at current supply prices. Cancellation will not take effect until payment is made in full.
14.8 Any product damaged or empty will be charged for repair and refill once this is practicable.
14.9 All rental maintenance contract prices are index linked annually.
15. Cancellation
15.1 The The Company may cancel these terms and conditions or cancel delivery of Goods at any time before the Goods and/or Services are delivered by giving written notice. On giving such notice the The Company shall repay to the Client any sums paid in respect of the Price. The The Company shall not be liable for any loss or damage whatever arising from such cancellation.
15.2 The Client may cancel delivery of the Goods and/or Services up to seven (7) days from the date of acceptance of the The Company’s quotation.
15.3 In the event that the Client cancels delivery of Goods and/or Services the Client shall be liable for any loss incurred by the The Company (including, but not limited to, any loss of profits) up to the time of cancellation.
15.4 Either party may terminate this Agreement at any time, without cause, by providing 180 days written notice to the other party. Before termination, both parties shall settle any outstanding obligations accrued up until the effective date of termination. If your fire equipment was supplied on a Rental Maintenance basis all equipment must be returned to our premises in perfect working order. Any equipment not returned or found to be defective will be charged at current market prices. All costs associated with the returning of said equipment shall be borne by the Customer. Cancellation will not be effective until all equipment is returned to our Head Office.
16. General
16.1 If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
16.2 These terms and conditions and any contract to which they apply shall be governed by the laws of Ireland and are subject to the jurisdiction of the courts of Ireland.
16.3 The Company shall be under no liability whatever to the Client for any indirect loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by the The Company of these terms and conditions.
16.4 In the event of any breach of this contract by the The Company the remedies of the Client shall be limited to damages. Under no circumstances shall the liability of the The Company exceed the Price of the Goods.
16.5 The Client shall not be entitled to set off against or deduct from the Price any sums owed or claimed to be owed to the Client by the The Company.
16.6 The The Company may license or sub-contract all or any part of its rights and obligations without the Client’s consent.
16.7 The The Company reserves the right to review these terms and conditions at any time. If, following any such review, there is to be any change to these terms and conditions, then that change will take effect from the date on which the The Company notifies the Client of such change. Except where the The Company supplies further Goods to the Client and the Client accepts such Goods, the Client shall be under no obligation to accept such changes.
16.8 Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock out, industrial action, fire, flood, drought, storm or other event beyond the reasonable control of either party.
17. Online Purchases and eCommerce Provisions
17.1 Prices displayed on the website are in Euro (€) and include VAT unless stated otherwise.
17.2 Full payment is required before dispatch unless otherwise agreed.
17.3 By placing an order via our website, you agree to these Terms and Conditions.
17.4 You have the right to cancel your purchase within 14 calendar days of receiving your goods, in accordance with the European Union (Consumer Information, Cancellation and Other Rights) Regulations 2013. Items must be unused and returned in original packaging. Return shipping is at your expense unless goods are faulty.
17.5 Refunds for returned goods are processed within 14 days of receipt.
17.6 For security, your personal and payment data are processed under GDPR guidelines and will not be shared without your consent.
17.7 Aqua Fire Prevention Ltd. reserves the right to refuse or cancel any order at our discretion.
17.8 Website content, including images and text, may not be reproduced without permission.
17.9 For online dispute resolution, visit https://ec.europa.eu/consumers/odr
