Business Terms

SD Plant Maintenance Ltd

Terms and Conditions of Service

These Terms and Conditions (“Terms”) apply to all services provided by SD Plant Maintenance Ltd (“the Company”) to its business customers. By applying for a credit account or by ordering/receiving any services or goods from the Company, the customer (“Customer”) agrees to be bound by these Terms in full.

Please read this document carefully before engaging the Company’s services. If you have any questions or require clarifications, contact us at:

SD Plant Maintenance Ltd
Unit 9, Amos Road
Meadowhall Industrial Estate
S9 1BX
Phone: +447757771328
Email: [email protected]
Website: www.sdpm.co.uk

Company Registration: SD Plant Maintenance Ltd is a company registered in England and Wales under company number 14904431.

VAT Number: GB 441556891

1. Scope of Services

1.1. Services Provided. The Company specializes in vacuum excavator maintenance services and operates nationwide within the UK. Services include but are not limited to: routine inspection schedules, preventative maintenance servicing, mechanical and electrical repairs, sales and supply of spare parts, emergency breakdown assistance (subject to availability), and in-depth refurbishments carried out at the Company’s engineering workshop. These Terms govern all such services, any ancillary services, and any supply of parts by the Company.

1.2. Professional Standards. All services will be performed by the Company’s trained engineers or approved subcontractors (see Section 17.4) using reasonable care and skill in accordance with industry standards and any applicable health and safety regulations. While the Company will make reasonable efforts to meet any stated timelines or schedules, all time frames are estimates (see Section 3 regarding response times) and not binding guarantees.

1.3. Exclusions from Service Scope. Unless otherwise explicitly agreed in writing, the Services do not include any civil excavation work beyond vacuum excavator operation, any unrelated vehicle repairs, or any modifications to equipment outside standard maintenance and refurbishment. The Company’s scope is limited to maintenance and parts for vacuum excavation machinery and related equipment as described. Any additional work requested may require a separate agreement or will be quoted separately.

2. Quotations, Orders, and No Minimum Order Policy

2.1. Quotations. Any written or verbal quotation provided by the Company for services or parts is an invitation to treat and not a binding offer. Quotations are valid for a period of 30 days from the date of issue, unless otherwise stated. The Company reserves the right to withdraw or revise a quotation prior to acceptance by the Customer. All quotations are subject to these Terms, which are deemed incorporated by reference.

2.2. Placing Orders. A contract for services or sale of parts is formed only when the Company confirms acceptance of the Customer’s order (which may be by issuing an order confirmation or by commencing work/dispatching goods, whichever occurs first). The Customer’s submission of a purchase order or a request for services shall constitute an offer to buy under these Terms. No minimum order value is required; the Company will accept orders of any size or value, large or small, subject to these Terms.

2.3. No Conflicting Terms. These Terms apply to the exclusion of any other terms (including any terms which the Customer purports to apply under any purchase order, confirmation of order, specification, or other document). Any terms or conditions that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing, are hereby rejected and shall have no effect, unless expressly agreed in writing and signed by a Director of the Company.

2.4. Order Details. The Customer is responsible for ensuring that all details provided in any order, service request, or credit application (such as machine details, required services, site address, contact information, and billing details) are complete and accurate. The Company will not be liable for any delay or error caused by incorrect or incomplete information supplied by the Customer.

3. Service Requests, Scheduling, and Response Times

3.1. Scheduling Service Visits. The Company will schedule service visits (for inspections, routine maintenance, repairs, or breakdown attendance) in consultation with the Customer. Dates and times for attendance will be mutually agreed where possible. However, all scheduling is subject to engineer availability and logistical considerations. The Company will endeavor to meet the Customer’s requested timelines, but no guaranteed response times or fixed arrival times are provided unless explicitly agreed in a separate written service-level agreement.

3.2. No Guaranteed Response for Breakdowns. While the Company offers nationwide breakdown and emergency maintenance support, the Company does not guarantee any specific response time for breakdown attendance. The Company will use reasonable efforts to attend to breakdowns or urgent service requests as soon as practicable, taking into account the location of the machine, the time of the request, availability of engineers, and other prevailing commitments. The Customer acknowledges that factors beyond the Company’s control (traffic, weather, prior emergencies, etc.) may impact response times.

3.3. Immediate/Emergency Call-Outs. If the Customer requires an immediate same-day call-out (especially for breakdowns), the Company will attempt to dispatch an engineer as soon as possible. “Immediate attendance” is defined as a request for service where an engineer is pulled from other duties or sent outside of normal scheduling to attend directly to the Customer’s site. Additional call-out charges will apply for such immediate or emergency service (see Section 4 below for Call-Out fees). The lack of a guaranteed response time means the Company cannot be held liable for any loss or damage arising from any delay in attending a breakdown or emergency, except as stated in Section 10.5.

3.4. Customer Preparations. The Customer should ensure that the equipment to be serviced is accessible, in a safe condition, and that any necessary permits (for site access or work) are in place prior to the engineer’s arrival. If an engineer is unable to perform the work on arrival due to the site or equipment not being prepared or safe (e.g., machine in use, unsafe environment, no access granted), the Company reserves the right to charge for wasted time or to treat it as a cancellation (which may incur fees under Section 5).

4. Call-Out and Out-of-Hours Charges

4.1. Standard Hours and Out-of-Hours Definition. For the purposes of these Terms, “Normal Business Hours” or “Standard Hours” are defined as 7:00 am to 6:00 pm, Monday to Friday, excluding UK public holidays. “Out-of-Hours” refers to any time outside of Normal Business Hours (evenings after 6:00 pm, early mornings before 7:00 am, weekends, and public holidays).

4.2. Call-Out Charge (Standard Hours). If the Customer requests an immediate attendance or emergency call-out during Normal Business Hours (for example, a short-notice same-day service request or breakdown assistance), a call-out fee of £50.00 will be applied. This fee covers the cost of urgently reallocating resources and initiating travel to the Customer’s site on short notice. The call-out fee is separate from and additional to any labour, parts, or other service charges for the work performed.

4.3. Call-Out Charge (Out-of-Hours). For any service requests that require the Company’s personnel to attend outside of Normal Business Hours, an out-of-hours call-out fee of £150.00 will be applied. This includes emergency calls during the night, early morning before 7:00 am, evenings after 6:00 pm, weekends, or public holidays. The higher fee reflects overtime or unsocial hours working. This out-of-hours call-out charge is in addition to standard service rates, which may also be subject to out-of-hours premium rates (if applicable, as per quotation or rate sheet).

4.4. Travel and Mileage. The above call-out fees cover the initiation of an urgent visit but do not necessarily include travel time or mileage costs. Depending on the Customer’s location relative to the Company’s available engineers, additional mileage or travel time charges may apply as agreed in the service quotation or as per the Company’s standard rates. Such charges, if any, will be made clear to the Customer at the time of arranging the call-out whenever practicable.

4.5. No Call-Out Fee for Scheduled Work. Preventative maintenance visits, inspections, or repairs that are scheduled in advance at a mutually agreed time during Normal Business Hours generally do not incur the £50 call-out fee, as they are part of planned service delivery. The call-out fees in this Section apply primarily to unplanned, urgent, or emergency requests initiated by the Customer.

5. Cancellation and Rescheduling

5.1. Customer Cancellation Policy. If the Customer needs to cancel or reschedule a service appointment or parts delivery, the Customer must provide as much advance notice to the Company as possible. Cancellations or significant rescheduling by the Customer may incur charges as outlined in this Section, to compensate the Company for time and costs allocated.

5.2. Cancellations with Sufficient Notice (No Fee). If the Customer cancels or requests a reschedule of a service with at least 24 hours’ notice before the scheduled dispatch or appointment time, the Company will not charge any cancellation fee, and any pre-paid amount for that service (if applicable) will be refunded or applied to the rescheduled service.

5.3. Late Cancellation Fee (Within 24 Hours). For cancellations made by the Customer with less than 24 hours’ notice before the scheduled service time or engineer dispatch, the Company reserves the right to charge a late cancellation fee of £150.00. This fee is to cover the allocation of engineer time and loss of other business that cannot be recovered on short notice. The £150 fee may be waived or reduced at the Company’s discretion in exceptional circumstances, but this is not guaranteed.

5.4. Cancellation After Mobilisation (Engineer Dispatched). If the Customer cancels a service after an engineer has already mobilised (i.e., the engineer has departed for the Customer’s site), a higher cancellation fee will apply. In such cases, the Customer will be charged up to £300.00. Typically, the full £300 fee will apply for cancellations at very short notice once travel has commenced. The exact amount may be adjusted at the Company’s discretion depending on the circumstances, such as the distance the engineer has traveled or the time spent. For example, if the site is particularly distant and the engineer has traveled a significant distance, the full £300 will likely apply; for nearer sites or if the engineer is promptly diverted to other work, the Company may reduce the fee accordingly. The intent of this fee is to cover travel costs, time, and disruption once mobilisation has occurred.

5.5. Company Cancellations or Rescheduling. In rare cases, the Company may need to reschedule or cancel a service appointment due to circumstances beyond its control (e.g., engineer illness, vehicle breakdown, extreme weather, or overlapping emergency priorities). In such events, the Company will notify the Customer as soon as possible and will endeavour to reschedule at the next earliest convenient time. No cancellation fees will be charged to the Customer in these cases, and if any pre-payment was made for a cancelled service, the Customer is entitled to a full refund or credit if they choose not to reschedule. The Company shall not be liable for any direct or indirect costs or losses incurred by the Customer due to a cancellation or delay caused by circumstances beyond the Company’s control (see also Force Majeure, Section 17.6).

5.6. Partial Cancellations. If a multi-day project or a series of scheduled services is in progress and the Customer seeks to cancel remaining work, the above fees may apply to the next immediate scheduled portion. Work already performed will be invoiced, and any volume discounts given (if applicable) may be adjusted if the full scope is not completed.

6. Pricing, Invoicing, and Payment Terms

6.1. Prices and VAT. All prices for services and parts are quoted exclusive of VAT unless stated otherwise. The Customer shall be responsible for paying any applicable Value Added Tax (VAT) or similar taxes, which will be added to all invoices at the prevailing rate in accordance with UK law. Any quotation or estimate provided will specify the net price and may show applicable taxes separately. The Company reserves the right to adjust prices for services or parts not yet performed or delivered, particularly if the Customer changes the scope of work or if there are significant cost increases (e.g., parts price increases from manufacturers); however, no price change will be made to work already quoted and accepted without the Customer’s consent.

6.2. Invoicing. The Company will issue an invoice to the Customer upon completion of the service work, delivery of parts, or at appropriate intervals for longer projects (e.g. monthly or stage payments for an ongoing refurbishment). Invoices will typically be sent via email in PDF format to the billing email provided by the Customer (or via mail to the billing address on file, if requested). The invoice will detail only the quantity of labour hours, travel (charged per mile), parts supplied (with part numbers and descriptions), and any additional charges agreed in advance. A job card will accompany the invoice to outline the work carried out, including a summary of services performed, site attendance details, and any engineer notes or observations relevant to the job.

6.3. Payment Term – 30 Days. The standard payment term for all invoices is 30 days from the invoice date, unless otherwise agreed in writing by the Company. Payment must be made in full and in GBP (£), by bank transfer only, to the bank account specified on the invoice. The Customer is responsible for ensuring payments are made on time and without deductions or set-offs, except where required by law.

6.4. Advance or Deposit Payments. All new Customers are required to pay their first invoice in full and in advance, on a pro forma basis, before any services are carried out or goods dispatched. The Company will provide a pro forma invoice detailing the total cost. This policy applies to all new credit applicants regardless of account status until the first invoice is fully settled. Thereafter, the Customer may request to open a credit account, subject to approval (see Section 7). In certain other cases—such as large parts orders, custom refurbishments, or for Customers with outstanding balances—the Company may still require advance payment or deposits. The requirement for advance payment will be made clear at the time of quotation or order acceptance.

6.5. No Set-Off. The Customer shall not be entitled to withhold or deduct payment of any amount due to the Company by reason of any dispute, counterclaim, or set-off claim of the Customer in respect of any Services or parts provided by the Company. All amounts must be paid in full when due. Disputes or claims must be resolved separately in accordance with these Terms (e.g., under warranty provisions or dispute resolution), but in the interim, invoices must still be paid to keep the account current.

6.6. Disputed Invoices. If the Customer in good faith disputes any portion of an invoice, the Customer must notify the Company in writing within 10 days of the invoice date, providing details of the dispute. The undisputed portion of the invoice shall still be paid by the due date. The Company will investigate the disputed amount promptly and in good faith. If the dispute is resolved in favor of the Customer, the Company will issue an appropriate credit or adjustment. If resolved in favor of the Company, the Customer shall pay the remaining amount immediately upon resolution. Failure to notify a dispute within 10 days will be deemed acceptance of the invoice as correct.

7. Credit Accounts

7.1. Credit Account Eligibility. The Company may, at its sole discretion, offer credit account facilities to Customers (generally business customers who pass credit vetting). To apply for a credit account, the Customer must complete the Company’s credit application process and provide all information requested (which may include trade references, company registration details, and banking information). All credit accounts are granted subject to these Terms, and additional or special terms in a credit application form (if any) shall be interpreted in line with these Terms.

7.2. Credit Checks and Ongoing Monitoring. By applying for a credit account, the Customer consents to the Company carrying out thorough credit checks and investigations into the Customer’s creditworthiness. This may include searches with credit reference agencies and other third-party credit sources. The Company may also monitor the Customer’s credit status on an ongoing basis, including obtaining updated credit reports from time to time. All such credit checking will be done in compliance with Data Protection laws (see Section 12 for Data Protection).

7.3. Credit Limit and Terms. If a credit account is approved, the Company will set a credit limit and inform the Customer of this limit. The Company reserves the right to refuse orders that would cause the Customer’s outstanding balance to exceed the credit limit, or to require a part payment to bring the account within the limit. The standard payment term on credit accounts is 30 days from invoice (as per Section 6.3), unless explicitly varied in writing for the specific account. The Company may review and change the credit limit or payment terms for the account at any time, based on payment history or updated credit information, and will notify the Customer of any such changes.

7.4. Right to Refuse or Cancel Credit. The Company reserves the right, at its sole discretion, to refuse any credit account application, or to decline to extend credit to a particular order or Customer, for any reason and without obligation to explain its decision. Furthermore, if a credit account is granted, the Company reserves the right to suspend, revoke, or cancel the Customer’s credit account at any time and for any reason. This may occur, for example, if the Customer fails to adhere to payment terms, if the Customer’s creditworthiness deteriorates, or if the Company decides to reduce overall credit exposure. In such cases, the Customer will be notified that future orders may need to be paid in advance or cash on delivery.

7.5. No Obligation to Extend Further Credit. The existence of a credit account and a history of transactions does not obligate the Company to accept any particular order on credit. Each new order is subject to the Company’s ongoing approval. The Company may require full or partial payment in advance for any order, even if a credit account is in place, particularly if the account is nearing its limit or if prior invoices are overdue.

7.6. Account Cancellation by Customer. The Customer may request closure of their credit account at any time by notifying the Company’s accounts department in writing. Upon closure of a credit account (whether by Customer’s request or Company’s action), all outstanding invoices become immediately due and payable, and no further credit will be extended. The Customer will still be able to transact with the Company on a pro forma (payment in advance) or COD (cash on delivery) basis subject to acceptance of orders.

8. Late Payment and Consequences of Default

8.1. Interest on Late Payments. In the event that any invoice is not paid in full by the due date (30 days from invoice, unless otherwise agreed), the Company reserves the right to charge interest on the overdue amount. Interest will accrue from the day after the due date until payment is received at the rate of 8% per annum above the prevailing Bank of England base rate, calculated on a daily basis. Interest will accrue before and after any judgment. The Customer shall be liable to pay all accrued interest together with the overdue amount.

8.2. Debt Recovery Costs. If an invoice remains unpaid beyond the due date, the Company shall also be entitled to recover from the Customer any debt recovery costs incurred. This includes any costs of engaging a collection agency, legal fees on an indemnity (full recovery) basis, court fees, and any fixed-sum compensation for late payment provided for under the Late Payment of Commercial Debts (Interest) Act 1998 (as amended) or other applicable legislation. The Customer will be liable for these additional costs in addition to the principal sum and interest.

8.3. Suspension of Services. In the event of late payment or any breach of these payment terms, the Company reserves the right to suspend any further deliveries of parts or provision of services to the Customer until all overdue invoices (and any applicable interest or fees) are paid in full. This includes the right to withhold or cancel any upcoming scheduled maintenance or to refuse to attend to any new breakdowns for the Customer while their account is in arrears. The Company will notify the Customer of any such suspension. Suspension of services for non-payment does not absolve the Customer of responsibility to pay outstanding and accruing charges.

8.4. Revocation of Credit Terms. If the Customer fails to pay on time or if at any time the Company has reasonable concerns about the Customer’s ability or willingness to pay, the Company may revoke any credit terms extended to the Customer. In such case, all unpaid invoices become immediately due for payment regardless of the original due date, and the Company may require payment in advance for any further services or orders. The Company may also impose a credit hold on the account, meaning no new work will be undertaken until the account is brought current or other arrangements made.

8.5. Allocation of Payments. If the Customer has multiple outstanding invoices, any payments received may be applied by the Company to the oldest debt first or at the Company’s discretion, notwithstanding any allocation the Customer may request. The Company reserves the right to set off any amount owed to the Customer against any amount owed by the Customer to the Company under any contract.

8.6. Termination for Non-Payment. Persistent late payment or non-payment constitutes a material breach of these Terms. The Company may terminate any or all pending contracts or orders with the Customer if the Customer fails to remedy a payment breach within 7 days of receiving written notice of such breach. Upon termination for non-payment, the Company shall have the right to recover any parts not paid for (per Retention of Title in Section 11), and to seek damages for loss of profit for any work cancelled as a result of the termination, in addition to the sums already due.

9. Retention of Title (Reservation of Ownership)

9.1. Title Retained Until Payment. Notwithstanding delivery and the passing of risk in any goods or parts supplied under these Terms, the ownership (title) of all parts, components, materials, or goods supplied by the Company remains with the Company until the Company has received full payment for those items and any other amounts owed by the Customer to the Company. This retention of title applies to all goods supplied whether sold outright, supplied as part of a service or repair, or otherwise provided to the Customer.

9.2. Passing of Risk. Risk in the goods or parts passes to the Customer upon delivery to the Customer’s site or upon fitting/installing the part into the Customer’s equipment, whichever occurs first. From that moment, the Customer assumes all responsibility for loss, damage, or deterioration of the goods, even if ownership has not yet passed. The Customer should insure the goods from the time of delivery for their full replacement value. Retention of title does not affect the transfer of risk.

9.3. Obligations of Customer Before Title Transfer. Until full payment is made and title passes to the Customer, the Customer shall:

a. Hold the goods as Bailee: hold and store the goods on behalf of the Company as the Company’s fiduciary bailee.

b. Maintain Goods Safely: keep the goods in good condition, stored safely and securely, and insured against all usual risks.

c. Identification: keep the goods separate from other items and clearly identifiable as the property of the Company (where feasible, for example, keeping parts in labeled packaging until installation).

d. No Encumbrance: not sell, pledge, charge, or otherwise encumber the goods as security or collateral to any third party, except as part of the Customer’s normal course of business as allowed in 9.4.

9.4. Right to Resell in Ordinary Course (If Applicable). If the Customer is purchasing parts for resale or is an equipment dealer (not the typical scenario for maintenance customers), the Customer is permitted to resell the goods to an end customer in the ordinary course of its business before title has passed, provided that if the Customer does resell the goods before payment to the Company, it does so as principal and not as agent of the Company. In such a case, the Customer shall hold the proceeds of any such resale (or corresponding book debt) on trust for the Company to the extent of the unpaid amount owed to the Company for those goods.

9.5. Right of Entry and Repossession. If the Customer fails to pay for the goods in full by the due date, or if the Company has reasonable cause to believe that the Customer will be unable to pay for the goods, the Company (or its agents) has the right, without notice, to enter any premises where the goods are stored or reasonably believed to be stored, and to repossess and remove those goods. This right exists notwithstanding any attachment of the goods to land or other goods. The Customer shall procure permission for the Company to enter any third-party premises where necessary to recover goods. The Customer agrees that the Company shall not be liable for any reasonable damage caused to premises in the course of repossessing goods under this clause.

9.6. Irrevocable License. The Customer hereby grants the Company, its agents, and employees an irrevocable license to enter any premises (with such transport and equipment as may be necessary) at any time in order to inspect or recover goods to which the Company has retained title. If goods are integrated or used in any machinery or equipment such that they are not readily separable, the Company may remove any such parts or components, and the Customer shall be liable for any diminution in value of the machinery or equipment as a result.

9.7. Bankruptcy or Insolvency. If the Customer becomes insolvent, enters into administration or receivership, has a winding-up petition presented against it, or is declared bankrupt (if an individual/sole trader), the Customer’s right to sell or use the goods in which title is retained by the Company ceases immediately. In such circumstances, and provided the goods have not been resold or irrevocably incorporated into another product, the Company may exercise its right to repossess the goods as set out above.

9.8. Survival of Company’s Rights. The Company’s rights under this retention of title clause are in addition to and shall not limit any other rights or remedies available to the Company under the law. This clause shall survive termination of any contract between the Company and the Customer for whatever reason, to the extent that the goods supplied under that contract remain unpaid.

10. Warranties and Disclaimer of Additional Warranties

10.1. Manufacturer’s Warranty on Parts. The Company will pass on to the Customer the benefit of any standard manufacturer’s warranty for any parts or equipment supplied, to the extent that such warranties are transferable. Typically, new parts come with the manufacturer’s warranty (often 3 months, 6 months, 12 months or as specified by the manufacturer). The exact warranty period and terms vary by manufacturer and product. The Company will, upon request, inform the Customer of any applicable warranty terms for a given part or provide documentation. It is the Customer’s responsibility to register or activate any warranty if required by the manufacturer.

10.2. Warranty on Services and Workmanship. The Company warrants that its services (maintenance, repairs, fitting of parts, refurbishments) will be carried out with reasonable care and skill. If, within a period of [3] months from the date of service, a defect is discovered that is directly attributable to the Company’s faulty workmanship or installation (and not due to normal wear and tear, misuse, or a faulty part), the Company will, at its option, re-perform the defective service or rectify the issue at no additional cost to the Customer. This workmanship warranty is limited to the corrective action described; it is not an ongoing guarantee of performance of the equipment.

10.3. No Additional Warranties on Parts. Aside from the manufacturer’s warranty, the Company provides no additional warranty or guarantee of any kind on any parts or materials supplied. The Company does not itself warrant that any part or component will be fit for any particular purpose or will be free from defects, beyond what is offered by the original manufacturer. To the fullest extent permitted by law, all conditions, warranties or other terms concerning the quality of the goods or their fitness for purpose, which might otherwise be implied into these Terms or any contract (whether by statute or common law) are hereby excluded. The Customer acknowledges that it is only entitled to the benefit of any manufacturer’s warranty, and no other warranty, in respect of parts.

10.4. Warranty Claims for Parts. If a part supplied by the Company fails or is found defective within the manufacturer’s warranty period, the Customer should notify the Company as soon as possible. The Company may assist the Customer in making a warranty claim with the manufacturer or supplier, but the Company itself does not assume liability for the warranty of the part. The process may require the Customer to return the part for inspection. The manufacturer’s decision on warranty claims shall be final. If a warranty claim is accepted by the manufacturer, the Company will, at its discretion, either facilitate repair or replacement of the part or direct the Customer to the manufacturer’s process for remedy. Any labor costs associated with diagnosing or replacing a defective part under manufacturer warranty may be chargeable to the Customer unless the original service is covered under the Company’s workmanship warranty (see 10.2) or unless the manufacturer reimburses such costs.

10.5. Liability for Fitting and Installation. The Company accepts responsibility for issues caused directly by its own fitting of parts. This means if the Company’s engineer installs a part incorrectly or negligently, and as a direct result the equipment is damaged or does not function properly, the Company will correct the installation and repair any direct damage to the equipment caused by that faulty installation, at no cost to the Customer. This commitment applies only to damage or malfunctions that are directly and solely caused by the Company’s improper fitting or servicing. It does not cover issues arising from the part itself being defective (that would be a manufacturer warranty issue) or from other underlying issues with the machine not caused by the Company.

10.6. Customer’s Duty to Mitigate and Maintenance. The Customer is responsible for the proper operation and routine care of its equipment. The Company’s warranties do not cover failures or damage caused by the Customer’s continued use of equipment after a defect is detected, failure to follow the Company’s or manufacturer’s recommendations, or failure to report issues in a timely manner. If a potential issue is noticed, the Customer should cease using the equipment if safe to do so and contact the Company for advice or service to prevent further damage.

10.7. Third-Party Services or Parts. In some cases, the Company may use third-party service providers or incorporate third-party parts/products to fulfill the Customer’s requirements (for example, specialized testing, or parts sourced from other suppliers at the Customer’s request). The Company will use due care in selecting third-party vendors and parts, but the Company is not responsible for the quality or warranty of services or parts provided by third parties beyond passing through any available warranties or benefits. Any third-party warranty terms will be made available to the Customer on request.

10.8. Exclusive Remedies. Except for the remedies expressly provided in this Section 10 and Section 11 (Liability), the Customer shall have no other remedy in respect of any alleged breach of warranty or failure by the Company in relation to the goods or services supplied. The Company’s obligation to re-perform or repair under clause 10.2 (workmanship warranty) or to assist in warranty claims under 10.4 shall be the Customer’s exclusive remedy for any defects or issues in the services or parts provided, to the maximum extent permitted by law.

11. Limitation of Liability

11.1. No Liability for Certain Damages. To the fullest extent permitted by law, the Company shall not be liable to the Customer for any indirect, special, or consequential losses or damages, or for any of the following types of loss (whether direct or indirect): loss of profit, loss of revenue, loss of use of the equipment, loss of business, depletion of goodwill, or downtime costs, arising out of or in connection with the provision of services or supply of parts by the Company. The Customer should insure against business losses that could result from equipment downtime or failure.

11.2. Exclusion of Liability for Parts and External Damage. The Company is not liable for any damage to vehicles, machinery, the environment, property, or injury to people that is caused by any parts, materials, or equipment supplied, except to the extent that such damage or injury is directly caused by the Company’s negligence in the fitting of those parts (in which case Section 10.5 applies). For example, if a supplied part is defective and fails, causing damage or spillage, the Company will not be responsible for that damage or spillage as this would be a manufacturer’s responsibility or an inherent risk. The Customer’s remedy in that case would be against the manufacturer under the part’s warranty (see Section 10.4). The Company does not accept liability for environmental contamination or property damage arising from failure of parts or equipment, unless directly due to our negligent service.

11.3. Maximum Liability Cap. Without prejudice to Section 11.1 and 11.2, in all cases the maximum aggregate liability of the Company under or in connection with any contract governed by these Terms (whether arising from breach of contract, tort (including negligence), or otherwise) shall not exceed the total amount paid or payable by the Customer for the specific service visit or parts purchase that gave rise to the claim. For example, if the claim arises from a particular repair job, the Company’s liability would be capped at the price of that repair service; if from a parts sale, capped at the price of those parts. This cap applies per event or series of connected events.

11.4. Liability for Death or Personal Injury. Nothing in these Terms shall limit or exclude the Company’s liability for death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors; nor for fraud or fraudulent misrepresentation; nor for any other liability which cannot be excluded or limited under applicable law. Sections 11.1, 11.2, and 11.3 are subject to this provision and do not apply to the extent prohibited by law.

11.5. Customer’s Indemnity. The Customer shall indemnify and hold harmless the Company, its directors, employees, and agents against all claims, losses, liabilities, damages, and expenses (including legal fees) arising out of or in connection with: (a) the Customer’s misuse of any equipment or parts supplied, (b) any injury, loss or damage caused by the Customer’s negligence or breach of law in relation to the equipment serviced, (c) any claim by third parties (including the Customer’s employees or contractors) arising from the state or operation of the equipment, except to the extent caused by the Company’s own negligence. This indemnity extends to any pollution, contamination or environmental damage claims resulting from the operation or failure of the equipment, unless such issue was directly caused by the Company’s negligent service.

11.6. Third-Party Damage During Service. The Company will take reasonable precautions to protect the Customer’s property while performing services. However, the Company is not responsible for pre-existing faults or damage at the Customer’s site, or for any damage to the Customer’s premises or surrounding property except where such damage is directly caused by the negligence of the Company’s personnel. The Customer should notify the Company’s engineer of any particularly sensitive areas or hazards on site before work begins. Any claim for damage caused by the Company must be reported by the Customer within 5 working days of the service visit, or as soon as reasonably practicable, to allow the Company to investigate.

11.7. Advice and Technical Information. Any technical advice, recommendations or information provided by the Company’s staff (whether oral or written) is given for the Customer’s assistance only and without any liability on the Company’s part. The Customer remains responsible for how it uses or implements such advice. For instance, if the Company advises that a certain part be replaced or certain maintenance be performed and the Customer declines or delays, the Company shall not be liable for any consequences of such declination or delay.

11.8. Mitigation of Loss. Each party is under a legal duty to mitigate any loss it may suffer as a result of the other party’s breach of these Terms or any contract. The Customer must take all reasonable steps to minimize losses, damage to equipment, or downtime. If an issue arises that could give rise to a claim, the Customer should promptly take appropriate action (for example, stopping use of a faulty machine to prevent further damage) and inform the Company so that remedial action can be taken.

12. Data Protection and GDPR Compliance

12.1. Types of Data Collected. In the course of doing business and providing services, the Company may collect and process certain personal and business data about the Customer and its personnel. This data may include, but is not limited to: company or business names, contact names and job titles, telephone and mobile numbers, vehicle or machine identifying information (such as make/model, serial numbers, registration numbers), purchase histories, service records, email addresses, physical site and mailing addresses, billing and financial details (including bank account information for payments), and any other information provided on credit application forms or during service inquiries. The data collected is limited to what is necessary for the purposes outlined in 12.2.

12.2. Purpose of Data Processing. The Customer’s data is used for legitimate business purposes, including: evaluating and processing credit account applications; providing quotes and scheduling services; performing the requested maintenance or repair services; delivering parts and managing warranties; communicating with the Customer about appointments, invoices, and follow-ups; maintaining service history records for the Customer’s equipment; processing payments and managing accounts; and sending important service or safety updates related to the Customer’s equipment. The Company may also use contact information to send occasional promotional communications or newsletters relevant to the services, but the Customer can opt out of marketing communications at any time.

12.3. Lawful Basis and Consent. The Company processes personal data under the lawful bases permitted by the UK General Data Protection Regulation (UK GDPR) and Data Protection Act 2018, which may include: performance of a contract (e.g., using contact and payment details to fulfill service contracts and invoice), legitimate interests (e.g., maintaining customer equipment records to schedule maintenance reminders or improve service), and legal obligations (e.g., retaining invoicing information for tax purposes). Where required by law or for certain marketing activities, the Company will obtain the Customer’s consent for data processing, and the Customer has the right to withdraw such consent at any time.