Standard Terms & Conditions for the Sale of Goods & Provision of Services

1. Definitions

Company: BCL Power Ltd, Unit 13 Beaufort Court, Roebuck Way, Knowlhill, Milton Keynes, MK5 8HL. Company No. 04263338
Business Day: Monday to Friday, 09:00 – 17:00, excluding public holidays
Client: The person or buyer obtaining goods, equipment, and/or services from the Company under this Agreement
Employee: Any employee of the Company, including agents or subcontractors
Goods: Equipment, goods, or materials, or any part thereof to be purchased by the Client
SLA: Service Level Agreement
Services: Support, preventative upkeep, installation, and repair of equipment
Remedial Work: Emergency call-out services
UK: United Kingdom
EUR: Europe
VAT: Value Added Tax, chargeable under English law

2. Basis of Quotation

All quotations are made without obligation and are conditional upon written acceptance by the Client. Contracts based on quotations are subject to the Company’s general conditions of tender and sale.

Prices quoted are based on all items being ordered together. If only selected items are ordered, a revised quotation will be issued and prices may change accordingly.

3. Prices

All prices are quoted in GBP (£) and are strictly net, excluding VAT. For European clients, quotations will be provided in EUR (€).

4. Validity

This quotation is valid for acceptance for 30 days from the date of issue.

5. Conditions of Sale & Invoicing

Payment terms are strictly 30 days net from the date of invoice, unless otherwise agreed between the Company and the Client. Full payment is required upon delivery of goods and equipment. New Clients are required to make upfront payment for the first two orders. Payment by cheque is not accepted.

Failure to make payment by the due date may result in the following:

• Interest charged on the overdue amount at 3% per calendar month (daily rate)

• Cancellation of the contract and return of goods at the Client’s expense

• Suspension of delivery and/or services

The Company is not subject to CIS Tax (UPS supply and installation are exempt). Any credit extension offered to the Client may be changed or withdrawn at any time.

6. Variations

Any changes to a quotation must be confirmed in writing, with a revised purchase order or amended order value, before work begins.

7. Delivery

Delivery prices are indicative unless a site survey has been carried out. They are based on adequate and unobstructed access during normal working hours (Monday to Friday, 09:00 – 17:00).

The Company reserves the right to charge for aborted or cancelled deliveries not due to its fault, and to apply storage charges after a delay of 4 weeks where delivery dates are postponed beyond the Company’s control.

It is the Client’s responsibility to ensure that the delivery location can accommodate the size and weight of the UPS equipment and batteries. Technical specifications and loading details are available on request.

8. Maintenance and Support Visits

8.1 Emergency Visits
The Company will respond to emergency call-outs in accordance with the SLA and will dispatch an Employee to the Client’s location.

8.2 Maintenance Service Visits
The Company will perform regular maintenance service visits as outlined in the SLA. Appointments will be scheduled in advance, and the Client must provide a minimum of 72 hours’ notice to reschedule.

8.3 Additional Maintenance Service Visits
SLA coverage does not include visits to correct abnormal wear and tear due to incorrect use, neglect, mishandling, or improper positioning of equipment. Such visits and related equipment replacements will be chargeable.

8.4 Batteries
Battery replacement is not included in annual visits. Replacements and installation will be charged at the Company’s prevailing rates.

9. Cancellation & Aborted Visits

Orders cancelled after confirmation may incur a cancellation charge. Abortive visits due to inadequate notice, inaccurate instructions, or inaccessibility will be charged at the appropriate rate.

Cancellation fees per engineer:

• 72 hours’ notice: No charge

• 48 hours’ notice: £225

• 24 hours’ notice: £350

• Same-day cancellation: £550

10. Installation

Installation and battery construction are included only where stated. All containment installations must be arranged by the Client. Building and electrical works are excluded unless specifically agreed at the time of quotation.

11. Warranty Returns

Defective products must be returned to the Company in a boxed condition for repair or replacement under the standard warranty. Labour and carriage are not included. The Company reserves the right to test returned items and charge for replacements if necessary. Proof of purchase is required for all claims.

12. Client Responsibilities

The Client must ensure that Company Employees have unrestricted access to the equipment and premises. Equipment must comply with applicable installation, health and safety, and environmental standards.

The equipment should be installed in a dust-free, dry, and well-ventilated environment, free from vibration. The recommended maximum ambient temperature is 25°C to optimise equipment and battery performance.

13. Liability & Indemnity

The Company accepts liability for damage or personal injury only if caused by its own negligence or that of its Employees during operations on the Client’s premises.

The Company’s liability for property damage caused by negligence is limited to the cost of goods or the annual SLA premium for each event or series of related events.

Except in cases of personal injury or death caused by negligence, the remedies outlined in this agreement are the Client’s sole and exclusive remedies. The Company is not liable for any direct or indirect damages, regardless of cause.

14. Force Majeure

The Company is not liable for any failure to fulfil its obligations under this agreement due to circumstances beyond its reasonable control. This includes, but is not limited to, industrial action and delays caused by lack of Client direction.

15. Jurisdiction

This agreement is governed by English law. Any disputes will be resolved exclusively in the courts of England.

16. Retention of Title

Legal ownership of goods remains with the Company until payment is received in full. Title will not pass to the Client until all outstanding amounts are cleared, as acknowledged in the signed credit application.

17. Damaged in Transit

Any goods damaged during transit must be reported to the Company within five working days of receipt. Claims made after this period will be the Client’s responsibility.

18. Export Terms

Where goods are supplied for export from the UK, this clause takes precedence over all others unless stated otherwise in writing.

The Client is responsible for:

• Compliance with import, export, and re-export regulations

• Payment of any applicable duties