£ 0.00 (0 items)
THE NATIONAL COMPUTING CENTRE LIMITED
| |
| 1. Definitions: 1.1 "Commissioning Body or "CB" means the individual, organisation, firm or company whose order for work has been accepted by NCC, 1.2 "Staff" means the individual(s) provided by NCC for the performance of the Work; 1.3 "Contract" means the contract for Work between NCC and the CB; 1.4 "NCC" means The National Computing Centre Limited; and 1.5 "Work" means those goods and/or services that are detailed in the tender documentation of NCC. 1.6 "Contract Price" means the price stated in the tender documentation. | |
2. Formation and Incorporation 2.1 Subject to any variation under Condition 2.3, the Contract will be on the terms and conditions set out below to the exclusion of all other terms and conditions (including any terms and conditions which the CB purports to apply and any purchase order, confirmation of order or similar document). 2.2 No terms or conditions endorsed upon, delivered with or contained in the CB's purchase order, specification or similar document will form part of the Contract simply as a result of a reference to such document being referred to in such document in this Contract. 2.3 Any variation to these terms and conditions and any representations about the Work shall have no effect unless expressly agreed in writing and signed by the Company Secretary or Director of NCC. 2.4 The CB must ensure that the terms of its order and any applicable specification are complete and accurate. | |
3. The CB agrees: 3.1 Suitable accommodation will be supplied by the CB at its expense for the Staff whilst they are performing the Work from the CB's premises. 3.2 Unless otherwise stated it is the responsibility of the CB to carry out such enquiries as may be appropriate with regard to the financial standing or otherwise of any third party suppliers suggested by NCC. 3.3 The CB agrees that NCC may change the staff during the course of the work at its discretion. 3.4 The CB shall provide NCC with all the information required by NCC for satisfactory completion of the work and agrees that NCC shall not be liable for the consequences of the CB's failure to do so. | |
4. Charges: 4.1 The Charges for the Work shall be the Charges set out in NCC's tender documentation for the Contract. 4.2 The Charges for the Work are exclusive of any Value Added Tax or any other applicable tax which the CB shall pay in addition when it is due to pay for the Work. 4.3 The Charges or any goods comprised in the Work is given on an ex-works basis and where delivery of such goods is other than at NCC's premises, the CB shall pay NCC's charges for transport, packaging, loading, unloading and insurance in addition when it is due to pay for the Work. 4.4 NCC reserves the right at one months notice (but not earlier than 6 months following the commencement of the Contract) to vary the level of Charges for the Work at its discretion. 4.5 NCC may invoice the CB for the Work at any time after commencement of the Work. 4.6 Time for payment shall be of the essence. 4.7 Payment of the Charges for the Work is due and payable by the CB on the last working day of the month following the month in which the Work is performed. 4.8 No payment shall have been deemed to have been received until NCC has received cleared funds. 4.9 All payments payable to NCC and under this Contract shall become due immediately upon termination of the Contract despite any other provision. 4.10 The CB shall make all payments due under this Contract without any deduction whether by way of set-off, County claim or otherwise unless the CB has a valid Court Order requiring an amount equal to such deduction to be paid by NCC to the CB. 4.11 NCC may appropriate any payment made by the CB to NCC to such of the Work as NCC thinks fit despite any purported appropriation by the CB. 4.12 If the CB fails to make any payment under this Contract on the due date then (without prejudice to its other rights and remedies), NCC may charge the CB interest (both before and after judgement) on the amount unpaid at the annual rate of 2% above The National Westminster Bank plc's base rate from time to time until payment is made in full (a part of a month being treated as a full month for the purpose of calculating interest). | |
5 Cancellation Charges:
| |
6. Confidentiality: Unless otherwise agreed between the parties in writing neither party will disclose nor permit members of its staff to disclose any confidential information entrusted to it by the other provided always that this restriction shall not apply to information already in the receiving party's possession, or which comes into the public domain other than by breach of this obligation by the receiving party or a member of its staff, or which is disclosed to the receiving party by a third party free to disclose the same. | |
7. Copyright: Ownership of copyright and patents, trade marks, know how, service marks, moral rights, rights in design , confidential information and all or any other intellectual or industrial property rights whether or not registered or capable of registration and whether subsisting in the UK or any other part of the world together with all or any good will related thereto in the Work and materials used for the provision of the Work vests in NCC unless otherwise agreed between the parties in writing. The CB is hereby authorised to copy and use any reports prepared specifically for it pursuant to the Work in accordance with the terms of this contract only. | |
8. Liability: THE CB'S ATTENTION IS IN PARTICULAR DRAWN TO THE PROVISIONS OF CONDITIONS 8.4 AND 8.5. 8.4 Subject to conditions 8.2 and 8.3: | |
9. Quality: The provisions of this clause 9 shall apply to the extent that the Work supplied by NCC comprises goods. 9.1 Where NCC is not the manufacturer of the goods, NCC will endeavour to transfer to the CB the benefit of any warranty or guarantee given to NCC. 9.2 NCC warrants that (subject to the other provisions of these terms and conditions) upon delivery the goods will, and for a period of 12 months from the date of delivery, be of satisfactory quality within the meaning of the Sale of Goods Act 1979 (as amended). 9.3 NCC shall not be liable for a breach of the warranty in condition 9.2 unless: 9.3.1 the CB gives written notice of the defect to the Company and, if the defect is as a result of damage in transit, to the carrier within 5 days of: 9.3.1.1 the date of the delivery (where the defect would be apparent to the CB upon reasonable inspection; and 9.3.1.2 the date when the CB knew or ought reasonably to have known of the defect (where the defect would not be apparent to the CB upon a reasonable inspection); and 9.3.2 the Company is given a reasonable opportunity after receiving the notice of examining such goods and the CB (if asked to do so by NCC) returns such goods to NCC's Manchester Office at NCC's cost for the examination to take place there. 9.4 NCC shall not be liable for a breach of the warranty in condition 9.2 if: 9.4.1 the defect arises because the CB failed to follow NCC's oral or written instructions as to the storage, installation, commissioning, use or maintenance of the goods or (if there were none) good trade practice; or 9.4.2 the CB alters or repairs such goods without the written consent of NCC; or 9.4.3 the defect in such goods arises from any design defect in any drawing, design or specifications supplied by the CB. 9.5 If the CB makes a valid claim against NCC based on a defect in the quality of the goods, NCC shall at its option repair or replace such goods (or the defective part) or refund the price of such goods at the pro-rata Contract rate provided that, if NCC so requests, the CB shall, at the CB's expense, return the goods or the part of such goods which is defective to NCC. 9.6 If NCC complies with the condition 9.5 it shall have no further liability for a breach of the warranty in condition 9.2 in respect of the quality such goods. 9.7 Any goods replaced will belong to NCC and any repaired or replacement goods will be guaranteed on these terms and conditions for the unexpired portion of the 12 month period. | |
10 Risk and retention of title: 10.1 Risk of damage to or loss of goods shall pass to the CB at the time of delivery or deemed to the CB or its agent. 10.2 Property in the goods shall not pass to the CB until the Seller has received in full (or cash or cleared funds) all sums due to it in respect of: 10.2.1 the goods; and 10.2.2 all other sums which are or which become due to NCC from the CB on any account. 10.3 Until property in the goods has passed to the CB, the CB must: 10.3.1 hold the goods on a fiduciary basis as NCC's bailee; 10.3.2 store the goods (at no cost to NCC) separately from all other goods of the CB or any third party in such way that they remain readily available as NCC's property; 10.3.3 not destroy, deface or obscure any identifying mark or packaging on or relating to the goods; 10.3.4 maintain the goods in satisfactory condition insured on NCC's behalf for their full price against all risks to the reasonable satisfaction of NCC. On request the CB shall produce the policy of insurance to NCC; and 10.3.5 hold the proceeds of the insurance referred to in condition 10.3.4 on trust for NCC and not mix them with any other money, nor pay the proceeds into an overdrawn bank account. 10.4 The CB may resell the goods before property has passed to it solely on the following conditions: 10.4.1 any sale shall be effected in the ordinary course of the CB's business at full market value; and 10.4.2 any such sale shall be a sale of NCC's property on the CB's own behalf and the CB shall deal as principal when making such a sale. 10.5 The CB's right to possession of the goods shall terminate immediately if: 10.5.1 the CB has a bankruptcy order made against him or makes an arrangement or composition with his creditors or otherwise takes the benefit of any Act for the time being in force for the relief of insolvent debtors, or (being a body corporate) convenes a meeting of creditors (whether formal or informal) or enters into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation, or has a receiver, manager, administrator or administrative receiver appointed of its undertaking or any part thereof or a resolution is passed or a petition presented to any Court for the winding-up of the CB or of the granting of an administration order in respect of the CB or any proceedings are commenced relating to the insolvency or possible insolvency of the CB; or 10.5.2 the CB suffers or allows any execution, whether legal or equitable, to be levied on his/its property or obtained against him/it or fails to observe or perform any of his/its obligations or duties under the contract or any other contract between NCC and the CB, or is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or the CB ceases to trade; or 10.5.3 the CB encumbers or in any way charges any of the goods. 10.6 NCC shall be entitled to recover payment for the goods notwithstanding that property in any of the goods has not passed from NCC. 10.7 The CB grants NCC, its agents and employees an irrecoverable licence at any time to enter any premises where the goods are or may be stored in order to inspect them, or, where the CB's right to possession has terminated, to recover them. | |
11. Termination: 11.1 Either party shall be entitled to terminate the Contract at any time by giving not less than three months notice to the other. 11.2 Either party may at any time terminate the Contract immediately by giving written notice to the other if the other commits any breach of these Conditions and (if capable of remedy) fails to remedy the breach within 30 days after being required by written notice to do so, or if the other goes into liquidation (if an individual bankruptcy), makes a voluntary arrangement, has a receiver or liquidator or administrator appointed. | |
12. Non-Solicitation: The CB shall not during the course of this contract or for a period of 12 months from the date of termination solicit or offer any inducement to work for the CB to the Staff or any employee of NCC that the CB had contact with during the performance of the Work. | |
13. General: 13.1 These Conditions constitute the entire agreement between the parties and supersede any previous agreement or understanding and may not be varied except in writing between the parties. All other terms and conditions, express or implied by statute or otherwise, are excluded to the fullest extent permitted by law. 13.2 Any notice sent under these Conditions shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may be notified by each party from time to time. 13.3 No failure or delay by either party in exercising any of its rights under this Contract shall be deemed to be a waiver of that right. 13.4 If any provision of this Contract is held by any authority to be invalid and unenforceable, the validity of the other provisions shall not be affected. 13.5 English law shall apply to the Contract, and the parties agree to the non-exclusive jurisdiction of the English courts. | |
The National Computing Centre Limited, Registered Office: The Flint Glass Works, 64 Jersey Street, Manchester, M4 6JW (CRN: 881195) Registered in England number 07189938 Tel No: +44 (0)161 242 2121; Fax No: +44 (0)870 134 0931 Revised: March 2010 |
Contact
For more information about The National Computing Centre and our services, please contact us at the details below:
Email: info@ncc.co.uk
Telephone: +44 (0)870 908 8767
Fax: +44 (0)870 134 0931
Click here for more contact information
 | Follow us on Twitter |
 | Join Our Linked In Group |
 | Like us on Facebook |
