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Hospital Technical SystemsLimited

HOSPITAL TECHNICAL SYSTEMS LIMITED
CONTRACT CONDITIONS

1. The following words shall have the meanings herein assigned to them unless there is something in the subject matter or context inconsistent with such construction:

2. "HTS" means Hospital Technical Systems Limited;
"customer" means any person, firm or company or other incorporated or unincorporated body who has entered into a contract with HTS.
"equipment" means plant, machinery, apparatus, materials, articles and things of all kinds to be provided under the contract for incorporation in the works;
"Contract" means the agreements between the customer and HTS for the supply of equipment and installation thereof together with the execution of the works referred to in HTS's quotation and survey report and shown upon any contract drawings;
"contract price" means the sum named in the Contract as the contract price;
"site" means the actual place or places in which the works are to be executed and in which the equipment is to be delivered;
"the works" means and includes all equipment to be provided and work to be done by HTS under the contract.

3. The customer shall at the time of placing any order or accepting any quotation provide HTS with sufficient information, including the commencement date and erection programme, to enable HTS to proceed with the works. The customer shall also furnish HTS with full particulars of site conditions, and of any working restrictions which will or may arise during the progress of the works.

4. The customer shall immediately after entering into a Contract with HTS inform HTS of the name or names of the person or persons who are authorised by the customer to sign variation orders or other documents referred to in these conditions.

5. Unless otherwise stated in the quotation HTS's price is not offered as a fixed price and shall be subject to increased costs, calculated in accordance with the Construction Industry Federation and the Royal Institute of Chartered Surveyors of Ireland and such increased costs shall be added to the contract price and paid for by the customer.

6. The term "variation" shall be taken to mean any alteration of modification of the design, programme, quality of the works and includes the addition, omission, substantial, advancement or postponement of any work, the alteration of the kind or standard of any of the equipment to be used in the works and the removal from the site of any work executed, or equipment brought therein, by HTS for the purposes of the works.

7. Should the customer decide to vary the Contract, the customer shall give HTS an order in writing, specifying such variation, ("Variation order"), provided however, that no such variation order shall be binding on HTS unless signed by an authorised person made known to HTS.

8. If during the progress of the works it shall appear to HTS that it is necessary for the proper and workmanlike execution thereof for HTS to carry out extra work and/or to supply additional equipment or labour not provided for in the Contract, HTS shall give notice in writing to the customer specifying such extra work, additional equipment or labour, and the customer shall forthwith give to HTS a variation order in writing authorising HTS to carry out such extra work and/or to supply such additional equipment or labour.

9. HTS shall be entitled to increase the contract price to cover the reasonable cost of carrying out or supplying any such extra work, additional equipment, materials or labour, and the customer shall pay such increased contract price accordingly.

10. If HTS shall incur any extra expense for which they would not be reimbursed by a payment made under any other provision of these Conditions of the Contract by reason of any circumstances for which HTS is not responsible including the following:

Postponement of any work at the request of the customer;
The retention on site of any employees of HTS after the completion date;
The giving of any variation order;
Delay to or disruption of the works arising from Site conditions and/or working restrictions of which adequate information was not given by the customer to HTS;
Any remedial work, making good or re-execution of the works required to be executed during the progress of the works and arising from any cause whatsoever other than the neglect or default of HTS, their servants, agents or sub-contractors;
Any delay to or disturbance of the regular progress of the works howsoever arising other than delay or disturbance arising by reason of the neglect or default of HTS, their servants, agents, or sub-contractors;
The amount of such extra expense shall be added to the contract price and paid by the customer.

11. If any examination or inspection of any equipment or works shall be required by either party to the Contract or by the other person during the execution of the works HTS shall be entitled to add to the contract price the reasonable costs of and incidental to such examination or inspection unless the parties shall otherwise agree in writing.

12. It shall be the responsibility of HTS to provide:
The carriage of equipment paid to Site;
The service of skilled erectors;
HTS standard bolts, clips, hangers, pipe fasteners and materials for the purpose of installing the equipment but not otherwise.
All gas used for erection.

13. If the Customer shall at any time before final completion wish to operate any part of the equipment (hereinafter call the "Relevant Part") he may do so upon the issue of a Certificate of Part Completion issued in duplicate and signed by both parties.
Such Certificate of Part Completion will be issued upon the customer accepting such tests of the relevant part as HTS may deem necessary. The said tests shall be witnessed by HTS's Supervising Engineer and a person nominated by the customer.

14. All descriptive and technical specifications, drawings, catalogues, illustrations and particulars of weight and dimensions submitted with a quotation are approximate only and the customer shall have no claim against HTS for any discrepancy or inaccuracy therein. Drawings and technical specifications supplied by HTS are confidential and the customer shall not communicate these or the contents thereof to third parties without the written consent of HTS.

15. Payment Terms: To be agreed
In the event of the customer failing to comply with agreed terms of payment HTS shall have the right to terminate any Contract and to discontinue forthwith the provision to the customer of any further equipment or works.
HTS reserves the right to charge interest at the rate of 2% per month on all overdue accounts.

16. When delivery or collection of equipment is made by HTS or HTS’s carrier beyond the entrance to the Site, the customer shall accept all responsibility for and indemnify HTS against all damage to property, or injury to persons occurring from whatsoever cause on the Site, unless caused by the negligence of HTS or its servants or the carrier or his servants.

17. If by reason of instructions or lack of instructions from the customer, despatch is delayed after the customer has been notified that the equipment is ready for despatch the risk of loss or damage to the equipment shall pass to the customer who shall take delivery thereof or arrange for its storage. For the purpose of Terms of Payment the equipment shall thereupon be deemed to have been delivered. If and for so long as HTS's storage facilities permit HTS may store the equipment and the customer shall pay a reasonable charge thereof.

18.
(a) The property in all equipment shall pass to the customer when the works and equipment the subject of a particular Contract, and all other works and equipment the subject of any other contract between HTS and the customer which at the time of payment of the full contract price of the works and equipment under the first mentioned Contract have been executed or delivered to the customer but not paid for in full have been paid for in full.
(b) The property in the equipment shall remain with HTS in accordance with this condition and HTS shall be entitled to re-delivery of the equipment in accordance with sub-clause (d) below notwithstanding the subjection of the equipment to any process, addition, admixture or treatment, whether by way of manufacture or otherwise, and whether by the customer or others.
(c) Until such time as the full contract price has been paid as aforesaid, the customer will hold the equipment as fiduciary owner on behalf of HTS and shall if so requested by HTS store the equipment so as to clearly show it to be the property of HTS.
(d) HTS shall (without prejudice to its other rights hereunder) be entitled at any time after the due date for payment or before such due date in the event that serious doubt arises as to the customer's solvency, entitle HTS absolute discretion to give notice in writing to the customer to pay within seven days the full amount unpaid in respect of any contract as shall then have been executed under
these conditions and if on the expiration of that period the customer has failed to pay the full amount then outstanding, HTS shall be entitled to immediate re-delivery of the equipment as shall have been delivered to the customer under these conditions (but excluding any equipment the title in which has already passed to the customer) and shall also be entitled to such immediate re-delivery upon the appointment of a Receiver of the whole or any part of the customer's undertaking or the passing of a Resolution or the making of an Order to wind up the customer, for which purpose HTS shall be entitled and the customer hereby grants to HTS a licence to enter upon the premises of the customer during normal business hours for the purpose of removing such equipment and to remove such equipment from the customer's site.
(e) Should the customer while any money is due by the customer to HTS under any Contract sell any equipment (the title in which is retained by HTS) to any purchaser from the customer who receives the same in good faith and without notice of any title lien or other right of HTS to the equipment, the customer shall receive and hold the proceeds of such sale in trust for HTS until all moneys due by the customer to HTS are paid by the customer.
(f) Notwithstanding the foregoing provisions, the risk in equipment shall pass to the customer when the equipment is delivered to the customer's site.

19. HTS shall not be liable for any injury to persons, damage to property, real or personal, or other loss of whatsoever nature howsoever arising, suffered in the course of the installation, delivery, removal or maintenance of any equipment or the execution of any work save for any such injury, damage or loss as may be caused by the negligence of HTS its servants, agents, or sub- contractors PROVIDED ALWAYS that complete conduct and control of any claim, demand or proceeding arising out of or in connection with such injury, damage or loss, for which HTS is liable shall forthwith be vested in HTS.

20. If the customer shall commit any breach of any provision contained in the Contract or these conditions, HTS shall be entitled forthwith by notice in writing to determine the Contract notwithstanding any previous waiver or forbearance in respect of their right so to do. If the customer shall become bankrupt, make any composition for the benefit of creditors or being a determination of the Contract as aforesaid shall be without prejudice to any rights or liabilities of either party arising or accruing before such determination.

21. While HTS takes every precaution in the preparation of catalogues, technical circular, price lists, illustrations and other advertising matter, these are an indication only of the type of goods offered and no particulars contained therein shall form part of the Contract.

22. The installation is guaranteed for twelve months from date of hand-over, against defects due to faulty manufacture or bad workmanship, provided that it has not been the subject of misuse, neglect, improper storage, repair, alteration or damage.

23. HTS cannot be held responsible for the quality of any ancillary equipment which is specified by the customer and which would not normally be used by HTS.

24. The customer shall not reject any articles or cancel nor purport to cancel the Contract or any part of it because of an alleged default unless and until HTS shall have failed to correct such alleged default within 60 days or such later date as may be agreed after receipt by HTS of a written notice specifying the default.

25. If the execution of the works shall be prevented by force majeure including war, fire, explosion, storm, tempest, flood, civil commotion, government intervention, failure of public supply service, stoppage of workmen or the breakdown of plant, transport or equipment or other causes beyond the control of HTS, either party may give to the other notice in writing of such prevention and if the same shall continue thereafter for a period of six months the Contract shall be deemed to be determined.

26. In case of any dispute or difference arising between HTS and the customer as to the construction of the Contract or the rights, duties or obligations of either party thereunder or any matters arising out of or concerning the same, every such dispute or matter in difference shall be referred to a single Arbitrator, or, if they cannot agree upon a single Arbitrator, to some person appointed by the President for the time being of the Institute of Mechanical Engineers' of Ireland.

27. (a) V.A.T. is extra

(b) The tender is based on having free and uninterrupted access to the job site with sequential working.

(c) Normal working week 5 days. Mon -Thurs - 8.30am - 5.00pm, Fri 8.30am - 4.00pm.
Delays or interruptions will be charged to the final account.

(d) Any work requested or required outside normal working hours will be charged extra over and above the normal hourly rate.

28. The customer is responsible for advising HTS Limited of any potential hazards that may exist on site. Should such conditions be discovered after site work has commenced, then we reserve the right to suspend installation work until any necessary precautions are taken to protect our work force. The associated cost will be charged to the final account.

29. We have assumed that our work as outlined in this tender will be carried out without any doubts as to the biological purity of the working areas.

30. "Permit to Work" (Medical Gas Systems only)

(a) Any work involving alterations or extensions are dealt with using the HTM2022 "Permit to Work System".

(b) In any Permit to Work, HTS cannot accept responsibility for carrying out the work of the “Authorised Person” or “Quality Controller” only that of “Competent Person” as specified by the DHSS Permit to Work Procedure.

(c) HTS will not accept responsibility for the internal cleanliness of any pipeline alteration or extension installed by HTS, if the alteration or extension has not been completely isolated from the existing system and checked for Quality & Purity by the “Quality Controller” in the presence of HTS personnel prior to connection to the existing system.

31. HTS will not accept responsibility for the performance of the completed system in circumstances where HTS Limited have not been responsible for the design.

32. HTS will not accept responsibility for the accuracy of Tender or Installation Drawings.

33. Electrical works as may be required for the following items, to be installed by others:-

Supply of 220v 50hz single phase to equipment such as -
(a) Automatic changeover manifolds
(b) Vacuum Insulated Evaporators (VIE’s)
(c) Single phase AGSS Pumps
(d) Area Alarm Panels
(e) Central Alarm Panels / Transmitters.

34. Electrical works as may be required for the following items, to be installed by others:-

Supply of 380v 50hz three phase to equipment such as -
(a) Medical Air Plant
(b) Medical Vacuum Plant
(c) 3 phase AGSS Pumps

35. Electrical works as may be required for the following items, to be installed by others:-

Supply of interconnecting cabling as detailed below:-
(a) Interconnecting Alarm cabling between alarm panels and initiating devices.
(b) Interconnecting Alarm cabling between plant and transmitters.
(c) Interconnecting wiring between AGSS pumps and remote switching panels.
(d) Electrical earth bonding of pipelines.

36. General exclusions
The following items are excluded from the HTS Tender:

(a) Builders work required for breaking through all walls, floors, ceilings, etc. for the passage of the pipelines: provision of "chasing" in the walls for concealing the branch distribution pipework to the outlet points and valve boxes.

(b) Making good where necessary of wall cutaways to ensure solid and level fixture of equipment.

(c) Scaffolding if required.

(d) Re-decoration of the installation areas and painting of equipment.

(e) Any "Making good " of the building fabric.

(f) Removal and/or replacement of ceiling tiles.

(g) Cranage for plant items.

(h) Provision of suitable site space to accommodate an office for HTS personnel and a secure material store for the storage of all equipment pipework and fittings on arrival on site, pending installation, and the safe keeping of same during the entire installation.

(i) Provision of 110 volt or 220 volt supply for power tools.

(j) Power for testing completed system.

(k) Gas for carrying out the completed system performance test.

(l) Gas for charging completed system and subsequent working gas.

(m) Provision of “As Fitted” drawings.

37. Particular exclusions

None