Terms of business

You acknowledge that dealings with OP-CO Marine Ltd will be on the basis on the standard terms and
conditions as illustrated herein:
1. Liability
2. Prices and Estimates
3. Delays
4. Vessel Movements
5. Payment & Retention of Title
6. Guarantee
7. Quality Standards
8. Access to Premises / Work on the Vessel
9. Subcontracting
10. Authorisation
11. Right of Sale
12. Notices
13. Delivery
14. Miscellaneous

1. Liability
We and our employees accept no responsibility for loss, damage or delay arising from any cause whatsoever unless such loss, damage or delay was caused by or resulted from our negligence or deliberate act or that of those for whom we are responsible:

A) We shall not be liable for any loss or damage caused by events or circumstances beyond our reasonable control (such as severe weather conditions, the actions of third parties not employed by us or any defect in a customer’s or third party’s property); this extends to loss or damage to vessels, gear, equipment or other property left with us for work or storage, and harm to persons entering our premises or using any of our facilities or equipment.

B) We shall take reasonable and proportionate steps having regard to the nature and scale of our business to maintain security at our premises, and to maintain our facilities and equipment in reasonably good working order; but in the absence of any negligence or other breach of duty by us vessels and other property are left with us at the customer’s own risk and customers should ensure that their own personal and property insurance adequately covers such risks.

C) We shall not be under any duty to salvage or preserve a customer’s vessel or other property from the consequences of any defect in the vessel or property concerned unless we have been expressly engaged to do so by the customer on commercial terms. Similarly we shall not be under any duty to salvage or preserve a customer’s vessel or other property from the consequences of an accident which has not been caused by our negligence or some other breach of duty on our part. However we reserve the right to do so in any appropriate circumstances, particularly where a risk is posed to the safety of people, property or the environment. Where we do so we shall be entitled to charge the customer concerned on a normal commercial basis.

D) Customers may themselves be liable for any loss or damage caused by them, their crew or their vessels and while their vessel or other property is on our premises or is being worked on by us they shall be obliged to maintain adequate insurance, including third party liability cover for not less than £2,000,000, and, where appropriate, Employer’s Liability cover in respect of any employee. Customers shall be obliged to produce evidence of such insurance to us within 7 days of a request to do so.

 

 

 

2. Prices and Estimates

A) In the absence of express agreement to the contrary our price for work shall be based on labour and materials expended and services provided. Unless otherwise indicated, all prices and indications of cost are exclusive of VAT.
B) We will exercise reasonable skill and judgment when we give an estimate or indication of price. However such estimates are always subject to the accuracy of information provided by the customer and are usually based only on a superficial examination and will not include the cost of any emergent work which may be necessary to the vessel, gear or equipment nor the cost of any extensions to the work comprised in the estimate.

C) We will inform the customer promptly of any changes in estimated prices and the reasons for it. The customer shall remain responsible for the cost of labour and materials already supplied or remaining to be supplied

D) Length Overall (loa) means the length of the vessel including all extensions such as tenders, dinghies in davits, bowsprits, bumpkins, anchors, pulpits, bathing platforms etc. Fractions of a foot measuring below 6” will be rounded down to the nearest whole foot and fractions of a foot measuring 6” and above will be rounded up to the nearest whole foot.

3. Delays

The time for completion of work is given in good faith but is an estimate only and is not guaranteed. We shall not be responsible for any delay in completion of the work or for the consequences of any such delay unless it arises from our negligence or deliberate act or wilful default or that of those for whom we are responsible.

4. Vessel Movements

We reserve the right to move any vessel, gear, equipment or other property at any time for reasons of safety, security or good management of our business and premises.

5. Payment & Retention of Title

A) Unless otherwise agreed in writing the price of all work, goods and services shall be due immediately on the date of invoice.

B) On large refits, we may require regular stage payments. If payment is not received within 30 days of the due date, we reserve the right to charge interest on any sum outstanding, interest shall become due and payable from the due date until the date of actual payment at a rate of 2% per month.

C) In the case of invoices not paid within 30 days, we have the right to discontinue work for the customer, whether or not the unpaid invoice relates to such work.

D) We reserve a general right (“a general lien”) to detain and hold onto a customer’s vessel or other property pending payment by the customer of all sums due to us. We shall be entitled to charge the customer for storage and the provision of any ongoing services at our normal daily rates until payment (or provision of security) by the customer and removal of the vessel or property from our premises. The customer shall be entitled to remove the vessel or other property upon providing an agreed exchange of security, for example a letter of guarantee from a Bank reasonably acceptable to us or lodgement of a cash deposit with a professional third party agent reasonably acceptable to us, sufficient to cover the debt with interest and, where the debt is contested, a reasonable provision for our prospective legal costs. This right does not affect the customer’s entitlement to withhold a proportionate part of the price in respect of alleged defects but where that amount is in dispute between us the customer shall be required to provide security for the full amount pending resolution of the dispute. During this time the customer must continue to insure the vessel as noted in clause 1(d)

 

 

E) Title to all goods, equipment and materials supplied by us to a customer shall remain with us until full payment
has been received by us.

F) Risk in all goods, equipment and materials supplied by us to a customer shall pass to the customer at the time
of supply to the customer.

G) Notice to a customer shall be sufficiently served if personally given to him or if sent by first class post to the
customer’s last known address. Notices to us should be sent by first class post to our principal trading address
or registered office

6. Guarantee

A) Nothing in these terms affects the statutory rights of any customer who contracts with us as a consumer.

B) We guarantee our work for a period of 6 months from completion against all defects which are due solely to poor workmanship. We shall be liable under this guarantee only for defects appearing during this period which must be notified to us in writing within 21 days of the date on which they are discovered, failing which this guarantee will be invalidated in respect of such defects. On notification of such defects we will verify their cause and if they are our responsibility under the terms of this guarantee we will promptly remedy those defects or, at our option, we will employ other specialist contractors to do so. We shall have no liability under this guarantee for the cost of remedial work which is put in hand by the customer other than through ourselves and in accordance with the terms of this guarantee.

C) Where we supply goods or services to a customer in the course of his business:
No article supplied by us shall carry any express or implied warranty as to its quality or its fitness for any
particular purpose unless prior to the supply the customer has sufficiently explained the purpose for which it is
required and made it clear that he is relying on our skill and judgment. No proprietary article specified by name, size or type shall carry any such express or implied warranty as to its quality or its fitness for any particular purpose but we will assign to the customer any rights we may have against the manufacturer or importer of that article Notwithstanding the provisions of the clause above, we accept no liability to a business customer for loss or
damage of whatever nature beyond the reasonable cost of rectifying defective workmanship or replacing any
faulty or unsuitable article supplied.

D) For work completed on vessels outside of the United Kingdom we will cover ‘labour only’ costs. Travel costs
and travel labour costs will be additional.

7. Quality Standards

We will complete our work in reasonable accordance with the agreed specification and, in the absence of any
other contractual term as to quality, to a satisfactory quality.

 

 

 

 

 

 

8. Access to Premises / Work on the Vessel

A) No work or services shall be carried out on a vessel, gear, equipment or other property on our premises
without our prior written consent (which consent shall not to be unreasonably withheld or delayed) except for
minor running repairs or minor maintenance of a routine nature by the customer or his regular crew. It shall
be an absolute condition that all work is carried out in full compliance with our health and safety, environmental and access policies and that it does not cause any nuisance or annoyance to us, any other customer or person residing in the vicinity, and does not interfere with our schedule of work or the good management of our business and our said consent to work or services being carried out may be revoked with immediate effect in the event of any breach of such conditions.

B) We shall not be responsible to customers or third parties for the consequences of any person’s failure to
respect any part of this clause but we shall be entitled to demand the immediate cessation of any work which
in our view breaches the requirements of this clause. 

C) While we or our subcontractors are working on a customer’s vessel or equipment the customer shall not have
access to it except by prior arrangement. We will agree reasonable access when it is safe to do so and when it
will not interrupt or interfere with our work schedule.

D) We bare no responsibility for loss of time when access to vessel in any UK or foreign port is impeded by local access requirements. It is the responsibility of the customer to ensure we have access to the vessel to perform the specified work. We will undertake all processes and procedures put forward to us in good time but can not be held liable for any delays.

9. Subcontracting

We may subcontract all or part of the work entrusted to us by the customer, on terms that any such subcontractor shall have the protection and benefit of all rights and conditions, and of all limitations and exclusions of liability, which exist for us under these Terms of Business. Where we exercise this right we shall remain responsible to the customer for the performance of our subcontractor.

10. Authorisation

We will accept, and you will be bound by, instructions for work and the supply of goods if issued by your appointed skipper, engineer, manager, surveyor or other professional representative purporting to act on your behalf or with your authority, or by the beneficial owner of the vessel to which the work or goods relate, unless we have prior written notice to the contrary.

11. Right of Sale

A) Where we accept vessels, gear or equipment for repair, refit, maintenance or storage we do so subject to the
provisions of the Torts (Interference with Goods) Act 1977. The Act confers a right of sale on us in circumstances
where the customer fails to collect or accept re-delivery of the goods (which includes a vessel and/or any other
property). Such sale will not take place until we have given notice to the customer in accordance with the Act.

For the purpose of the Act it is recorded that:
1. goods for repair or other treatment are accepted by us on the basis that the customer is the owner of the
goods or the owner’s authorised agent and that he will take delivery or arrange collection when the repair or
treatment has been carried out;

 

 

 

2. our obligation as custodian of goods accepted for storage ends on our notice to the customer of termination
of that obligation;

3. the place for delivery and collection of goods shall be at our premises unless agreed otherwise.
B) In certain other circumstances we may be entitled to have vessels or goods sold through the Court for non
payment of invoices.

12. Delivery

Delivery methods, unless specified at the point of order, are determined by OP-CO Marine Ltd taking consideration to the size, cost and weight of goods to be delivered. Despatch and delivery dates are estimated only and not guarenteed, OP-CO Marine Ltd shall not be liable for any loss or damage whether direct, consequential or otherwise, caused by any delay in delivery, with exception should the buyer have stipulated in its order that time shall be of essence of the contract and OP-CO Marine Ltd shall have accepted such stipulation in writing.

13. Miscellaneous

A) These terms are subject to English law and any dispute arising under them shall be submitted to the
jurisdiction of the English Courts.