TERMS & CONDITIONS OF SALE / PROVISION OF SERVICES

DEFINITIONS OF TERMS
‘ZTL’ means ZIP TREES Ltd
The ‘Client’ means the : man, : woman, person, firm, organisation, company or corporation purchasing the services from ZTL.
The ‘Service’ means the goods or services which ZTL is to supply to the client in accordance with these conditions.

GENERAL
1. ZTL contracts and provides Services subject to English Common Law, the basic principles of which are:

~ We shall not breach the peace.

~ We shall not cause any other living : man or : woman any; injury, harm or loss.

~ We shall be honorable in our promises and contracts.

Bills, Acts, Stautes, Rules, Regulations & Notices of and from the Statutory Legal System (Maritime Law) – are not recongnised or consented to in any way, unless by specific individual contract.

We provide services on these terms & conditions only, and acceptance by ZTL of any order from a Client shall be upon these conditions and shall override any other terms & conditions stipulated or incorporated by the client in its order or in any negotiation. Variations or representations will only be binding on ZTL if confirmed in writing by a Director of ZTL.
2. All estimates, quotations and all matters arising out of or in connection therewith shall be subject to The Common Law of England, the Law of the Land (Legem Terrae), as defined in Magna Carta 1215 and the parties hereby submit to the jurisdiction English Common Law.
3. No waiver by ZTL of any breach of contract by the client shall be considered as a waiver of any subsequent breach of the same or any other provision.
4. The parties agree to be bound by these terms & conditions which they consider to be reasonable, If any clause of these terms & conditions is held by any Common Law court as invalid or unenforceable in whole or in part the validity of the remainder of these terms & conditions and of the remainder of the provisions in question shall not be affected thereby.
5. ZTL shall be entitled to assign, sub-contract or sub-let the contract or any part thereof. The Client may not assign, sub-contract or sub-let the contract without the prior written consent of ZTL.

PRICE ESTIMATES & QUOTATIONS
6. Estimates & quotations for contracting Services are for completing the work described in said estimates & quotations. If a price quoted, it is a fixed price and is based on ZTL evaluation and does not include material price increases or additional labor and materials which may be required should unforeseen problems or adverse weather conditions arise after the work has started. If an estimate is provided, it is an estimate of the total cost, not allowing for unknown variables, that would increase the cost. Any additional work required must be authorised by the Client in writing or authorised on an appropriate job sheet, this additional work will be priced and charged out on an hourly basis.
7. Any quotations issued by ZTL shall be valid for Fourteen days. Thereafter ZTL reserves the right to vary or cancel its position.
8. The price may change from time to time and ZTL shall use reasonable endeavours to notify the client of any change.
9. All prices quoted are exempt of Value Added Tax as ZTL is not VAT registered.
10. ZTL shall invoice the Client in respect of the Services.

SUPPLY OF THE SERVICES
11. All tree work Services will be carried out in accordance with British Standard 3998:1989 – Recommendations for Tree Work.
12. ZTL shall use reasonable endeavours to provide the Services in accordance with the Client’s reasonable timing requirements, but shall not be liable for any delay in or late performance of the Services due to factors beyond its reasonable control. Time shall not be of the essence in the performance of the Services. Safety will.
13. The Client shall examine the Services immediately after delivery and within 3 days thereof the Client shall notify ZTL of any defects or omissions they believe to be in the Services, specifically in relation to works detailed on the quotation or estimate. The Client shall permit inspection of all such alleged defects or omissions by ZTL, to give ZTL an opportunity to respond and or rectify any agreed defects or omissions. If ZTL does not receive notice in accordance with this clause it shall be discharged from all responsibility and liability in respect of all defects or omissions which have may have occurred.

CLIENT’S RIGHT AND RESPONSIBILITIES
14. The Client shall be responsible for ensuring the accuracy of the terms of any order for Services submitted to the Client and for giving ZTL all information in relation to the proposed Services as ZTL may require to enable it to effectively perform the Agreement.
15. The Client shall be responsible for informing ZTL of any permissions/restrictions obtained in respect of Conservation Areas and/or Tree Preservations Orders before work is due to be carried out. ZTL reserves the right to contact the relevant organisation (should ZTL wish to contract with that organisation) regarding any possible restrictions on the undertaking of the tree work.
16. The Client shall to the best of their knowledge inform ZTL of any underground cables/pipes etc, which may affect the performance of a stump grinding machine.
17. The Client herby fully indemnifies ZTL against any and all claims, loss, damages, expenses or penalties arising as a result of the acts or omissions of the Client or its employees or agents.

ZTL RIGHTS AND RESPONSIBILITIES
18. ZTL will exercise reasonable skill, care and diligence in providing the Services.
19. ZTL will hold all personal information in a secure environment. Carried out in line with Common Law, we do not consent to GDPR legislation.
20. ZTL accepts liability for death or personal injury and property damage to the extent that it results from the negligence of ZTL, its employees or agents. ZTL also accepts liability for any other direct loss or damage caused or incurred as a result of a material breach of this agreement by ZTL, its employees or agents. Save as provided for in clause 15, ZTL shall be under no liability under this agreement for any other loss or damage whatsoever.

PAYMENT OF SERVICES
21. Payment is due immediately upon presentation of the invoice & / or completion of works.
22. In the case of overdue payment, without prejudice of any of ZTL’s other rights, ZTL may:
Charge interest to the client on the amount overdue calculated on a daily basis at the rate of 12% above the Leading Banks base rate from time to time in force.
Suspend further delivery of goods or Services to the client.
Suspend the clients account (if held) from further trading. When the client’s account has been cleared in full any further trading with ZTL will be done on an item-by-item basis until ZTL is satisfied that the client is willing and able to comply with these terms & conditions & in doing so has the means to pay for Services quoted or provided.
Charge to the client all costs and expenses incurred by ZTL in attempting to obtain payment from the Client.
23. All payments due from the client under these terms & conditions shall be made without any set-off, deduction or deferment of any nature.
24. Not withstanding the provisions of clause 16, upon the occurrence of any event under clause 20 any period of credit allowed for the Client on any contract with ZTL, whenever made, shall cease to apply and payment for all services shall be deemed to have become due forthwith on delivery.

FORCE MAJEURE / CLIENT DEFAULT
25. ZTL shall bear no liability for loss, damage or delay howsoever arising caused in circumstances outside its control including (but not limited to); Acts of God, War, Strike, Civil Commotion, Work to rule or go slow, Overtime bans, Lock outs, Fire, Flood, Storms, Drought or inability to produce materials or articles except at increased prices due to any of the foregoing causes (and in these circumstances may suspend or cancel the whole or any part of the service). ZTL shall endeavour to notify the buyer as quickly as is reasonably possible if a force majeure ever occurs.

TERMINATION
26. Without prejudice to the right of cancellation contained in clause 7, the Client may not cancel the contract without the consent of ZTL. If such consent is given, it is made on the express condition that the buyer shall indemnify ZTL against all loss, damage claims or actions arising out of such cancellations unless otherwise agreed in writing.
27. ZTL shall be entitled to cease provision of the Services to the Client upon written notice as set out below:
a) If any payment or part payment of the price is overdue by more than 7 days, upon 7 days notice.
b) If a receiver is appointed over the Client’s property or assets or a winding up order is made against the Client or the Client goes into voluntary liquidation (otherwise than for the purpose of reconstruction or amalgamation) or calls a meeting or makes arrangements or composition for creditors or commits an act of bankruptcy, immediately.
c) In the event of any actual, threatened or potential action against the Client or ZTL as a result of any breach or alleged breach of the intellectual property rights of any third party arising in relation to the Services, immediately.
d) If the Client is in breach of any obligation under this agreement.
28. In the event of termination or cessation of all or part of the Services, under Clauses 24 or 25 (a) to (d) the Client shall be liable to pay that element of the price attributable to any Services carried out to the date of cessation, and the cost of any other matter (including materials) ordered to facilitate the provision of the Services which ZTL cannot reasonably utilise at no loss to itself elsewhere. In the event of ZTL exercising its right under clause 24 to cease provision of the Services the parties shall reach agreement as to the price to be paid in respect of the Services undertaken to that date, having regard to the nature of the Services, the elements undertaken and the benefit to the Client.
29. In the event of termination ZTL is entitled to terminate the agreement by giving the Client at least one weeks notice in writing.