TERMS & CONDITIONS
Business Terms for Contract Work
Last updated: 11 September 2026
These terms apply to business customers purchasing fabrication, pipework, mechanical installation, maintenance, site labour and related services from DCW Pipework & Fabrications. They apply to each quotation, order and instruction accepted by DCW and are not intended for consumers.
1. DEFINITIONS
1.1 “DCW” means the supplier identified as DCW in the quotation. “Customer” means the business named in the quotation or order. “Contract” means the accepted quotation, these terms and any other document expressly incorporated under clause 2. “Services” and “Works” include all labour, fabrication, goods, materials, plant, supervision and related services described in the quotation.
1.2 “Site” means any place where the Works are carried out or delivered. “Variation” means any change to the scope, sequence, timing, method, quantity, specification, access arrangements or assumptions on which DCW priced the Works.
2. CONTRACT FORMATION AND PRIORITY
2.1 A quotation is an invitation to place an order and remains open for 30 days unless it states otherwise. DCW may withdraw or revise it before acceptance. A Contract is formed when DCW confirms the Customer’s order in writing, starts work at the Customer’s request, or the Customer signs or otherwise accepts the quotation.
2.2 The Contract consists, in descending order of priority, of: (a) any written amendments signed or expressly accepted by DCW; (b) the quotation and its stated exclusions and assumptions; (c) these terms; and (d) drawings and specifications expressly listed in the quotation. The Customer’s purchase-order terms or other standard terms do not apply unless DCW expressly accepts them in writing.
2.3 Only a director or authorised representative of DCW may agree a change to these terms, a fixed completion date, liquidated damages, retention, collateral warranty, fitness-for-purpose obligation or design liability.
3. SCOPE, PRICING AND ASSUMPTIONS
3.1 DCW will carry out only the Works described in the quotation. Anything not expressly included is excluded. Quantities, measurements, labour hours, access arrangements and material requirements are based on the information available when DCW priced the Works.
3.2 Unless the quotation says otherwise, prices exclude VAT, statutory fees, specialist surveys, design, temporary works design, builders’ work, asbestos or hazardous-material work, insulation, painting, fire stopping, scaffolding, lifting equipment, cranage, welfare, security, permits, parking, power, water, waste removal, testing by third parties and making good by other trades.
3.3 A lump-sum price is fixed only for the stated scope and assumptions. Daywork, measured work and provisional sums will be charged using the rates in the quotation or, if none are stated, DCW’s current rates plus materials, plant, travel, accommodation and reasonable expenses.
3.4 DCW may adjust the price for taxes, duties, exchange-rate movements or supplier price increases arising after the quotation and before purchase where they were not reasonably foreseeable or are caused by delay outside DCW’s control. DCW will provide reasonable supporting information on request.
4. CUSTOMER INFORMATION AND SITE CONDITIONS
4.1 The Customer is responsible for the accuracy and completeness of drawings, specifications, dimensions, surveys, process information and instructions it supplies. DCW may rely on them and is not responsible for errors, omissions or incompatibilities that a competent contractor could not reasonably identify before starting the relevant work.
4.2 The Customer must disclose known hazards and provide relevant asbestos information, service drawings, isolation requirements, site rules, risk information and permit procedures before work starts. DCW may stop or refuse unsafe work without liability.
4.3 Unknown obstructions, concealed services, contamination, asbestos, defective existing work, inaccurate dimensions, restricted access, live plant, ground conditions and other physical conditions not reasonably apparent from the information provided are treated as Variations.
5. CUSTOMER RESPONSIBILITIES
5.1 The Customer must provide, at no charge and when reasonably required: safe and uninterrupted access; a suitable working area; completed isolations and lock-off; permits; adequate lighting, power, water and welfare; secure storage where agreed; and coordination with its employees and other contractors.
5.2 The Customer must obtain all permissions, consents and approvals for the Works unless the quotation expressly assigns a specific item to DCW. The Customer remains responsible for the adequacy of any process, system or design it specifies.
5.3 The Customer must nominate an authorised contact who can give instructions, approve Variations and sign daywork or completion records. DCW may rely on instructions reasonably understood to come from that person or another person presented as authorised at the Site.
6. PROGRAMME, DELAYS AND ATTENDANCE
6.1 Dates and durations are estimates unless DCW expressly confirms a fixed date in writing. Time is not of the essence. DCW is entitled to a reasonable extension for any Variation, Customer delay, late information or access, interference by others, supply-chain disruption, adverse weather, industrial action, illness, breakdown, statutory requirement or event beyond DCW’s reasonable control.
6.2 If labour, plant or deliveries cannot be used as planned because of the Customer, Site conditions or another contractor, DCW may charge reasonable waiting time, additional travel, storage, handling, remobilisation and other resulting cost. A cancelled or aborted attendance may be charged at the agreed day rate or, if none is agreed, DCW’s current rate, including committed travel and accommodation.
6.3 DCW is not liable for delay unless it results directly from DCW’s failure to exercise reasonable skill and care. Any recovery for delay is subject to clause 15 and excludes losses that are indirect or consequential.
7. VARIATIONS
7.1 DCW is not obliged to carry out a Variation until the parties agree its effect on price and programme. Where immediate action is reasonably necessary for safety, to avoid disruption or because the Customer instructs DCW to proceed, DCW may carry out the Variation and charge a reasonable amount.
7.2 Variations may be evidenced by email, marked-up drawings, site instructions, daywork sheets, meeting minutes, photographs or the conduct of the parties. A failure to sign a daywork sheet does not prevent DCW proving the work and reasonable charge by other evidence.
7.3 Omission of work does not entitle the Customer to transfer that work to another contractor solely to obtain a lower price after acceptance. DCW will credit demonstrable cost saved, less commitments already made and reasonable loss arising from the omission.
8. MATERIALS, PLANT AND TITLE
8.1 Materials are subject to availability and may be replaced by technically equivalent items after consultation where reasonably necessary. Delivery dates stated by suppliers are estimates unless expressly guaranteed to DCW.
8.2 Risk in goods and materials passes to the Customer on delivery to the Site or collection by the Customer. The Customer must keep them secure, protected and insured. Title does not pass until DCW has received in cleared funds all sums due under the Contract.
8.3 Until title passes, the Customer must keep identifiable, unused goods as DCW’s property and must not dispose of them. To the extent legally permitted and safe, DCW may enter the Site on reasonable notice to recover goods for which payment is overdue. This does not limit DCW’s other remedies.
8.4 Bespoke, fabricated, cut or specially ordered goods cannot normally be cancelled or returned. The Customer must pay all supplier cancellation charges, restocking charges, fabrication completed and other commitments reasonably incurred.
9. INSPECTION, TESTING AND HANDOVER
9.1 The Customer must inspect the Works promptly. Practical completion occurs when the Works are substantially complete and capable of their intended use, despite minor defects or outstanding items that do not materially prevent that use.
9.2 The Customer must notify DCW in writing of any visible defect within 5 working days of completion or delivery. Use, energisation, commissioning, occupation or work by others is evidence of acceptance except for latent defects.
9.3 Testing, flushing, pressure testing, certification, commissioning and performance criteria apply only where expressly included. Test results reflect conditions at the time of test. DCW is not responsible for contamination, alteration, misuse or system changes after handover.
10. DEFECTS AND WARRANTY
10.1 DCW warrants that it will perform the Services with reasonable skill and care and that goods it supplies will materially conform to the agreed specification. Unless the quotation states otherwise, DCW will remedy defects caused by its breach and notified within 12 months after practical completion.
10.2 DCW must be given reasonable access and an opportunity to inspect and remedy an alleged defect before the Customer engages others. If the Customer fails to do so, DCW is not liable for avoidable additional cost. DCW may charge investigation and attendance costs where no defect for which DCW is responsible is found.
10.3 The warranty excludes fair wear, corrosion or erosion outside the agreed design basis, consumables, Customer-supplied items, defective design or information supplied by others, misuse, poor maintenance, unauthorised alteration and damage caused by other trades or existing systems.
11. INVOICING AND PAYMENT
11.1 DCW may invoice deposits, materials on order or delivery, weekly or monthly progress, completed stages, Variations and the balance on practical completion. Unless the quotation states otherwise, invoices are due in cleared funds within 14 calendar days of the invoice date, without set-off, counterclaim, deduction or withholding except where required by law.
11.2 The Customer must raise any genuine invoice query in writing within 5 working days of receipt, identifying the disputed amount and reasons. The undisputed balance remains payable on time. The parties will seek to resolve the disputed part promptly.
11.3 For qualifying business debts, DCW may claim statutory interest, fixed compensation and reasonable recovery costs under the Late Payment of Commercial Debts Interest Act 1998. DCW may also suspend performance, withhold delivery and decline further work while sums are overdue, after giving any notice required by applicable law.
11.4 Retention applies only if expressly stated in DCW’s quotation. Any agreed retention must not exceed the stated percentage, must be released on the stated dates and must not be made dependent on payment, certification or completion under another contract except where the law permits.
12. CONSTRUCTION CONTRACTS
12.1 Where the Contract is a “construction contract” under the Housing Grants, Construction and Regeneration Act 1996, the statutory payment, notice, suspension and adjudication requirements apply. Any inconsistent term is modified only to the extent required by that Act and the applicable Scheme for Construction Contracts.
12.2 Nothing in these terms makes payment conditional on the Customer receiving payment from another person where such a condition is prohibited by law.
13. INTELLECTUAL PROPERTY AND DOCUMENTS
13.1 Each party keeps ownership of intellectual property it owned before the Contract. DCW owns its working methods, templates, calculations, drawings and documents created for the Works. Once all sums are paid, the Customer receives a non-exclusive licence to use project-specific deliverables solely for operating, maintaining and repairing the Works at the Site.
13.2 The Customer must not use DCW’s documents for another project, alter them or provide them to a third party for manufacture without written consent. DCW may retain copies of project records and photographs for evidence, training and quality purposes, subject to confidentiality and any reasonable Site restrictions notified in advance.
14. CONFIDENTIALITY AND DATA
14.1 Each party must keep the other’s confidential commercial and technical information secure and use it only for the Contract, except where disclosure is required by law or to professional advisers, insurers, employees or subcontractors who need it and owe confidentiality obligations.
14.2 Each party will comply with applicable data-protection law for personal data it handles under the Contract. Business contact details may be used for administering the Contract, credit control and legitimate business communications.
15. LIABILITY
15.1 Nothing excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot lawfully be excluded or limited.
15.2 Subject to clause 15.1, DCW is not liable for loss of profit, revenue, production, use, contract, opportunity, anticipated saving, goodwill or business, or for indirect or consequential loss. DCW is not liable for loss caused by inaccurate information, defective work by others, Customer instructions, unauthorised alteration or failure to follow operating or maintenance requirements.
15.3 Subject to clause 15.1, DCW’s total aggregate liability arising from one Contract, whether in contract, tort including negligence, breach of statutory duty or otherwise, is limited to the total charges paid or payable to DCW under that Contract. This cap does not increase because more than one claim, event or legal basis is involved.
15.4 The Customer must take reasonable steps to mitigate loss and notify DCW promptly of any matter likely to give rise to a claim. No claim may be brought more than 12 months after the Customer became aware, or ought reasonably to have become aware, of the circumstances giving rise to it, subject to any longer minimum period that applicable law requires.
16. INSURANCE AND THIRD-PARTY PROPERTY
16.1 DCW will maintain insurance appropriate to its business. Evidence of current cover will be provided on reasonable request. Insurance does not expand DCW’s liability beyond the Contract.
16.2 The Customer is responsible for insuring the Site, existing structures, plant and the Works to the extent the quotation does not expressly place that responsibility on DCW. The Customer must tell DCW before work starts of fragile, high-value or operationally critical property that requires special precautions.
17. SUSPENSION AND TERMINATION
17.1 DCW may suspend or terminate all or part of the Works by written notice if the Customer fails to pay on time, prevents performance, provides an unsafe workplace, materially breaches the Contract, becomes insolvent, or gives reasonable grounds to believe it cannot pay. Where the breach can be remedied, DCW will normally allow a reasonable opportunity to remedy it unless immediate action is justified.
17.2 The Customer may terminate for DCW’s material breach only if DCW fails to remedy a remediable breach within a reasonable period after receiving written details and an opportunity to do so.
17.3 On suspension or termination, the Customer must pay for work performed, goods ordered or fabricated, committed costs, demobilisation, storage and other reasonable loss caused by the suspension or termination. DCW may remove its plant, unused materials and temporary works, subject to safety and applicable law.
18. FORCE MAJEURE
18.1 Neither party is liable for delay or failure caused by an event beyond its reasonable control, including severe weather, fire, flood, epidemic, war, civil disturbance, industrial action, utility failure, transport disruption, government action or exceptional material shortage. Payment obligations for work already performed are not excused.
18.2 The affected party must notify the other and take reasonable steps to reduce the effect. If the event prevents substantial performance for more than 60 days, either party may terminate the affected Works on written notice, with payment due under clause 17.3.
19. GENERAL
19.1 DCW may use suitably qualified employees and subcontractors and remains responsible for their work as required by the Contract. The Customer may not assign the Contract without DCW’s written consent, not to be unreasonably withheld.
19.2 A failure or delay in enforcing a right is not a waiver. If any term is invalid or unenforceable, it will be modified to the minimum extent necessary or removed, and the remaining terms continue.
19.3 The Contract is the entire agreement concerning its subject matter. Neither party relies on a statement not set out in the Contract, but nothing excludes liability for fraud or fraudulent misrepresentation.
19.4 No person other than DCW and the Customer has a right to enforce the Contract under the Contracts (Rights of Third Parties) Act 1999. A notice must be in writing and delivered by hand or email to the contact used for the quotation or order.
20. GOVERNING LAW AND DISPUTES
20.1 The parties will first refer a dispute to a director or senior manager of each party for good-faith discussion. This does not prevent urgent court action, debt recovery or the exercise of a statutory right to adjudicate.
20.2 The Contract and any non-contractual obligations arising from it are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction, subject to any statutory adjudication right.
ACCEPTANCE
The Customer confirms that it has read and accepts the quotation and these Terms of Business and that the person accepting them is authorised to bind the Customer.