Standard Terms & Conditions For Surveyors & Consultants
Terms And Conditions Applicable To The Supply Of Advice
And Services By Constellation Marine Services llc, Dubai.
Definitions
“Surveyor” / ”Consultant” is the Surveyor/Consultant
trading under these conditions.
“Client” is the party at whose request or on whose behalf
the Surveyor/Consultant undertakes surveying services.
“Report” means any report or statement supplied by the
Surveyor/Consultant in connection with instructions
received from the Client.
“Disbursements” means the cost of all reasonable photography,
reproduction of drawings, diagrams, sketches and printing,
duplicating and, where applicable, electronic transmission
fees, and all reasonable and appropriate expenses including
travel, subsistence and hotel accommodation where an
overnight stay is necessary.
“Fees” means the fees charged by the Surveyor/Consultant
to the Client and including any value added tax where
applicable and any Disbursements.
Scope
The Surveyor/Consultant shall provide its services
solely in accordance with these terms and conditions.
Work
The Client will set out in writing the services
which it requires the Surveyor/Consultant to provide.
The Surveyor/Consultant will confirm in writing that
it accepts those instructions or alternatively what
services it will perform in connection with the Client’s
instructions.
Once the Surveyor/Consultant and the Client have agreed
what services are to be performed (the Services) any
subsequent changes or additions must be agreed by both
parties in writing.
Payment
The Client shall pay the Surveyor/Consultant’s Fees
punctually in accordance with these Conditions and in
any event not later than 30 days following the relevant
invoice date, or in such other manner as may have been
agreed in writing between the parties.
Any delay in payment shall entitle the Surveyor/Consultant
to interest at 8% above the Base Lending Rate of the
Bank of England prevailing at the time of default.
Obligations and Responsibilities
A- Client: The Client undertakes to ensure
that full instructions are given to the Surveyor/Consultant
and are provided in sufficient time to enable the required
Services to be performed effectively and efficiently
and to procure all necessary access for the Surveyor/Consultant
to goods, premises, vessels, installations and transport
and to ensure that all appropriate safety measures are
taken to provide safe and secure working conditions.
The Surveyor/Consultant shall not be liable for the
consequences of late, incomplete, inadequate, inaccurate
or ambiguous instructions.
B- Surveyor: The Surveyor/Consultant shall use
reasonable care and skill in the performance of the
services in accordance with sound marine surveying/consulting
practice.
C- Reporting: The Surveyor/Consultant shall submit
a final written Report to the Client following completion
of the agreed Services describing the Surveyor’s/Consultant’s
findings and the condition and/or quality of the object
and/or purpose of the assignment, unless otherwise expressly
instructed by the Client not to do so.
D- Confidentiality: The Surveyor/Consultant undertakes
not to disclose any information provided in confidence
by the Client to any third party and will not permit
access to such information by any third party unless
the Client expressly grants permission save where required
to do so by an order of a competent court of law.
E- Property: The right of ownership in respect
of all original work created by the Surveyor/Consultant
remains the property of the Surveyor/Consultant.
F- Conflict of Interest / Qualification: The
Surveyor/Consultant shall promptly notify the Client
of any matter including conflict of interest or lack
of suitable qualifications and experience, which would
render it undesirable for the Surveyor/Consultant to
continue its involvement with the appointment.
The Client shall be responsible for payment of the Surveyor/Consultant’s
Fees up to the date of notification.
Liability
A- Without prejudice to Clause 7, the Surveyor/Consultant
shall be under no liability whatsoever to the Client
for any loss, damage, delay or expense of whatsoever
nature, whether direct or indirect and howsoever arising
UNLESS same is proved to have resulted solely from the
negligence, gross negligence or wilful default of the
Surveyor/Consultant or any of its employees or agents
or sub-contractors.
B- In the event that the Client proves that the loss,
damage, delay or expense suffered was caused by the
negligence, gross negligence or wilful default of the
Surveyor/Consultant aforesaid, then, save where loss,
damage, delay or expense has resulted from the Surveyor’s/Consultant’s
personal act or omission committed with the intent to
cause same or recklessly and with knowledge that such
loss, damage, delay or expense would probably result,
the Surveyor’s/Consultant’s liability for each incident
or series of incidents giving rise to a claim or claims
shall never exceed a sum calculated on the basis of
ten times the Surveyor’s/Consultant’s charges 2times
or GBP 2,000 whichever is the greater.
C- Without prejudice to (A) and (B) above, the Surveyor/Consultant
shall not be liable for loss of or damage to physical
equipment and property placed at its disposal by, or
on behalf, of the Client however such loss or damage
occurs, unless such loss or damage was caused by act
or omission committed with intent to cause some or recklessly
with knowledge that such loss or damage would probably
result.
Indemnity
Except to the extent and solely for the amount therein
set out that the Surveyor/Consultant would be liable
under Clause 6, the Client hereby undertakes to keep
the Surveyor/Consultant and its employees, agents and
sub-contractors indemnified and to hold them harmless
against all actions, proceedings, claims, demands or
liabilities whatsoever or howsoever arising which may
be brought against them or incurred or suffered by them,
and against and in respect of all costs, loss, damages
and expenses (including, but not limited to, legal costs
and expenses on a full indemnity basis) which the Surveyor/Consultant
may suffer or incur (either directly or indirectly)
in the course of the Services under these Conditions.
Force Majeure
The Surveyor/Consultant and/or the Client shall
not, except as otherwise provided in these Conditions,
be responsible or have any liability for any loss, damage,
delay or failure in performance hereunder arising or
resulting from act of God (including, but not limited
to earthquake, flood, tsunami, volcano, hurricane, tropical
storm, cyclone, blizzard or other similar event), act
of war, terrorist attack, nuclear contamination, seizure
under legal process, epidemic quarantine restrictions,
strikes, boycotts, lockouts, riots, civil commotions
and arrest or restraint of princes, rulers or people.
Following a force majeure event either party may serve
notice on the other to terminate the agreement.
Insurance
The Surveyor/Consultant shall effect and maintain,
at no cost to the Client, Professional Liability Insurance
for such loss and damage for which the Surveyor/Consultant
may be held liable to the Client under these terms and
conditions.
Surveyor’s / Consultant’s Right to Sub-Contract
The Surveyor/Consultant shall have the right to
sub-contract any of the services provided under the
Conditions, subject to the Client’s right to object
on reasonable grounds.
In the event of such a sub-contract the Surveyor/Consultant
shall remain fully liable for the due performance of
its obligations under these Conditions.
Time Bar
Any claims against the Surveyor/Consultant by the
Client shall be deemed to be waived and absolutely time
barred upon the expiry of one year from the submission
date of the Report to the Client.
Jurisdiction and Law
These Conditions shall be governed by and construed
in accordance with the laws of England and Wales and
any dispute shall be subject to the exclusive jurisdiction
of the English Courts.
