JHP ELECTRICAL SERVICES LIMITED
STANDARD CONTRACT CONDITIONS (2025).
1.0 Definitions etc.
1.1 The following words shall have the following meanings in these conditions:
(a) ‘JHP’ shall mean JHP Electrical Services Limited;
(b) The CDM Regulations means the Construction (Design and Management) Regulations 2015 or any remaking thereof or any amendment to a regulation therein;
(c) ‘Numbered Documents’ means the documents referred to in the Confirmation of Order detailing the Contract Works;
(d) ‘Pricing Documents’ means any documents within the Numbered Documents showing rates and prices for the Contract Works;
(e) ‘Conditions’ shall mean these Terms and Conditions;
(f) Contract Documents means the Confirmation of Order, the Contract Conditions and the Numbered Documents;
(g) Contract Works means the works described in the Confirmation of Order;
(h) Business Day means any day that is not a Saturday, Sunday or a Public Holiday;
(i) Public Holiday means Christmas Day, Good Friday or a day which under the Banking & Financial Dealings Act 1971 is a bank holiday.
1.2 A party suffers an ‘Insolvency Event’ if it:
(a) becomes bankrupt;
(b) has a provisional liquidator appointed;
(c) has a winding-up order made;
(d) passes a resolution for voluntary winding-up (except for the purposes of amalgamation or reconstruction); or
(e) has an administrator or administrative receiver appointed under the Insolvency Act 1986 (or any amendment or re-enactment of that Act).
1.3 For the avoidance of doubt, the terms and conditions contained in the Conditions shall prevail over any terms and conditions within any documents included in the Numbered Documents..
2.0 The Parties’ Obligations
2.1 JHP shall
(a) carry out and complete the Contract Works in accordance with the Contract Documents with due diligence and in a good and workmanlike manner;
(b) provide goods and materials of the standard stated in the Contract Documents or, where no standard is so stated, of a satisfactory quality;
(c) unless otherwise stated in the Numbered Documents, provide everything required to carry out the Contract Works;
(d) until practical completion adequately protect and keep protected the Contract Works;
(e) comply with any other rules or requirements of the Client in relation to the Project and which have been notified in writing to JHP prior to the date of the Confirmation of Order;
(f) comply with, and, if required by the Numbered Documents, give all notices required by, any statute, rule or order or any regulation or bye-law applicable to the Contract Works; and
(g) pay any fees and charges in respect of the Contract Works, which were notified prior to the date of the Confirmation of Order and are stated in the Numbered Documents as payable by JHP;
2.2 The Client shall:-
(a) co-operate fully with JHP;
(b) provide JHP with free and unimpeded access to the Site for all purposes in connection with carrying out the Contract Works;
(c) comply fully with all relevant health & safety legislation, including the appointment of a Principal Designer and/or Principal Contractor in accordance with the CDM Regulations;
(d) promptly provide JHP with any information reasonably required by JHP;
(e) unless otherwise stated in the Numbered Documents,, obtain and pay all fees in relation to any necessary permissions and consents which may be required before the commencement of the Contract Works.
(f) indemnify JHP in respect of any liability and shall reimburse JHP for any costs which they have incurred in respect of a breach of the obligations in Clause 2.2.
3.0 Commencement and Completion
3.1 Unless otherwise stated in the Confirmation of Order JHP shall commence the Contract Works within 14 days of receipt of the Client’s written instructions to commence the Contract Works;
3.2 Subject to the provisions of Clause 6, JHP shall proceed with the Contract Works regularly and diligently and shall achieve practical completion of the Contract Works within the Period for Completion;
3.3 JHP shall notify the Client of the date when the Contract Works are practically complete. Any such notification of the date of practical completion shall be final and conclusive unless disputed in writing by the Client within 7 days of the date of notification;;
3.4 After practical completion of the Contract Works JHP shall, at JHP’s expense, make good any defects arising from a breach of Clause 2.1 (a) or (b) and which are apparent in the Contract Works during the Rectification Period.
4.0 Client’s Instructions
4.1 The Client may issue reasonable written instructions to JHP which JHP shall implement. JHP shall not be required to implement any instruction that is not given in writing or, if given orally, confirmed within 2 days.
5.0 Variations
5.1 Where possible, the Client will advise JHP that they are considering requiring a variation to the Contract Works (a ‘Variation’) and JHP will provide within 7 days a quotation for implementing the Variation;
5.2 JHP shall carry out any reasonable variation of the Contract Works that is instructed in writing by the Client, save that JHP will not be required to implement a Variation for which a quotation has been provided but not accepted;
5.3 Where a quotation has not been provided, Variations shall be valued on a fair and reasonable basis, with reference to, where available and relevant, rates and prices in the Pricing Documents. Valuation of Variations shall include direct loss and/or expense due in accordance with sub-clause 5.5;
5.4 Where in accordance with sub-clause 5.3, it is fair and reasonable to value a Variation by reference to the Daywork Rates stated in the Confirmation of Order, the rates for labour are deemed to include travelling time to site, profit and all other overheads;
5.5 JHP may claim direct loss and/or expense incurred by JHP due to the regular progress of the Contract Works being affected by compliance with any Variation, or by any impediment, prevention or default, whether by act or omission, by or on behalf of the Client.
6.0 Extension of Time
6.1 If JHP is delayed in completing the Contract Works within the Period of Completion by the ordering of and Variation or for other reasons beyond the control of JHP, JHP shall notify the Client in writing and the Period for Completion shall be extended by such time as is reasonable.
7.0 Payment
7.1 A payment shall be due to JHP on the date specified on the Confirmation Order and payments shall thereafter be due either (as set out in the Confirmation of Order) fortnightly or monthly thereafter (or on the nearest Business Day if a payment would otherwise fall due on a day that is not a Business Day);
7.2 JHP shall make applications for payment no later than the date upon which a payment shall become due in accordance with Clause 7.1. Each application for payment shall set out the sum that JHP considers to be due to them on the due date and the basis upon which it is calculated by reference to the following:-.
(a) the value of work carried out by JHP, determined in accordance with the rates and prices specified in the Pricing Document or by reference to the Contract Sum if there are no rates and prices; and
(b) the value of Variations; and
(c) the value of any loss and expense incurred in accordance with Clause 5.5; and
(d) the value of any materials delivered to Site for incorporation in the Contract Works
less
(e) the amount the Client is entitled to deduct and retain in respect of Retention calculated in accordance with Clause 7.4 below; and
(f) any amount previously paid.
7.3 The final date for payment shall, unless otherwise stated in the Confirmation of Order, be 14 days after the due date for payment in accordance with Clause 7.1;
7.4 The Retention which may be deducted and retained by the Client shall be ascertained as follows:
(a) Where the Contract Works have not reached practical completion, the Retention which the Client may deduct and retain shall be the percentage referred to in the Confirmation of Order;
(b) Where the Contract Works have reached practical completion the Retention which the Client may deduct shall be one half of the amount which would have been deductible under Clause 7.4(a) had the Contract Works not been practically complete;
(c) Provided that JHP has completed all his obligations under this Contract and there are no outstanding defects in the Contract Works the Client shall not be entitled to retain Retention after the expiry of the Rectification Period.
7.5 The Client shall pay the amount stated in the application for payment by the final date for payment unless it gives notice in accordance with Clause 7.6 (a ‘pay less’ notice);
7.6 If the Client intends to pay less than the sum set out in the application for payment it shall no later than 7 days before the final date for payment give to JHP notice of that intention, specifying the sum that the Client considers due for payment and the basis upon which this is calculated.
Where a pay less notice is given the payment shall still be made on or before the final date for payment and shall not be less than that stated in the pay less notice;
7.7 JHP shall promptly issue an appropriate VAT Invoice to the Client in respect of the exact amount stated in the application and shall, if necessary, issue an amended invoice or credit note to adjust for any pay less notice issued by the Client;
7.8 In the event of the Client failing to pay any sum due to JHP by the final date for payment, the Client shall pay to JHP simple interest on such overdue sum at the rate of 5% above the base rate of the Bank of England at the final date for payment;
7.9 If the Client fails to pay in full any sum due to JHP by the final date for payment, then JHP may give a written notice of its intention to suspend the performance of its obligations under the Contract. If the Client’s failure to make payment continues for 7 days after the giving of such notice, then JHP may suspend the performance of its obligations;
7.10 The risk of loss of or damage to all goods, material and plant delivered to the Site for incorporation in the Contract Works shall pass to the Client upon delivery. Title in such goods plant or machinery shall only be vested in the Client upon the earlier of payment or incorporation in the Contract Works.
8.0 Attendances
8.1 The attendances to be provided free of charge by the Client to JHP are the following:-
(a) provision of water for the Contract Works and for site accommodation
(b) provision of electricity for the Contract Works and for site accommodation
(c) secure storage of materials for the Contract Works
8.2 The Client shall provide free of charge to JHP any particular items of attendance stated in the Confirmation of Order. All other items of attendance shall be provided by JHP.
9.0 Provision of Information:
9.1 Prior to the Date for Commencement JHP will provide to the Client as reasonably necessary a copy of JHP’s Health & Safety Policy and all method statements, risk assessments and COSHH sheets and assessments appropriate to the carrying out of the Contract Works;
9.2 All rights in any drawings, details, and specification of materials, goods and workmanship and other related documents and information prepared by or for JHP in relation to the execution of the Contract Works shall remain vested in JHP.
10.0 Insurance
10.1 JHP shall take out and maintain insurance as detailed in the Confirmation of Order and the Numbered Documents;
10.2 JHP shall, as and when reasonably required to do so by the Client, produce documentary evidence showing that the insurances required under clause 10.1 have been taken out and are being maintained by JHP.
11.0 Determination
11.1 If before the date of practical completion of the -Contract Works the Client shall make default in one or more of the following respects:
(a) without reasonable cause they wholly or substantially suspend the Contract Works; or;
(b) they fail to make payment in accordance with this Contract; or
(c) they fail to comply with the requirements of the CDM Regulations
then JHP may give the Client a notice specifying the default or defaults (the ‘specified default or defaults’).
11.2 If the Client continues a specified default for 10 days from receipt of the notice under clause
11.3 then the JHP may on, or within 10 days from, the expiry of that 10 days by a further notice to the Client determine JHP’s employment under this Contract.
11.4 If the Client ends the specified default or JHP does not give the further notice referred to in clause 11.2, and the Client repeats a specified default (whether previously repeated or not) then, within a reasonable time after such repetition, JHP may by notice to the Client determine JHP’s employment under this Contract;
11.5 Where JHP has suspended the execution of the Contract Works under clause 7.9, JHP will not be entitled to issue a notice of determination in respect of any default under clause 11.1 until 10 days after the date of commencement of the suspension;
11.6 If the Client suffers an Insolvency Event, it shall notify JHP and JHP may (irrespective of such notification) by notice to the Client immediately terminate JHP’s employment under this Sub-Contract.
11.7 Upon determination of JHP’s employment under this Clause 11, JHP shall be entitled immediately to make an Application for Payment in accordance with Clause 7.2. The provisions of Clauses 7.1 to 7.8 shall then apply save that:-
(a) The due date shall be the date of making the application;
(b) No retention shall be withheld; and
(c) Loss of profit on any uncompleted Contract Works may be included in a claim for loss and/or expense under Clause 5.5.
12.0 Miscellaneous, Notices etc.
12.1 A notice or other document may be served by any effective means. Unless otherwise agreed the addresses for service of notices or other documents by the Parties shall be those stated in the Confirmation of Order;
12.2 Where an act is required under the Contract to be done within a specified period of time after or from a specified date, the period begins immediately after that date. Where the period would include Christmas Day, Good Friday, or a day which under the Banking and Financial Dealings Act 1971 is a bank holiday in England and Wales, or, as the case may be, in Scotland, that day shall be excluded.
12.3 Nothing in this Contract shall confer or purport to confer upon any third party any benefit or right against JHP or the Client;
12.4 The failure by either party to enforce at any time or for any period any one or more of these terms and conditions contained in these Conditions shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions contained herein.
13.0 Disputes
13.1 The aggregate liability of JHP to the Client for all claims no matter how arising under this Agreement shall be limited in total to the amount of the Contract Sum as stated in the Confirmation of Order;
13.2 The parties may by agreement seek to resolve any dispute or difference arising under this Contract through mediation in accordance with the procedures laid down by the Centre for Alternative Dispute Resolution or in accordance with such other procedure as the parties may agree.
13.3 Either party may at any time refer any dispute or difference arising under this Contract to adjudication in accordance with the provisions of the Housing Grants, Construction and Regeneration Act 1996 as amended by the Local Democracy, Economic Development and Construction Act 2009. The nominator of the Adjudicator shall be constructionadjudicators.com;
14.0 Law & Jurisdiction
14.1 This contract shall be governed by the laws of England and shall be subject to the exclusive jurisdiction of the courts of England and Wales.
SUPPLEMENTAL CONDITIONS RELATING TO DESIGN.
1.0 Additional Definitions
1.1 The following words shall have the following meanings in these supplemental conditions:
(a) ‘Client’s Requirements’ means documents included in the Numbered Documents showing and describing or otherwise stating the Client’s requirements for the design and construction of the Contractor’s Design Portion;
(b) ‘Contractors Design Portion’ means the work which JHP is to design and complete details of which are contained in the Confirmation of Order and the Numbered Documents;
(c) ‘JHP’s Proposals’ means documents included in the Numbered Documents describing JHP’s Proposals for the design and construction of the Contractor’s Design Portion.
2.0 JHP’s Additional Obligations
2.1 If it is stated in the Confirmation of Order that the Contract Works contain a Contractors Design Portion JHP will
(a) complete such design for JHP’s Designed Portion in compliance with the Numbered Documents where and to the extent that the same are relevant, complete the design for JHP’s Designed Portion including the selection of any specifications for any kinds and standards of materials and goods and workmanship to be used in the construction of that Portion so far as not described or stated in the Client’s Requirements or JHP’s Proposals
(b) comply with any reasonable directions which the Client shall give for the integration of the design of JHP’s Designed Portion with the design for other works being carried out by or on behalf of the Client;
(c) where the CDM Regulations apply, co-operate fully with the Principal Designer and comply with any relevant requirements of the CDM Regulations; and
(d) provide such drawings, details, specifications and other information as described in, and at the times set out in, the Numbered Documents. Approvals of such drawings, details, specifications and other information shall be given in accordance with the procedure set out in the Numbered Documents.
2.2 For the avoidance of doubt, JHP shall have no responsibility for any design contained within the Client’s Requirements;
2.3 Insofar only as the design of the Contractor Designed Portion is comprised in JHP’s Proposals and in what JHP is to complete under clause 2·1 and in accordance with the Client’s Requirements and these Conditions (including any further design which has to be carried out by JHP as a result of a Variation) JHP shall have in respect of any defect or insufficiency in such design the like liability to JHP, whether under statue or otherwise, as would an engineer or, as the case may be, other appropriate professional designer holding himself out as competent to take on work for such design who, acting independently under a separate contract with JHP, had supplied such design for or in connection with works to be carried out and completed by an electrical contractor not being the supplier of the design.
3.0 Copyright & Use of Design Documents
3.1 Subject to all sums due and payable under this Contract to JHP having been paid, the Client shall have an irrevocable royalty free licence to copy and use any drawings, details, and specifications of materials, goods and workmanship and other related documents and information prepared by or for JHP in relation to the execution of the Contractors Designed Portion;
3.2 JHP shall not be liable for any use by the Client of any such material for any purpose other than that for which it was prepared.
