“Agreement” means these Terms and Conditions together with the terms of any applicable Specification Document “Ecocoast” or “Supplier” shall mean Ecocoast Ltd, the legal entity from which the Commercial Offer is made and for which the Contract with the Client will be entered into. “Customer” shall mean the addressee of this Commercial Offer and the party entering into a Contract with Ecocoast for the supply of goods or services as outlined in this Commercial Offer. Intellectual Property Rights means all patents, registered and unregistered designs, copyright, trademarks, know-how and all other forms of intellectual property wherever in the world enforceable Specification Document means a statement of work, quotation or other similar document describing the goods and services provided by the Supplier.
Payment in any currency other than the currency quoted is subject to prior agreement of the applicable exchange rate. The Customer remains liable for any shortfall in value received by Ecocoast due to the Customer’s payment in a currency other than that invoiced by Ecocoast.
All goods shall be required only to conform to the specification in the Specification/offer Document. For the avoidance of doubt no description, specification or illustration contained in any product pamphlet or other sales or marketing literature of the Supplier and no representation written or oral, correspondence or statement shall form part of the contract.
Works outside of, or amendments to the Scope of Works may be charged as a variation. Rates and fees to be agreed between the Customer and Ecocoast on a job-by-job basis and must be confirmed in writing prior to commencement.
Marine barriers require regular inspection and maintenance in order to ensure continued effectiveness and ensure longevity. General wear and tear does occur and should be repaired as it occurs. Ecocoast’s commitment to its product and Customer means we can provide advice regarding inspection, maintenance and repair even if installation and maintenance is carried out by a third party and not Ecocoast. Whilst Ecocoast may provide recommendations as to the most appropriate model for the conditions, we realise that timing and budgetary constraints do come into the decision and the final choice of barrier model to install is ultimately the Customer’s responsibility.
Ecocoast warrants that all products manufactured conform to technical specifications stated and are free from defects in materials and workmanship. Any product not conforming to agreed technical specifications will be repaired or replaced under warranty within a period of 24 months unless otherwise stated. Limits to warranty include wear and tear as reasonably expected in a marine environment; damage resulting from installation, removal or relocation of barrier (when not carried out by Ecocoast); damage due to severe weather, vessel impact or deliberate vandalism; or damage due to failure to regularly inspect and maintain the product.All applicable warranties are subject to Ecocoast having received full payment for the product and all related charges in line with these Terms & Conditions, failing which all warranties are considered null and void. Except as expressly stated in this Agreement, all warranties whether express or implied, by operation of law or otherwise, are hereby excluded in relation to the goods and services to be provided by the Supplier.
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to any acts of God, strikes, lock outs, accidents, war, fire, pandemic, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, or the delay or failure in manufacture, production, or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature of such events.
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.
If any provision of this Agreement is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction such provision shall be severed, and the remainder of the provisions shall continue in full force and effect.
In the event the Customer terminates or cancels the goods and services agreed upon after production has commenced, they shall be required to pay the Supplier the full value of any materials already produced.
If a dispute arises, the parties shall, prior to the initiation of any legal proceedings, use their best efforts in good faith to reach a reasonable and equitable resolution of the dispute. If the parties are unable to resolve or settle any dispute within 7 days of the dispute being notified (in writing) to the relevant party, then the dispute will be referred to and finally settled under the exclusive jurisdiction of the courts of England where this agreement is governed.
Ecocoast shall retain full ownership of all rights, titles and interest (including intellectual property rights, trade secret rights, and all other rights and all other rights of any sort), relating to any and all works of authorship, technical and business concepts and methods, software and software code, designs, know how, ideas and information made or conceived or reduced to practice in whole or in part in connection with its performance of the contract or purchase orders. All proprietary information, in whatever form, are works made for hire to the extent allowed by law.
The Supplier and the Customer are contractors independent of each other, and neither has the authority to bind the other to any third party or act in any way as the representative of the other, unless otherwise expressly agreed to in writing by both parties. The Supplier may, in addition to its own employees, engage sub-contractors to provide all or part of the services being provided to the Customer and such engagement shall not relieve the Supplier of its obligations under this Agreement or any applicable Specification Document.
The ownership of the goods and services rendered under the contract or purchase order shall only transfer to the Customer on receipt of full payment and delivery at the agreed location. Risk shall pass on at delivery at the agreed location or as otherwise as set out above under “Exports”.
Insofar as there are any conflicting terms or inconsistencies between the terms included, endorsed on, or annexed to in any purchase orders or any other document, quotation, tender provided by the Customer and the Terms & Conditions set out in the Commercial Offer Document, the Terms & Conditions within this Commercial Offer Document will take precedence over the conflicting terms within the purchase orders, document, quotation or tender.
Nothing in this Agreement is intended to, nor shall it confer any rights on a third party.
The Customer shall not be entitled to assign its rights or obligations or delegate its duties under this Agreement without the prior written consent of the Supplier.
All invoices, including supporting documentation will be submitted in electronic format only in line with Ecocoast’s policies regarding sustainability.
Unless mentioned differently, offer is valid for 30 days only.