1.1. Once St Aubyn Tree Consultancy Ltd (StA) have confirmed that the information in the Project Booking Form has been checked and accepted, these Terms & Conditions and our Quote, will form a binding Contract between the Client and StA.
2.1. The following definitions shall apply to this Contract:
· Adjustment – any changes to the Fee in accordance with clause 3.0 of these Terms & Conditions
· Project Booking Form – is an online form on StA’s website
· Client – means the organisation or individual/s named in the Quote, and, if nominated the Client’s Agent
· Client’s Agent – anyone authorised to act on the Client’s behalf
· Contract – means these Terms & Conditions together with the Quote
· Fee – means the amount payable in accordance with the Quote and any Adjustment of the Fee under these Terms & Conditions
· Quote – Services and Fee accepted by the Client following completion of the Project Booking Form
· Increase in Scope of Services – means any additional services to those specified in the Quote as agreed in writing between the Client and StA
· Report – means any documents and supporting information provided by StA to deliver the Services.
· Services – means the Services described in the Quote
· Site – means the site address
· StA – means St Aubyn Tree Consultancy Ltd
3. Fees & payment
3.1. The Quote is valid for 2 months from the date of issue.
· A change in the Scope of Services is requested by the Client
· The performance of the Services is materially delayed and/or disrupted at any time for any reason outside of StA’s reasonable control (for example if a site visit needs to be postponed at short notice or rebooked after arrival on site, because the access to the site is insufficient (overgrown vegetation/locked gates etc) to allow the trees to be surveyed)
· Changes to the Services or the Quote are required as a result of errors, inaccuracies or omissions in information supplied by the Client
3.3. All Adjustments to the Quote will be charged at StA’s standard rates unless otherwise agreed.
3.4. Payment is due in full within 15 days of the invoice date. (In some instances, payment will be required before the services commence, this will be agreed in advance via email exchange if this is the case.)
3.5. StA must be notified of any invoice queries within 7 days of the invoice date. For late payments, interest and collection costs will be added to all amounts as stipulated within the Late Payments of Commercial Debts (Interest) Act 1998.
3.6. If the Client fails to pay an invoice on time, then StA will charge the Client interest on the outstanding amount, both before and after any judgment, calculated on a daily basis at the rate of 4% above the base rate set from time to time by the Bank of England’s Monetary Policy Committee (or any successor to it).
4. StA’s responsibilities
4.1. StA will make all reasonable endeavours to:
· perform the Services in accordance with the Quote
· communicate any changes to agreed timescales and where necessary give reasons for any delays
· carry out a site-specific risk assessment prior the start of any tree survey, site supervision or site/office meeting. If StA considers that there is an unacceptable risk to personal safety, or that the activity is contrary to the conditions of the Health and Safety at Work Act (1974), StA is entitled to hold back on delivery of the Services and to advise the Client accordingly.
5. Client’s responsibilities
5.1. The Client will provide StA with the required information, in sufficient time, so as to not delay or disrupt the Services.
5.2. The Client is responsible for supplying all contact details of Agents acting on their behalf.
5.3. The Client will provide the base mapping data. Depending on the type of survey this is likely to be a topographical survey plan or in some instances an OS Baseplan. The base mapping data will be provided to StA free of charge, together with copyright permissions needed for their use. If these cannot be supplied, the baseline map will be sourced by StA at the Client’s cost with a 1-year licence.
5.4. The Client will inform StA in advance of any visit to the Site of any health and safety issues.
5.5. The Client acknowledges that StA will not be able to undertake the Services in any of the following scenarios:
· Inaccessible areas due either to overgrown vegetation or locked gates or blocked access.
· Areas where hazardous waste is present
· Areas where discarded drug paraphernalia is present
· Places covered by Government restrictions on movement (e.g. Covid)
5.6. The Client is responsible for acting on any recommendations within the Report and for obtaining any licences, consents or statutory permissions necessary.
5.7. During arboricultural supervision Services on development Sites, it is the responsibility of the Client’s Site manager to ensure that implementation of the recommendations within the Report do not
contradict the health and safety policies of the site. StA accept no liability or responsibility for damage, accidents or delays or inaccuracies caused by contractor activities.
5.8. The Client may not assign or transfer the benefit of the Report or any documents produced by StA except with the prior written consent of StA.
6.1. Our professional indemnity insurance and public liability insurance have limits of £1 million annually for the period of the Services.
6.2. These insurances are subject to availability on commercially reasonable rates and terms and other limitations, exceptions and exclusions as are commonly included in such policies.
7.1. StA may use subcontractors however StA will remain responsible for ensuring completion of the Services.
7.2. Names of staff, qualifications and relevant experience of sub-contractors can be provided on request. However, StA reserves the right to change subcontractors if circumstances require.
8. Survey and data formats
8.1. The integrity of any electronic data delivered through software such as ArbEvolve or data transfer from StA onto Client systems cannot be guaranteed.
8.2. A digital base map is required at a suitable scale and level of detail to allow the locations of trees, hedges, groups and woodlands to be plotted in ArbEvolve. Acceptable format is CAD/dwg.
8.3. StA cannot be held responsible for omissions where Site boundaries are not clearly identified, or if they are changed during the course of the project and this is not communicated to StA and an Increase in Scope of Services survey arranged.
8.4. Normally tree survey data will be collected in the field directly into the ArbEvovle database and GIS software using StA Panasonic Toughbook.
8.5. If StA is required to use a Client’s own software/hardware to complete the Services, no liability for limitations, loss of data or any malfunctions can be accepted.
9.1. All documents, survey information, text, photographs and drawings prepared by StA remain our Copyright.
9.2. StA grants to the Client a licence to use and reproduce the reports subject to:
· No outstanding Fees remaining payable
· The use being limited to the purpose for which the reports were prepared, (for example drawings prepared for a planning application will only be valid for that purpose and should not be used for construction. Or a BS5837 survey and recommendations do not constitute a tree risk management survey.)
10.1. Where confidentiality is an issue, StA will take reasonable measures to ensure that sensitive information is respected. However, unless confidentiality issues are advised in writing, StA does not accept liability for any loss or damage incurred by the Client.
10.2. StA shall have the right to take photographs and digital images during the performance of the Services. We reserve the right to use these materials for our marketing purposes unless otherwise agreed with the Client.
11. Suspension and termination
Suspension and termination by the Client
11.1. StA require at least seven days’ notice in writing to suspend all or part of the agreed Services.
11.2. StA will be entitled to raise an invoice in respect of all Fees, disbursements and expenses reasonably incurred up to the date the suspension takes effect.
11.3. The Client may terminate StA’s engagement under this Contract at any time by giving StA 28 days’ prior notice in writing.
Suspension and termination by StA
11.4. If the Client breaches these Terms & Conditions then StA is entitled to suspend the provision of the Services immediately.
11.5. StA will give the Client seven days following suspension of the provision of Services to remedy any breaches. If this term elapses with no resolution, StA reserves the right to terminate the Services immediately.
11.6. Upon suspension or termination by either the Client or StA, the Client will pay StA any outstanding fees.
12.1. StA will use reasonable endeavours to negotiate and resolve any issue or dispute that arises and where necessary, if the Client agrees, to use mediation.
12.2. Mediation will be in accordance with the edition of the Model Mediation Procedure published by the Centre for Effective Dispute Resolution.
12.3. Disputes between the parties may be referred to arbitration in accordance with the provisions of the Arbitration Act 1996 (England and Wales). If arbitration is chosen, the dispute will be submitted to the Chartered Institute of Arbitrators (CIArb) and settled by final and binding arbitration in accordance with the CIArb Arbitration Rules. Judgement on any awarded issued under this provision may be entered by any court of competent jurisdiction.
13. Death or incapacity
13.1. In the event of death or serious incapacity of the sole practitioner of StA the Services of this Contract will be terminated. Outstanding Fees will be payable by the Client, and all documents and data will be transferred as appropriate.