Terms and Conditions
Effective from: 1st March 2026

Definitions & Interpretation
In these Terms and Conditions (“Terms”), the following definitions apply:

• “Client”: The person, firm, or company who purchases Services from the Company.
• “Company”: XK Structures Ltd (registered in England & Wales).
• “Contract”: The agreement between the Company and the Client for the supply of Services, comprising these Terms, the Quote, and any attached specifications or drawings.
• “Quote”: The Company’s written offer for the supply of Services.
• “Services”: The steel fixing, reinforcement, concrete, groundworks, formwork, and associated construction services described in the Quote.

A reference to writing includes email. Clause headings are for convenience only and do not affect interpretation.

Basis of Contract
The Quote constitutes an offer to supply the Services subject to these Terms. A Contract is formed only when the Client accepts the Quote in writing or by conduct (including the instruction to proceed).

These Terms apply to the exclusion of any other terms the Client seeks to impose or which are implied by trade, custom, or practice.

All descriptions, drawings, and specifications issued by the Company are approximate and for illustrative purposes only.

Quotations, Prices & Payment

• Quotations: Quotes are valid for 30 days from the date of issue. Prices are based on labour, materials, and plant costs at the date of the Quote and are subject to adjustment in accordance with clause 3.4.

• Payment Schedule: Unless otherwise stated in the Quote:
* 30% of the total price is due upon acceptance of the Quote as a commencement deposit.
pg. 28
* 40% is due upon delivery of materials to site or commencement of works, whichever is sooner.
* The final 30% is due upon practical completion of the Services.

• Late Payment: If the Client fails to pay any sum by the due date, the Company may suspend all further Services. Interest will accrue on the overdue sum at 8% per annum above the Bank of England's base rate. The Client shall also indemnify the Company against all costs and expenses incurred in recovering the debt.

Price Variation: The Company reserves the right to increase the price to reflect any increase in cost due to:

* Changes requested by the Client.
* Any information, instruction, or site condition not accurately reflected in the Quote.
* Fluctuations in the market price of materials, fuel, or labour.

Client's Obligations
The Client shall:

• Provide safe, unobstructed access to the site, including all necessary permissions.
• Provide accurate and complete information, drawings, and specifications in a timely manner.
• Obtain all necessary consents, permits, and approvals (including planning and building regulations) before work commences.
• Ensure the site is ready for the Services, including any preparatory groundwork, and ensure it is safe and compliant with all health and safety regulations.
• Appoint a competent site agent or point of contact for decision-making.

Performance of Services

• Time for Performance: Any dates quoted for completion are estimates only. Time is not of the essence. Delays caused by factors beyond the Company's reasonable control (e.g., adverse weather, Client delays, unforeseen ground conditions, or supply chain failure) shall entitle the Company to extend the completion date.

• Health & Safety: The Company will comply with all its duties under the Health and Safety at Work etc. Act 1974 and related regulations. The Client acknowledges its duties as a client under the Construction (Design and Management) Regulations 2015 (CDM 2015).

• Quality & Standards: The Company warrants that the Services will be performed with reasonable skill and care, in accordance with generally accepted industry standards in the UK, and in compliance with relevant British Standards.

Liability & Insurance
Limitation of Liability

* The Company's total liability to the Client, whether in contract, tort (including negligence), or otherwise, shall not exceed the total price paid for the Services under the Contract.
* The Company shall not be liable for any loss of profit, loss of business, indirect, or consequential loss.
pg. 29

• Latent Defects: The Company's liability for defects in the workmanship of the Services is limited to a period of 12 years from completion for claims under the Defective Premises Act 1972, where applicable, and otherwise to a period of 6 years for latent defects.

• Insurance: The Company holds Employer's Liability Insurance (£10 million) and Public Liability Insurance (£5 million). Certificates are available on request.

Retention of Title & Risk

• All materials delivered to the site shall remain the property of the Company until full payment has been received.
• Risk in any materials shall pass to the Client upon delivery to site.

Termination & Suspension

• Either party may terminate the Contract with immediate written notice if the other commits a material breach and fails to remedy it within 14 days of notice.
• The Company may terminate or suspend the Contract immediately if the Client becomes insolvent, fails to pay, or fails to provide access/instructions.
• On termination, the Client shall pay the Company for all Services performed and materials procured up to the date of termination.

Dispute Resolution

• The parties shall seek to resolve any dispute through good faith negotiation.
• If unresolved, the parties agree to submit to the exclusive jurisdiction of the courts of England and Wales.

General

• Governing Law: This Contract is governed by and construed in accordance with the laws of England and Wales.
• Assignment: The Client may not assign its rights without the Company's prior written consent. The Company may assign its rights or subcontract its obligations.
• Entire Agreement: This Contract constitutes the entire agreement between the parties.
• Severability: If any provision is found invalid, the remaining provisions will remain in force.
• Waiver: No delay or failure to act shall constitute a waiver of any right.