GOV.UK
GENTOO HOMES LIMITED
Company number: 04739226
Reporting period:
1 April 2019
to 30 September 2019
This report was filed on 23 October 2019
and approved by Colin Blakey
Payment statistics
Average time taken to pay invoices: 31 days
Invoices paid:
- within 30 days: 75%
- in 31 to 60 days: 16%
- in 61 days or more: 9%
Invoices due but not paid within agreed terms: 26 %
Payment terms
Standard payment period for qualifying contracts
30 days
Standard payment terms
Gentoo Group Conditions of Purchase
1.0 INTERPRETATION
1.1 In these conditions: 'Conditions' means the standard terms and conditions of purchase set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in Writing between the “Company” and the Supplier, 'Contract' means the contract for the sale and purchase of the Goods and/or the supply and acquisition of the Services, “Company” means any Company within The Gentoo Group, 'Delivery Address' means the delivery address stated on the Supply Order, 'Goods' means the goods described in the Supply Order, 'Supply Order' means Company Supply Order to which these Conditions form part, 'Price' means the price of the Goods as set out in the Schedule of Materials, 'Services' means the services (if any) described in the Supply Order, 'Specification' includes any plans, drawings, data or other information relating to the Goods., 'Supplier' means the person so described in the Supply Order, 'Writing' includes telex, cable, facsimile transmission and comparable means of communication
1.2 The headings in these Conditions are for convenience only and shall not affect their interpretation.
2.0 BASIS OF AGREEMENT
2.1 The AGREEMENT constitutes an offer by the Company to purchase the Goods and/or acquire the Services subject to these Conditions and terms as laid out elsewhere within the Contract Documentation
2.2 These Terms and Conditions shall apply to the Contract to the exclusion of any other terms and conditions on which any quotation has been given to the Company.
2.3 The Agreement will lapse unless unconditionally accepted by the supplier in writing within fourteen (14) days of its date. Where the Contract is performed within this fourteen day period, no separate written acceptances is then necessary.
2.4 No variation to the Agreement or these terms and conditions shall be binding unless in Writing between the authorised representatives of the Company and the Supplier.
2.5 The contract shall not be assigned or sub let without the Company's written consent.
2.6 The Conditions of Purchase together with any additional conditions specified in the Order shall represent the entire agreement of the parties as to the terms upon which the Goods shall be supplied and delivered by the Supplier and no further conditions what so ever shall form part of the Contract. In the event of any conflict or ambiguity between the Conditions of Purchase as set out herein and any additional conditions specified in the Order, then the Conditions of Purchase shall prevail.
3.0 SPECIFICATIONS
3.1 The quantity, quality and description of the Goods and the Services shall, subject as provided in these Conditions, shall be as specified on the Tender documentation and/or in any applicable Specification supplied by the Company to the Supplier or agreed in Writing by the Company.
3.2 Any Specification supplied by the Company to the supplier, or specifically produced by the Supplier for the Company, in connection with this Agreement together with the copyright, design rights or any other intellectual property rights in the Specification, shall be the exclusive property of the Company. The supplier shall not disclose to any third party or use any such Specification except to the extent that it is or becomes public knowledge through no fault of the Supplier, or as required for the purpose of the Contract.
3.3 The Supplier shall comply with all applicable regulations or other legal requirements concerning the manufacture, packaging, packing and delivering of the Goods and the performance of the Service.
3.4 The Supplier shall not unreasonably refuse any proper request by the Company to inspect, test or analyse the Goods during manufacture, processing and storage at the premises of the Supplier or any third party prior to despatch, and the Supplier shall provide the Company with all facilities reasonably required for inspection, testing and analysis.
3.5 If as a result of inspection, testing or analysis the Company is not satisfied that the Goods will comply in all respect with the Contract and the Company so informs the Supplier in writing within seven (7) days of inspection, testing, or analysis, the Supplier shall take such steps as are necessary to ensure compliance.
3.6 If any such tests, inspections or analysis show that the Goods do not comply in all respect with the Agreement the costs of such tests, inspection or analysis shall be met by the Supplier. The Company will be able to set any such costs off against the Price in accordance with clause 5.3 of these conditions.
3.7 Any goods rejected by the Company will be replaced free of charge by the Supplier in accordance with clause 8.3 of these Conditions.
3.8 The Goods shall be marked in accordance with the Company's instructions and any applicable regulations or requirements of the carrier, and properly packed and secured so as to reach their destination in an undamaged condition in the ordinary course of delivery.
4.0 PRICE OF THE GOODS AND SERVICES
4.1 The Price of the Goods and the Services shall be as stated in the Schedule of Materials within the Contract Documentation and will be:-
4.1.1 exclusive of any applicable value added tax (which shall be payable by the Company subject to receipt of a VAT invoice).
4.1.2 inclusive of all charges for packaging, packing, shipping, carriage, insurance and delivery of the Goods to the Delivery Address and any duties, levies other than value added tax.
4.1.3 inclusive of all component parts to ensure goods are fit for purpose.
4.2 No increase in the Price may be made (whether on account of increased material, labour or transport costs, fluctuation in rates of exchange or otherwise) without the Company's prior consent in writing.
5.0 TERMS OF PAYMENT
5.1 The Supplier shall be entitled to invoice the Company on a monthly basis after delivery of the Goods or performance of the Service, as the case may be, and each invoice shall quote the number of the Supply Order, delivery note number, advice note number and the Contract name.
5.2 Unless otherwise stated in the Supply Order, the Company shall pay the Price of the Goods and the Services within thirty (30) days net from the Company's receipt of the Supplier's invoice.
5.3
5.3.1 The Company shall give written notice to the supplier of any claim to which the Company considers he is entitled under the Contract and shall, in that notice, or as soon as reasonably practicable thereafter, give written particulars thereof.
5.3.2 Without prejudice to any other remedy which the Company may have, the Company shall be entitled to deduct from any monies due, or becoming due to the Supplier under the Contract, all costs, damages or expenses for which under the Contract the Supplier is liable to the Company.
5.4 Subject to the provisions of Clause 2.3 hereof the Supplier must provide the Company with a written acknowledgement of every Supply Order received. The Supplier will additionally provide advice or delivery notes in accordance with the Company's specific instructions. The Company reserves the right to reject any Goods or Services unless such documentation has previously been provided.
5.5 The Supplier shall forward any invoices promptly to the Company at the address given in the Supply Order after the Goods have been delivered or the Services performed. In the event of the invoice being sent to the wrong address the Company may impose an administration charge (of not less than £5.00) to rectify matters. Invoices shall be issued on a monthly basis for separate contracts in according with clause 5.1.
6.0 DELIVERY
6.1 The Goods shall be delivered to the Delivery Address on the agreed, or with in the agreed period date in either case during the Company's usual business hours as stated on the Supply Order or at such other time or times as the Company shall reasonably require.
6.2 Where the Company is not able to specify the date of delivery of the Goods or of performance of the Services until after the placing of the Supply Order, the Company shall give the Supplier reasonable notice of such date.
6.3 Time shall be of the essence of the Contract and the Goods shall be delivered by the Supplier to the Company, or the Company's agent, by the date for delivery or any agreed extended date.
6.3.1 The Supplier shall supply the Company with such programme of manufacture and delivery as the Company may reasonably require. The Supplier shall give the Company notice immediately if such programme is or is likely to be delayed and the Company shall have the right to require the supplier to take such steps at the Supplier's expense as may be required in order to deliver the goods by the date for delivery.
6.3.2 The Supplier shall at his own expense deliver the goods to the Company at the delivery point specified in the Purchase Order and unless otherwise specified in the Purchase Order delivery shall include the off loading of the goods. If the goods are incorrectly delivered, the Supplier will be responsible for any additional expense incurred in delivering them correctly.
6.4 A delivery note quoting the number of the Supply Order must accompany each delivery or consignment of the Goods and must be displayed prominently.
6.5 On delivery of the Goods the Supplier shall obtain from an authorised representative of the Company or Contractor acting on behalf of the Company a signature confirming receipt of the Goods.
6.6 All vehicles to be used by the Supplier in the delivery of goods or the provision of services shall have an audible reversing warning system, shall be roadworthy and conform to all relevant. Road Transport and Health and Safety Standards. The Supplier shall safely deliver and off-load materials adjacent to the works, and supply all necessary mechanical lifting equipment.
All equipment to be used by the Supplier in the delivery of goods or the provision of services shall conform to the Provision and Use of Work Equipment Regulations 1998 (P.U.W.E.R.).
All Suppliers including contractors lifting operations must be carried out competently and conform with the Lifting Operations and Lifting Equipment Regulations 1998 (L.O.L.E.R.)
Where necessary, appropriate documentation (ie evidence of thorough examination and inspection of lifting equipment) shall be available for inspection at point of delivery.
Where necessary, all goods delivered should have their weight and where appropriate their centre of gravity conspicuously marked in order to comply with relevant Health and Safety Legislation.
6.7 All personnel employed by the Supplier in the delivery of Goods or the provision of the Services shall be suitably dressed and shall carry identification which will be produced on demand by relevant officers or employees of the Company or Contractors acting on behalf of the Company.
6.8 The Company shall be entitled to reject any Goods delivered which are not in accordance with the Agreement and shall not be deemed to have accepted any Goods until it has had a reasonable time to inspect them following delivery or, if later, within a reasonable time after any latent defect in the Goods has become apparent. The Company will notify the Supplier in writing of any such rejection of the Goods. Rejected Goods shall be removed at the risk and expense of the Supplier within seven (7) days after notice of rejection has been sent by the Company. If the Supplier does not comply the Company may remove the Goods itself and charge the Supplier with all the expenses incurred in such removal. Unless the Contract is then terminated the Company will set off any such removal expenses against the Price in accordance with clause 5.3 of these Conditions.
6.9 Prior to delivery of the Goods, the Supplier shall provide the Company with any instructions or other information which the Company requires to accept such delivery or performance.
6.10 The Company shall not be obliged to return to the supplier any packaging or packing materials for the Company, whether or not it accepts any Goods.
6.11 The Supplier will provide the Company with information of any expected changes in delivery periods and any other matters significantly affecting the performance of the Agreement.
7.0 RISK AND PROPERTY
7.1 Risk of damage to or loss of the Goods shall pass to the Company upon delivery to the Company in accordance with the Agreement.
7.2 Title to the Goods shall pass to the Company upon payment. Where payment is made prior to delivery, title shall pass to the Company.
8.0 WARRANTIES AND LIABILITY
8.1 The Supplier warrants to the Company that the Goods:
8.1.1 will be of merchantable quality and fit for any purpose held out by the Supplier at the time the Supply Order is placed;
8.1.2 will be free from defects in design, material and workmanship;
8.1.3 will comply with or match any relevant Specification or sample; and
8.1.4 will comply with all statutory requirements and regulations relating to the sale of the Goods.
8.2 The Supplier warrants to the Company that the Services will be performed by appropriate qualified and trained personnel, with due care and diligence.
8.3 Without prejudice to any other remedy, if any Goods or Services are not supplied or performed in accordance with the Contract, then the Company shall be entitled:
8.3.1 to require the Supplier to repair the Goods or to supply replacement Goods or Services free of charge in accordance with the Agreement within seven (7) days of the date of the Company's notification; or
8.3.2 at the Company's sole option, and whether or not the Company has previously required the Supplier to repair the Goods or to supply any replacement Goods or Services, to treat the Contract as terminated by the Supplier's breach and require the repayment of any part of the Price which has been paid.
8.4 The Supplier shall indemnify the Company in full against all liability, loss, damages, cost and expenses direct or consequential (including claims, costs and legal expenses) awarded against or incurred or paid by the Company in respect of any breach of this agreement or service or warranty (except where the same results from the Company's negligence)
9.0 TERMINATION
9.1 The Company shall be entitled to cancel the Supply Order in respect of all or part of the Goods by giving not less than seven (7) days written notice to the Supplier prior to delivery or performance, in which event no liability shall ensue in the part of the Company.
9.2 The Company shall be entitled to terminate the agreement without liability to the Company by giving notice to the Supplier at any time if the Supplier makes any voluntary arrangement with its creditors (within the meaning of the Insolvency Act 1986) or becomes subject to an administration order or goes into liquidation (otherwise than for the purpose of amalgamation or reconstruction) or a receiver is appointed over any of its property or assets or the Supplier ceases, or threatens to cease, to carry on business.
9.3 The Company is empowered to cancel the agreement and to recover from the Supplier the amount of any loss resulting from such cancellation, if the Supplier shall have offered or given or agreed to give to any person a gift or consideration of any kind as an inducement or reward for doing or forbearing to do or having done or forborne to do any action in relation to obtaining or execution of the agreement or any other contract with the Company or for showing or forbearing to show favour or disfavour to any person in relation to the agreement or any other contract with the Company or if the like act shall have been done by any person employed by him or acting on his behalf (whether with or without the knowledge of the Supplier) or if in relation to any contract with the Company the Supplier or any person employed by him or acting on his behalf shall have committed any offence under the Prevention of Corruption Acts, 1889 to 1916, or any amendment to them, or shall have given any fee or reward.
10.0 DATA PROTECTION
10.1 The Company will act as the Data Controller, and the Supplier will act as the Data Processor for the duration of the contract. In terms of the Data Protection Act 1998 (DPA) and the General Data Protection Regulation (GDPR) which comes into force on 25th May 2018, providers shall at all times:
10.1.1 comply with the Data Protection Act 1998 (as amended from time to time including the General Data Protection Regulation (GDPR)) (the DPA);
10.1.2 maintain the confidentiality of person data to which they have authorised access pursuant to this contract;
10.1.3 process any personal data supplied only in accordance with the Company’s written instructions and not release personal data to a sub-processor without the express consent of the Company and only by way of written contract (unless required by law to act without such instructions);
10.1.4 indemnify the Company and keep the Company indemnified against loss, destruction or procuring of data contrary to the DPA by the Provider, its servants or agents;
10.1.5 the Supplier must ensure that people processing the data are subject to a duty of confidence;
10.1.6 the Supplier must take appropriate technical and organisation measures to ensure the security of processing;
10.1.7 the Supplier must assist the Company in allowing data subjects to exercise their rights including subject access;
10.1.8 the Supplier must assist the Company in meeting its DPA obligations in relation to the security of processing, the notification of personal data breaches and data protection impact assessments;
10.1.9 the Supplier must destroy any Company data as soon as it is no longer required in line with DPA retention expectations; and destroy or return all personal data to the Company as requested at the end of the contract;
10.1.10 the Supplier must submit to audit and inspections, provide the Company with whatever information it needs to ensure that they are both meeting their Article 28 obligations, and tell the Company immediately if it is asked to do something infringing the DPA or other data protection law of the EU or a member state;
10.1.11 comply with obligations equivalent to those imposed by a data controller by the 7th principle of Part 1 of Schedule 1 to the DPA
11.0 GENERAL
11.1 The Supply Order is personal to the Supplier and the Supplier shall not assign or transfer or purport to assign or transfer to any other person, any of his rights, or subcontract any of its obligations under the agreement.
11.2 Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice.
11.3 No waiver by the Company of any breach of the agreement by the Supplier shall be considered as a waiver of any subsequent breach of the same or any other provision.
11.4 If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected thereby.
11.5 Law Applicable
This Contract is made and shall be governed as to its validity/construction and performance according to the laws of England and the parties shall submit to the exclusive jurisdiction of the English courts in respect of any dispute arising out of the contract.
11.6 Gentoo Group Limited is a charitable community benefit society, registration number 7302.
Were there any changes to the standard payment terms in the reporting period?
No
Maximum contractual payment period agreed
30 days
Any other information about payment terms
N/A
Dispute resolution process
Any disputes relating to payments should be directed to the Payments Team. The Payments Team can be contacted at Emperor House, 2 Emperor Way, Doxford International Business Park, Sunderland, SR3 3XR, or via e-mail invoices@gentoogroup.com or telephone 0191 525 2763. We aim to resolve all disputes promptly and will do so by liaising with suppliers and sub-contractors.
Other payment information
Has this business signed up to a code of conduct or standards on payment practices? If so, which?
For example, signatories to The Prompt Payment Code must commit to paying 95% of their invoices within 60 days.No
Does this business offer e-invoicing in relation to qualifying contracts? This is where suppliers can electronically submit and track invoices. It’s not just allowing suppliers to email them an invoice.
No
Does this business offer supply chain finance? This is where a supplier who has submitted an invoice can be paid by a third-party finance provider earlier than the agreed payment date. The business would then pay the finance provider the invoiced sum.
No
Under its payment practices and policies, can this business deduct sums from payments under qualifying contracts as a charge for remaining on a supplier list?
No
During the reporting period, did the business deduct sums from payments as a charge for remaining on a supplier list?
No