Terms & Conditions of Supply
Last updated: 13 August 2026
Important: this is a contractual document. Please read it carefully before signing any agreement. We recommend you have your solicitor review these terms if you are unsure of any provision.
Genesis UK (North West) Ltd T/A Genesis Utilities — Terms and Conditions
General
This Agreement comprises the Offer and Acceptance overleaf, these Terms and Conditions and the Schedules to which they refer. Together, these documents form the entire contract between "us", Genesis UK (North West) Ltd T/A Genesis Utilities and "you", our customer the Client, and supersedes all Agreements, representations, understandings or discussions that may have occurred prior to signature.
The Contract constitutes the entire Agreement between the parties, supersedes any previous Agreement or understanding and may not be varied except by Agreement in writing by the parties.
Each party warrants and undertakes that it has full power and authority to enter into and to perform its obligations under this Agreement. Except as expressly stated in this Agreement, all warranties, conditions and terms, whether express or implied by statute, common law or otherwise are hereby excluded to the extent permitted by law.
Obligations
We will provide the works as set out in our offer under ('Description/Scope of work requested by client'). We will perform the works with reasonable skill and care and use reasonable endeavours to complete the works within the agreed timescales, or if not agreed, within a reasonable time (subject to any outside constraints).
You will grant reasonable access to us (and any of our nominated contractors or 3rd Parties) to the site to provide the work and fulfil our obligations under this Agreement.
You will undertake any responsibilities identified or set out within the offer at a time and in a manner to enable us to work unhindered and without delay.
Price and Payment
You will pay to us the charges as set out in our formal written offer and on the payment schedule located on the 'Acceptance' page at the times specified. In addition, you will reimburse us for any changes to the works that you request or for any delays that you or your sub-contractor's cause.
If you fail to pay us any sum due within 30 days, interest shall accrue on the sum outstanding at the Statutory Rate from the due date until the date of actual payment. VAT will be added at the rate current at the time of invoice.
Genesis UK (North West) Ltd T/A Genesis Utilities will not consider contracts with retention or liquidated damage clauses.
Relevant Facts
Prior to us commencing the works you shall notify us of all relevant facts which may be connected with or affect the delivery of the Work; (including without limitation such matters as potential hazards, adverse working conditions and access rights which are required to carry out the Work) and of any steps which are necessary to deal with such facts.
Termination
No party shall be liable for any failure or delay in performance of this Agreement, which is caused by circumstances beyond the reasonable control of that party.
If either party fails or delays its performance for more than ninety (90) days due to such circumstances, either party may terminate this Agreement by written notice with immediate effect to the other party.
Either party may terminate this Agreement immediately by written notice if the other party commits an act of bankruptcy or goes into liquidation or is put into liquidation (other than for a proper commercial purpose and whilst solvent) or a receiver is appointed or an administration order is made in respect of it.
If either party is in breach of this Agreement and fails to remedy such breach within thirty (30) days from receipt of notice in writing by the other party specifying such breach, the other party may terminate this Agreement by written notice with immediate effect.
Limit of Liability
Our total liability in either contract or tort (including without limitation negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the performance or contemplated performance of this agreement shall be limited to the total contract value.
The Client and Genesis UK (North West) Ltd T/A Genesis Utilities intend that their respective rights, obligations and liabilities as provided for in the Conditions shall be exhaustive of the rights, obligations and liabilities of each of them to the other arising out of, under or in connection with the Contract or the Work, whether such rights, obligations and liabilities arise in respect or in consequence of a breach of contract or of statutory duty or negligent act or omission which gives rise to a remedy at common law. Accordingly, except as expressly provided for in the Conditions, neither party shall be obligated or liable to the other in respect of any damages or losses suffered by the other which arise out of, under or in connection with the Contract or the Works, whether by reason or in consequence of any breach of contract or of statutory duty or negligent act or omission.
We shall not be liable for any loss of profit, revenue or goodwill or any other indirect or consequential loss or damage suffered by you and you will indemnify us from any claim made by any third party, which may arise out of or in connection with the Work.
Nothing in this agreement excludes or limits our liability for death or personal injury caused by our negligence or fraudulent misrepresentation. Nothing in this agreement shall operate to limit or exclude any liability for fraud.
Health and Safety
Construction (Design and Management) Regulations 2015. Where the Construction (Design and Management) Regulations 2015 apply to the Works, you shall provide us, before commencement of the relevant Works, with the name and contact details of the Principal Designer and Principal Contractor appointed for the project, where such appointments are required, together with such pre-construction information and relevant information from the Construction Phase Plan as is reasonably necessary for us and our contractors to plan and carry out the Works safely.
Where the project is notifiable under the Construction (Design and Management) Regulations 2015, you shall also provide details or a copy of the applicable F10 notification.
You shall promptly provide any subsequent amendments or additional health and safety information relevant to the Works.
Schedules
In the event of any conflict between the Terms and Conditions and the Schedules, the Terms and Conditions shall take precedence.
No Waiver
No failure, delay or indulgence by either party in exercising any power or right under the Agreement shall operate as a waiver of that power or right.
Severability
If any provision of the Agreement is held to be invalid, illegal or unenforceable that part shall be severed and the remaining provisions shall continue to be valid and enforceable as if the Agreement had been executed with the invalid provision omitted.
Third Party Rights
Third parties have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce the terms of this Agreement, but this does not affect any right or remedy of a third party which exists or is available otherwise than pursuant to that Act.
Legal Wayleaves and Easements
Our contractors, as appropriately accredited utility providers holding the relevant NERS, GIRS and/or WIRS accreditation and scope applicable to the Works, are responsible solely for the completion of the tri-party Agreement between Genesis UK (North West) Ltd T/A Genesis Utilities, you and the Adopting Utility Company(s). Any further project management, drawings or legal costs regarding rights, wayleaves, easements and any Agreement with other parties remain with the client or his legal representative.
The Client shall, before the commencement of the Works, obtain all consents, wayleaves, licences, authorisations and approvals in connection with the regulations and bylaws of any local or other competent authority which shall be applicable to the Works on the Site or as are required pursuant to the terms of the Adoption Agreement relative to the Site and shall confirm in writing to the Contractor (or provide evidence of the same at the Contractor's request) when the same have been obtained.
No Assignment
Neither party may assign the benefit or burden of this Agreement without the written consent of the other.
Applicable Law
This Agreement shall be construed in accordance with the Laws of England and Wales and shall be subject to the exclusive jurisdiction of the English Courts.
Design Responsibility
All designs are undertaken by appropriately accredited designers holding the relevant scheme accreditation and design scope applicable to the Works and approved by the relevant Adopting Utility Company. However, should there be a design fault, rectification will be undertaken by the relevant Adopting Utility Company, coordinated by Genesis UK (North West) Ltd T/A Genesis Utilities.
Variations, Amendments and Changes
The Client shall be responsible for all errors, omissions or discrepancies in drawings and written information supplied by him which have been provided to Genesis UK (North West) Ltd T/A Genesis Utilities in order to procure approved utility designs and carry out the Scope of Work. The Client shall pay Genesis UK (North West) Ltd T/A Genesis Utilities the Cost incurred for any delay in carrying out any such alterations or remedial work so necessitated to enable completion of the Works and the Cost incurred where reasonable for rectifying such errors, omissions, discrepancies or variations.
Conditions of Contract
This Agreement will be defined by the ICE Conditions of Contract edition current at the contract date of issue and will be administered under the requirements of the Reform of the Housing Grants, Construction and Regeneration Act 1996.
Title
Genesis UK (North West) Ltd T/A Genesis Utilities will retain title and ownership of the completed installation until such times as they are transferred to the relevant Adopting Utility Companies under the terms of the relevant Adoption Agreement, or the Client upon commission if appropriate.
Force Majeure
If either party is prevented or delayed from or in performing any of his obligations under the Contract by Force Majeure, then he may notify the other party of the circumstances constituting the Force Majeure and of the obligations performance of which is thereby delayed or prevented, and the party giving the notice shall thereupon be excused the performance or punctual performance, as the case may be, of such obligations for so long as the circumstances of prevention or delay may continue.
VAT Applicable
Value Added Tax and any other relevant statutory payments will be applied to our rates and prices as required. VAT will only be omitted on 'new build' projects where applicable and if a separate letter stating that the project is exempt from VAT and signed by the developer is submitted with this Agreement to Genesis UK (North West) Ltd T/A Genesis Utilities.
Schedule 1 — Definition of Works
The following works are shown (for purposes of illustration only) on the drawings listed in The Scope of Works (the "Drawings").
General
- Our price is fixed for a period of 30 (thirty) days from the date of this Agreement and assumes all works will be carried out and invoiced within 12 months of this date. Any works or invoices after this date will be subject to an uplift linked to the Baxter construction index.
- We will carry out all negotiations and liaison with the relevant utility companies in connection with the Work.
- Our price is based on the requirement that all on-site excavation and installation shall be in unmade ground, except where specifically stated under the inclusions for each utility and off-site work identified for connections.
- The relevant HV and LV electric cables, water pipes, gas pipes and telecom ducts/ chambers shall be installed in common multi utility trenches and shall have a suitable surround as per that indicated in the design specification by the relevant Adopting Utility Company.
- Mains will be laid to NJUG specification wherever possible.
- Highway Authority Street Works Opening Notices will be obtained for excavation in the adopted highway where applicable. Any excavation in the adopted highway will be permanently backfilled and reinstated to HAUC specification.
- Meetings will be held to agree the installation programme. Any delay or obstruction to agreed works will require a variation order. Any variation identified must be quantified and signed by both parties prior to works proceeding.
- We will construct chambers and apparatus to the level stipulated by you. Final adjustment of all surface boxes is not included and will not be our responsibility.
- Deposit of all excavated material from on-site utility trenches shall be made at a location within the site, which you shall designate in advance, prior to backfilling.
- Utility trenches on-site will be backfilled to the formation level of footpaths and roads or to existing levels, as is applicable.
- You agree that we may use such selected as dug material as we require throughout the site for backfilling trenches and sub-station base for on-site works.
- Note that Genesis UK (North West) Ltd T/A Genesis Utilities acts as Project Coordinator in respect of utility design, which is carried out by others appropriately authorised and accredited for the relevant utility and scope of work.
Electrical Works
The following works are included in our offer:
- All excavation of trenches for utility infrastructure installation on site and in the highway as per NJUG Volume.
- The procurement of an approved design; provision and installation of LV/HV mains and works to the number of plots indicated; sub-station base and kiosk; switchgear and apparatus (if appropriate). Commission of the utility apparatus and adoption by the relevant Adopting Utility Company.
- The installation and commissioning of mains and works in the number of visits stated in The Scope of Works. If additional visits are required, additional costs may be incurred.
- The allowance of any asset value will be taken into account when we calculate our offer.
Management of the following works are included in the offer:
- The provision of work MPAN numbers.
- Connection to the existing HV or LV network as appropriate.
- Adoption and commission of the new electric installation.
Other items:
The electrical design has been calculated based on ADMD loads as indicated by you or estimated based on the usage specified by you. If this load is exceeded a new POC application and re-design may be required involving delays and costs which the client will be responsible for. Furthermore, any plant or materials upgrades required to facilitate the exceeded load such as higher-grade transformer or additional or upgraded cabling may be required which will involve additional cost and possible delay to programme.
The following works are to be provided by you, the Client:
- Provision of safe and secure storage area in an enclosed area on site for our materials and plant.
- A clear route for the installation of all utility apparatus.
- Use of on-site welfare facilities where available.
Street Lighting Works
Street lighting column connection works are available under a separate quotation request or can be undertaken as a variation if required on an existing contract.
Water Installation Works
The following works are included in our offer:
- The design and subsequent approval by the relevant Adopting Utility Company.
- All excavation of trenches for utility infrastructure installation on site and in the highway as per NJUG Volume 1.
- The procurement of the approved design; provision, installation, commission and adoption of water mains, valves, hydrants and works.
- The installation and commissioning of mains and works in the number of visits stated in The Scope of Works. If additional visits are required, additional costs may be incurred.
- The allowance of any asset value will be taken into account when we calculate our offer.
Management of the following Water works are included in the offer:
- The provision of information to enable the Adopting Utility Company to install meters.
- Management of the connection to the existing water pipework.
- Adoption and commission of the new water installation.
Other items:
Any water load and design will be calculated based on your information provided or as indicated by the information provided. If this load is exceeded a new POC application and re-design may be required involving delays and costs which the client will be responsible for. Furthermore, any plant or materials upgrades required to facilitate the exceeded load such as larger pipework, change of POC etc will involve additional cost and possible delay to programme.
Backfill/Reinstatement
The following works are included in our offer:
- Lay bed and surround to the Adopting Utility Company's specification.
- When backfilling on site we will use selected excavated materials only after the placing of the specified apparatus surround.
- The Client shall ensure that no support scaffolding is placed in close proximity to any excavation route necessary to install the utility apparatus.
- Imported utility surround and backfill is included in this offer where required.
- Permanent backfill and reinstatement to HAUC spec for off-site works.
Please note that, where accreditation is required for the relevant Works, other parties must not excavate and/or backfill utility excavations unless they hold the appropriate accreditation and scope required for those Works.
Specific Exclusions
For the avoidance of doubt, the following works are NOT included, arranged or negotiated by Genesis UK (North West) Ltd T/A Genesis Utilities unless covered by a separate Agreement or specifically listed:
- Any off-site reinforcement works required to sustain the new development or abnormal costs which are not known at date of this agreement.
- Removal of any existing pipes or cables unless specifically mention under each individual utility scope of work. Removal of any surplus spoil from site.
- Handling, disposal or decontamination of any contaminated ground that would necessitate special precautions, resources, plant, equipment or clothing.
- Demolition of existing structures or concrete slabs.
- Re-mobilisation following prevention of completion of pre-agreed activities or practical completion (subject to Agreement between Genesis UK (North West) Ltd T/A Genesis Utilities and the Client).
- Excavation in or through voids, hard ground, reinforced concrete, structures or rock and the site is assumed to be free of groundwater (Our works do not include the removal of groundwater).
- The replacement or repair of damaged assets, which have been previously installed by Genesis UK (North West) Ltd T/A Genesis Utilities. Damage to surface boxes, pipes, cables, ducts, (or any other apparatus previously installed) will only be replaced/ made good on receipt of a written instruction from you confirming that you will pay for the replacement or repair.
- Unless specifically mentioned as included in our offer the Water and sewerage infrastructure charges imposed by the water network operator in relation to new connections will be excluded.
Client Responsibilities
You shall perform your obligations set out in this Agreement promptly and not in any way hinder the performance of the Works by us. You will provide us with all consents, confirmation, information and documentation reasonably required by us in relation to this Agreement.
General
- At initial order Genesis UK (North West) Ltd T/A Genesis Utilities will request a standard list of information required to begin the design phase, you will be required to provide ALL requested information, until this information is received, we are unable to begin the design process and in return no progress will be made on the project and any subsequent completion date will be affected until the information is received.
- During the design and approval process you will sign and return when requested or arrange any adoption and/or wayleave agreements advised by Genesis UK (North West) Ltd T/A Genesis Utilities as required by any of the relevant Adopting Utility Companies with yourselves or other parties to enable installation of the works in a timely manner.
- You will provide free access to the working area before we commence the Works.
- Should you request a route or design change due to a change in requirements, the Work will be subject to a revaluation at any stage of the construction process and you will be liable for any associated increase in cost. This may involve a re-design and approval by the relevant Adopting Utility Company(s) which will also delay completion.
- You will provide us with the levels for the construction of chambers and the installation of apparatus to the correct depth of cover. Final adjustment of surface boxes is the responsibility of the Client.
- You will pay for all rectification of damage to installed utilities, caused by you or third parties following installation by Genesis UK (North West) Ltd T/A Genesis Utilities.
- You will provide a minimum secure (as far as is practicable) storage area on the site for exclusive use by us for the storage of our materials and plant (the size and location to be agreed with Genesis UK (North West) Ltd T/A Genesis Utilities prior to site commencement).
- You will provide access to welfare facilities during working hours for Genesis UK (North West) Ltd T/A Genesis Utilities Site Operatives.
- You will supply details of your preferred energy shipper(s) on the acceptance form where requested to enable meters to be ordered.
Notes
- Notwithstanding Clause 60(5) of the Conditions of Contract, no retention will be held on payments.
- Notwithstanding Clause 47 of the Conditions of Contract, damages are limited by our preceding Terms & Conditions.