Terms and Conditions of Engagement
Version 1.4 August 2026

TERMS & CONDITIONS OF ENGAGEMENT

Version 1.4 August 2026

Green Oak Developments (Yorkshire) Ltd

Registered Office: 21 West End Avenue, Appleton Roebuck, York, YO23 7DE 
Company No. 14572154 | VAT No. 438124111

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1. Definitions

In these Terms & Conditions:
“Company” means Green Oak Developments (Yorkshire) Ltd.
“Client” means the person or persons engaging the Company.
“Works” means the building works or services described in the Company’s quotation, specification and payment schedule.
“Contract” means the agreement between the Company and the Client, including the quotation, payment schedule, specification and these Terms & Conditions.
“Variation” means any addition, omission, substitution, change in specification, change in construction method or other departure from the Works originally quoted.

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2. Formation of the Contract

These Terms & Conditions apply where they have been supplied to the Client with or before the quotation is accepted.
The Contract may be accepted by:
• Signing or confirming acceptance of the quotation
• Confirming by email, WhatsApp or text message that the Company should proceed
• Paying the deposit
• Giving the Company a clear instruction to commence the Works
• Allowing the Works to commence after receiving the quotation and these Terms

A separate physical signature is not required where acceptance of the Contract is otherwise clearly shown by the Client’s words or conduct.

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3. Quotation and Scope of Works

The quotation includes only the work, materials and services specifically described within it.
Anything not expressly included within the quotation is excluded and may be priced separately.
Drawings, planning documents and Building Control documents do not automatically form part of the Company’s priced scope unless the relevant work is clearly included within the quotation.
Where a figure is described as an estimate, guide price or budget cost, it is not a fixed price. It is based on the information available at that stage and may change when the design, specification, structural information or site conditions are confirmed.
Where a quotation is stated to be fixed, it is fixed only for the scope and specification described within it. It remains subject to agreed Variations, unforeseen conditions, Client instructions and any other adjustments permitted by these Terms.
Any contingency or commercial allowance included within the Company’s pricing is an internal allowance intended to protect the Company against normal business and construction risks. It is not a provisional sum, Client allowance, refundable balance or separate pot of money belonging to the Client.

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4. Deposits and Commencement

The Client shall pay the deposit shown within the quotation or payment schedule to secure a proposed start date.
The Company is not required to reserve labour, order materials or commence the Works until the required deposit has cleared.
Where the Client cancels after acceptance, the Company may retain or recover an amount reasonably representing:
• Work already carried out
• Materials ordered or committed
• Design or administration work completed
• Supplier cancellation or restocking charges
• Other reasonable losses caused by the cancellation

Nothing in these Terms affects any statutory cancellation rights which apply to the Client.

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5. Payments

Payments shall be made in accordance with the payment schedule or invoice terms stated within the quotation.
Unless otherwise stated, invoices are payable on issue.

Failure to make payment when due may result in:
• Suspension of the Works
• Removal or reallocation of labour
• Delays to the programme
• Cancellation or rearrangement of deliveries|
• Additional reasonable costs
• A revised completion date

The Company may charge interest on overdue sums at 5% above the Bank of England base rate until payment is made.
If the Client disputes part of an invoice, the undisputed amount must still be paid by the due date.
The Client must not withhold the whole of an invoice because of minor snagging items or a separate disputed item. Any amount withheld must be reasonable and proportionate to the properly evidenced cost of the specific work said to remain outstanding.
The Client must provide written details of any proposed withholding, including the amount, reason and supporting evidence.
The Client shall take reasonable steps to minimise any alleged loss. The Client must not incur unnecessary investigation, replacement or rectification costs where the Company has not first been given a reasonable opportunity to inspect the matter and carry out any work for which it is responsible.
Acceptance, occupation or beneficial use of the Works shall not reduce or postpone the Client’s obligation to make payment when due.

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6. Variations and Additional Work

A Variation includes any change to the original scope, including:
• Extra or additional work requested by the Client
• Changes to dimensions, layout, materials, finishes or specification
• Changes to doors, windows, roof details or structural arrangements
• Work arising from unsuitable ground conditions
• Hidden defects, services or structural issues
• Work required following demolition or opening-up
• Work required by Building Control, a structural engineer or another relevant professional
• Work needed because information supplied by the Client was incomplete or incorrect
• Additional work caused by Client delays, access restrictions or third-party contractors
• Small additions or alterations requested while the Company is already carrying out the Works

A Variation may be instructed or agreed:
• In writing
• By email
• By WhatsApp or text message
• By telephone
• Verbally during a site meeting or site discussion
• Through the Client’s clear participation in selecting, measuring, approving or arranging the changed work

A separately signed variation form is not required where the Client has clearly instructed or approved the Variation and the Company has relied on that instruction by ordering materials, arranging labour or carrying out the work.

The Company will normally try to provide a price or estimated cost before carrying out a Variation. However, the Client accepts that this may not always be practical, particularly where:
• Work is already underway
• A decision is needed to avoid delay
• The full extent of the work cannot be known until it is opened up
• Materials or labour must be secured quickly
• The work is required for safety, structural reasons or regulatory compliance

Where an exact price has not been agreed in advance, the Client shall pay a reasonable price for the Variation.

The price may include:
• Labour
• Materials
• Plant and equipment
• Subcontractor costs
• Delivery and collection charges
• Waste removal
• Design and professional costs
• Management and administration
• Overheads and profit
• Disruption, remobilisation and loss of productivity
• Any effect on other parts of the Works

The price of a Variation does not have to be calculated using the same rates as the original quotation. Variations may be priced using the Company’s rates and costs applying when the additional work is instructed or carried out.
The fact that additional work has been carried out before a formal quotation or invoice is issued does not mean that the work is free or included within the original Contract Sum.
The Company will confirm verbal Variations in writing as soon as reasonably practical. If the Client believes that the written confirmation is incorrect, the Client must raise that promptly.
Failure to issue a written confirmation immediately shall not prevent the Company from recovering payment where the instruction, work and surrounding circumstances can otherwise be evidenced.
Evidence of a Variation may include emails, WhatsApp messages, text messages, photographs, videos, drone footage, drawings, supplier orders, invoices, delivery records, labour records, site diaries, measurements, GPS or location records, Building Control records, professional correspondence, witness evidence, Client selections and the completed work itself.
The parties agree that emails, WhatsApp messages, text messages and other electronic communications may be relied upon as evidence of instructions, approvals, selections, agreements and Variations.

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7. Unforeseen Conditions and Necessary Work

Construction work may reveal conditions which could not reasonably have been identified when the quotation was prepared.

This may include:
• Unsuitable or unstable ground
• Unexpected foundations
• Existing structural problems
• Hidden services
• Damp, rot or contamination
• Incorrect existing construction
• Additional structural support
• Changes required by Building Control or an engineer

Where unforeseen conditions arise, the Company will notify the Client as soon as reasonably practical and explain the likely cost and programme effect. Where urgent work is reasonably required to make the property safe, prevent damage, comply with professional instructions or avoid serious delay, the Company may carry out the limited work reasonably necessary before obtaining formal written approval. The Client shall pay the reasonable cost of that work, provided the Company explains what was required and why as soon as reasonably practical.

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8. Project Changes and Project Creep

The Client accepts that requests made during the Works may increase cost and extend the programme, even where an individual request appears small.

Work is not included merely because:
• It can be completed while the Company is already on site
• The Client describes it as a small job
• It uses materials already present
• It takes place within the same room or area
• It was discussed informally
• The Company begins the work before issuing a separate invoice

The Company is entitled to treat each additional request as a Variation and charge for the full effect of that request. The Client is not entitled to require additional work to be carried out at cost price or at the rates used within the original quotation.

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9. Omissions, Credits and Alleged Savings

A change in material, design or construction method does not automatically mean that the Client is entitled to a credit.

Any credit shall be based on the actual net cost saved by the Company after taking account of:
• Materials already ordered or committed
• Supplier cancellation and restocking charges
• Labour already carried out or booked
• Design, administration and management
• Additional work created elsewhere
• Delivery, collection and waste costs
• Overheads and profit
• Disruption to the programme

Where the Client removes work from the scope, the credit will normally be the actual net cost avoided by the Company, not necessarily the amount the Client believes was allowed for that item within the overall quotation.

Where the Company proposes a material reduction in the agreed scope, any appropriate credit will be agreed fairly between the parties.

The Client may not select individual alleged savings in isolation while disregarding additional costs, changes or work incurred elsewhere within the project.

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10. Client Instructions

The Company is entitled to rely upon instructions given by either named Client. 
Where there is more than one Client, an instruction from one Client will normally be treated as being given on behalf of both unless the Company has previously been told in writing that only joint instructions may be accepted.
The Client is responsible for ensuring that instructions given by household members, representatives, designers or other authorised persons are correct. 
If the Client changes an earlier instruction after materials have been ordered or work has commenced, the resulting cost shall be treated as a Variation.

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11. Delays, Access and Interim Valuations

The Client shall provide the Company with safe and reasonable access to the site.

If the Works are delayed, suspended or disrupted because of:
• A Client instruction
• Failure to provide access
• Failure to make a decision
• Failure to provide information or approval
• Late payment
• Work carried out by the Client or the Client’s contractor
• Delays caused by suppliers or professionals appointed directly by the Client
• The Client preventing the Company from completing or rectifying the Works

the Company may:

• Extend the programme
• Reallocate labour
• Charge reasonable additional costs
• Invoice for work completed to date
• Invoice for materials ordered or committed
• Invoice for plant, subcontractors and supplier commitments
• Charge reasonable demobilisation and remobilisation costs

The Company may issue an interim valuation even where the next payment stage has not been fully reached, where the failure to reach that stage has been caused or materially contributed to by the Client.
Any delay, suspension or disruption caused or materially contributed to by the Client shall extend the completion date by a reasonable period. This extension may include the period of the original delay together with any additional time reasonably required to rearrange labour, plant, subcontractors, deliveries and the programme of Works.

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12. Materials and Price Changes

The quotation is based on labour, material and supplier costs applying when it is issued.
Where costs increase for reasons outside the Company’s reasonable control, the Company may request a reasonable adjustment to the Contract Sum.
The Company will provide supporting information where reasonably available.
The Client is not entitled to insist that the Company supplies materials at a loss where a substantial and unexpected price increase has occurred after the quotation was accepted.

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13. Client-Supplied Materials and Other Contractors

The Company is not responsible for:
• The quality, suitability or availability of materials supplied by the Client
• Delays caused by late or incorrect Client-supplied materials
• Defects caused by another contractor
• Work altered or damaged by the Client or another contractor
• Manufacturers’ defects which are outside the Company’s workmanship

Any additional time or work caused by Client-supplied materials or third-party contractors may be charged as a Variation. 
Materials supplied by the Company remain the property of the Company until payment has been received in full, so far as legally permitted.
The Company may recover unused or unfixed materials for which payment has not been received, provided this can be done lawfully, safely and without causing unreasonable damage. This provision does not give the Company a right to remove materials which have become permanently incorporated into the property where removal would be unlawful or cause material damage.

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14. Protection of Existing Property

The Company will take reasonable care to protect the existing property and surrounding areas.
The Client accepts that construction work may cause unavoidable minor disturbance, marks, dust, settlement or cosmetic damage despite reasonable care being taken.
The Company remains responsible for damage caused by its negligence.

Unless clearly included within the quotation, the following are excluded:
• Reinstatement of gardens and lawns
• Artificial grass
• Driveways and pathways
• Existing decorations
• Existing floor coverings
• Landscaping and planting
• Existing external surfaces

Where reinstatement is requested and was not included in the quotation, it shall be treated as a Variation.

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15. Practical Completion

Practical completion occurs when the Works are substantially complete and capable of being used for their intended purpose.
Minor snagging items, small cosmetic matters, outstanding paperwork or work which does not prevent normal use will not normally prevent practical completion.
Unless the payment schedule expressly says otherwise, final payment is not conditional upon:
• Every minor snag being completed
• The issue of a Building Control Completion Certificate
• The completion of work by contractors appointed separately by the Client
• Manufacturer paperwork which is still being processed

The Client may retain only a reasonable and proportionate amount for clearly identified outstanding work. 
The existence of minor snagging items shall not entitle the Client to treat the Works as incomplete where they are otherwise capable of being used for their intended purpose.

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16. Snagging and Defects

The Client shall provide one clear written snagging list within a reasonable period following practical completion.
The Company must be given reasonable access and a reasonable opportunity to inspect and rectify any defect for which it may be responsible.
The Client must not appoint another contractor to investigate, alter, remove, replace or rectify the Company’s work and then seek to recover that cost from the Company without first:
• Giving the Company written details of the alleged defect
• Providing any available photographs or supporting evidence
• Allowing the Company reasonable access to inspect the matter
• Giving the Company a reasonable opportunity to carry out any work for which it is responsible

This shall not apply where:
• There is a genuine emergency
• Immediate action is reasonably necessary to prevent injury or further damage
• The Company has refused to inspect or act within a reasonable period
• It would not be reasonable in the circumstances to require the Client to wait

The Client shall take reasonable steps to minimise any alleged loss. The Company shall not be responsible for unnecessary or increased costs which could reasonably have been avoided by allowing it to inspect or rectify the matter.

The Company is not responsible for increased costs which could reasonably have been avoided had access been provided.

If access is refused or made subject to unreasonable conditions, the Company’s obligation to return shall be suspended until reasonable access is provided.

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17. Building Control and Professional Approvals

The Company shall carry out the Works with reasonable skill and care.
Unless expressly included within the quotation, the Client is responsible for arranging and paying for:
• Planning permission
• Building Control fees
• Structural engineer fees
• Party Wall matters
• Specialist design
• Other statutory or professional approvals

Where the Company is responsible for arranging any of these services, this will be stated within the quotation.

A Building Control inspection or Completion Certificate relates to Building Regulations requirements. It does not alter the payment terms or make payment dependent upon matters which were not included within the Contract.

18. Suspension

If payment is overdue or the Client commits a material breach, the Company may suspend the Works after giving reasonable written notice.
The Company shall not be responsible for delay caused by a justified suspension.
The Client shall be responsible for reasonable costs caused by the suspension, including:
• Standing time
• Cancelled or rearranged labour
• Supplier charges
• Plant charges
• Site security
• Demobilisation and remobilization

Any justified suspension shall extend the completion date by a reasonable period. The revised completion date shall take account not only of the period of suspension but also of the time reasonably required to rearrange labour, subcontractors, plant, materials and deliveries and to remobilise the Works.

19. Termination

Either party may terminate the Contract where the other commits a material breach and fails to remedy it within 14 days of receiving written notice.
The Company may also terminate where the Client:
• Fails to make payment
• Repeatedly prevents progress
• Refuses reasonable access
• Abuses or threatens the Company’s staff or subcontractors
• Appoints others to alter the Company’s work without agreement
• Makes continued performance unreasonable or unsafe

On termination, the Client shall pay for:
• Work completed
• Materials supplied
• Materials ordered or committed
• Plant and subcontractor commitments
• Variations
• Reasonable administration
• Site protection
• Demobilisation
• Other reasonable losses caused by the termination

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20. Cancellation Rights

Where the Contract is entered into online, by telephone or at the Client’s home, statutory cancellation rights may apply.
Where required, the Company will provide the Client with separate cancellation information and a cancellation form.
If the Client asks the Company to begin work during a statutory cancellation period, the Client must make an express request for the Works to begin.

If the Client then cancels, the Client shall pay a reasonable amount for work carried out and costs incurred up to cancellation, where permitted by law.
Nothing in these Terms removes or limits the Client’s statutory rights.

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21. Liability

The Company is responsible for carrying out the Works with reasonable skill and care.
The Company is not responsible for losses or defects caused by:
• Pre-existing defects
• Inaccurate information supplied by the Client
• Client instructions against the Company’s advice
• Work by other contractors
• Lack of maintenance
• Misuse
• Normal wear and tear
• Matters outside the Company’s reasonable control

Nothing in these Terms excludes liability for death or personal injury caused by negligence, fraud or any liability which cannot legally be excluded.

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22. Dispute Resolution

If a dispute arises, both parties shall first attempt to resolve it through direct discussion and a review of the relevant documents.
Where appropriate, the parties should consider mediation before commencing court proceedings.
This clause does not prevent either party from taking urgent action or commencing proceedings where reasonably necessary.

23. Entire Agreement and Changes to the Contract

The Contract consists of the accepted quotation, payment schedule, specification, these Terms & Conditions and any Variations agreed under clause 6.
Variations to the Works may be agreed verbally, electronically, in writing or through clear instructions and conduct in accordance with clause 6.
Any change to these Terms & Conditions themselves must be agreed in writing.
This clause does not prevent the Company from relying upon a Variation which was clearly instructed or approved by the Client and then acted upon.

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24. Governing Law

The Contract is governed by the laws of England and Wales.
The courts of England and Wales shall have jurisdiction, subject to any rights the Client has to bring proceedings in another court under applicable consumer law.

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25. Severance

If any part of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue to apply.

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26. Version of Terms

The version of these Terms & Conditions supplied to the Client with or before acceptance of the quotation shall apply to the Contract.
Any later version issued by the Company shall apply only to new contracts unless the Client and the Company expressly agree otherwise in writing.