Payment Terms

7. Payment

7.1
The Company shall have the right to re-measure the Sub-Contract Works on completion. The computation of the final invoice or application for payment shall be subject to this clause.

7.2
The Company shall raise invoices or applications for payment at regular intervals on dates to be agreed with the Customer or, in the absence of such agreement, on or by the last working day of each month (the “Valuation Date”).

The payment due date (the “Payment Due Date”) shall be 7 days from the Valuation Date. The final date for payment (the “Final Date for Payment”) shall be 21 days from the Payment Due Date.

7.3
The amount to be included in the Company’s invoice or application for payment shall be the value of work carried out on site, including additional works under clause 3, any materials and goods delivered to site or held off site for use in the Works, and any agreed fluctuations.

The invoice or application shall state:

• the sum that the Company considers to be due at the Payment Due Date; and
• the basis on which that sum has been calculated, including the appropriate deduction for sums previously paid by the Customer to the Company.

7.4
In relation to every payment provided for by this contract, the Customer shall give a notice complying with clause 7.5 to the Company no later than 5 days after the Payment Due Date (the “Customer Notice”).

7.5
A Customer Notice shall specify:

• the sum that the Customer considers to be or to have been due at the Payment Due Date; and
• the basis on which that sum has been calculated.

7.6
If the Customer does not give a Customer Notice under clauses 7.4 and 7.5, the Company’s invoice or application for payment issued under clauses 7.2 and 7.3 shall be the payee’s notice in default (the “Default Payment Notice”).

7.7
Subject to any Pay Less Notice given by the Customer under clause 7.9, the Customer shall pay the sum stated as due in the relevant notice on or before the Final Date for Payment under clause 7.2.

7.8
The “Notified Sum” in relation to any payment provided for by this contract means any sum notified in accordance with clauses 7.4, 7.5 and 7.6 by the valid Customer Notice or the valid Default Payment Notice, whichever is applicable.

7.9
Where the Customer intends to pay less than the sum stated as due in the relevant notice, the Customer shall, no later than 7 days before the Final Date for Payment, give the Company notice of that intention stating:

• the sum that the Customer considers to be due at the date the Pay Less Notice is given; and
• the basis on which that sum has been calculated.

7.10
In relation to the giving of notices under this clause 7, it is immaterial that the amount then considered to be due may be zero.

7.11
Where a Customer Notice has been given under clauses 7.4 and 7.5, or where an effective Pay Less Notice is given under clause 7.9, but on the matter being referred to adjudication the adjudicator decides that more than the Notified Sum should be paid, the difference shall be construed as requiring payment no later than:

7.12
Clause 7.7 does not apply in relation to a payment provided for by this contract where:

7.13
If the Customer fails to pay a sum, or any part of it, due to the Company under these Conditions by its Final Date for Payment, the Customer shall, in addition to any unpaid amount that should properly have been paid, pay the Company interest at the rate of 8% over the Bank of England base rate in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, as amended and supplemented by the Late Payment of Commercial Debts Regulations 2002, for the period from the Final Date for Payment until payment is made.

7.14
Outstanding accounts and interest under clause 7.13 shall be due as a debt and payable on demand.

Acceptance of a payment of interest shall not in any circumstances be construed as a waiver of:

• the Company’s right to proper payment;
• the Company’s right to suspend performance under clause 8; or
• the Company’s right to terminate its employment under clause 9.