Terms and Conditions

Services | News | Contact Us


ANODE – TERMS & CONDITIONS OF SERVICE

1. Formation of Contract

These Terms and Conditions (“Terms”) apply to all services provided by Anode Project Solutions Ltd (“Anode”) and shall prevail over any terms proposed by the Customer unless expressly agreed in writing by an authorised representative of Anode.

A legally binding contract shall be deemed to have been formed upon the earliest of:
(a) written or electronic acceptance of a quotation;
(b) issuance of a purchase order or instruction to proceed; or
(c) commencement of any Services by Anode.

No variation to these Terms shall be binding unless confirmed in writing by Anode.

2. Scope of Services

The Services may include, but are not limited to:

  • installation and deinstallation of equipment
  • specialist MRI services
  • logistics, transport, and lifting operations
  • storage and handling
  • patient data removal or destruction

All Services shall be delivered strictly in accordance with:

  • the agreed quotation; and
  • any applicable method statements and risk assessments (“RAMS”).

Any works, materials, attendances, or services not expressly included in the quotation shall be treated as a Variation and charged accordingly.

3. Service Delivery

Anode shall perform the Services using reasonable skill, care, and diligence in accordance with generally accepted industry standards.

All dates, programmes, and timeframes are estimates only and are not contractually binding.

Service delivery is contingent upon, and subject to:

  • site readiness and access
  • weather and environmental conditions
  • third-party contractor performance
  • compliance with health and safety requirements

Anode reserves the right to:

  • suspend, delay, or modify the Services where reasonably necessary for safety, regulatory compliance, or operational reasons
  • resequence works without liability

4. Customer Obligations

The Customer shall, at its own cost and responsibility:

  • provide safe, clear, and unrestricted access to all relevant areas
  • ensure the site is fully prepared and ready for the Services, including:
    • isolation and disconnection of services
    • structural readiness
    • removal of obstructions
  • provide accurate, complete, and timely information
  • ensure all equipment is:
    • safe to handle
    • free from hazardous contamination (unless agreed otherwise)
  • provide suitable welfare, parking, and access for personnel, vehicles, and lifting equipment

The Customer shall be responsible for compliance with all applicable laws and site-specific regulations.

Failure to meet these obligations may result in:

  • delays
  • suspension of Services
  • additional charges

5. Equipment Identification & Responsibility

The Customer shall be solely responsible for clearly and accurately identifying:

  • equipment to be removed
  • equipment to remain
  • any sensitive, hazardous, or high-value components

Anode shall not be liable for:

  • removal of items not clearly identified
  • retention or damage to incorrectly identified equipment
  • loss arising from inaccurate or incomplete instructions

6. Variations

Any change to the agreed scope, including but not limited to:

  • additional works
  • delays
  • restricted access
  • changes in sequencing

shall constitute a Variation.

Variations may be instructed verbally or in writing and shall be chargeable at:

  • agreed rates; or
  • Anode’s prevailing daywork rates

Anode shall not be obliged to proceed with a Variation until commercially agreed, but may do so where necessary for safety or continuity.

7. Third-Party Contractors

Where third-party contractors are required (including crane operators, scaffolders, transport providers, or specialists):

  • such parties may contract directly with the Customer or via Anode
  • their own terms and conditions shall apply

Anode shall not be liable for:

  • their performance
  • delays
  • omissions or failures

All associated risks, costs, and consequences shall be borne by the Customer.

8. Delays, Disruption & Additional Charges

If the Services are delayed, disrupted, or extended due to:

  • Customer acts or omissions
  • lack of site readiness
  • third-party delays
  • restricted or unsafe access
  • hospital or operational constraints
  • weather or environmental conditions

Anode shall be entitled to recover:

  • additional time (labour, plant, supervision)
  • standby time
  • demobilisation and remobilisation costs
  • extended preliminaries

Abortive visits shall be fully chargeable.

9. Parking and Site Access

The Customer shall ensure suitable and lawful parking and access arrangements.

Where:

  • parking is unavailable or restricted
  • penalties (including PCNs or fines) are incurred
  • off-site parking causes delay or additional handling

All resulting costs, time, and expenses shall be recoverable from the Customer.

Anode reserves the right to abort works where access is not viable, with full costs chargeable.

10. Risk, Title and Insurance

Unless expressly agreed otherwise in writing:

  • all Equipment shall remain at the Customer’s sole risk at all times, including during:
    • handling
    • lifting
    • transport
    • storage

Risk shall not transfer to Anode under any circumstances.

The Customer shall maintain adequate insurance cover for all Equipment and associated risks.

Exception – Agreed Storage Insurance

Where expressly agreed in writing by Anode prior to commencement of storage:

  • Anode may arrange insurance cover for stored Equipment
  • such cover shall be subject to:
    • the terms, conditions, exclusions, and limits of Anode’s insurance policy
    • any declared value(s) agreed in writing

In such circumstances:

  • Anode’s liability shall be strictly limited to the amount recoverable under its insurance policy in respect of the relevant loss
  • no cover shall apply to:
    • consequential or indirect losses
    • depreciation, loss of use, or loss of profit
    • inherent defects or deterioration

Unless such written agreement is in place, all Equipment remains entirely at the Customer’s risk.

11. Storage and Logistics

Where Anode provides storage:

  • all items are stored at the Customer’s risk except where insurance is expressly agreed in accordance with Clause 10
  • no environmental control (including temperature, humidity, or dust protection) is guaranteed unless expressly agreed in writing

Where Anode has agreed in writing to insure stored Equipment:

  • such insurance shall be strictly subject to Clause 10
  • no greater liability or responsibility shall arise beyond the limits and conditions set out therein

The Customer remains responsible for:

  • accurate declaration of equipment value (where required)
  • packaging suitability
  • compliance with all applicable transport and storage regulations

Transport and lifting operations remain subject to operational constraints and risk assessments.

MRI Cold Storage (Magnet Storage Specific Provisions)

Where MRI magnets and associated equipment (“Magnets”) are placed into cold storage with Anode:

Storage Conditions and Access

  • Magnets (including associated electronics) shall be stored at Anode’s facility
  • The Customer, or authorised representatives, may inspect stored equipment subject to:
    • a minimum of 24 hours’ written notice; and
    • prior written consent from the Customer (where applicable)
  • A minimum of 5 working days’ notice is required for:
    • delivery to storage; and
    • removal or collection of equipment
  • Collections and deliveries shall take place during standard working hours (09:00 – 17:00, Monday to Friday) unless otherwise agreed in writing

Operational Management

  • Magnets shall be connected to a closed-loop water cooling system
  • Storage systems shall be monitored on a routine basis by Anode

Helium Loss – Limited Responsibility
Anode shall accept responsibility for helium loss solely where directly caused by a failure of its cold storage infrastructure, including:

  • failure of facility power supply (within Anode’s control)
  • failure of cooling or chiller systems forming part of Anode’s storage infrastructure

In such cases, liability shall be limited in accordance with:

  • Clause 10 (where insurance applies); and
  • Clause 18 (Limitation of Liability)

Exclusions (Customer Risk)
Anode shall have no liability whatsoever for helium loss, equipment damage, or performance issues arising from:

  • cold head failure
  • compressor failure
  • helium line or internal system failure
  • inherent defects or condition of the Magnet
  • manufacturer design limitations or faults
  • any pre-existing condition or degradation

All such risks remain entirely with the Customer.

12. MRI Services (Critical Risk Allocation)

The Customer acknowledges that MRI-related works involve significant inherent technical risks.

Unless directly caused by Anode’s proven negligence, Anode shall have no liability whatsoever for:

  • helium loss or boil-off
  • magnet quench (partial or full)
  • system imbalance, drift, or instability
  • recommissioning or calibration issues
  • manufacturer defects, limitations, or incompatibilities

The Customer assumes full responsibility for these risks.

13. Data Handling and System Integrity

Where data removal, wiping, or destruction services are provided:

  • Anode shall exercise reasonable skill and care in carrying out the agreed data handling services
  • however, the Customer remains solely responsible for:
    • data integrity
    • data backup and recovery
    • regulatory compliance (including GDPR and any healthcare-specific requirements)
    • confirmation of the scope and extent of data removal required

The Customer acknowledges that data removal processes may:

  • affect system configuration, calibration, or stored parameters
  • impact software, licensing, or access controls
  • result in loss of functionality or system operability
  • require recommissioning, reconfiguration, or manufacturer intervention

Accordingly, Anode shall have no liability whatsoever for:

  • loss of system functionality or performance
  • software or firmware issues
  • corruption or loss of system settings
  • licensing or activation failures
  • integration or connectivity issues
  • any requirement for recommissioning, recalibration, or OEM support

unless directly caused by Anode’s proven negligence in the execution of the agreed data removal process.

The Customer shall be responsible for:

  • ensuring all necessary backups are taken prior to data removal
  • engaging original equipment manufacturers (OEMs) or specialists where required
  • verifying system functionality following completion of the Services

Anode does not warrant that any system will remain operational, functional, or fit for purpose following data removal.

14. Financial Loss Exclusion

To the fullest extent permitted by law, Anode shall not be liable for:

  • loss of profit
  • loss of revenue
  • loss of business or contracts
  • business interruption
  • loss of use
  • reputational damage
  • indirect or consequential losses

15. Payment Terms

Invoices shall be payable within 15 days of the invoice date unless otherwise agreed.

All payments shall be made:

  • in full
  • without deduction, set-off, or withholding

Anode reserves the right to:

  • charge statutory or contractual interest on late payments
  • suspend or terminate Services
  • recover all costs of debt recovery (including legal fees)

16. Cancellation and Suspension

Cancellation charges shall apply as follows:

  • Less than 5 working days’ notice: all costs incurred plus committed resources
  • Less than 48 hours’ notice: up to 100% of the contract value

Where Services are suspended or aborted due to Customer fault:

  • all costs shall be fully recoverable

17. Warranty

Anode warrants only that the Services shall be carried out with reasonable skill and care.

All other warranties, conditions, and representations (express or implied) are excluded to the fullest extent permitted by law.

18. Limitation of Liability

Anode’s total aggregate liability arising out of or in connection with the Services, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be strictly limited to:

  • the total fees paid by the Customer to Anode under the relevant contract

Anode shall not be liable for:

  • third-party failures
  • inaccurate or incomplete Customer information
  • pre-existing defects
  • inherent or unavoidable technical risks

To the fullest extent permitted by law, Anode shall not be liable for:

  • loss of profit
  • loss of revenue
  • loss of business or contracts
  • business interruption
  • loss of use
  • reputational damage
  • indirect or consequential losses

Nothing in these Terms excludes or limits liability for:

  • death or personal injury caused by negligence
  • fraud or fraudulent misrepresentation

19. Force Majeure

Neither party shall be liable for failure or delay caused by events beyond reasonable control, including:

  • extreme weather
  • labour disputes
  • supply chain disruption
  • government or regulatory action
  • pandemics or emergencies

20. Divisibility

Each phase, element, or service shall be treated as a separate and severable contract.

Failure or dispute in one part shall not affect:

  • payment obligations
  • performance of remaining Services

21. Confidentiality

Each party shall:

  • keep confidential all commercial, technical, and operational information
  • use such information solely for the purposes of the contract

22. Governing Law and Jurisdiction

These Terms shall be governed by the laws of England and Wales.

The parties submit to the exclusive jurisdiction of the courts of England and Wales.

23. Entire Agreement

These Terms, together with the quotation, constitute the entire agreement between the parties and supersede all prior discussions, agreements, or understandings.

Scroll to Top