For a copy of the Highland
Standard Clauses 2007 (Annotated) in Acrobat PDF Format, click
here
For a copy of the Highland Standard Clauses 2007 in Acrobat PDF Format, click here
The Highland Standard Clauses 2007 are as follows:-
These are the Highland Standard
Clauses (2007 Edition) specified in the Deed of Declaration by
the Faculty of Solicitors of the Highlands dated 17 and
registered BCS on 18 September 2007
1. Settlement
1.1 The Price shall be payable and vacant possession shall be
given not later than 2.30pm on the Date of Entry and the payment
of the Price is hereinafter referred to as
"Settlement".
1.2 Purchaser's Default
Time shall be of the essence of the bargain to the extent that:-
1.2.1 If the price or any part thereof is not paid timeously,
then notwithstanding consignation or the fact that entry has not
been taken by the Purchaser, the Purchaser shall pay to the
seller whichever the seller may elect of the following:
EITHER
1.2.1.1 Interest on the amount outstanding at the rate of five
per centum per annum above the Bank of Scotland base lending rate
from time to time until the earliest of [a] the date when full
payment of the price is made by the Purchaser, or [b] the date
twelve months after the Date of Entry, or [c] the date when the
seller completes a resale of the Property and receives the resale
price (under declaration quoad [b] and [c] above that in the
event of any shortfall between the purchase price hereunder and
the resale price, interest as aforesaid shall continue to apply
to any such shortfall until such time as the shortfall shall have
been paid to the seller).
OR
1.2.1.2 An amount equal to the total of all losses, costs and
damages which the seller, acting reasonably, has incurred or may
incur arising from such breach of contract by the Purchaser,
including without prejudice to the generality, any costs relating
to a bridging or other loan effected to enable the seller to
complete a purchase of heritable property.
1.2.2 If the price is not paid in full within twenty-one days of
the Date of Entry, the seller shall be entitled at any time
thereafter to rescind the missives by giving Notice thereof to
the Purchaser, without prejudice to any right or any claim
competent to the seller arising from the breach of contract by
the Purchaser.
1.2.3 This clause 1.2 shall be suspended during any delay in
Settlement attributable to the seller or his agents.
1.3 Seller's Default
Time shall be of the essence of the bargain to the extent that:-
1.3.1 If, as a result of the failure of the seller to implement
the seller's whole obligations in terms hereof timeously,
Settlement does not take place timeously the seller shall pay to
the Purchaser an amount equal to the total of all losses, costs
and damages which the Purchaser, acting reasonably, has incurred
or may incur as a result thereof, which amount may be deducted by
the Purchaser from the amount payable to the seller in settlement
of the transaction.
1.3.2 If the seller is not within a period of twenty-one days of
the Date of Entry in a position to implement the seller's whole
obligations in terms hereof, the Purchaser shall be entitled at
any time thereafter to rescind the missives by giving Notice
thereof to the seller, without prejudice to any right or claim
competent to the Purchaser arising from the breach of contract by
the seller.
1.3.3 This clause 1.3 shall be suspended during any period when
the seller is unable to implement the seller's whole obligations
in terms hereof as a result of any delay attributable to the
Purchaser or his agents.
2. Fixtures and Fittings
2.1 The Fixtures and Fittings comprise the whole fixtures and
fittings in or about the Property, all of which are owned
outright by the seller, and include without prejudice to that
generality, the following items (so far as the same presently
exist) which are in or about the Property namely:
2.1.1 garages, garden sheds or huts, coal bunkers, outhouses,
carports, garden frames, greenhouses, summerhouses, fencing and
paving slabs, and all plants, shrubs and trees in the garden;
2.1.2 all types of blinds, fitted pelmets, curtain rails and
runners, curtain poles and rings thereon, and stair carpet
fixings;
2.1.3 all fitted bedroom furniture, all bathroom, shower room,
w.c. and cloakroom fittings including mirrors, showers, cabinets
and other toilet fittings, and all kitchen units (free standing
or fitted), extractor hoods and extractor fans;
2.1.4 all central heating plant, electric storage heaters, wall
heaters, immersion heater, loft insulation and all other lagging;
2.1.5 oil in any storage tank and gas in any gas cylinders or
tank remaining at Settlement;
2.1.6 all electric light fittings, including all fluorescent
lights, wall lights (including brackets and shades or bowls in
the case of wall lights), dimmer switches, bulbs and bulb
holders;
2.1.7 television aerials with leads-in, satellite dishes, loft
ladder, rotary clothes dryer, clothes poles, door chimes, burglar
and fire alarms, other security systems and associated equipment,
double glazing units and/or secondary glazing, shelving, and
fireplace surround units; and
2.2 Where a wheeled bin or other receptacle for the collection of
refuse is provided for the Property by the Local Authority or
other body responsible therefor, the seller shall deliver the
same to the Purchaser, failing which the seller shall meet the
cost of replacement thereof.
3. Condition of Property, Fixtures and Fittings
3.1 So far as the seller is aware the Property (including the
larger building or tenement of which the Property forms part, if
relevant) is not and except in so far as covered by the
Guarantees has not been affected by: (i) any material defect in
the water supply, drainage, gas or electric systems; or (ii) any
wet rot, dry rot, rising damp or infestation by woodworm or other
insect.
3.2 If the Property is of timber framed construction, so far as
the seller is aware, no cavity foam or other cavity wall
insulation has at any time been introduced into the wall
cavities.
3.3 Any guarantees in force at the Date of Entry in respect of
(i) treatments which have been carried out for eradication of
timber infestation, dry rot, wet rot, rising damp or other such
defects and/or (ii) insulation and double glazing, together with
all supporting estimates, survey reports and other papers
relating thereto ("the Guarantees") will be exhibited
with the acceptance hereof and delivered at Settlement. If the
Guarantees are not to the Purchaser's reasonable satisfaction, he
shall be entitled to rescind the missives without penalty to or
by either party, by giving Notice thereof to the seller prior to
Settlement or within twenty-one days of the receipt of the
Guarantees whichever is the earlier. If requested the seller will
assign at his expense all his rights under the Guarantees to the
Purchaser, insofar as necessary and competent.
3.4.1 So far as the seller is aware any central heating system
and any storage heaters are presently free from material defect
and in working order and will be left by the seller at the Date
of Entry in the like condition as they are at present.
3.4.2 So far as the seller is aware the water, drainage, electric
and gas systems of the Property are now, and at the Date of Entry
will be, free from material defect and in working order.
3.4.3 "working order" shall be interpreted commensurate
with the age of the said systems or storage heaters. Neither the
failure to service the central heating system nor the fact that
it may no longer comply with current installation regulations
shall of itself be deemed to be a defect.
3.4.4 The seller shall meet the reasonable cost (if such cost
exceeds One Hundred and Fifty Pounds (£150)) of rectifying any
material defect in and/or putting into working order the said
systems or storage heaters which existed at Settlement provided
the Purchaser gives Notice of the existence of such material
defect within seven days of Settlement. Before instructing the
works required to remedy such material defect or to put into
working order such systems or storage heaters the Purchaser shall
allow the seller a reasonable opportunity for inspection.
3.5 The Property and all other items included in the Price will
be maintained by the seller in their present condition, fair wear
and tear excepted, and will remain at the seller's risk until
Settlement. If the buildings forming part of the Property are
materially damaged or destroyed prior to Settlement, the
Purchaser or seller shall be entitled to rescind the missives
without penalty to or by either party by giving Notice thereof to
the other party.
4. Common Rights/Repairs/Factoring
4.1 Where the Property forms part of a larger building, it
includes a right in common to the solum. The liability for the
upkeep of the roof, main walls, common passages and stairs and
other common parts is shared equally or on some other equitable
basis and reasonable evidence to this effect shall be produced
prior to the Date of Entry.
4.2 Where the Property includes a right in common in any
property, the liability for the cost of maintenance and/or repair
of such common property will be shared equally or on some other
equitable basis.
4.3 The seller will free and relieve the Purchaser of the
liability for the cost of any maintenance and/or common repairs
carried out, ordered or instructed prior to Settlement.
4.4 The seller is not aware of any intended scheme of common
repairs which has not yet been ordered or instructed.
4.5 The seller shall provide the Purchaser with full details of
any factoring and block insurance arrangements affecting the
Property. The liability for all costs due under such arrangements
for the period until Settlement shall remain with the seller.
5. Roads, Water and Drainage
5.1 Roads
The seller warrants that:-
EITHER
5.1.1 All roadways, footpaths and kerbs ex adverso the Property
have been made up and paid for and are maintained by the Local
Authority.
OR
5.1.2 There is a private access road from a roadway maintained by
the local authority.
5.2 Water
The seller warrants that:-
EITHER
5.2.1 The Property is connected to the mains water supply.
OR
5.2.2 The Property is connected to a private water supply system
and the water supply is of sufficient quality to comply with the
bacteriological and chemical parameters laid down in the Private
Water Supply (Scotland) Regulations 2006 as amended and so far as
the seller is aware is adequate in quantity at all times for all
normal domestic purposes and for the present use of the Property.
5.3 Drainage
The seller warrants that:-
EITHER
5.3.1 The Property is connected to the public sewer and drainage
system.
OR
5.3.2 The Property is connected to a private drainage system
comprising a septic tank with relative outfall pipe and/or
soakaway and all relative pipes, drains and connections
("the Drainage System"). There will be exhibited prior
to and delivered at Settlement evidence that the Drainage System
relating to the Property is either registered or licensed with
the Scottish Environment Protection Agency or any other
appropriate authority under the Water Environment (Controlled
Activities) (Scotland) Regulations 2005 and the seller warrants
that he has done nothing to contravene or prejudice the terms of
the registration or licence.
5.4 It is a material condition that if any of clauses 5.1.2,
5.2.2 or 5.3.2 applies, this fact shall be disclosed to the
Purchaser in the acceptance hereof and in that event there shall
be no binding bargain until the Purchaser accepts the position in
writing.
6. Planning and Development
So far as the seller is aware:-
6.1 The existing use of the Property is the permitted use under
planning legislation, free from materially adverse conditions,
orders or notices thereunder. Without prejudice to the foregoing
generality, any restriction as to who may occupy the Property
shall be a materially adverse condition for the purpose of this
sub-clause;
6.2 All development carried out on the Property has been done in
accordance with Planning legislation, the Building (Scotland)
Acts, other statutory provisions and any orders, regulations,
consents or permissions thereunder;
6.3 There are no Closing Orders, Demolition Orders, other
statutory orders or notices or road widening or road re-alignment
proposals affecting the Property;
6.4 There are no resolutions or proposals for the compulsory
acquisition of the Property or any part thereof and the Property
is not in an area designated or proposed to be designated for
development by the appropriate authority;
6.5 The Property is of a tolerable standard in terms of the
Public Health (Scotland) Acts and the Housing (Scotland) Acts;
6.6 The Property is not listed in either the statutory lists of
buildings of special historical or architectural interest or in
the Schedule of Monuments maintained by Historic Scotland.
6.7.1 There are no entries relating to the Property in the
Register maintained under section 78R(1) of the Environmental
Protection Act 1990 (including any amendment, variation or
re-enactment thereof) (in this clause 6.7 “the Act”);
6.7.2 The Local Authority has not served any notice relating to
the Property under section 78B(3) of the Act;
6.7.3 The Local Authority has not consulted with the seller or
any occupier of the Property under section 78G(3) of the Act in
relation to anything to be done on the Property as a result of
adjoining or adjacent land being contaminated;
6.7.4 No entry has been made in the Register and the Local
Authority has not served a notice under section 78(B)(3) of the
Act in relation to any adjoining or adjacent land which has been
identified as contaminated because it is in such a condition that
harm or pollution of controlled waters might be caused on the
Property.
6.8 The Local Authority has not resolved to serve any notice of
the type referred to in clauses 6.7.2 or 6.7.4 hereof nor to
consult in terms of 6.7.3 hereof.
7. Permissions and Certificates
7.1 There will be exhibited prior to and delivered at Settlement
all necessary planning permissions, building warrants,
certificates of completion and other statutory consents relating
to the Property.
7.2 The usual Property Enquiry Certificates dated not more than
three months before Settlement and such other evidence from the
appropriate authorities as the Purchaser may reasonably require
shall be exhibited prior to and delivered at Settlement to vouch
that the position is as disclosed in clauses 5 and 6 hereof,
other than as stated in clause 6.8 hereof.
7.3 The seller will exhibit prior to Settlement and within seven
days of receipt of same any notice, order or other documentation
relating to the Property issued by any authority or statutory
body prior to Settlement.
7.4 If any of the documents referred to in clauses 5.3.2, 7.1,
7.2 and 7.3 is not exhibited timeously or discloses any matter
materially and adversely affecting the Property, then the
Purchaser's only remedy will be to rescind the missives without
penalty to or by either party, by giving Notice thereof to the
seller prior to Settlement or within twenty-one days of the
receipt of the document disclosing such matter, whichever is the
earlier. Failing such Notice, the Purchaser shall be deemed to
have accepted such matter.
8. Electricity and Gas
The Property is directly connected to the mains electricity
supply and if the Property has a gas supply, that supply is a
mains gas supply. There are no outstanding charges or liabilities
relating to the connection of the electricity supply and any gas
supply. There is no supply agreement in force affecting the
Property and requiring a minimum revenue to be paid to the
appropriate electricity or gas supplier.
9. Development Proposals
So far as the seller is aware as at the date of the seller's
acceptance hereof, there are no proposals for development
requiring Planning Permission and/or Building Warrant nor has any
such Permission or Warrant been obtained in relation to any
property either adjoining or in the neighbourhood of the
Property. The seller has received no written intimation of any
such proposals.
10. Titles and Searches
10.1 Disposition
At Settlement there will be delivered a validly executed
marketable disposition of the Property in favour of the Purchaser
or the Purchaser’s nominees;
10.2 First Registration
If the title is not registered under the Land Registration
(Scotland) Act 1979 (in this clause 10 “the Act”):-
10.2.1 The seller will at or prior to Settlement deliver or
exhibit:-
10.2.1.1 A valid marketable prescriptive progress of titles, and
all writs referred to for burdens;
10.2.1.2 A Form 10 Report or, if applicable, a Form 11 Report,
brought down to a date not more than three days prior to the date
of Settlement and showing no entries including (without prejudice
to the generality) any Notice of Potential Liability of Costs
registered under the Tenements (Scotland) Act 2004 adverse to the
seller’s interest, the cost of the said report being the
responsibility of the seller.
10.2.1.3 Such documents and evidence as the Keeper may require to
enable the Keeper to issue a land certificate in name of the
Purchaser or the Purchaser’s nominees as the registered
proprietor of the Property and containing no exclusion of
indemnity in terms of section 12(2) of the Act; such documents
shall include (unless the whole Property only comprises part of a
tenement or flatted building) a plan or bounding description
sufficient to enable the Property to be identified on the
Ordnance Survey map and evidence (such as a Form P16 Report) that
the description of the Property as contained in the title deeds
is habile to include the whole of the occupied extent.10.2.2.The
land certificate will disclose no entry, deed or diligence
prejudicial to the Purchaser’s interest other than such as
are created by or against the Purchaser or have been disclosed to
and accepted by the Purchaser prior to Settlement.
10.2.3 Notwithstanding the terms of Clause 16 hereof, this clause
10.2 shall remain in full force and effect and may be founded
upon until implemented.
10.3 Registered Interests
If the title is registered under the Act:-
10.3.1 The seller will at or prior to Settlement deliver or
exhibit:-
10.3.1.1 A land certificate containing no exclusion of indemnity
in terms of section 12(2) of the Act;
10.3.1.2 All necessary links in title evidencing the
seller’s exclusive ownership of the Property;
10.3.1.3 A P17 Report if required; and
10.3.1.4 A Form 12 Report or, if applicable, a Form 13 Report
brought down to a date not more than three days prior to the date
of Settlement and showing no entries including (without prejudice
to the generality) any Notice of Potential Liability of Costs
registered under the Tenements (Scotland) Act 2004 adverse to the
seller’s interest.
10.3.2 The cost (if any) of the said reports shall be the
responsibility of the seller.
10.3.3 In addition, the seller will furnish to the Purchaser such
documents and evidence as the Keeper may require to enable the
interest of the Purchaser to be registered in the Land Register
without exclusion of indemnity in terms of said section 12(2).
10.3.4 The land certificate to be issued to the Purchaser will
disclose no entry, deed or diligence prejudicial to the
Purchaser’s interest other than such as are created by or
against the Purchaser or have been disclosed to and accepted by
the Purchaser prior to Settlement.
10.3.5 There are no overriding interests affecting the Property
at Settlement.
10.3.6 Notwithstanding the terms of Clause 16 hereof, this clause
10.3 shall remain in full force and effect and may be founded
upon until implemented.
10.4 Incorporated Bodies
The seller will produce appropriate evidence, if required, to
satisfy the Purchaser that there are no entries in any Charges
Register or company files which adversely affect the title.
If the seller is a Company or other incorporated body:-
10.4.1 The seller will deliver or exhibit within three months
after Settlement:-
10.4.1.1 A Search or Searches in the Register of Charges
disclosing no charges granted by the seller other than such as
may have been disclosed to and accepted by the Purchaser prior to
Settlement; and
10.4.1.2 A Report in the Companies Office files of the seller
brought down to disclose no notices relating to the winding up,
liquidation, administration, suspension, receivership or striking
off and disclosing its registered office bearers;
10.4.2 Each such Search and Report shall be brought down to
twenty-two days after the date when the seller ceased to be
infeft in or have an interest in the Property or any part
thereof;
10.4.3 There shall be exhibited an Interim Report on the Search
in the Register of Charges and the Report in the Companies Office
files both dated not more than three days prior to Settlement. If
such Interim Report shall disclose any floating charge which is
still in force, there shall be delivered at Settlement a
certificate of non-crystallisation of such floating charge by the
security holders in such terms as the Purchaser may reasonably
require.
10.5 Community Interests in Land
As at the date of conclusion of missives there is no entry in the
Register of Community Interests in Land prohibiting the Seller
from transferring the Property to the Purchaser.
11. Title Conditions, etc
11.1 Without prejudice to the generality of clause 10:-
11.1.1 The Property is as possessed by the seller and as seen by
the Purchaser;
11.1.2 Where the Property does not have direct access to a
roadway maintained by the Local Authority, a servitude right of
way for vehicles and pedestrians shall be granted to the
Purchaser by the access route at present used from such a roadway
to the Property. Liability for the maintenance, repair and
renewal of the access route is or shall be the responsibility of
the proprietors having right to use the said access route, the
liability being shared on an equitable basis;
11.1.3.1 If the connection to the mains water supply lies outwith
the Property any necessary servitudes permitting the use of the
water supply system as at present existing will be granted in
favour of the Purchaser; and
11.1.3.2 If any part of such water supply system is not part of
the public mains water supply system but is common to the
Property and other subjects the title deeds contain provisions
for the maintenance, repair and when necessary renewal of such
part by the parties served by the same according to user or on
some other equitable basis.
11.1.4 If the Property is connected to a private water supply
system:-
11.1.4.1 All necessary servitude rights for the use, maintenance,
repair and renewal of the said system shall be granted to the
Purchaser; and
11.1.4.2 If any part of the said system is common to the Property
and other subjects, liability for the maintenance, repair and
when necessary renewal of the said system shall be the
responsibility of the persons having right to use the same, the
liability being shared on an equitable basis.
11.1.5 If the Property is connected to public sewer and drainage
system:-
11.1.5.1 If the connection to the public sewer lies outwith the
Property, any necessary servitudes for any existing pipes or
drains between the Property and the public sewer will be granted
in favour of the Purchaser; and
11.1.5.2 If any part of the drainage system for the Property is
not part of the public sewer but is common to the Property and
other subjects the title deeds contain provisions for the
maintenance, repair and where necessary renewal of such parts by
the parties served by the same according to user or on some other
equitable basis.
11.1.6 If the Property is connected to a private drainage system
comprising a septic tank with relative outfall pipe or soakaway
and all relative pipes, drains and connections (“the
Drainage System”); and
11.1.6.1 The Drainage System for the Property either lies
entirely within the Property or all necessary servitude rights
permitting the same to be used as at present used by the seller
and for the maintenance, repair and renewal thereof will be
granted to the Purchaser; and
11.1.6.2 If any part of the Drainage System is common to the
Property and any other subjects all necessary rights in common
will be granted to the Purchaser and the title deeds contain
provision for the maintenance, repair and renewal of the Drainage
System by the parties having right to use the same on an
equitable basis.
11.1.7 All necessary servitude rights of access for the
inspection, maintenance, repair and renewal of the Property shall
be granted to the Purchaser;
11.1.8 There are no servitudes or other third party rights and no
unusual or unduly onerous real conditions which materially and
adversely affect the Property;
11.1.9 There are no repayable grants affecting the Property;
11.1.10 All obligations affecting the Property have been duly
implemented and so far as continuing, are being duly complied
with;
11.1.11 There is no outstanding liability for any part of the
cost of constructing walls, fences, roadways, footpaths or sewers
or other services;
11.1.12 The Property includes the minerals in so far as the
seller has right thereto. If the minerals have been reserved to
any party, such reservation does not include any right to enter
upon or work the surface of the Property and is subject to that
party making good any surface damage occasioned thereby. So far
as the seller is aware, no mines, metals or minerals have been at
any time removed from the Property, there is no intention to work
the same and no Planning Consent has been granted therefor.
11.1.13 In the event that the Property lies within a town or
place identified as an affected area in the 1999 Directory and
Guidance Notes for Coal Mining Searches issued by the Law Society
of Scotland (or any amendment thereto) regarding Coal Mining
Searches, the seller shall exhibit prior to and deliver at
Settlement a Coal Mining Search from the Coal Authority dated not
earlier than six months prior to Settlement which does not
disclose any matter materially and adversely affecting the
Property.
11.2 If there is any matter which is at variance with the terms
of clauses 11.1, 4.1 or 4.2, and which materially and adversely
affects the Property, the Purchaser's only remedy shall be to
rescind the missives without penalty to or by either party, by
giving Notice thereof to the seller prior to Settlement or within
twenty-one days of such matter being disclosed to the Purchaser,
whichever is the earlier. Failing such Notice, the Purchaser
shall be deemed to have accepted such matter.
12. New Property Warranties
If the dwellinghouse forming part of the Property has been
completed within ten years prior to Settlement:-
EITHER
12.1 There will be exhibited prior to and delivered at Settlement
home warranty scheme documentation from NHBC or Zurich Municipal;
OR
12.2 There will be exhibited with the acceptance hereof and
delivered at Settlement, a certificate issued by a qualified and
indemnified professional consultant with adequate professional
indemnity insurance cover which is acceptable to the Purchaser.
The Purchaser shall be deemed to have accepted such certificate
unless he gives Notice to the contrary within twenty-one days of
receipt thereof.
13. Council Tax
During the period of the seller's ownership, no alterations have
been made to the Property, which could result in a change in the
band of the Property for Council Tax purposes.
14. Matrimonial / Family Homes
14.1 At Settlement, the Property will not be affected by any
occupancy rights as defined in the Matrimonial Homes (Family
Protection) (Scotland) Act 1981 as amended and the Civil
Partnership Act 2004 and appropriate evidence to this effect will
be delivered at Settlement.
14.2 In the event of any Moveables being included in the Property
the seller warrants that no application to the Court has been
made under Section 3(2) of the said 1981 Act or under Section
103(2) of the said 2004 Act.
15. Crofting
The provisions of the Crofters (Scotland) Act 1993 do not apply
to the Property. Any Decrofting Direction or Resumption Order
under the Crofting Acts relating to the Property shall be
exhibited prior to and delivered at Settlement.
16. Continuation of Missives
Subject to the terms of clauses 10.2.3 and 10.3.6 the missives
shall cease to be enforceable after a period of two years from
Settlement except (a) in any court proceedings which have
commenced within that period and (b) in relation to any
obligation which the seller undertakes to implement after
Settlement.
17. Trust Declaration
During the period commencing with the delivery to the Purchaser
of the disposition and ending with its effective registration in
the Land Register the seller shall hold the title to the
Property, so far as not effectively transferred to the disponee
by delivery of the disposition, in trust for the disponee and a
declaration to this effect shall be included in the disposition.
18. Seller's Address
The seller's address after Settlement will be disclosed to the
Purchaser's solicitors if requested by the Purchaser or his
solicitor in the event of a claim arising after Settlement.
19. Notices
19.1 Any Notice under the missives shall be in writing and
service of the letter giving same may be effected by delivery,
ordinary or recorded delivery post, DX, LP or fax to the
solicitor of the seller or of the Purchaser as the case may be.
19.2 It shall be sufficient in proving service of a Notice sent
by recorded delivery post, to show that the envelope containing
the same was properly addressed to the solicitor of the seller or
of the Purchaser as the case may be.
19.3 Where Notice must be given within any specific period, time
shall be of the essence, and where the Notice is given by
recorded delivery post, the date of posting shall be deemed to be
the date of delivery.
20. Interpretation
In this Schedule of Conditions and in the offer annexed hereto:-
20.1 The headings on the numbered clauses do not form part of the
offer and shall not affect the interpretation thereof;
20.2 The masculine includes the feminine; and
20.3 Words in the singular include the plural and words in the
plural include the singular.