Polgarrow Bakery Limited and Kestrow Fleet Services Limited: The Drafting File
Van servicing and repair agreement
From the term sheet to signing · January to March 2027
HENNACOTT LLP, Plymouth
Solicitors for Polgarrow Bakery Limited
§Index
Tab 1Term SheetExplained in Ch. 1Explained in Ch. 2Explained in Ch. 3
About this tab: Leonie's term sheet, sent to Martyn in January 2027. It sets out the deal in one table before anyone drafts a contract. She built it from Martyn's notes and Kestrow's written quote. It is marked "subject to contract", so nobody is bound yet. It is silent on two points: who collects a van, and whether Saturdays count.
SUBJECT TO CONTRACT
TERM SHEET: VAN SERVICING AND REPAIR
Prepared by Hennacott LLP, Plymouth, for the bakery's finance director
January 2027
This term sheet records the main points agreed so far. It is not binding. Only a signed contract will bind the parties.
Background. Polgarrow runs 60 delivery vans for its bakery and has no workshop of its own. Kestrow services and repairs business fleets, and keeps vans for hire. Polgarrow wants one firm to keep every van on the road for a fixed monthly price.
| No. | Point agreed |
|---|---|
| 1 | Customer: Polgarrow Bakeries. Supplier: Kestrow Fleet Services Limited. |
| 2 | Vans: 60 delivery vans, listed by fleet number in a schedule. Polgarrow may add or remove vans as its fleet changes. |
| 3 | Services: Kestrow to service each van as the maker's schedule requires. Kestrow to repair any van that breaks down or fails a check. |
| 4 | Repairs: Kestrow to use best endeavours to have each van back within 48 hours. |
| 5 | Prices: £100 a van a month for servicing. For 60 vans, that is £72,000 a year. Repairs at £60 an hour for labour, with parts at cost. Martyn expects about £48,000 a year of repairs, so about £120,000 a year in all. |
| 6 | Payment: 30 days. |
| 7 | Length: three years from 1 April 2027. Polgarrow to have an option to extend for a fourth year. |
| 8 | Price review: once a year, from April 2028. Prices may rise by no more than the rise in the Consumer Prices Index. |
| 9 | Liability: a yearly cap on each party's liability, the amount to be agreed. No cap for death or injury caused by negligence, or for fraud. |
| 10 | Ending early: Polgarrow may end the contract if the service keeps failing. Either party may end it for a serious breach that is not put right. |
| 11 | Law: English law, and the courts of England and Wales. |
Next steps. Hennacott to prepare the first draft from its services precedent. Leonie to review it before it goes to Martyn, and then to Kestrow's solicitors. Martyn to send the list of vans for the schedule. Kestrow to send a copy of its insurance certificate.
Term sheet, before version 1 · January 2027
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