Terms and Conditions of Business
Introduction and Scope of our Services
This document contains the standard Terms and Conditions of Business of AV Consultancy and should be read in conjunction with the Order, which we will send you at the time or before we commence work for you.
All work carried out by AV Consultancy (also referred to as ‘we’ or ‘us’) for you as our customer is subject to these Terms and Conditions of Business, except to the extent that any changes or additions are expressly agreed with you in writing.
The Order will confirm:
- The scope of the work to be carried out
- The period for which the work will be carried out including the commencement date
- The basis of our fees
- Details of disbursements or expenses which may be incurred and who will be responsible for payment.
AV Consultancy is a sole proprietorship, the proprietor of which is Alan Vincent of Horsham, 4 South Holmes Road, West Sussex, RH13 6HH, United Kingdom. AV Consultancy is a firm that develops and supports web sites.
We are committed to providing all of our customers with an efficient and effective service. In order to achieve this we believe that it is important to agree in advance the nature of our relationship with you. Please familiarise yourself with these Terms and Conditions of Business and the information within your Order to avoid any misunderstandings in the future.
Place and Hours of Business
Our usual hours of business are Monday to Friday between 09:00 and 17:00 (British Standard Time) Monday to Friday, but it is often convenient for us to deal with matters outside these hours. We are closed on all UK Bank Holidays.
Authority to Give Instructions
You should tell us, at the outset of a matter, who is properly authorised to give us instructions. Unless advised otherwise, we will assume that we are authorised to accept instructions from any person whom we reasonably believe to have your authority to give instructions to us (this will include, in the case of a corporate entity, any of the Directors, Officers and Employees) and that we may act on instructions given orally, or via electronic communication.
During our retainer with you, we will provide the agreed services to you using reasonable care and skill.
In order that we can provide you with the best possible service, please can you:
- Promptly provide all information and documentation required and requested,
- Advise us if there are any changes to the facts or circumstances that are relevant to the service we are providing;
- Provide full and accurate information necessary for dealing with your work. Where appropriate we may approach such third parties you approve for additional information or documents. We will rely on the information and documents being true, correct and complete and will not audit the information or those documents
- As and when requested, provide instructions to us in a timely, clear and accurate manner. AV Consultancy will not accept any liability arising from your failure to reply completely, promptly and accurately to any request for information or confirmation of instructions
Duty of Care
For the purposes of the Contracts (Rights of Third Parties) Act 1999, it is confirmed that our services are provided solely for your benefit and our Terms and Conditions of Business are enforceable only by you and us and not by any third party. AV Consultancy shall not be under any duty to, nor have any responsibility towards any other person in connection with any matter (unless that person is also a customer of AV Consultancy), even if the objective of the instructions is to confer a benefit upon such a person.
Data Protection & Confidentiality
All information we hold for you as an individual will be held and processed in accordance with the Data Protection Act 1998.
We use the information you provide primarily for the provision of web site and support, but we may also use it for other purposes including:
- Obtaining satisfaction of our invoices/fee notes using a third party service provider
- Updating and enhancing customer records
- Analysis to help us manage our business
- The development and/or maintenance of a customer data base for amongst other purposes, marketing and communication purposes. If your data is used in such a database you will appreciate that such data may not be destroyed within the parameters of our normal data retention policy and may be retained indefinitely thereon. No sensitive personal data will be used or retained during this exercise.
- Your information shall be kept confidential, at all times, but may be used in the monitoring of telephone conversations and to aid dispute resolution in the event of a complaint. Your information may also be used for training purposes;
- Legal and regulatory compliance.
By instructing us, we will conclude that you have consented to us using your data for all the above-mentioned purposes and retention of the data beyond the norm. Please notify us immediately in writing if you do not consent.
Our use of the information is subject to your instructions, the Data Protection Act 1998 and our duty of confidentiality.
We do not sell, distribute or otherwise make your personal data commercially available to any third party except as provided in these Terms and Conditions of Business or with your permission.
We may from time to time send you information that we think might be of interest to you. If you do not wish to receive that information, please notify us in writing.
We will keep confidential, information received from you while acting in connection with any matter unless:
- We have your authority to disclose it
- We are required to disclose it by law
- The information is in or comes into the public domain without any breach of confidentiality on the part of AV Consultancy, or we are required to disclose it by the regulatory or fiscal authorities, in which case, to the extent that we are permitted to do so, we will endeavour to give you as much advance notice as possible of any such required disclosures
If you do not consent to any of the above, please notify us immediately in writing.
Unless otherwise directed by you, we may correspond by means of electronic mail. Our email is not encrypted. We each agree to accept the risks of using electronic mail, including but not limited to the risks of viruses, interception and unauthorised access.
We each agree to use commercially reasonable procedures to check for commonly known viruses in information sent and received electronically, but we recognise that such procedures cannot be a guarantee that transmissions will be virus free.
If you do not wish us to send confidential information by email, please notify us in writing.
Intellectual Property Rights
You will have the full right and licence to use copies of materials we create for you for the particular purpose for which they were prepared. However, all copyright and other intellectual property rights in all documents, reports, written or electronic advice or other materials provided by us to you remains with us. If you wish to use copies of these materials for purposes other than those for which they were prepared, this will require our permission.
We aim to provide high quality advice and customer care. We welcome any suggestions that you might wish to make to help us improve our service. We recognise that, on occasion, things can go wrong. Please address any complaints by email through this website.
Exclusion of Liability
You acknowledge that your site will be hosted by a third party web site hosting provider over which we have no control and although we will make reasonable efforts to prevent your web site from being compromised during the Term (for example from malicious attacks), cyber criminals are becoming more prevalent and sophisticated. Accordingly, we cannot warrant that despite our service, your web site will not be affected by interruptions or malicious attacks and we accept no liability for any loss or damage suffered as a consequence hereof.
Limitation of Liability
Your relationship is solely with AV Consultancy. You need to be aware that we limit our liability to the extent the law allows.
In particular, we appreciate we cannot limit our liability for death or personal injury by our negligence, but otherwise, our liability to whomsoever and howsoever arising shall be always be limited to the fees you have paid for the service we have rendered in the preceding 12 month period and we will not be liable for any consequential, special or indirect or exemplary damages, costs or losses, or any damages, costs or losses attributable to lost profits or opportunities.
Fees and Other Charges
Our fees and charges will be calculated on the basis set out in the Order or as otherwise agreed with you
In the absence of a fixed or agreed fee, our charges are calculated primarily by reference to time spent on a matter. Our rates are subject to periodic review, normally on an annual basis. If, as a result of a review, our rates are varied, we will notify you of the changes and the revised rates will take effect from the date of the notification or as otherwise agreed with you.
When we incur expenses and disbursements on your behalf you agree to reimburse us. These may include, for example, domain names or web site hosting fees. When incurring these charges we will aim for the lowest reasonably available cost. Additional cost that we incur on your behalf will be clearly identified in our invoices. Substantial or unusual expenses will be discussed and agreed with you in advance.
Any Value Added Tax (VAT) chargeable upon amounts invoiced by us is payable in addition to our fees and charges. Currently we are not required to be VAT registered, but if that changes we will deliver an appropriate VAT invoice to you
The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 may apply to our retainer with you. This means you have the right to cancel your instructions to us within fourteen calendar days of receiving our Order You can cancel your instructions by contacting us by post or email. Full details are contained within our Order. If within the 14 day period you have expressly given us permission to commence work on your matter, then we reserve the right to render a fee, if applicable.
Billing and Payment Terms
It is our standard practice to bill all outstanding fees and disbursements/expenses on a regular basis as the matter progresses, however it might be convenient for us to only do so when the services have been completed, but we reserve the right to ask for a deposit where we, at our sole discretion, deem this appropriate. Payment terms will be set out in our Order otherwise agreed with you. If an invoice or part thereof remains outstanding after 30 days from the date of delivery, we reserve the right to charge interest and/or suspend work on all matters on which we are working or providing a service. In addition, all our invoices will become immediately due and payable unless the Order states otherwise or a contrary agreement has been made in writing.
Money Laundering, Proceeds of Crime and Combating the Financing of Terrorism
Money laundering and associated regulations place certain obligations upon us. As part of these obligations we are required, in certain instances, to verify the identity of a client and the source and destination of any funds before any instructions can be carried out. We will inform you if this applies to you and will seek the requisite verification.
We cannot accept liability for any consequential loss arising as a result of our compliance with statutory obligations and our costs may include a charge for complying with those obligations.
Termination outside the 14 days
Subject to the Order, you may end your instructions to us in writing at any time, but we can keep all your papers and documents while there is still money owed to us for fees and expenses. If you decide to terminate our services prior to the term provided for in the Order, you shall remain responsible for our fees for the balance of the term of the contract.
Subject to the Order, we may decide to stop the service to, but in such event we will endeavour to give you reasonable notice thereof.
If any provision of our agreement with you is invalid or unenforceable for any reason, it will not affect the remainder of our agreement with you.
Application and Prevailing Terms
These Terms and Conditions of Business supersede any earlier Terms and Conditions of Business we may have previously agreed with you.
If there is a conflict between these Terms and Conditions of Business and any specific terms agreed with you in relation to an individual instruction or an Order, then the specific terms within the Order and those agreed with you in writing will prevail.
It may be necessary to amend these Terms and Conditions of Business from time to time. We will notify you of any such proposed changes and, unless we hear from you to the contrary within 14 days following such notification, the amendments and/or new terms will come into effect from the end of that period.
It is understood and agreed that neither of us will be liable to the other for any delay or failure to fulfill obligations caused by circumstances outside our reasonable control.
Governing Law and Disputes
The contract between you and AV Consultancy is deemed to be made in England and is governed by English law. Unless any alternative dispute resolution procedure is agreed with you from time to time, any dispute between AV Consultancy and you shall be subject to the exclusive jurisdiction of the English courts.
31 October 2016