Terms of business are subject to  change from time to time without notice.  Terms may vary for individual customers  in which case they will be specified in an engagement agreement and will supercede these statndard terms.  Such variations will incur additional costs and charges.  Where terms are pivotal to The Client engagement, such  terms should be referenced in the engagement agreement. 

Definitions

The Client – An individual or organisation directly retaining the services of The Company.
The Company – The Company or an authorised employee of The Company.

Limitation of Liability

The Company engages in a broad range of consulting and development activities.  The Company will take practical steps to ensure that the advice we provide, the services we deliver and software we write is fit for the purpose it is being supplied for.  The Company accepts no liability for consequential losses that The Client or any third party incurs as a result of incorrect advice or bugs in our or any third parties’ software that we supply.  Except for those liabilities we are unable to exclude such as death, the Company accepts no liability for consequential losses incurred as a result of system failures or support omissions or unavailability. 

Intellectual Property

The Company retains the Intellectual Property, ownership  and Copyright in any visual designs, concepts , documents or code developed by The Company on behalf of customers.  The Company grants in perpetuity a license for the use of this Intellectual Property to The Client for the purpose as documented in any engagement agreement.  In the absence of such detail  in the engagement agreement, The Client may use the Intellectual Property in any way they think fit except for resale or use to establish a new business venture.  (This enables us to freely use code we have developed over time to speed up development for new customers and reduce costs).

Variance of Terms

Any variance of these terms must be in writing and be demonstrated to have been received by both The Client and The Company.  (E.g. an email in a “sent box” can not by itself vary these terms unless a corresponding response has also been received).  All variations must be notified to either Jill Pryse-Davies or Peter Kumik.

If special legal agreements need to be created to underpin projects, the costs of these will be born by The Client.  The Company’s legal fees will be charged back to The Client at cost and The Company’s time spent making changes to these agreements will be charged back to The Client at standard hourly rates.  If The Client introduces additional terms to an agreement after a quotation has been made for a project, The Company reserves the right to vary any quoted costs to accommodate such changes.

Resale of Goods and Services

Unless otherwise stipulated, if The Company provides goods or services for The Client on a resale or pass-through basis, an administration fee of 20% of the cost of these services to The Company will be charged to The Client.

Payment Terms & Fees

All fees due to The Company will become due 30 days from the time at which the service has been delivered to The Client.  Late payment will incur a fee of £100 per month or part of a month a fee is outstanding, plus 2% per month or part of a month of any outstanding amount that is due.  (This seems draconian but as a small business, we work hard to meet deadlines for our customers and expect this to be reciprocated with prompt payment, it is also costly for us to spend time chasing invoices rather than focusing on the real business we are being retained to carry out).

If work needs to be carried out at short notice requiring out of hours work or other projects to be re-scheduled, then rush charges will be levied.  Rush rates will be based on our standard rates agreed with The Client for hourly and daily work plus 50%.