TERMS AND CONDITIONS AGREEMENT

1. DEFINITIONS AND INTERPRETATION

The parties are defined as ‘the supplier” which is Philip Perry and “the client”’ which is the purchaser of the service.

2. TOTAL FEE PAYABLE

The scope of the service to be supplied will be confirmed in writing together with the total fee payable for the service to be provided. VAT will be added where applicable to the fee at the VAT rate prevailing at the time of invoice.

3. VARIATIONS AND CHANGES TO ORIGINAL ORDER

Any variation or work which is beyond the scope of the original agreed service to be provided will be subject to an additional fee. This fee will be confirmed in writing and VAT will be applied at the rate prevailing at the time of invoice where applicable.

4. EXPENSES AND SUNDRY COSTS

Expenses for travel and subsistence will be recharged at cost. If accommodation is required this will be agreed with the client in advance.

Mileage will be charged to and from client locations at the rate of £0.50 per mile.

Subsistence not exceeding £25 per day will be recharged at cost when the total commitment of time by the supplier to travel to and from and attend the client location exceeds 4 hours.

5. PAYMENT TERMS

Payment of all invoices must be made in full by BACS or other appropriate and agreed methods within 30 days of date of invoice.

A payment schedule may be agreed in advance between the parties.

6. CANCELLATION

6.1 Where cancellation of the service to be provided is made by the client with five or more working days notice before the event date no fee will be charged and the session, event or programme will be rescheduled at a time convenient to both parties.

6.2 Where cancellation of the service to be provided is made by the client with less than five working days notice before the event date the full fee payable will be charged to the client together with all appropriate incurred expenses.

6.3 The supplier will always endeavour to provide the agreed service on the event date agreed with the client but reserves the right to re-schedule delivery dates due to circumstances outside his/their reasonable control except where the conditions defined in section 5 apply.

7. TERMINATION

The parties may terminate this Agreement immediately by notice in writing if the supplier or client shall:-
7.1 Be in breach of any of the terms of this Agreement which in the case of a breach capable of remedy is not remedied by the relevant party within 10 days of receipt by the supplier or client of a notice specifying the breach and requiring its remedy

7.2 Be incompetent, guilty of gross misconduct and/or any serious or persistent negligence in respect of the relevant party’s obligations hereunder

7.3 Fail or refuse after written warning to carry out the duties reasonably and properly required of them hereunder.

8. FORCE MAJEURE

Neither party shall be liable in damages or have the right to terminate this Agreement for any delay or default in performing hereunder if such delay or default is caused by conditions beyond its control including, but not limited to Acts of God, Government restrictions (including the denial or cancellation of any export or other necessary licence), wars, insurrections and/or any other cause beyond the reasonable control of the party whose performance is affected.

9. NOTICES

Any notice required by this Agreement to be given by either party to the other shall be in writing and shall be served by sending the same by registered post or recorded delivery to the last known address of the other party and shall be deemed to have been served on the day following posting. Any receipt issued by the postal authorities shall be conclusive evidence of the fact and a date of posting of any such notice.

10. LIMITATION OF LIABILITY

Except as may be implied by law in the event of any breach of these Terms and Conditions by the Supplier the remedies of the client shall be limited to damages which shall in no circumstances exceed the fee payable for the services provided or to be provided and the supplier shall under no circumstances be liable for any indirect, incidental or consequential loss or damage whatever.

11. GOVERNING LAW AND JURISDICTION

These Terms and Conditions shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.