Terms & Conditions
1. Purpose of the Contract
To create a flexible service framework within which TBC can advise and support the Client.
2. Nature of Services
TBC provides business support services designed to assist its clients in the development of their business administration systems. This includes, but is not limited to, accounts systems, health and safety, human resources and training.
3. Duration, Payment, Termination and Amendment
This Contract takes immediate effect and TBC undertakes to provide the service stated in the contract. Either party has the right to terminate this Contract by giving 1 month’s notice in writing. If the right is exercised by the Client, the Client will pay TBC any outstanding balance due from the date of notice being given to the end of the notice period. This Contract will be terminated automatically if the Client goes into receivership, administration or liquidation. This Contract cannot be terminated, changed or amended in any other way, except as stated in paragraph 10, below.
4. Information, Confidentiality and Publicity
TBC shall observe the confidentiality of any information supplied to it by the Client, and not disclose it to any other person without prior written permission, both during the term of this Contract and after its termination, unless it has become public knowledge or is already in the public domain. No publicity shall be given to any matters relating to this Contract, without the Client’s prior permission in writing.
5. Liability
The Client acknowledges that TBC offers advice, assistance, guidance and support only. These recommendations constitute neither direction nor instruction to act: they are purely for consideration by the Client. Related decisions and their consequences are solely the responsibility of the Client. TBC shall not be liable to the Client for any loss or damage that the Client may suffer subsequent to the signing of this Contract. Neither party shall in any circumstances be liable to the other for any indirect or consequential loss from whatever cause, in particular: loss of anticipated profits, goodwill, reputation or losses or expenses resulting from third party claims.
6. Copyright and Property Rights
Unless agreed between both parties in writing, the Client has absolute ownership of copyright and any other proprietary rights in all documents and information provided through the exercise of this Contract, during the period of the contract, or thereafter. TBC retains all rights to processes and written material developed prior to, independently or subsequent to this Contract.
7. Fees
The client shall pay TBC in consideration of their services a fee per day or per half day, payable in arrears, for the delivery of services listed. The fee cannot be altered during the course of this Contract unless it is superseded by a new Contract. Expenses will be charged at cost, Mileage will be charged at the current HMI rate. Overnights stays will incur a £25 per night subsistence charge (unless included within hotel rates). Expenses agreed will be invoiced in arrears TBC shall render monthly invoices to the client in respect of fees and expenses referred to above. All invoices become payable on presentation and the Client agrees to pay all invoices within 28 days of the date of presentation.
8. Force Majeure
TBC cannot be liable for any breach of its obligations resulting from causes beyond its reasonable control. (an 'Event of Force Majeure'). If either party is unable to perform its obligations under this Contract as a result of a Force Majeure event, then that party’s obligations shall be suspended for as long as the Force Majeure event continues. As soon as reasonably possible after the cessation of the Force Majeure event, notification shall be given in writing and the obligations of this Contract shall be resumed.
9. General
This Contract embodies the entire understanding of the parties concerning consulting services and there are no promises, terms, conditions or obligations other than those it contains, whether oral or written, express or implied. The Client shall not be entitled to assign or transfer the benefit of this Contract.
10. Alterations
The above terms and conditions may be changed without notice in order to comply with regulations.
11. No Waiver
TBC's failure to insist upon strict performance of any provision of these Conditions shall not be deemed to be a waiver of its rights or remedies in respect of any present or future default by the client in compliance with these Terms and Conditions.
12. Jurisdiction
The laws of Scotland apply to the jurisdiction and governance of this contract, our products and services.