Terms and Conditions
Aegis Safety Consultancy are open and transparent about the way in which we work with clients to ensure the very best health and safety measures are in place.
Aegis Safety Consultancy Ltd. / Terms and Conditions
These Terms and Conditions apply to the standard project proposals of Aegis Safety Consultancy Ltd. and any other proposal unless stated otherwise.
All work carried out by Aegis Safety Consultancy Ltd. for the client in relation to any part of the project described within the proposal and any additional work Aegis Safety Consultancy Ltd. undertake on behalf of the client will be upon these terms and to the exclusion of any other terms supplied by the client. Instructing Aegis Safety Consultancy Ltd. to commence any work set out within this proposal albeit verbal, written or by electronic format shall be acceptance of these terms.
Formation of a Contract
The proposal given on or attached to these terms and conditions will only remain valid for a period of 30 days.
Acknowledgment and acceptance of this proposal is made by you placing an order within the specified period in the paragraph above, at which time you will be bound by these terms and conditions. Each proposal accepted shall constitute an individual legally binding contract between you and us. Such contract is hereinafter referred to in these terms and conditions as "an order".
No addition, alteration, substitution or waiver of these terms and conditions will be valid unless expressly accepted in writing by us or a person authorised to sign on our behalf.
Nothing in these terms and conditions shall prejudice any condition or warranty expressed or implied, or any legal remedy to which we may be entitled in relation to the goods/and or the work the subject of this order.
Any additional work or variations to the proposal will only be undertaken upon acceptance of a separate agreement with all costs to be agreed by the client and Aegis Safety Consultancy Ltd. in writing before work commences.
Aegis Safety Consultancy Ltd. will undertake all work in accordance with the agreed project time scale and utilise all reasonable endeavours to meet the agreed delivery times that are good faith estimates based upon information available at the time of project proposal submission. Unless otherwise agreed in writing, time will not be the essence of our agreement.
Aegis Safety Consultancy Ltd. requires the client to provide all requested information in a written format and in a timely manner where available. Aegis Safety Consultancy Ltd. expects the client to provide access to all personnel and material that are required to enable Aegis Safety Consultancy Ltd. to deliver the project within the agreed parameters, and not hinder the ability of Aegis Safety Consultancy Ltd. to carry out the project. This is inclusive of the prompt approval or otherwise of requests submitted to the client for agreement.
Aegis Safety Consultancy Ltd. shall not be held liable for any loss or damages caused by the use or misuse, unavailability or removal of services. When the client account is closed, all files and stored data will be deleted. Aegis Safety Consultancy Ltd. reserves the right to cancel the client account at any time without notice.
To protect the privacy of the client, Aegis Safety Consultancy Ltd. never distributes the identity of the client or e-mail address to any third parties.
Unless otherwise agreed all invoices issued by Aegis Safety Consultancy Ltd. are payable 30 days net.
Suspension of Work
Aegis Safety Consultancy Ltd. reserves the right to suspend all work in the event that any invoice is not paid in accordance with the terms of Aegis Safety Consultancy Ltd. to charge interest on a daily basis on the unpaid sum, at the rate of 5 per cent above base rate of Barclays Bank from time to time.
Aegis Safety Consultancy Ltd. will reasonably determine completion in the absence of the agreement of the client that completion has occurred.
Material Rights & Licence
The client will retain all rights to any material provided for the project. Where the rights are not owned by the client, it is the responsibility of the client to obtain a licence for their use and indemnify Aegis Safety Consultancy Ltd. for any damages, which occur as a result of failing to do so. Aegis Safety Consultancy Ltd. will grant to the client a royalty free, nonexclusive perpetual licence of all copyright and materials that we develop for the client in relation to the project. Where we provide third party materials, Aegis Safety Consultancy Ltd. will obtain a licence for the client that is sufficient for the purposes set out within the proposal.
The liability of Aegis Safety Consultancy Ltd. to the client for breach of contract, negligence or misrepresentation (unless fraudulent) other than any which results in death or personal injury (which is unlimited) shall be damages limited to the amount of the Aegis Safety Consultancy Ltd. charges for the project excluding third party costs. Aegis Safety Consultancy Ltd. will not be liable for loss of turnover, profit, sales, revenue, profits, goodwill, indirect loss, pure economic loss, consequential loss or special loss, or for any loss arising from any of the clients’ actions or direct instructions to Aegis Safety Consultancy Ltd. The client agrees to indemnify Aegis Safety Consultancy Ltd. for any claims made against Aegis Safety Consultancy Ltd. as a result of the content of the project.
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, the act or omission of any Internet Service Provider, or the delay or failure in manufacture, production, or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature and extent of such events.
Aegis Safety Consultancy Ltd. shall have the right to terminate the agreement with immediate effect by notice in writing to the client if the client fails to make any payment when it becomes due. Either party may terminate the agreement by notice in writing to the other if:
- The other party commits a material breach of the Agreement and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or
- The other party commits a material breach of the Agreement which cannot be remedied under any circumstances; or
The other party passes a resolution for winding up (other than for the purpose of solvent amalgamation or reconstruction), or a court of competent jurisdiction makes an order to that effect; or
- The other party ceases to carry on its business or substantially the whole of its business; or
The other party is declared insolvent, or convenes a meeting of creditors or makes or proposes to make any arrangement or composition with its creditors; or
- A liquidator, receiver, administrative receiver, manager, trustee or similar officer is appointed over any of its assets.
The client shall have the right to terminate the Agreement at any time by notice in writing to Aegis Safety Consultancy Ltd. and any payments made prior to the date of termination shall not be refundable. Any rights to terminate the Agreement shall be without prejudice to any other accrued rights and liabilities of the parties arising in any way out of the Agreement as at the date of termination.
Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with the laws of England and shall be subject to the non-exclusive jurisdiction of the courts of England. Aegis Safety Consultancy Ltd. reserves the right to amend and update these Terms and Conditions at any time without notice
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