ASSURE TECHNICAL LIMITED WEBSITE TERMS AND CONDITIONS
These Terms and Conditions are to be read in conjunction with the service information and conditions detailed on the relevant pages on the Website and are, together, defined as ‘the Contract’ between Assure Technical Limited (‘Assure Technical’) and you, the Customer (‘you’ or ‘the Customer’).
2 INTERPRETATION & DEFINITIONS
In these Terms and Conditions, unless otherwise stated, all terms with capitalised letters have the meanings given to them in the Quotation.
‘Services’ means the services to be provided by Assure Technical as set out on the Website
‘Website’ means www.assuretecnical.com
‘Customer ‘ means the person or body identified as such in the Quotation
‘Acceptance’ means the Customer’s written acceptance of the Quotation
‘Laws’ means legislation applying to the Customer and relating to employment rights, health and safety, including but not limited to fire, electrical, and chemical hazards.
The singular shall include the plural and one gender shall include all genders.
References to any statute or statutory provision shall be to that statute or statutory provision as amended or restated from time to time.
3.1 The Services shall comply in all material respects with the services/specification set out in or referred to on the Website
3.1 Assure Technical may sub-contract the provision of the Services or any part thereof.
3.2 The Services are provided (and any Reports or other materials or products created by Assure Technical) for the benefit of the Customer only and the Customer may rely on them only to the extent and for the purposes specified and not for any other purpose.
4 FEES & EXPENSES
4.1 The Customer shall pay Assure Technical in full via the Website in advance of the delivery of Services
4.2 The Customer is liable to pay VAT at the relevant rate (currently 20%) in addition to the Fees.
5 ASSURE TECHNICAL WARRANTIES
Assure Technical warrants that it shall provide the Services using reasonable care and skill and that the Services shall be performed by competent personnel (including employees and sub-contractors) possessing the appropriate skills, training, accreditation and experience for the tasks assigned to them.
6 CUSTOMER OBLIGATIONS
6.1 The Customer shall:-
6.1.1 Pay the Fees and Expenses together with any VAT in accordance with those quoted on the Website;
6.1.2 Indemnify and keep indemnified Assure Technical against all liability in respect of any injury to or the death of any person, damage to any property (moveable or immoveable) caused by the Customer, its servants or agents and every other liability arising directly or indirectly out of a breach by the Customer’s representations, warranties or undertakings set out in this Contract arising from the acts or omissions of the Customer or the Customer’s servants, agents, contractors or representatives and against all proceedings, costs, claims, demands of whatever nature in respect of any such liability.
6.1.3 observe any security and/or health and safety laws which Assure Technical makes known to the Customer from time to time in connection with the provision of the Services;
6.1.4 obtain at the Customer’s own expense any necessary consents, permissions, or licences other than those for which Assure Technical shall be responsible as set out in the Special Conditions, if any;
6.1.5 ensure the necessary facilities and equipment are provided and maintained during the period identified for the provision of the Services;
6.1.6 provide Assure Technical with the prescribed emergency procedures for the location at which the Services are provided;
The Customer shall have in place and maintain in relation to the location at which the Services are provided full public liability insurance with a reputable insurer and shall, on demand, provide a copy of the certificate of insurance to Assure Technical.
8 DATA PROTECTION
The Customer warrants that it complies in all material respects with the Data Protection 1998 and other Laws.
The Customer agrees that Assure Technical may send to the Customer, by post, email, telephone, or SMS, marketing and promotional material relating to Assure Technical’s services from time to time.
The Customer may request that Assure Technical’s marketing and promotional materials are discontinued by emailing [email protected] Following receipt of such email, Assure Technical will remove the Customer’s details for marketing purposes within approximately 30 days.
The Customer and Assure Technical shall keep the terms and existence of the agreement between them confidential except where :-
- Disclosure is required by an order of a court or tribunal
- Disclosure is required as a matter of law by an authority such as HMRC
- Disclosure is required to enable either party to receive professional advice;
And in each case disclosure shall only be permitted to the extent necessary to comply with the requirement .
11 LIMITATION OF LIABILITY
11.1 Nothing in this Contract shall limit or exclude the liability of either party for death or personal injury caused by its negligence or the negligence of its employees, agents or sub-contractors (as applicable); fraud or fraudulent misrepresentation and wilful deceit or any matter for which it would be unlawful to exclude or limit liability.
11.2 Subject to clause 11.1:
- Neither party shall be liable to the other under any circumstances whatever, whether in contract, tort (including negligence) equity (including restitution) breach of statutory duty or otherwise, for:
- Any loss of profit, loss of revenue, loss of use, loss of goodwill, loss of data, loss due to interruption of business, loss of anticipated savings, whether direct or indirect and even if the party has been advised of the possibility of such loss or damages;
- Any loss that is an indirect consequence of any act or omission of the other party; or
- Any ex gratiapayment or sum paid in settlement of a claim paid by one party without the prior written approval of the other;
- The total liability of either party for damage to property caused by the negligence of its employees, servants or agents in connection with this Contract shall be limited to £1 million for any one event or series of connected events; and
- The total liability of either party to the other in respect of all other loss or damage arising under or in connection with this Contract whether in contract or tort (including negligence), equity (including restitution), breach of statutory duty or otherwise shall in no circumstances exceed £500,000 for the entire term of this Contract.
If Assure Technical is prevented from fulfilling its obligations under the Contract by circumstances outside its reasonable control (including without prejudice to the generality of the foregoing, labour disputes) Assured Technical shall be entitled if practicable to provide substitute alternatives but is otherwise relieved of its obligations to provide the Services.
13 TITLE TO GOODS
Title in any goods supplied by Assure Technical to the Customer shall remain with assure Technical until such time as Assure Technical has received payment in full of all Fees and Expenses from the Customer.
14 DISPUTE RESOLUTION
In the event of any dispute arising under or in relation to this Contract the parties hereby agree to refer the matter to an independent mediator who is a member of the Chartered Institute of Arbitrators.
Assure Technical may terminate this Contract with immediate effect by giving written notice if the Customer is in material breach of any of its obligations under the Contract and has failed to remedy that breach (if capable of remedy) 7days after being required by Assure Technical to do so.
Subject to the Customer’s obligations to pay the Fees and Expenses, either party may terminate this Contract upon giving the other 14 days notice in writing.
16.1 This Contract constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all previous agreements, licenses and understandings between the parties in this regard whether oral or written, whether express or implied save that nothing in this Contract shall operate to exclude either party’s liability to the other for fraudulent misrepresentation.
16.2 Nothing in this Contract shall establish or imply a partnership or joint venture between the parties or shall constitute either party as the agent of the other or allow either party to hold itself out as acting on behalf of the other.
16.3 If there is any conflict between the provisions of these Terms and Conditions and those of the Quotation then the provisions of the Quotation shall prevail.
16.4 The Customer’s rights and remedies under this Contract are in addition to any rights the Customer might have under the Sale of Goods and Services Act 1982.
16.5 This Contract may not be varied except by an instrument in writing signed by the duly authorised representatives of the parties;
16.6 The Customer shall not assign or sub-contract any of its rights or obligations under this Contract without the prior written consent of Assure Technical.
16.7 In the event of any clause or provision of this Contract being held void or ineffective by operation of law, the remaining terms and conditions shall remain in full force and effect.
16.8 The failure of either party to this Contract to insist upon the strict performance of any provision of this Contract or to exercise any right or remedy consequent upon the breach of any such provision shall not constitute a waiver of any such breach or any subsequent breach of such provision;
16.9 A person who is not a party to this Contract shall have no rights pursuant to the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Contract;
In the event that the Customer cancels or purports to cancel the Services then unless otherwise agreed in writing this Contract shall terminate and the Customer shall be liable to pay the Fees, Expenses and any other charges as identified and on the basis set out in the Quotation.
18 LATE PAYMENT
The Customer shall be liable to pay interest at the rate of 4% above the base rate of HSBC Bank from time to time on all late Fees and Expenses.
19 LAW AND JURISDICTION
This Contract shall be governed by and construed in accordance with the laws of England and Wales and both parties submit to the exclusive jurisdiction of the Courts of England and Wales.