TERMS AND CONDITIONS OF BUSINESS – THE ORGANISERS LTD.
TERMS AND CONDITIONS OF BUSINESS
These terms and conditions of business (the “Conditions”) are between The Organisers Ltd, its employees and assigns (“The Organisers”) of 133 Elmbridge Avenue, Surbiton, Surrey, KT5 9HE England and the prospective client (the “Client”) who wishes to use the personal assistance and organising services of The Organisers to organise, procure or deliver services, packages, goods or events of whatever nature, and more specifically described in a retainer letter or booking form and/or email or verbal communications (the “Contract”). The Conditions shall apply to each and every Contract entered into by the Client.
Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular. Headings used shall not affect the interpretation of the Conditions.
DURATION OF CONTRACT
The Contract shall continue to operate until terminated in accordance with the Conditions. In particular, the Client may choose to enter into a specific package (a “Package”) offered by The Organisers and such Packages shall be renewed automatically on each anniversary of the Contract, unless the Client serves the appropriate notice (see ‘Termination’ below).
The Organisers’ fees for a Package (“Package Fees”) are as detailed on websites for: The Organisers ‘Schools & Education’ (www.theorganiserseducation.com),The Organisers ‘Property & Relocation’ (www.theorganisersproperty.com),The Organisers ‘HomeMaker’ (www.theorganisershomemaker.com) and within The Organisers Staff and Recruitment Terms and Conditions, or as otherwise agreed. Packages are subject to a Fair usage policy.
The Organisers’ fees for any services which are not included in a Package are calculated according to the amount of time spent by The Organisers at the designated hourly rate, unless The Organisers specify otherwise (the “Fees”). The Organisers’ time is charged in minimum fifteen minute units. Hourly rates may be varied from time to time and The Organisers will notify the Client in advance in writing of any changes.
The Fees will be doubled where The Organisers are required to work abroad, at weekends, on UK Bank Holidays or between the hours of 1800 and 0900 Monday to Friday, minimum charge 1 hour.
Any disbursements made on behalf of the Client will incur a 5% administration charge for each individual disbursement. The administration charge will be incurred whether or not the Client has put The Organisers in funds.
The Organisers shall invoice the Client for any Fees monthly in arrears and also on completion of the Contract. The Client agrees to pay The Organisers’ Fees within 30 days of the date of the invoice. Any disbursements paid pursuant to the Contract may be invoiced at any time and must be paid within 7 days of the invoice date.
Package Fees are non-refundable and are to be paid in full at the point of purchase.
Interest will be charged on invoices that remain unpaid beyond the above settlement terms at the rate of 1½% per calendar month calculated on a daily basis and compounded monthly on the balance outstanding.
PAYMENT ON ACCOUNT
The Client shall pay GBP £1,000 + VAT (or GBP £3,000 + VAT if the Client is based outside of the United Kingdom) to The Organisers to be held on account by The Organisers (the “Payment on Account”). The Payment on Account shall under no circumstances be considered by the Client to be payment for the Contract or settlement for any invoice received in respect of the Fees or any disbursements. Clients who have purchased a Package will be subject to the Package Expense Deposit below.
PACKAGE EXPENSE DEPOSIT
Where the Client has purchased an appropriate Package, the Client shall pay GBP £1,000 + VAT to The Organisers for disbursements, which may include travel costs, accommodation, SIM cards, insurance and any other cost incurred on behalf of the Client (“the “Package Expense Deposit”). When the Package Expense Deposit balance falls below GBP £300 + VAT, The Organisers will send a statement of expenses and request for payment to restore the Package Expense Deposit to GBP £1,000 + VAT. The Package Expense Deposit shall under no circumstances be considered by the Client to be payment for the Contract or settlement for any invoice received in respect of the Fees.
Where a Client has authorised The Organisers to use a Client’s debit or credit card to make payments on the Client’s behalf to a third party, the Client acknowledges, warrants and agrees that:
(a)The Organisers shall have no liability in respect of, or be responsible in any way for, any use of a Client’s information by such third party;
(b) the credit or debit card supplied to The Organisers is owned by the Client, or the Client has the authority from the owner for such use;
(c) the Client’s credit or debit card will have sufficient funds to cover in full the cost of the goods or services supplied by the third party.
All costs associated with the use of the Client’s credit or debit card shall be paid by the Client. The Client may instruct The Organisers to make a reservation or leave a deposit on their behalf. Where such reservation, event or item is subsequently cancelled or forfeited by the Client, the Client authorises The Organisers to charge to their credit or debit card the amount of any deposit forfeited by The Organisers as a result of such cancellation.
Neither party shall, during and after termination of the Contract, without the prior written consent of the other party, use or disclose to any other person any information of the other party which is identified as confidential or which is confidential by its nature.
The Client appoints The Organisers as its agent under the Commercial Agents (Council Directive) Regulations 1993 (SI 1993 No 3053) and as such any contract The Organisers enters into with a third party on behalf of the Client will be deemed to have been entered into directly by the Client.
OTHER PRODUCTS OR SERVICES
Any products or services (including, for example, travel tickets, package holidays, plumbers) purchased through The Organisers will be subject to the terms and conditions of the travel or holiday operator and/or the supplier. Please note that The Organisers is not an authorised travel agent, tour operator or ticket agency and only acts as an introductory agent on behalf of the supplier. All rights and remedies you have are against the relevant supplier. Where The Organisers negotiate a discount, rebate, commission or referral fee for the Client, The Organisers shall not be required to pass this discount or rebate or commission or referral fee on to the Client.
ADDITIONAL CLIENT OBLIGATIONS
If the Contract is prevented or delayed by any act or omission of the Client, its agents, sub-contractors or employees, The Organisers shall not be liable for any costs, charges or losses sustained or incurred by the Client arising directly or indirectly from such prevention or delay.
The Client shall inform The Organisers of any known hazard or risk to them when conducting work on their premises. Failure to disclose any known risk or hazard will result in the client being liable.
The Client shall be liable to pay to The Organisers, on demand, all reasonable costs, charges or losses sustained or incurred by The Organisers (including any direct, indirect or consequential losses, loss of profit and loss of reputation, loss or damage to property and loss of opportunity to deploy resources elsewhere) arising directly or indirectly from the Client’s fraud, negligence, failure to perform or delay in the performance of any of its obligations under the Contract, subject to The Organisers confirming such costs, charges and losses to the Client in writing.
The Client shall not, without the prior written consent of The Organisers, solicit, entice away from The Organisers or employ or attempt to employ any person who is, or has been, engaged as an employee or sub-contractor of The Organisers until at least 6 months after completion or termination of the last Contract. Any consent given by The Organisers shall be subject to the Client paying to The Organisers a sum equivalent to 40% of the current annual remuneration of The Organisers’ employee or sub-contractor or, if higher, 40% of the annual remuneration to be paid by the Client to that employee or sub-contractor. It is a condition of our accepting your instructions that we may provide your data to any third party so that we can search any credit reference databases and recover (and/or return) any fees or property.
LIMITATION OF LIABILITY
Nothing in the Conditions limits or excludes the liability of The Organisers:
(a) for death or personal injury resulting from negligence; or
(b) fraud or fraudulent misrepresentation; or
(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
Subject to the above:
(a) The Organisers shall under no circumstances whatever be liable to the Client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
(b) The Organisers’ total liability to the Client in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to three times the Fees in respect of the relevant Contract.
The Organisers will use all reasonable endeavours to supply its services in a reasonably commercial manner but no other warranties specific or implied are made in this respect or about the accuracy of information originating from The Organisers or any other service supplied to the Client either directly or through The Organisers.
The Organisers will use all reasonable endeavours to ensure the suitability of any company, service provider or candidate introduced to the Client or used for work on the Contract, but shall not be responsible for any loss, damage, expense or delay to the Client resulting from their introduction, use, actions or for any information provided by them either to The Organisers or to the Client.
The references of any company, service provider or candidate will not be obtained by The Organisers unless so requested by the Client and then only with the other party’s consent. The Organisers shall not be responsible for any reliance placed by the Client on any information supplied by a third party.
The Contract shall continue unless terminated in accordance with these Conditions.
Without prejudice to any other rights or remedies which the parties may have, either party may terminate the Contract on giving the other not less than 3 months’ written notice, but the Contract may be terminated with immediate effect by giving written notice to the other party if any of the following apply:
(a)the other party commits a material breach of any term of the Contract and (if such breach is remediable) fails to remedy that breach within 30 days of that party being notified in writing to do so;
(b)the other party suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or (being a company or limited liability partnership) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or (being an individual) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986 or (being a partnership) has any partner to whom any of the foregoing apply;
(c) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of that other party (being a company); or
(d) the other party (being an individual) is the subject of a bankruptcy petition or order.
For any HomeMaker package booked within 24 hours of expected delivery, The Organisers reserve the right to cancel or change the date of the service if the staff cannot be supplied for any reason.
On termination of the Contract for any reason:
(a) The Client shall immediately pay to The Organisers all of The Organisers’ outstanding unpaid invoices and interest and, in respect of services supplied but for which no invoice has been submitted, The Organisers may submit an invoice, which shall be payable immediately on receipt;
(b)the accrued rights, remedies, obligations and liabilities of the parties as at expiry or termination shall be unaffected, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry; and
(c) provisions which expressly or by implication survive termination shall continue in full force and effect.
The Organisers shall have no liability to the Client if it is prevented from or delayed in performing its obligations under the Contract or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including strikes, lock-outs or other industrial disputes (whether involving the workforce of the Client or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors.
The Organisers reserves the right to vary or amend the Conditions, in any way, upon 30 days’ written notice to the Client.
RIGHTS OF THIRD PARTIES
A person who is not a party to the Contract shall not have any rights to enforce its terms.
GOVERNING LAW & JURISDICTION
The governing law and jurisdiction for the Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be England and Wales and the parties hereby submit to the exclusive jurisdiction of the English courts.
You agree to the use of digital signatures in all contracts entered into with you or on your behalf pursuant to and including this agreement. The purpose of such signatures is to ensure that in compliance with Section 7 of the Electronic Communications Act 2000 these are valid and admissible in evidence. Our service provider subscribes to secure information and properly process it in accordance with the Electronic Commerce (EC) Directive Regulations 2002. You agree that this agreement and any associated agreements entered into may be signed electronically.
You agree that we may hold data provided by you and your associates about your requirements, your contact data and any other relevant information pursuant to our work for you according to Data Protection legislation