The following Terms and Conditions of Engagement shall apply to all of ‘the Services’ carried out by Caledonia Safety Services Limited, who shall be henceforth known as ‘the Company’, on behalf of ‘the Client’. They shall constitute the sole contract between the Company and the Client until such time that they are replaced by a written, agreed, signed and subsequent ‘Contract of Engagement’.
‘The Services’ shall mean the scope of the services, duties and activities provided by the Company to the Client as defined within the quotation.
‘The Client’ is the person, company, authority or other body who instructs the Company to carry out the work and shall mean the addressee detailed within the quotation.
‘The Agreement’ refers to these Terms and Conditions of Engagement.
The Contract is between the Client and the Company.
The Client confirms that it is entering into this Agreement wholly on its own behalf and not on behalf of or for the benefit of any other party and agrees that in the event of any claim for breach of contract arising out of or in connection with the Agreement it shall be entitled to recover from the Company only the losses, if any, it has itself suffered.
The Client agrees that the Health, Safety & Well being of their employees, contractors, workers and public who may be harmed by their business undertakings remains solely their responsibility, regardless of any Services carried out by the Company.
The Company or its employees cannot be held liable for any breaches of UK Health and Safety legislation by the Client, regardless of the Services carried out by the Company.
The Client agrees to co-operate with the Company and shall provide any support information and facilities as required.
The Client shall ensure that no materials supplied by them to the Company infringe the legal rights of any third party.
The Company shall in the performance of the Services (as defined in the quotation) exercise and will continue to exercise the reasonable skill, care and diligence to be expected of a properly qualified and competent consultant experienced in the provision of such services.
The Services shall be provided by the Company for the sole benefit and use of the Client unless otherwise agreed in writing by the parties. Unless otherwise agreed in writing by the parties, no person other than the Client may rely on any report or other communication made in writing or otherwise by the Company in relation to the Services.
The fees for the Services stated in the quotation letter are valid for 30 days only or until earlier acceptance by the Client, after which time they may be altered by the Company.
All fees are subject to change without notice and shall be confirmed at the time of instruction or renewal of the Companies services.
The Company shall not be liable to the Client or be deemed to be in breach of this Agreement by reason of any delay in performing, or any failure to perform, any of its obligations in relation to the Services, if the delay or failure to perform was due to any cause beyond the Companies reasonable control.
In consideration of the performance of the Services the Client shall pay to the Companies fees stated in the quotation letter. If the Company is required by the Client to provide additional services outside the scope and nature of the Services set out in the quotation letter this will be agreed in writing.
In the event that the Client requests the Services to be aborted, the Client shall pay the Company the reasonable fees commensurate with the amount of work completed. For the avoidance of doubt, the reasonable fees will include for the preparation of reports or other deliverable items actually carried out whether or not the Client requires them to be issued.
All monies due to the Company shall be paid in UK £ sterling.
VAT will be applied at the prevailing standard rate on all invoices rendered.
On acceptance of the Quotation, including any quotations for training, the Company will invoice the Client for the full amount as described in the Quotation. Normally, unless stated within the Quotation, full payment is required from the Client before any reports, results, certification or documentation from the consultation work or training course is released.
The Company may invoice the Client for a Service at any time after the confirmation of an order. Unless otherwise stated, all invoices shall become due upon receipt of Invoice. The Client shall pay all invoices at any time before the expiry of the invoice due date. If any invoice supplied by the Company to the Client is not paid by its due date the Company may cease to provide services or supply goods without prejudice to any of the Company’s existing rights.
It is the Clients responsibility to ensure the minimum requirement of the services are met as outlined. Failure to meet the minimum requirement as agreed and confirmed, the client shall be invoiced for the full amount.
Debts owed to the Company by Client will be subject to the Company’s debt recovery procedures. Such procedures are subject to change without notice. Unpaid debts to the Company will ultimately be enforced by court action and the Client will be liable for all legal costs incurred. Interest shall be charged at 8% above base rate from date of completion of our Services where payment is not received within 30 days of such completion.
Clients can request to reschedule confirmed Services, however written communication must be received 14 days prior to the Company’s confirmed date, otherwise the full fee will apply for the Services.
Please note for Training: On receipt of the completed Training Course Order Form, full payment will be due following which a Training Confirmation Letter and invoice will be issued.
The Company reserves the right to move courses at its discretion, to ensure the quality of our courses are maintained. The Client may request a refund if the course is moved after 3 occasions.
Clients can cancel attendance, however, this must be done 14 days prior to the course or the full course fee will apply.
Clients can request a date change, however, this is at the discretion of the company and will incur an administration charge of £35.00 plus VAT for each request. The Company may refuse requests after 2 occasions.
The fee paid is non-refundable and we cannot be held responsible for any cancellations or non-attendance.
The amount of Professional Indemnity Insurance to be carried by the Company shall be £1 million in the aggregate. The Company shall effect Professional Indemnity Insurance for a period of six years from the completion of the Services, unless otherwise stated in the quotation letter, provided that such insurance is available in the market for such services at commercially reasonable rates and terms.
The Companies total liability under this Agreement for any claim whether in contract or in tort in negligence or for breach of statutory duty or otherwise shall not exceed £1 million. The Company shall not be liable for any consequential losses incurred by the Client.
The amount of Public Liability Insurance to be carried by the Company is £1 million unless otherwise stated in the quotation letter.
In the event of a dispute, which proves non-resolvable by discussion and negotiation, the Company and the Client hereby jointly agree to an initial process of Mediation which, if unsuccessful, is to be followed by Adjudication under the relevant statutory scheme. All costs, other than legal costs associated with the process shall be borne in equal share by the Company and the Client.
The Company shall not be liable for any loss of business or profit or consequential loss of the Client arising from any defect in, or performance of, any goods supplied or failure to render service or provide supplies due to any matter beyond the Company’s control.
All intellectual property rights and copyright associated with the Companies services shall remain vested in and the property of the Company.
The provision of the services shall be governed by and construed in accordance with Scots Law and the Scottish Courts shall have non-exclusive jurisdiction with regard to all matters arising therefrom.