|
Rayan Consultants Limited |
|
A Cradle to Grave Solution Provider. |
|
General Terms and Conditions |
|
Definitions The Company: -means Rayan Consultants Ltd. The Client: -means the party to whom the Company contracts to provide Products and Services under this agreement. Products and Services: -means any activity provided by the Company to the Client under the terms of this agreement. Agreement: -means the contract between the Company and the Client to which on any particular occasion these terms and conditions apply.
1.These terms and conditions shall apply to all contracts made between the Client and the Company save those covered by separate signed agreements.
2.No quotation or estimate given by the Company shall be deemed to be an offer by the Company unless expressed to be a ‘fixed quotation’ and valid until a given date in which case it shall be open to acceptance by the Client but only by written acceptance delivered to the Company by such date.
3.Work which the Client requests to be done which is not subject of a written acceptance or is outside the specification of a contract will be chargeable in accordance with prevailing rates of charge in force from time to time.
4.Unless the contract is subject of a ‘fixed quotation’ the Company reserves the right to increase any charge in accordance with prevailing rates of charge at the date of delivery of the contracted service or supply.
5. The Client shall pay VAT on any sum payable by the Client to which it applies at the rate prevailing at the appropriate time.
6. ‘The Price’ shall be deemed to be the basic price payable by the Client plus the amount of any such changes as aforesaid and VAT.
7. Unless expressly agreed the price does not include installation, operator training, user documentation, travelling or hotel expenses or any other additional costs and if any such are provided or carried out by the Company the Client shall pay the Company its standard charges for them.
8. Payment is due from the Client at the price and within the terms specified under the contract and in the absence of any express terms within 7 days of the date of the invoice from the Company to the Client.
9. If any sum payable by the Client to the Company is not paid within 7 days of the due date the Company shall have the right to charge interest on the balance from time to time outstanding at such annual rate as shall be 5% above the base rate of Barclays Bank Plc from time to time in force calculated on a daily basis from the date on which such sum became due to the actual date of payment.
10. Delivery and installation dates quoted are estimates only and the Company shall not be responsible for any loss, damages or consequences arising as a result of any delay.
11. The Client shall undertake such tests as are necessary to establish that delivered Products and Services are within the specification of the contract and failure to undertake such tests will not constitute reason for non payment of any sum owing to the Company by the Client by the due date.
12. The Company will be under no obligation to undertake remedial or additional work occasioned by the failure of the Client to undertake proper testing or by testing having been carried out against the ‘live’ version of the system. Any such remedial or additional work will be chargeable at the Company’s prevailing scale of charges.
13. Unless expressly stated in writing otherwise all Products and Services are supplied on a non-exclusive basis and all copyright design intellectual and other rights remain the property of the Company, which shall be free to prepare similar Products and Services and sell them to other parties without any restriction whatsoever.
14. The Company shall not be responsible for unexpected or unplanned additional work resulting from faults difficulties and incompatibility arising from contracts involving third party products or equipment. The Company undertakes to report such condition promptly to the Client for a decision to proceed at such additional charges as might be incurred or to abandon the contract. The Client will indemnify the Company for charges incurred up to the point of any such interruption.
15. The Company will not be responsible for faults errors or omissions which arise as a result of changes in the Clients commercial circumstances or business procedures or practices which occurred after the provision of Products and Services and were not expressly provided for in the specification to the contract.
16. The Client warrants that any specifications or plans which it produces to the Company are not in breach of any copyright design or other rights in favour of any other party and shall indemnify the Company against all liability whatsoever including expenses and legal costs reasonably incurred by the Company in respect of any claim made against the Company for alleged breach of any such right.
17. The Company shall not be liable for any loss, damage, expense, interruption or other consequential effects as a result of providing Products and Services in accordance with the Client specification and it is the sole responsibility of the Client to ensure that the specification is complete and comprehensive in respect of the intended outcome or purpose of the specification.
18. The specification and any changes to the specification that have been agreed in writing between the Client and the Company constitute the entirety of the contract and no feature or facility will be assumed to be included or implicit in the scope of the Products and Service. In the event of dispute the decision of the Company will be final and conclusive.
19. Where the provision of Products and Services is subject to ongoing maintenance and support the commencement date of any charges in respect of such maintenance and support will be deemed to be the date of the final invoice for the contract unless expressly agreed in writing otherwise.
20. Save as expressly stated in these terms and conditions the Company shall have no liability whatsoever in respect of any representation warranty undertaking or condition not expressly incorporated herein and any such as might be implied by statute or otherwise is hereby expressly excluded.
21. The Company shall be obligated to correct, repair or replace any Products and Services free of charge if they are found to be in error defective or incomplete in accordance with the specification within 90 days from the date of delivery.
22. The Company shall have no liability whatsoever for any error failure, interruption, damage cost or expense arising from the negligent act or omission of the Client or the effects on the performance of the supplied Products and Services arising from any other third party application or operating software or hardware equipment.
23. The Company represents that to the best of its knowledge and belief the information contained in its quotation and estimates is correct but any warranty implied or otherwise that the Products and Services are suitable for the purposes of the Client or may be integrated with other services or equipment of the Client is hereby expressly excluded unless stated otherwise within the contract documentation.
24. Unless otherwise agreed in the contract the delivery and installation of Products and Services does not imply any obligation on the Company to train operators in the use of the Products and Services so supplied.
25. Notice served by either party to the contract shall be served by first class post to the address notified by each party to the other from time to time and such notice shall be deemed to have been given 48 hours after posting.
26. Any dispute or difference which may arise between the Client and the Company in connection with or arising out of this Agreement may, by agreement of both parties, be resolved by arbitration, in which event such dispute or difference shall be referred to a single arbitrator to be agreed between the Client and the Company or, failing such agreement within fourteen days, to be nominated by the President for the time being of the British Computer Society.
27. Neither party shall be liable for failure to perform its obligations under the Agreement if such failure results from circumstances beyond the party’s reasonable control.
28. No delay, neglect or forbearance on the part of either party in enforcing against the other party any term or condition of this agreement shall either be deemed to be a waiver or in any way prejudice any right of the party under the Agreement.
29. The Contract shall be governed by and interpreted in all respects in accordance with the laws of England and any dispute or difference in connection with or arising out of the contract shall be referred to the courts of England and Wales. |
|
To contact us: |
