1. Interpretation
In these Terms and Conditions (Terms), the following words and phrases shall have the following meanings:
“You/Your” means the person who purchases and/or receives the Service(s) from Us:
“Us/We/Our” means Technology Management and Consultancy Limited, Company No. 05410401, whose registered address is Mansfield I-Centre, Oakham Business Park, Hamilton Way, Mansfield, Notts, NG18 5BR;
“Agreement” means the Agreement between Us and You which shall be deemed to incorporate these Terms and the terms on any individual Order;
“Services” means the Services, including any goods and materials, detailed in the Order to be supplied by Us to You;
“Order” means the Order provided by Us and signed and returned by You describing the Services requested by You and accepted by Us and detailing the estimated price to be paid and estimated timescales for delivery of the Services.

2. The Agreement
The Agreement shall be on these Terms, incorporating the terms on any Order, to the exclusion of all other terms and conditions. If any conflict arises between these Terms and the terms of the Order the terms of the Order shall prevail.
The Agreement will commence on the date You sign and return Your Order together with these Terms and shall terminate upon delivery of the Services or as otherwise detailed in accordance with this Agreement.

3. The Service
We will provide information consultancy services, which may include without limit; business continuity services, IT security services, forensic analysis, CRM services and environmental reduction consultancy services on dates and at locations as are more specifically defined and confirmed within Your Order.
Your Order will detail the exact services selected. Any additional work requested, will be separately chargeable.

4. Responsibilities
You are responsible for:
• Providing any resources requested by Us within the timescales described.
• Providing Us with complete and accurate information, including without limit; information that is internal to the business or is specific to the industry in which You operate; any policy decisions, changes or activities that affect the operations of the business; any other information that may possibly affect the delivery of the Services
We are responsible for:
• Delivering the Services with all reasonable skill and care, and in full compliance of relevant established current professional standards.
• Informing You of the progress of the delivery of the Services in accordance with Your Order.
• Ensuring any confidential information is maintained as such.
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5. Customer Satisfaction
We aim to deliver full customer satisfaction, to help Us do this We would ask that You check Our Services as soon as they have been delivered and tell Us straight away if You are unhappy and We will endeavour to rectify any problems. Unfortunately We are unable to rectify any problems that are reported more than 24hrs after We have delivered the Service. Please note that where we are requested to re-deliver Services which are subsequently found not to be inadequate, or the faults in which are not as a result of an action or inaction of Ourselves We will charge a call out fee and labour charges at our then current standard daily rates.

6. Price
The price for the Services will be set out in the Order and excludes any 3rd party costs, including without limit any hardware and software costs, which if applicable will be listed separately.
Expenses will be charged in addition to the price for the Services and may include, without limitation, mileage at the Inland Revenue’s then current rates and hotel expenses charged at cost. All expenses will be agreed prior to being incurred.
Any additional work undertaken at Your request, or as a result of delays outside Our reasonable control will be charged separately at our standard daily rates as amended from time to time.
All sums due will be subject to any applicable UK taxation, including where relevant, VAT.

7. Payment
Payment for one-off Services will be required on completion of the Services and within 30 days of the date of the invoice unless otherwise stated in Your Order.
If Your Order is for Services exceeding 4 weeks duration an invoice will be raised at the end of each calendar month for the Services delivered in that month.
Where Your Order is for ongoing service We will require payment monthly in advance payable by standing order.
Payment for any 3rd party costs requested as part of the Order will be required in advance.
Any queries relating to an invoice must be received within 7 days from the date of the invoice. Until a query is resolved You remain liable to pay the undisputed part of an invoice on its original terms. If payment is in arrears late payment charges will be levied on a daily basis at 8% above the then current Bank of England base lending rate. We take non-payment very seriously and We will utilise all powers available to Us
to secure payment. Payment should be made by cheque or by BACS unless otherwise advised on Your Order. Once an Order has been accepted the cancellation terms contained below apply.

8. Intellectual Property
All intellectual property rights, including copyright, design rights and know-how in or relating to any reports or other materials (“Information”), provided to You by Us, shall remain Our sole property or that of our Licensors. Information may only be used and/or reproduced solely within Your business and must contain a copyright notice in Our favour.

9. Cancellation
Either party may cancel this Agreement or any work requested under it on the provision of one months written notice.
In the event of cancellation We will be entitled to be paid for all work undertaken whether partially or fully completed, including time spent during consultations whether by phone or email or other means, and reimbursed for all expenses incurred up to the date of termination.
Where You cancel this Agreement or any work requested under it giving less than one months notice, in addition to the above, we reserve the right to require that you make a payment to Us of 50% of the fees that would have been due had a one month notice period been served.
For the avoidance of doubt this clause applies to all Orders undertaken by Us, even in circumstances where Agreement signature takes place within 30 days of the proposed start date for the assignment.
All cancellation requests must be received and agreed in writing by Us.
The date on which the letter, fax or email is received by Us will be deemed as the date the request has been made.

10. Liability
Neither party shall be liable for any loss of data or for any indirect or consequential losses or expenses, including but not limited to loss of or damage to anticipated profits, contracts, reputation, goodwill, labour costs or losses or expenses arising from 3rd party claims.
Notwithstanding the above and save in the case of death or personal injury cause caused by negligence for which the liability of the parties shall be unlimited, the parties liability under this Agreement shall be limited to the fees charged or £10000 whichever is the lesser.
We shall not be liable for any loss or damage incurred as a result of any act or omission of the Customer, its employees, agents, representatives, 3rd party suppliers or any persons for which the Customer is at the relevant time responsible, including without limitation, failure to adhere to any element of advice or recommendations communicated to the Customer, whether in writing or verbally.
We will not be liable for any loss of any kind arising from the Customer's use or inability to use the Service or from errors or deficiencies in any part of it whether caused by negligence or otherwise except as expressly provided herein.

11. Force Majeure
If either party is subject to an event of Force Majeure, that is circumstances outside its reasonable control, including but not limited to war, fire, industrial disputes or civil commotion, it shall notify the other and the first party’s obligations under these Terms shall be suspended until it notifies the other party of the end of such event of Force Majeure.

12. General
This Agreement represents the entire agreement between the parties and shall prevail over any conditions contained or referred to in any documents of the customer or otherwise.
If any part of this Agreement is found to be void or un-enforceable by any Court of competent jurisdiction, such part shall be severed from this Agreement which will otherwise remain in full force and effect.
These terms shall remain in force until altered in writing and signed by both parties.
You may not assign this Agreement or any rights or obligations under it without Our prior written consent.
Unless otherwise agreed and subject to the application of the then current prices, these Terms of Business shall apply to any future instructions given by You to Us. This Agreement shall be governed by the laws of England and Wales.