Scope of Terms of Business All work carried out by or at the responsibility of Fairvew
Business Solutions Services Limited (Fairvew Business Solutions Limited) for clients
is subject to these terms of business. These terms may be varied or excluded (in
whole or in part) by any Proposal or by subsequent agreement in writing signed on
behalf of Fairvew Business Solutions and the client, but not otherwise.
Acceptance of Proposals Proposals submitted by Fairvew Business Solutions shall, unless
otherwise stated therein, remain open for acceptance for sixty days from the date
of submission to the client. Acceptance shall be valid only if made in writing signed
by or on behalf of the client. Variation of the terms of a Proposal shall be effective
only if specified in the written acceptance and countersigned by an authorised representative
of Fairvew Business Solutions.
Fees and Expenses All fees expenses and other sums payable to Fairvew Business Solutions
by the client shall be payable in every case within thirty days of the date of each
invoice submitted by him. Expenses shall be reimbursed to Fairvew Business Solutions
by the client at cost. Travelling Expenses
Where travelling expenses paid or payable by Fairvew Business Solutions are to be
reimbursed by the client they shall be charged at cost. The standard rate for mileage
is the prevailing rate quoted by the Automobile Association for the type of vehicle
Force Majeure If, after the acceptance of a Proposal, the rights of Fairvew Business
Solutions or of the client under the agreement are wholly or substantially diminished
or the performance thereof rendered wholly or substantially impossible by reason
of force majeure, then the obligations of both parties shall cease forthwith except
that the client shall pay to Fairvew Business Solutions all fees and expenses then
owing to him (including all the expenses of or caused by or arising out of such termination)
together with a sum equal to whichever is the lesser of the fees remaining to be
paid thereafter or a proportion of the total fees equivalent to sixty days’ work
calculated pro rata against the total time estimated for the project.
Termination or Breach by Client If, after acceptance of a Proposal, the client shall
terminate or be in serious or (after warning) repeated breach of its agreement with
Fairvew Business Solutions or act in such a manner as to render the performance of
the agreement by Fairvew Business Solutions wholly or substantially impossible, then
Fairvew Business Solution’s obligations under the agreement shall cease forthwith.
In such a case the client shall immediately pay to Fairvew Business Solutions all
fees and expenses (including all the expenses of or caused by or arising out of such
termination) and other sums then owing to Fairvew Business Solutions under the agreement
together with a sum equal to the whole of the fees thereafter remaining to be paid
under the agreement.
Contractual Limits All surveys, forecasts and recommendations in any Proposal, report
or letter are made in good faith and on the basis of the information before Fairvew
Business Solutions at the time. No statement in any Proposal, report or letter is
to be deemed to be in any circumstances a representation, undertaking, warranty or
contractual condition. Fairvew Business Solutions shall not be liable to the client
for any indirect or consequential loss or damage. The total liability of Fairvew
Business Solutions to the client shall not exceed the value of the contract. This
amount includes any and all claims combined, including any costs and lawyers’ fees
Techniques Fairvew Business Solutions intends to employ the methods, procedures,
techniques, personnel and sources of information set out in the Proposal, but reserves
the right to vary these as necessary or desirable in order to achieve the aims of
Confidentiality All Proposals, reports, surveys and other documents produced
or commissioned by Fairvew Business Solutions will be treated by Fairvew Business
Solutions as confidential to the client concerned and will not be shown or passed
to any third party without written permission of the client.
Construction These terms of business and all documents, arrangements and agreements
to which they apply shall be construed and have effect in accordance with the laws
of England, and the client accepts the exclusive jurisdiction of the English courts.
Arbitration If any dispute or difference shall arise between Fairvew Business Solutions
and a client concerning the meaning or effect of these terms of business or of any
agreement between them to which these terms apply then if the same cannot be settled
amicably it shall be referred to the arbitration of a single Arbitrator to be agreed
by the parties or in default of agreement to be appointed by the President for the
time being of the Law Society, London. The costs of any such arbitration shall be
in the discretion of the Arbitrator whose award will be considered and taken by the
parties as final and binding.