We aim to provide quality brand experience consultancy services including Research, Training (workshops, online seminars and e-books), Brand Strategy and Website Design and Development (Goods and/or Services). Please read these terms (Terms) below and contact us if you have any questions.
2.1 Your contract with us is with Experience Consultancy Ltd (EC/we/us/our/ours) which is a limited liability company registered in England and Wales under registration number 5708787 and its registered office at Rydal House, Rydal Drive, Bexleyheath, DA7 5EF.
2.2 There is no contract between you and any employee or consultant of EC. Any advice given to (or other work done for you by an employee or consultant of EC is given (or done) by that person on behalf of EC and not in his or her individual capacity and no such person assumes any personal responsibility to you for any Goods or Services provided to you by EC.
3. Goods and Services
3.1 Any Goods that we provide shall be the same in all material respects as their description. We have made every reasonable effort to ensure that the Goods conform to illustrations, photographs and descriptions provided in our sales and marketing literature. We don't, however, guarantee that all descriptions, illustrations and/or photographs will be precisely accurate. If we find, or are made aware of, any typographical, clerical or other accidental errors or omissions in any sales and marketing literature, price lists or any other documents we will make every reasonable effort to correct such errors or omissions as soon as is reasonably possible.
3.2 We promise that the Goods that we supply will be free from significant defects, they are of satisfactory quality and are suitable for any purpose that we have specified. This promise does not apply if you continue to use the Goods after you have given us a notice of defect, the defect has arisen because you have failed to follow any written or oral instructions on the use, storage, installation or maintenance of the Goods, the defect arises because we followed your instructions, specifications, drawing or design, you alter or repair the Goods without previously getting our written agreement, the defect is a result of abnormal storage or working conditions or deliberate damage, or changes have been made to the Goods to comply with regulations which apply to them.
3.3 EC has a duty to provide its Services with reasonable care and skill, consistent with best practices and standards in our industry and in accordance with any information provided by us about the Services and about us. We will provide the Services for the duration of time or a project as specified in your order and confirmed in our order confirmation.
3.4 We will ensure that the following information is given or made available to you prior to the formation of the contract between us and you, unless such information is already apparent from the context of the transaction:
3.4.1 The main characteristics of the Goods and/or Services;
3.4.2 Our identity and contact details;
3.4.3 The total price for the Goods including taxes or, if the nature of the Goods is such that the price cannot be calculated in advance, the manner in which it will be calculated;
3.4.4 Where applicable, all additional delivery charges or, where such charges cannot be calculated in advance, the manner in which they will be calculated;
3.4.5 Where applicable, the arrangements for payment, delivery and the time by which we undertake to deliver the Goods and/or Services;
3.4.6 Our complaints handling procedure;
3.4.7 We shall ensure that you are aware of our legal duty to supply goods that are in conformity with the contract;
3.4.8 Where applicable, details of after-sales services and commercial guarantees;
3.4.9 Where applicable, the functionality, including appropriate technical protection measures, of digital content; and
3.4.10 Where applicable, any relevant compatibility of digital content with hardware and software that we are aware of or might reasonably be expected to be aware of.
3.5 If we require any information or action from you in order to provide the Services, we will inform you of this as soon as is reasonably possible. If the information or action required of you is delayed, incomplete or otherwise incorrect, we will not be responsible for any delay caused as a result. If additional work is required from us to correct or compensate for a mistake made as a result of incomplete or otherwise incorrect information or action on your part, we may charge you a reasonable additional sum for that work.
4. Payment of Fees
For Services carried out over a long period of time, we reserve the right to send you interim invoices for a percentage of the total work as indicated in the estimate provided, on completion of a particular project phase or stage. A final invoice for our charges and expenses will be delivered at the end of the project / matter.
All prices and fees for our Goods and/or Services include VAT, if applicable. If the rate of VAT changes between the date of your order and the date of your payment, we will adjust the rate of VAT that you must pay. Changes in VAT will not affect any prices or fees where we have already received payment in full from you.
All invoices are payable within 30 days of despatch, and late payment will attract interest at the rate of 4% above the base rate from time to time of HSBC UK Bank Plc. The interest will be daily and you must pay it with the overdue amount.
You are not allowed to hold back any payment due to us as a set-off or credit or counterclaim against some other amount that you think we owe you unless the law allows it. However, we may set off any amount you owe us against any amount we owe you.
Until fees and expenses for the Goods and/or Services have been paid we are entitled to retain any papers or digital assets belonging to you, even if this does not relate to the project / matter for which the fees and expenses were incurred.
4.2 Consultancy Services Fees
Consultancy Services fees are based on the tailored package for each client, to meet their specific business needs. They are charged at hourly rates according to the time spent on the matter (including emails and telephone).
We may change our fees at any time but we will not increase our fees for any orders that you have placed and we have confirmed.
The hourly rates are normally reviewed annually in January and take account of changes in salary and other overhead costs. Details of any revised rates during the continuance of your matter will be supplied on request. We appreciate you would like to know in advance the likely costs for consultancy services but, unfortunately, it is not always possible to estimate costs with accuracy.
4.3 Training Workshop Payment
Your workshop registration contract is not complete until full payment is received in advance of the workshop start date.
4.3.1 Workshop Cancellation Policy
EC reserves the right to cancel a scheduled training session up to 5 business days prior to the training if a minimum class size has not been attained. EC is not responsible for any costs incurred as a result of a cancellation. Notwithstanding clause 8 of these Terms, there are no refunds, in the event of a workshop cancellation, participants will be offered another suitable training date.
4.4 Goods (E-books and Online Seminars) Payment
The payment for the Goods is due at the time of placing your order. We may review and change the price from time to time before your order is placed. Your cancellation rights are outlined in clause 8 of these Terms.
5. Extent of our Liability
5.1 We will not be legally responsible to you for any loss of profit or any loss which you allege arises as a consequence from our contract with you, and our total legal responsibility to you under the contract will not exceed the price of the Goods and/or Services relating to each order.
5.2 These Terms do not limit our legal responsibility for death, personal injury caused by our unreasonable carelessness (known as negligence) or that of our employees, agents or sub-contractors , fraud, defective products under the piece of legislation known as the Consumer Protection Act 1987, breach of the requirements that our goods be of satisfactory quality, fit for purpose, match a sample, or match a model seen; or any other matter that the law says we can't exclude (for example under the Consumer Rights Act, 2015).
5.3 Neither of us will be legally responsible to the other for failure or delay in carrying out this contract which is caused by an event beyond our reasonable control, which we could not have foreseen or which was unavoidable. This includes industrial disputes, energy or transport failures, acts of God, war, terrorism, civil unrest (such as riots), explosions, mechanical breakdown, natural disasters, deliberate damage, or being let down by suppliers or sub-contractors.
5.4 We will not be legally responsible to you for non-delivery of our Goods and/or Services if you give us inadequate instructions.
5.5 You agree that if, as a matter of law, a duty of care would otherwise be owed to you by any employee or consultant of EC, such duty is hereby excluded and you agree that you will not bring any claim against any employee or consultant of EC in respect of any loss or damage that you or any person or company associated with you suffer or incur, directly or indirectly, in connection in any way with any advice given to or other work done for you. Accordingly, any claim that you wish to make can only be made against EC and not against an employee or consultant of EC.
6. Personal Data
7. Storage of Papers & Files
Following the conclusion of the project / matter, we will retain your papers and files for a minimum of 7 years, after which time your paper will be disposed of by confidential shredding and your files will be deleted.
8. Cancellation and Termination
8.1 We may cancel your order at any time before we despatch the Goods or start work on providing our Services to you if the Goods or the Services are no longer available, or an event outside of our reasonable control continues for more than 14 days.
8.2 If we cancel your order under sub-clause 8.1 and you have already paid for our Goods and/or Services, the payment will be refunded to you within 14 days and we will confirm the cancellation in writing.
8.3 Each party may cancel the contract for the provision of the Goods and/or the Services immediately if the other party has breached the contract in any material way and has failed to remedy that breach within 14 days of each party asking the other party to do so in writing; or if either party enters into liquidation, administration, receivership, bankruptcy or similar proceedings; or if EC is not able to provide its Goods and/or Services due to an event outside of its control.
8.4 If we have provided Goods and/or Services that you have not paid for and one of the conditions of sub-clause 8.3 is applicable, we will invoice you for any sums that are due and you will be required to make payment in accordance with clause 4.
Ownership in the Goods and/or Services passes to you when you have paid us for them in full.
10. Intellectual Property Rights
10.1 We own or are a licensee of certain rights in our Goods, registered and unregistered, including copyright (and related rights), designs, patents, trade marks, and all other intellectual property rights (Intellectual Property Rights). We may also create or produce the Intellectual Property Rights as part of our Services.
10.2 We will grant you a royalty free, non-exclusive licence to use the Intellectual Property Rights in our Goods and/or Services for an indefinite period of time which may continue after the provision of our Goods and/or Services for the purpose(s) of your business website design or your own professional development or the professional development of the persons named in the order only, excluding any disclosure to third parties outside of your business.
10.3 The licence given in sub-clause 10.2 will be cancelled if your contract is cancelled under clause 8 of these Terms and you will not longer be permitted to use our Goods, including e-books, online seminars and any material that was provided to you as part of our Services.
11. Governing Law and General Provisions
11.1 We are allowed to transfer our rights and responsibilities under this contract to someone else, for example by assignment, a legal charge or sub-contracting our rights and obligations under this contract, but you may not do any of these things unless we have previously agreed in writing that you can.
11.2 Nobody other than we and you may rely on any terms of this contract.
11.3 Changes to the contract are only binding if we agree them in writing.
11.4 If either of us wishes to give a notice to the other under the contract, we must give it in writing and either deliver it or send it by first class post to the other's registered office (or another address specifically given to the sender for this purpose). Delivery by post will be regarded as completed by 9:00 am on the second day after posting. This arrangement does not apply to the service of any documents in legal proceedings
11.5 Delay in exercising a right under the contract will not take away that right or any other right.
11.6 We always welcome feedback from our customers and, whilst we always use all reasonable endeavours to ensure that your experience as a customer of ours is a positive one, we nevertheless want to hear from you if you have any cause for complaint.
11.7 Complaints may be initiated by contacting us at firstname.lastname@example.org.
11.8 The Parties will use their best efforts to negotiate in good faith and settle any dispute that may arise out of or relate to this Agreement or any breach of it.
11.9 The relationship between us will be governed by the law of England and Wales and you agree to submit to the exclusive jurisdiction of the English Courts.
12. Your Agreement
12.1 Any order that you place with us is your offer to buy the Goods and/or Services from us on these Terms, and you must make sure that the order is correct.
12.2 When we send you a written acceptance, you have a binding contract with us, and these Terms are part of it.
12.3 The contract is our entire agreement. No previous statements or representations that we have made to you form part of the contract unless they are written into it. This includes samples, drawings, advertising, catalogues and other promotional or descriptive material.
12.4 If we have given you a quotation for our Goods and/or Services, it is only valid for 30 days from its issue date. It is not an offer to sell you the Goods and/or Services.
12.5 We may have started work for you before you have seen these Terms. We will have done so on the understanding these Terms apply from the start. If this is not acceptable to you, please contact us immediately by email at email@example.com.