Clearview Relocation Limited
Standard Terms
Version 1 17.02.2017
These terms will apply to each Client in respect of Services provided by Clearview under a Quotation accepted by the Client.
The Client's attention is in particular drawn to the provisions of condition 10.
1. INTERPRETATION
1.1. The following definitions and rules of interpretation apply in these conditions (“conditions”).
Client: the person, firm or company who accepts a Quotation.
Clearview: Clearview Relocation Limited, a company registered in England with number 4051411.
Contract: the contract between Clearview and the Client for the provision of the Services constituted by the Client accepting a Quotation.
Quotation: a quotation for the provision of services to the Client by Clearview.
Services: the services specified in the relevant Quotation.
1.2. A reference to a law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it.
1.3. Words in the singular include the plural and in the plural include the singular.
1.4. A reference to one gender includes a reference to the other gender.
1.5. Condition headings do not affect the interpretation of these conditions.
2. APPLICATION OF TERMS
2.1. The acceptance in writing, including by email, of a Quotation by the Client will constitute a binding contract between the Client and Clearview for the provision of the Services on the terms of the relevant Quotation.
2.2. The Contract will be on these conditions to the exclusion of all other terms and conditions (including any terms or conditions which the Client purports to apply under any purchase order, confirmation of order, specification or other document).
2.3. Any quotation is valid for the period specified in the Quotation or, if not stated, 30 days provided that Clearview has not previously withdrawn it.
2.4. If there is any conflict between the terms of the Quotation and these conditions, the terms of the Quotation will prevail.
3. DESCRIPTION
3.1. The quantity and description of the Services will be as set out in the Quotation or acknowledgement of order.
3.2. All descriptions or illustrations contained in Clearview's marketing information or brochures are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They will not form part of the Contract.
4. PROVISION OF THE SERVICES
4.1. Clearview will provide the Services with all reasonable care and skill and in accordance with the relevant Quotation.
5. PRICE
5.1. The price of the Services will be the prices set out in the Quotation and will be exclusive of any value added tax.
6. PAYMENT
6.1. Subject to condition 6.4, payment of the price is due as specified in the Quotation or, if not specified, within 30 days of the date of invoice.
6.2. Time for payment will be of the essence.
6.3. No payment will be deemed to have been received until Clearview has received cleared funds.
6.4. All payments payable to Clearview under the Contract will become due immediately on its termination despite any other provision.
6.5. The Client will make all payments due under the Contract in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Client has a valid court order requiring an amount equal to such deduction to be paid by Clearview to the Client.
7. CANCELLATION
7.1. If the Client cancels a Service:
7.1.1. More than 7 days before the delivery date for the Service and a file has been opened and the initial call has been made there will be a charge of £250;
7.1.2. 7 days or less before the delivery date of the Service, 50% of the applicable fee will be charged;
7.1.3. 2 working days or less before the delivery date of the Service, 100% of the applicable fee will be charged.
8. VISAS AND IMMIGRATION DOCUMENTS
8.1. As the grant and/or rejection of visas and other immigration documents is the sole prerogative of the relevant sovereign authorities Clearview will not be responsible for the failure to obtain any such document or for any delay, denial or other related act or omission of or for any loss, expense, damage or cost resulting therefrom. Any fee related to the application for any such document will remain payable notwithstanding any failure to grant or rejection.
9. LIMITATION OF LIABILITY
9.1. The provisions of this clause set out the entire financial liability of Clearview (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Client in respect of:
9.1.1. any breach of these conditions;
9.1.2. any use made by the Client of any of the Services;
9.1.3. any representation, statement or tortious act or omission including negligence arising under or in connection with the Contract.
9.2. All warranties, conditions and other terms implied by statute or common law (except for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from the Contract.
9.3. Nothing in these conditions excludes or limits the liability of Clearview:
9.3.1. for death or personal injury caused by Clearview's negligence; or
9.3.2. for any matter which it would be illegal for Clearview to exclude or attempt to exclude its liability; or
9.3.3. for fraud or fraudulent misrepresentation.
9.4. Subject to conditions 9.2 and 9.3:
9.4.1. In any case where an insurance policy of Clearview is applicable to the relevant loss, Clearview's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Contract will be limited to the amount recovered by Clearview under the relevant policy and Clearview will use all reasonable efforts to recover the maximum amount possible;
9.4.2. In any case where no insurance policy of Clearview is applicable to the relevant loss, Clearview's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Services will not exceed a sum equal to the amounts payable to Clearview in respect of the Services in the 12 month period immediately before the cause of action arose;
9.4.3. Clearview will not be liable to the Client for loss of profit, loss of business, or depletion of goodwill in each case whether direct, indirect or consequential, or any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Contract; and
9.5. Clearview will have no liability to the Client in respect of any choice of property made by the Client.
10. CONFIDENTIALITY AND DATA PROTECTION
10.1. Clearview will keep in strict confidence all confidential information of the Client including, without limitation, all information relating to its business, finances and personnel. Clearview will restrict disclosure of such confidential material to such of its employees, agents or sub-contractors as need to know the same for the purpose of discharging Clearview's obligations to the Client.
10.2. In the provision of the Services, Clearview will fully comply with the Data Protection Act 1998 and all regulations made thereunder.
11. SUSPENSION/ TERMINATION
11.1. The Contract will take effect from acceptance of the Quotation under Clause 2.1 or the start of the Services (whichever is the earlier) and will continue until the Services have been completed unless suspended or terminated under this condition.
11.2. Clearview may suspend the Client’s use of the Services if the Client is in material breach of the Contract including but not limited to a failure to pay any amount due by the due date.
11.3. Where the Contract is for a term of more than 12 months, either party may terminate the Contract by serving written notice of not less than 30 days on the other such notice to expire at any time after the expiry of any initial fixed term specified in the Quotation.
11.4. Either party may terminate the Contract immediately by serving written notice on the other if the other commits any material breach of these Terms which, if capable of remedy, is not remedied within 30 days of notice from that party specifying the breach and requiring its remedy.
11.5. Clearview may terminate the Contract if the Client (being a company) becomes insolvent, is wound up, has an administrator or receiver appointed over its assets, makes any voluntary arrangement with its creditors or go into liquidation or (being an individual or partnership) does anything analogous to any of these acts or events.
11.6. The provisions of Clause 9 will survive the termination of these conditions and continue in full force and effect.
12. ASSIGNMENT
12.1. Clearview may assign the Contract or any part of it to any person, firm or company.
12.2. The Client will not be entitled to assign the Contract or any part of it without the prior written consent of Clearview.
13. FORCE MAJEURE
13.1. No cause of action will arise if the discharge of any obligation is prevented or delayed, or accrual of any liability on the part of either party is caused, as the case may be, by any event beyond the reasonable control of that party including any of the following: act of God, governmental act, war, terrorism, fire, flood or other natural disaster, explosion or civil commotion, failure or interruption in information technology or telecommunications services, failure of a third party (including failure to supply data) and industrial action provided that, if the event in question continues for a continuous period in excess of six months, the Client will be entitled to give notice in writing to Clearview to terminate the Contract.
14. GENERAL
14.1. Each right or remedy of Clearview under the Contract is without prejudice to any other right or remedy of Clearview whether under the Contract or not.
14.2. If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it will to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision will continue in full force and effect.
14.3. Any variation to these conditions and any representations about the Services will have no effect unless expressly agreed in writing and signed by an authorised representative of Clearview.
14.4. The Client acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of Clearview which is not set out in the Contract.
14.5. Failure or delay by Clearview in enforcing or partially enforcing any provision of the Contract will not be construed as a waiver of any of its rights under the Contract.
14.6. Any waiver by Clearview of any breach of, or any default under, any provision of the Contract by the Client will not be deemed a waiver of any subsequent breach or default and will in no way affect the other terms of the Contract.
14.7. The parties to the Contract do not intend that any term of the Contract will be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
14.8. The formation, existence, construction, performance, validity and all aspects of the Contract will be governed by English law and the parties submit to the exclusive jurisdiction of the English courts.
15. COMMUNICATIONS
15.1. All communications between the parties about the Contract will be in writing and delivered by hand or sent by pre-paid first class post:
15.1.1. (in case of communications to Clearview) to its registered office or such changed address as will be notified to the Client by Clearview;
15.1.2. (in the case of the communications to the Client) to the registered office of the addressee (if it is a company) or (in any other case) to any address of the Client set out in the Quotation or such other address as will be notified to Clearview by the Client.
15.2. Communications will be deemed to have been received:
15.2.1. if sent by pre-paid first class post, two days (excluding Saturdays, Sundays and bank and public holidays) after posting (exclusive of the day of posting); or
15.2.2. if delivered by hand, on the day of delivery.
15.3. Notices send by email will not be effective except in relation to the formation of a Contract.