Title

Marksafety Ltd.

Terms and Conditions


Background


These terms help set service expectations and are kept brief in pursuit of for simplicity.  If unsure about any of the content please contact us.


Marksafety Limited provides support and guidance to assist clients in the set up and management of health and safety systems. It is our client’s responsibility to reassure there self that Marksafety Ltd. holds applicable skills, experience and training to carry out this role.


1.    Definitions


1.1    Scope: This document defines the general terms that shall apply to all consultancy agreements and retainer contracts involving Marksafety Limited. These clauses are incorporated into and form an integral part of our contract.


1.2    The parties: Marksafety Ltd of England the Client: ‘the Client’ is the party with whom a contract for services exists.


2.    Statement of Professional Standards


2.1    Marksafety Ltd will conduct its business in accordance with professional standards and in a manner which represents itself and the client’s organisation in a professional light.


3.     Performance


3.1     All commitments with respect to the timing and scope of a project given to the client by Marksafety Limited – whether verbal or written – are made in good faith but are made necessarily in advance of knowing the full scope of the difficulty that may pertain to performance on specific points. For this reason, whilst Marksafety Ltd agrees to use its best endeavours to fulfil such commitments to clients on the timing and the scope of consultancy and other projects we cannot guarantee performance in either respect.


4.     Confidentiality   


4.1     Marksafety Limited agrees to hold all information provided by the Client confidential where such information is known to Marksafety Ltd. already, or exists already in the public domain, until, either the information enters the public domain, or Marksafety Ltd is given the same information by a third party, or is released from its confidentiality requirement by the client, or the client is found in breach of contract with Marksafety Ltd by a court of law (including non-payment of account) or three years have elapsed – whichever is the sooner.


4.2     The client agrees to hold confidential all information about Marksafety Ltd’s proposal(s), fee structures, fees and personnel.


5.     Rights of Ownership


5.1     Marksafety Ltd warrants that all personnel provided to fulfil the contract, whether full-time employees or not, will be employed on terms that protect the Client's intellectual property rights.


5.2     Marksafety Ltd has a substantial body of intellectual property held both electronically and on paper. When a client contracts with Marksafety Ltd to provide consultancy services, this does not transfer any of Marksafety Ltd’s underlying IP to any client under any circumstances. Documents, systems and other forms of IP remain Marksafety Ltd. Property.


6.     Time Basis for Contracts


6.1     Activity time includes all working time spent acting for the client. .Where applicable, activity time is calculated inclusive of travel time from the prior non-client activity (such as from the consultant’s home, office, or third party premises).


6.2     The unit of activity is normally the Day, Half Day or hour, except where otherwise agreed in advance.


6.3     Where the unit of activity is by the hour, all travel, office, administrative, preparatory, production and telephone time in addition to actual client meetings and external related work/meetings, are chargeable at the agreed hourly rate for the individual concerned.


6.4     Activity logs will be produced and provided to clients upon request.


7.     Expenses


7.1     Marksafety Ltd contracts with clients stipulate whether they are ‘fixed price’ (ie all expenses will be included within the pre-negotiated fee and not charged supplementary to the client) in any other case expenses are levied in addition to our agreed fee.


7.2 Where not stated it is to be assumed exceptional expenses will be chargeable to the client outside reasonable expectation or outside the original proposed scope of work.


7.3     Marksafety Ltd’s employees are required to obtain receipts for expenses wherever practical. These are retained by Marksafety Ltd and are available for inspection by the client upon his request.


7.4   Where work can be completed remotely this will be the case. Travel is by agreement only. Mileage where chargeable to the client will be from at a rate of 0.45p / mile.


8.     Fees


8.1     The remuneration structure agreed between the client and Marksafety Ltd may be based on a number of methods. These are a ‘retainer’, a ‘fixed fee’, a ‘time based rate’ (e.g. day rate, or an hourly rate).


8.2     The client agrees to pay Marksafety Limited according to the fee structure outlined in Marksafety Limited’s project proposal.


8.3     ‘Retainer fee’ shall be defined as a pre-payment made to secure Marksafety Ltd’s services for a fixed period of time. The retainer shall be automatically renewed every 30 days except where either party gives the appropriate 30 days’ notice or is in breach of the contract or where otherwise defined in the specific terms of the contract.


8.4 Fixed fee contracts cover the performance of an agreed service as outlined in our Project Proposal for an agreed remuneration. The fee shall be fixed in the currency in which the quotation is made, regardless of exchange rate movement.


8.5     Any proposal and the rates quoted therein are valid for orders received within 1 month of issue and for implementation to begin within 3 months.


9.     Cancellation/Amendment Rights


9.1     The contract shall be regarded as a whole unless there are break points within it agreed in advance or it is divided into stages or where it is subject to periodic renewal. Where no such division is agreed in advance and stipulated in the contract, the client shall be liable for the totality of the value of the contract – including all expenses incurred to the date of cancellation – whether or not the client wishes the work to be completed.


9.2      Renewable service contracts and retainers shall be renewed automatically unless either party gives the other the minimum notice of termination set out in the individual contract or in the absence of such a provision 30 days’ notice.


9.3     Where the client cancels, the client shall pay for all stages of the contract that have been commenced. Should he choose not to have work completed on the stage underway prior to cancellation he remains liable for payment in full of this stage. The client also agrees to pay all expenses incurred, whether or not these relate to the stages cancelled or to any prior stages. Meetings, training and any other appointments cancelled (or moved) within 48hrs will be charged 25% fees (plus travel/costs), within 24hrs 50% fees (plus travel/costs) or on the day in full.


10.     Payment Terms


10.1     The client agrees to be bound by the payment terms stipulated.


10.2     If the client fails to make any final payment without giving notification of due cause, then Marksafety Ltd may withhold delivery of any final work and will not be responsible for any inconvenience, loss or damage so caused.


10.3     Marksafety Ltd shall be entitled to charge interest at the rate of 10% per month on all amounts that remain unpaid 30 days after the agreed payment date has passed.


10.4     In absence of any other agreed payment terms, invoices shall be payable in full within 14 days of the invoice date.


10.5 Marksafety Ltd. Accept pound sterling cash, online account payments or cheques for payment in whole.


11.      Stage Payments


11.1     Most contracts that extend across several months provide for stage payments. These are negotiated in advance as part of the normal discussions prior to agreement of the contract.


11.2     Marksafety Ltd shall have the right to suspend all work on behalf of the client should these payments not be made on time to the agreed schedule. Any adverse impact that this suspension has upon the completion schedule or the quality of the product for the client shall be at the client’s sole responsibility. This right applies not just to the contract in arrears but also any other contracts with the client, whether or not payments against these contracts are in arrears.


11.3     In particular, clients should note that where it has been agreed that payment of all or part of a contract is to be made ‘in advance’ work will not commence on the client’s behalf until payment is actually received.


12.     Liability for Advice Given


12.1     Marksafety Ltd provides information, advice and services in good faith based upon information available at the time. We do not warrant the accuracy of information provided. It is for the client to decide whether or not to accept our advice in making his own management decision. We advise that any data critical to a decision should be independently verified prior to being acted upon. Therefore Marksafety Ltd accepts no liability for the consequences of its information opinions and advice whether direct or indirect.


12.2 Use of our documentation Inc. certification is not guarantee of legal compliance nor are they endorsed by any authoritative/professional body. The business will assume ownership of documentation provided prior to use. Use of documentation implies the business have checked and are accepting content.


12.3 Marksafety Ltd. cannot be held liable for any act/omission by the business in pursuit of statutory compliance or resulting in civil claim. We accept no responsibility for data loss or issues that arise due to using third party software or services. Fee for intervention, CHAS or third party invoices are payable by the business.


13.    Limitation of liability


13.1    Without prejudice to other more restrictive limitations elsewhere in this contract, liability on the part of Marksafety Ltd is limited to the value of the contract with the client or the value of the loss whichever is the smaller. Marksafety Ltd accepts no liability for the consequences of its information, opinions and advice, whether direct or indirect.


14.     Force Majeure


14.1    Whilst Marksafety Ltd agrees to use its best endeavours to perform the contract for the client as specified, Marksafety Ltd will not be responsible for any delays or failure to complete the contracts which are beyond Marksafety Ltd’s control and which could not have been reasonably predicted. This includes the clients or third party’s late submission of data or lack of information provision / communication.


14.2    Where the delay caused by third party events outside either party’s control or influence causes such delay that the purpose of the contract is wholly or significantly destroyed, either party shall be entitled in these circumstances to cancel the remaining portion of the contract. In such circumstances the client will not make any further payments of fees but there will be no refund of payments already made (including any payments for that part of the contract that remains unfulfilled) and Marksafety Ltd will be entitled to recover any costs already incurred.


15.     Jurisdiction


15.1    Any disputes or claims shall be governed by and construed in accordance with English law and the jurisdiction of the English courts.


16.     Insurances


16.1    Marksafety Ltd holds fully valid Professional Indemnity and Public liability Insurance in excess of £1M.


17.     Waiver


17.1    The failure by either party to enforce at any time or for any period any one or more of the terms and conditions of this agreement shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this agreement.


18.    Integral part of contract


18.1     The client, in using our services, accepts that all of these terms have been read, understood and agreed.


18.2    The client agrees that all of the above terms form part of the contract between Marksafety Ltd and all clients, except where explicitly excluded or modified by the contract and shall take precedence over and shall not be varied by any other means including any terms or conditions that the client may from time to time apply to suppliers.


19. Underpinning statements


19.1 Any concerns or complaints regarding service or conduct must be made by the client in righting at the earliest convenience to Marksafety Ltd.


19.1 Marksafety and certification branding is copyright of Mark Prince


19.2 Marksafety Ltd. retain the right to refuse any work out of scope or we do not feel competent to provide.


20. Benchmark Certification


20.1 The business will be assessed against set basic criteria for award of certification.


20.2 On receipt of evidence assessment will take place and award or feedback provided within 10 working days.


20.3 Where evidence is incomplete the business will be notified and the assessment will be paused awaiting additional information/evidence.


20.4 Where applying for certification, supporting application evidence must be submitted within 2 months of payment.


20.5 Certification valid at time of issue but may be used up to 12 months from issue date.


20.6 Validity of certification may be checked through provider.


20.7 Certification awarded at Mark Princes digression and may be withdrawn at any time.


21. Training


21.1 Safety awareness sessions held at business premises or online for small groups.


21.2 Email access and software able to open Microsoft office/PDF/Internet browser required for online training.


21.3 Attendance certificates will be issued for completed courses.


21.4 Training cancelled without 24 hours notice will be chargeable in full.


21.5 Awareness training provided not recognised/endorsed by any authoritative/professional body.


22. CDM Support


22.1 Marksafety Ltd. provides support and advice in the while appointed as CDM Coordinator or Acting as Principal Designer throughout the project however will not be appointed or accept appointment in the role of Client, Designer, Principal Contractor or Contractor under the Construction Design and Management Regulations 2015


22.2 While marksafety Ltd. may request justification in the interest of health and safety Marksafety Ltd. cannot offer advice in construction materials, structural design or construction methodology. Marksafety Ltd. cannot supervise any aspects of construction work. The qualified/competent construction professional’s decision is final.


22.3 The clients input and effective communication is a requirement of CDM regulations as with all Parties involved in the project. The client will need to appoint a contact for daily safety co-ordination and communications.

23 Privacy and Data (GDPR)

23.1 Marksafety Ltd. hold client business data such as names and contact details as provided by the client for the purpose of providing service and support including billing. will not intentionally pass or sell your details on to third parties without permission unless this is done in pursuit to providing said agreed service/support.

23.2 You have a right to be forgotten by Marksafety where by all information held by us (within out power) will be removed from our systems. This will require final credits/bills to be settled and this request must be made in writing or E-mail. You also have the right to request details of any data held by us about you/your business and requests made in writing will be replied to and supported in a timely manner. 

23.4 Marksafety Ltd. will provide a level of security proportionate to the data held including but not limited to; Password security on electronic devices and systems that hold data. Use of repeatable service providers such as accounting and storage. Ensuring third parties we work with employ systems and processes in pursuit of compliance and periodically remove data that is not necessary for our business undertakings. Clients will be notified of security breaches that have put there data at risk within 48hrs of it being realised.