In order to make working together easier, we have summarised below the way we work, and what we expect from you.
Unless otherwise stated, services listed on the website or quotations are provided to you by SEND Support Banbury.
SEND Support Banbury reserve the right to amend and/ or update these Terms and Conditions from time to time.
If there is anything in this document that you do not understand then please discuss this with us.
Terms of Business
These terms and conditions of business are between SEND Support Banbury and the Client, whether that is an individual or organisation (referred to throughout this document as "the Client"). This document contains our Standard Terms and Conditions of Business which will apply unless alternatives are specified within our written quotation or contract letter.
Conditions
These Conditions shall apply to all contracts for the provision of materials or services by SEND Support Banbury to the Client to the exclusion of all other terms and conditions including any which the Client may purport to apply under any purchase order, confirmation of order or similar document, unless in the contract letter, SEND Support Banbury explicitly accepts these other conditions.
These conditions are deemed to be accepted by the Client when SEND Support Banbury receives instructions or is requested to undertake a service or programme of work for the Client. Details of the services which will be provided, start and end dates and any restrictions will be set out in the contract letter. The Client should sign and return the copy of the letter as acceptance of the contract under these terms and conditions and retain the original for their files.
SEND Support Banbury does not consider itself to have entered into any contract until the signed contract letter is received, but may at its absolute discretion commence work with the Clients' verbal consent on the basis that the contract letter is in transit. The Client will then be liable for any work carried out under the contract from the agreed start date.
Fees
Fees for the specific services to be provided will be set out in the contract letter. In general, rates agreed will be either per hour, per day (or part of a day) or per unit of service delivered.
The Client shall pay SEND Support Banbury the amount agreed for the work to be carried out, and if the Client requires other work to be carried out which extends the contract beyond the agreed days or hours, additional payment shall be assumed to be in accordance with the scale of charges and/or hourly rates prevailing at the time, unless otherwise agreed.
Hourly rates and prices do not include travel costs from travelling from their office base in Banbury, for the purposes of the delivery of the training or service or at the request of the Client. The Client agrees to pay SEND Support Banbury reasonable travel expenses which will be agreed at the time the contract is negotiated.
Cancellation
Except as defined in the particular contract, SEND Support Banbury may modify this agreement or prices, and may discontinue or revise any or all other aspects of the Service at its sole discretion. The Client retains the right to cancel any existing contract for services or materials without penalty before the new terms are affected.
Except under the terms above, in the event that a session or programme is cancelled by the Client less than 2 working days before delivery then 50% of the full fee will become payable unless an alternative arrangement has been agreed in advance. If more notice than 2 working days is given, or the agreement for the delivery of materials is not time specific, the Client shall be liable for the time costs of any preparatory meetings, work and expenses incurred by SEND Support Banbury up to the date of cancellation.
Invoices
Invoices will be rendered at the end of the service provision or monthly whichever is the soonest. The Client agrees to pay all SEND Support Banbury invoices within 28 days of receipt of invoice, unless other arrangements are agreed. Invoices are payable in pounds sterling, either in cash, by cheque or by bank transfer. In the event of late payment daily charges will be applied at a base rate of 8% as specified in the Late Payment of Commercial Debts (interest) Act 1998.
Termination
Time for payment shall be of the essence and SEND Support Banbury retains the right to terminate or suspend any current agreement with the Client without penalty if the Client fails to pay any sums by the due date. In these circumstances the Client will still be liable to pay for all work carried out and expenses incurred to date. SEND Support Banbury may terminate any agreement without penalty if the Client is a company which goes into insolvent liquidation, or a person who is declared bankrupt. If any action or proceedings shall be commenced in which the Client's solvency is concerned, all monies under any transaction covered by these Conditions shall become immediately due and payable.
Non-Waiver
The allowance of time to pay or any other indulgence by SEND Support Banbury in respect of payments due to it or any other terms and conditions shall in no manner affect or prejudice the right to enforce other terms and conditions and payment together with interest provided under these Conditions.
Data Protection
SEND Support Banbury will securely retain the Client's personal and organisational data and by accepting these terms and conditions the Client gives consent to the creation of manual and electronic records and processing and storage of data for the following purposes:
Data will be amended if identified as inaccurate, and destroyed when no longer required for any of the above purposes. Clients have the right to ask that all information we hold about them is destroyed, as part of the "Right to Erasure" - we will do this if it is legal and practicable for us to do so, given the constraints above.
The data will not be used for any other purposes such as general marketing for services not connected to the contract, not will the data be sold, shared with or given away to any other organisation for any purpose.
SEND Support Banbury will not discuss details of work done for the Client with anyone outside of the Client organisation without authorisation, or pass on any Client data to a third party, unless it is:
SEND Support Banbury is registered with the Information Commissioners Office as a data controller.
Safeguarding
SEND Support Banbury has a Safeguarding Policy which is available on request. In all our interactions with children, young people and others who may be vulnerable to harm, abuse and neglect, we will seek to act in their best interests to protect them from harm, and maintain confidentiality where it is appropriate to do so; and will only breach confidentiality where doing so will reduce the likelihood of harm, or protect someone from harm. The well-being of a child, young person or vulnerable adult is always paramount over the rights of those who may cause them harm.
Equalities, Diversity and Inclusion
SEND Support Banbury is committed to equality, diversity and inclusion. All those accessing a service will be respected as individuals and we will seek to ensure that their dignity, individuality, and rights will be safeguarded.
Copyright
Copyright of training and policy materials developed by SEND Support Banbury remains the property of SEND Support Banbury. Provided payment for the training or policy materials has been received, SEND Support Banbuy grants to the Client the non-exclusive right to use the materials. SEND Support Banbury retains the right to adapt or re-use the materials for any other purpose.
Liability
SEND Support Banbury carries insurance cover for public liability of £10m & professional indemnity of £5m. Copies of the Insurance Certificates can be made available on request.
SEND Support Banbury will not be under any liability whatsoever in the event that it is prevented or delayed from supplying any services or materials by any reason or cause falling under the heading of Force Majeure. SEND Support Banbury will provide Clients with the quality of professional service generally provided by a competent service provider exercising reasonable care and skill. SEND Support Banbury has no liability other than that resulting from the duty to exercise the reasonable skill and care of a competent professional service provider, and does not accept liability for indirect or consequential loss, such as loss of profits, business, costs, expenses or any other form of economic loss. Nothing in these conditions shall affect the statutory rights of any Client.
Dispute Resolution
In the event of a dispute between SEND Support Banbury and the Client, which cannot be resolved by discussion between the parties, both parties agree to submit the dispute to arbitration in accordance with the Arbitration Acts for the time being in force as a legally binding alternative to court action. However, SEND Support Banbury reserves the right to commence court action where a client has persistently and wilfully refused to make payment on an outstanding invoice.
Jurisdiction
These terms and conditions shall be governed by English Law.