Terms and Conditions

  1. These terms and conditions apply to the provision of services by CreoKinetics Ltd, a company registered in England and Wales under number 09300926, to the person buying the services.

  2. You are deemed to have accepted these terms and conditions when you accept our quotation or from the date of any performance of the services (which ever happens earlier) and these terms and conditions and our quotation (the contract) form the agreement between us.

  3. By employing and accessing any of CreoKinetics Ltd services, you accept and agree to be bound by the terms and conditions of this agreement.In addition, when using our services, you shall be subject to any posted guidelines or rules applicable to such services.Any participation in using our service will constitute acceptance of this agreement.If you do not agree to abide by the above, please do not use our service.

  4. You acknowledge that you have not relied on any statement, promise or representation made or given by or on our behalf.These conditions apply to the contract to the exclusion of any other terms that you try to impose or incorporate, or which implied by trade, custom, practice, or course of dealing.

  5. A pdf or hard copy of these conditions can be provided on request.

 

Services

  1. We warrant that we will use reasonable care and skill in our performance of the services which will comply with the quotation, including any specification in all material respects.We can make any changes to the services which are necessary to comply with any applicable law or safety requirement and we will notify you if this is necessary.

  2. We will use our reasonable endeavours to complete the performance of the services within the time agreed, however time shall not be of the essence in the performance of our obligations, especially in relation to safety requirements.

  3. All these terms and conditions apply to the supply of any goods as well as services unless we specify otherwise.

Your Obligations

  1. You must obtain any permissions, visas, consents, licences or otherwise that we need and must give us access to any, and all relevant information, materials, properties, and other matters which we need to provide the services.

  2. In event of dry hire arrangement (equipment only, no crew), you must obtain suitable insurance, and ensure sufficiently trained personnel utilise the equipment provided.A valid full UK driving licence or UK passport and insurance certificate must be provided to CreoKinetics Ltd, before hire commencement.

  3. You must ensure provision and access to amenities including but not limited to hotels, subsistence, transportation, as required to enable the service provision.

  4. You must adhere to any professional and regulatory guidance in relation to work arrangements to enable the provision of services.

  5. If you do not comply with clauses 9 to 12, we reserve the right to terminate the services.

  6. We are not liable for delay or failure to provide the services if this is caused by your failure to comply with the provisions of this section (your obligations)

 

Fees

  1. The fees (Fees) for the services are set out in the quotation and are on a time and materials basis

  2. In addition to the fees, we can recover from you;

    • Reasonable incidental expenses including but not limited to, travelling expenses, subsistence, and any associated expenses

    • The cost of services provided by third parties and required by us for the performance of the services

    • The cost of any materials required for the provision of the services

    • The cost of any loss or damage to equipment or company property occurring as result of situations outside of our control or direct result of client requests.

  3. You must pay us for any additional services provided by us that are not specified in the quotation in accordance with our then current, applicable daily rate in effect at the time of performance or such other rate as may be agreed between us.The provisions of clause 16 apply to these additional services

  4. The fees are inclusive of any applicable VAT and other taxes or levies which are imposed or charged by any competent authority.

 

Cancellation and Amendment

  1. We can withdraw, cancel, or amend a quotation if it has not been accepted by you or if the services have not started within a period of 28 days from the date of the quotation (unless the quotation has been withdrawn)

  2. Either we or you can cancel an order for any reason prior to your acceptance (or rejection) of the quotation.

  3. If you want to amend any details of the services, you must tell us in writing as soon as possible.We will use reasonable endeavours to make any required changes and additional costs will be included in the fees and invoiced to you.

  4. If, due to circumstances beyond our control, including those set out in the clause below (circumstances beyond a party’s control); we have to make any change in the service or how they are provided, we will notify you immediately.We will use reasonable endeavours to keep any such changes to a minimum.

 

Payment

  1. We will invoice you for payment of the fees either:

    • When we have completed the services or

    • On the invoice dates set out in the quotation

  2. In event that you require multiple service provision, an invoice will be issued on the completion of each individual service provided.

  3. In event, of dry hire service arrangement, a deposit may be required in advance of service provision. This requirement will be outlined in your quotation.

  4. You must pay the fees within 30 days of the date of our invoice or otherwise in accordance with any credit terms agreed between us (prior to provision of services)

  5. Time for payment shall be of the essence of the contract

  6. Without limiting any other right or remedy we have for statutory interest, if you do not pay within the period set above, we will charge you interest at the rate of 8% per annum above the base lending rate of the Bank of England at regular intervals on the amount outstanding until payment is received in full.

  7. In addition, administrative and debt recovery fees will be charged based on Directive 2011/EU Late Payment Directive.These charges will be calculated in accordance with this guidance.

  8. All payments due under these terms and conditions must be made in full without any deduction or withholding except as required by law neither of us can assert any credit, se-off or counterclaim against the other in order to justify withholding payment of any such amount in whole or in part.

  9. If you do not pay within the period set out above, we can suspend any further provision of the services and cancel any future services which have been ordered by, or otherwise arranged with you.

  10. Receipts for payment will be issued by us only at your request.

  11. All payments must be made in British pounds, unless otherwise agreed in writing between us.

Sub-Contracting and Assignment

  1. We can at any time assign, transfer, change, subcontract or deal in any other manner with all or any of our rights under these terms and conditions and can subcontract or delegate in any manner any or all of our obligations to any third party.

  2. You must not, without our prior written consent, assign, transfer, charge, subcontract or deal in any other manner with all or any of your rights or obligations under these terms and conditions.

 

Termination

  1. We can terminate the provision of the services immediately if you:

    • Commit a material breach of your obligations under these terms and conditions or

    • Fail to make pay any amount due under the contract on the due date for payment or

    • Are or become or, in our reasonable opinion, are about to become, the subject of a bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtor; or

    • Enter into a voluntary arrangement under Part 1 of the insolvency act 1986, or any other scheme or arrangement is made with its creditors; or

    • Convene any meeting of your creditors, enter into voluntary or compulsory liquidation, have a receiver, manager, administrator or administrative receiver appointed in respect of your assets or undertakings or any part of them, any documents are filed with the court for the appointment of an administrator in respect of you, notice of intention to appoint an administrator is given by you or any of your directors or by qualifying floating charge holder (as defined in para. 14 of schedule B1 of the Insolvency Act 1986), a resolution is passed, or petition presented to any court for your winding up or for the granting of an administration order in respect of you, or any proceedings are commenced relating to you insolvency or possible insolvency.

 

Intellectual Property

  1. We reserve all copyright and any other intellectual property rights which may subsist in any goods supplied in connection with the provision of the services.We reserve the right to take any action to restrain or prevent the infringement of such intellectual property rights

 

Liability and Indemnity

  1. Our liability under these terms and conditions, and in breach of statutory duty, and in tort, or misrepresentation or otherwise, shall be limited as set out in this clause.

  2. The total amount of our liability is limited to the total amount of fees payable by you under the contract

  3. We are not liable (whether caused by employees, agents or otherwise) in connection with out provision of the services or the performance of any of our obligations under these terms and conditions or the quotation for:

    • Any indirect, special, or consequential loss, damage, costs, or expense; or

    • Any loss of profits, loss of anticipated profits, loss of business, loss of data, loss of reputation or goodwill, business interruption or any other third-party claims; or

    • Any failure to perform any of our obligations if such delay or failure is due to any cause beyond our reasonable control; or

    • Any losses caused directly or indirectly by any failure or your breach in relation to your obligations; or

    • Any losses arising directly or indirectly from the choice of services and how they will meet your requirements or your use of the services or any goods supplied in connection with the services.

  4. You must indemnify us against all damages, costs, claims and expenses suffered by us arising from any loss or damage to any equipment (including that belongs to third parties) caused by you or your agents or employees.

  5. Nothing in these terms and conditions shall limit or exclude our liability for death or personal injury caused by our negligence, or any fraudulent misrepresentation, or for any other matters for which it would be unlawful to exclude or limit liability.

 

Circumstances beyond a party’s control

  1. Neither of us is liable for any failure or delay in performing our obligations where such failure or delay results from any cause that is beyond the reasonable control of that party.Such causes include, but are not limited to; power failure, internet service provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action, or any other event that is beyond the control of the party in question. If the delay continues for a period of 90 days, either of us may terminate or cancel the services to be carried out under these terms and conditions.

 

Communications

  1. All notices under these terms and conditions must be in writing and signed by, or on behalf of, the party giving notice (or a duly authorised officer of that party).

  2. Notices shall be deemed to have been duly given:

    • When delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient;

    • When sent, if transmitted by email and a successful transmission report or return receipt is generated;

    • On the fifth business day following mailing, if mailed by national ordinary mail; or

    • On the tenth business day following mailing, if mailed by airmail

  3. All notices under the terms and conditions must be addressed to the most recent address or email address notified to the other party.

 

No Waiver

  1. No delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any other, right or remedy nor stop further exercise of any other right, or remedy

 

Severance

  1. If one of more of these terms and conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provisions will be deemed severed from the remainder of these terms and conditions (which will remain valid and enforceable).

 

Law and Jurisdiction

  1. This agreement shall be governed and interpreted according to the law of England and Wales and all disputes arising under the Agreement (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the English and Welsh courts.