1. General: These are the Terms and Conditions (the "Agreement") of GSBC Solutions (the "Company") and these represent the entire agreement under which work is done and services are rendered unless otherwise agreed in writing by a Director of Insight Global Ltd. Any other terms and conditions contained in any other document are excluded.
2. Definitions: Under this Agreement all references to "we", "us" and "our" shall mean GSBC Solutions (Company No. 04136394) and all references to Client shall mean the person, firm or organisation from whom instructions have been given to the Company.
3. Authority: The person instructing us to carry out work or provide services warrants that he / she has the appropriate authority to bind his / her firm or organisation into a contract and consents to completing a Credit Account Application Form in a format supplied by us for the purpose of carrying out any credit checks and or trade references before any work commences.
4. Liability: The Company shall not be liable to the Client or any other third party for any direct or consequential loss, damage or injury howsoever caused arising from the Client relying on any work done or services rendered by the Company.
5. Copyright: The Company retains all Intellectual Property Rights to all images, artwork and designs prepared by it but grants a royalty free exclusive and non-transferable licence to the Client to use the images, artwork and design for the purpose for which they were prepared. The Company reserves the right to revoke the licence on seven days notice in the event of any failure by the Client to pay any sums due to the Company on demand.
6. Terms of Payment: Terms of payment are strictly 15 days net and the Company has a right to recover Interest and Compensation for any invoice paid late under the Late Payment of Commercial Debts (Interest) Act 1998. The Company reserves the right to decline to act or decline to continue to act or to request payment in advance in part or whole of the agreed price or to require staged payments. Should it become necessary for the Company to instruct a third party to recover any debt then the Client shall be liable for any reasonable costs incurred pursuant to The Late Payment of Commercial Debts Regulations 2013.
7. Quotations: The Company shall provide a quotation for the work to be done or services to be rendered but should we find that additional work or time is required to complete the assignment then we will charge additional fees to compensate us as set out in the "Rates" section of our quotations.
8. Deadlines: The Company shall do everything that it reasonably can to meet agreed deadlines for work to be done but time is not of the essence.
9. Cancellation: Should the Client cancel any instructions after work has begun or withdraw from any project before any agreed contract period has expired then the Company has the right to charge for any loss of profit and for all work done and time spent and for any costs or disbursements incurred to the date of cancellation or withdrawal and the Company may retain any work done or materials supplied until full payment has been received.
10. Indemnity: The Client indemnifies the Company against any claims brought against it by using any images or artwork supplied by the Client that breaches any Copyright or otherwise gives rise to a claim against it by any third party for any reason.
11. Force Majeure: The Company shall not be liable for any failure to provide any services under any agreement beyond its control due to an act of god, legislation, industrial action, fire, flood, drought, terrorism, war, failure of power supply or any other action that prevents the Company from performing the contract.
12. Jurisdiction: This agreement and any other terms agreed shall be governed and constructed in accordance with the laws of England and Wales and all parties shall submit to the exclusive jurisdiction of the Courts of England and Wales.
