1. General

1.1 This page (together with the documents referred to on it) tells you the terms and conditions on which we supply any of the Services listed on our Site www.relevant-risk.co.uk to you. Please read these terms and conditions carefully before ordering any Services from the Site. You should understand that by ordering any of our Services, you agree to be bound by these terms and conditions.
1.2 You should print a copy of these terms and conditions for future reference.
1.3 Please click on the button marked "I Accept" if you accept them. Please understand that if you refuse to accept these terms and conditions, you will not be able to order any Services from our site.
1.4 The Site and the Services are only intended for use by users resident in UK. We will not be bound by any Contract which is entered into by users outside of the UK.

2. Information About Us

2.1 www.relevant-risk.co.uk is a site operated by Relevant Risk Limited (“Supplier” or “we”). The Supplier is registered in England and Wales under company number 7179626 and with our registered office at Westfield Business Centre, 32 Second Avenue, Radstock, Somerset BA3 4BH. Our main trading address is 72 Pembroke Road, Clifton, Bristol BS8 3EG. 

3. Interpretation

3.1 The following definitions and rules of interpretation shall apply to these terms and conditions.
“Contract”: the Customer's online order via the Site for access to the online audit or templaes and the Supplier's acceptance of it by allowing the Customer access to the Site which shall be subject to these terms and conditions.
“Customer” or “you”: the person, firm or company who purchases Services from the Supplier.
“Deliverables”: means the deliverables set out in the Contract.
“Intellectual Property Rights”: all copyright and related rights, trademarks, trade, business and domain names, rights in trade, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.
“Pre-existing Materials”: the questionnaires, methodologies and techniques used to provide the Services.
“Services”: the online audit services to be provided by the Supplier together with any other services which the Supplier provides, or agrees to provide, to the Customer.
“Site” means www.relevant-risk.co.uk
“VAT”: value added tax chargeable under English law for the time being and any similar additional tax.
“Working Day”: means a working day in England between the hours of 09:00am and 5:00pm which is not a bank or national holiday.
3.2 Headings in these clauses shall not affect their interpretation.
3.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
3.4 A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension, or re-enactment and includes any subordinate legislation for the time being in force made under it.
3.5 A reference to writing or written includes faxes but not e-mail.
3.6 The terms “include” and “including” shall be construed without limitation to the words that precede them.

4. Application of Terms and Conditions

4.1 These terms and conditions shall:
4.1.1 apply to and be incorporated into the Contract; and
4.1.2 prevail over any inconsistent terms or clauses.
4.2 After placing your order, you will receive an email from us acknowledging that we have received your order and payment and providing you with access to the Site. Until this time, we have not accepted your order and we are not obliged to provide the Services.
4.3 Once we have accepted your order, you have one month within which to commence the audit after which time the service will no longer be accessible.
4.4 You have 7 days after our acceptance of your order to cancel your order and claim a refund from us. This is on condition that you have not yet commenced the audit within that 7 day period.
4.5 If you cancel your order in accordance with clause 4.4, you will receive a refund of any fees paid within 8 to 14 days of such cancellation.
4.6 You do not have any right to cancel the Contract once you have commenced the audit, unless we are in breach of the terms of this Contract. This does not affect your statutory rights.
4.7 By placing an order through the Site, you warrant that:
4.7.1 you are legally capable of entering into binding contracts; and
4.7.2 you are at least 18 years old; and
4.7.3 you are resident and placing an order from the UK.

5. Commencement and Duration

You will have access to the Services supplied under the Contract following acceptance of these terms and conditions. Please note that the reports produced following your use of the Services will only be available for 3 months.

6. Supplier's Obligations

6.1 The Supplier shall use reasonable endeavours to:
6.1.1 provide the Services, and to deliver the Deliverables to the Customer in accordance in all material respects with the Contract;
6.1.2 ensure the Services and the Site is provided with reasonable skill and care.

7. Customer's Obligations

7.1 The Customer shall:
7.1.1 obtain and maintain all necessary licences and consents including in respect of all Intellectual Property Rights in and to any information or data supplied as part of the online audit to enable use by the Supplier in accordance with the terms herein, including the provision of the Services;
7.1.2 use the Knowledge Hub (and all information therein) in accordance with the specific terms and conditions stated therein.
7.2 If the Supplier's performance of its obligations under the Contract is prevented or delayed by any act or omission of the Customer, its agents, subcontractors, consultants or employees, the Customer shall agree that the Supplier shall not be liable for any costs, charges or losses sustained or incurred by the Customer arising directly or indirectly from such prevention or delay.

8. Charges and Payment

8.1 You shall pay the fee stated in consideration of your use of the Services by credit or debit card. In the event of cancellation, we shall refund the sums paid by you to the applicable card. When eligible, VAT shall be included in the fees at the appropriate rate from time to time.

9. Intellectual Property Rights

9.1 As between the Customer and the Supplier, all Intellectual Property Rights and all other rights in the Pre-existing Materials shall be owned by the Supplier. Subject to the payment of the fees detailed in clause 8 above, the Supplier shall assign all copyright in and to the Deliverables (but excluding the Pre Existing Materials) for use by the Customer for its own internal business purposes (and not for re-sale or sub licence) and simultaneously with such assignment shall waive all moral rights save for the right to be identified as the author of the Deliverables which right shall be asserted. The Deliverables for the audit are in PDF format only.
9.2 The Customer further agrees that the Supplier can take non confidential extracts of the Deliverables provided that the Customer is identified within the extracts and uses such extracts without charge in perpetuity for the marketing, promotion and advertisement of the Supplier.

10. Confidentiality and the Supplier's Property

10.1 The Customer shall keep in strict confidence the Pre-Existing Materials The Supplier shall keep in strict confidence the Deliverables. Collectively, information described in this clause 10.1 (whether disclosed to the Customer or the Supplier) shall be “Confidential Information”)
10.2 Either party may disclose such Confidential Information:
10.2.1 to its employees, officers, representatives, advisers, agents or subcontractors who need to know such information for the purposes of carrying out their respective obligations under the Contract; and
10.2.2 as may be required by law, court order or any governmental or regulatory authority; and
10.2.3 in accordance with clause 9.2.
10.3 Each party shall ensure that its employees, officers, representatives, advisers, agents or subcontractors to whom it discloses such Confidential Information comply with this clause 10.
10.4 Neither party shall use any Confidential Information for any purpose other than to perform its obligations under the Contract.

11. Limitation of Liability

THE CUSTOMER'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.

11.1 This clause 11 sets out the entire financial liability of the Supplier (including any liability for the acts or omissions of its employees, agents, consultants, and subcontractors) to the Customer in respect of:
11.1.1 any breach of the Contract;
11.1.2 any use made by the Customer of the Services, the Deliverables or any part of them; and
11.1.3 any representation, statement or tortious act or omission (including negligence) arising under or in connection with the Services and the Contract.
11.2 All warranties, clauses and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract. Any statements made by the Supplier in the Deliverables or otherwise as part of the Services are the Suppliers opinions based on the Suppliers knowledge from the information available and provided for training purposes only and shall not be treated as legal or compliance advice. The Customer is strongly advised to take independent legal advice on the scope of and compliance with any legislation referred to in the Deliverables or the Services.
11.3 Nothing in these clauses limits or excludes the liability of the Supplier:
11.3.1 for death or personal injury resulting from negligence; or
11.3.2 for any damage or liability incurred by the Customer as a result of fraud or fraudulent misrepresentation by the Supplier; or
11.3.3 any liability incurred by the Customer as a result of any breach by the Supplier of the clause as to title or the warranty as to quiet possession implied by section 2 of the Supply of Goods and Services Act 1982.
11.4 Subject to clause 11.2 and clause 11.3 the Supplier shall not be liable for:
11.4.1 loss of profits; or
11.4.2 loss of business; or
11.4.3 depletion of goodwill and/or similar losses; or
11.4.4 loss of anticipated savings; or
11.4.5 loss of goods; or
11.4.6 loss of contract; or
11.4.7 loss of use; or
11.4.8 loss of corruption of data or information; or
11.4.9 any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses.
11.5 The Supplier'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 shall be limited to the price paid for the Services.

12. Data Protection

The Customer acknowledges and agrees that details of the Customer's name, address and payment record may be submitted to a credit reference agency, and personal data will be processed by and on behalf of the Supplier in connection with the Services.

13. Written Communication

Applicable laws require that some of the information or communications we send to you should be in writing. When using our Site, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our Site. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

14. Force Majeure

The Supplier shall have no liability to the Customer under the Contract if it is prevented from, or delayed in performing, its obligations under the Contract or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including (without limitation) downtime, data loss, hacking, strikes, sudden illness of employees, consultants or officers, lock-outs or other industrial disputes (whether involving the workforce of the Supplier or any other party), failure of a utility service or transport network, act of God, break in, theft, loss or damage to the Suppliers premises or Pre-existing Materials, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, fire, flood, storm or default of suppliers or subcontractors.

15. Variation

15.1 The Supplier may, from time to time and without notice, change the Services in order to comply with any applicable safety or statutory requirements, provided that such changes do not materially affect the nature, scope of, or the charges for the Services.
15.2 Subject to clause 16.1, no variation of the Contract or these clauses or of any of the documents referred to in them shall be valid unless it is in writing and signed by or on behalf of each of the parties.

16. Waiver

16.1 A waiver of any right under the Contract is only effective if it is in writing and it applies only to the circumstances for which it is given. No failure or delay by a party in exercising any right or remedy under the Contract or by law shall constitute a waiver of that (or any other) right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that (or any other) right or remedy.
16.2 Unless specifically provided otherwise, rights arising under the Contract are cumulative and do not exclude rights provided by law.

17. Severance

17.1 If any provision of the Contract (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of the Contract, and the validity and enforceability of the other provisions of the Contract shall not be affected.
17.2 If a provision of the Contract (or part of any provision) is found invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision such that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the parties' original commercial intention.

18. Entire Agreement

18.1 The Contract constitutes the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter.
18.2 Each party acknowledges that, in entering into the Contract, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) by the other party other than as expressly stated in the Contract.
18.3 Nothing in this clause shall limit or exclude any liability for fraud.

19. Assignment

19.1 The Customer shall not, without the prior written consent of the Supplier, assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract.
19.2 The Supplier may at any time assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all of its obligations under the Contract to any third party or agent.

20. No Partnership or Agency

Nothing in the Contract is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party as being the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way.

21. Rights of Third Parties

A person who is not a party to the Contract shall not have any rights under or in connection with it and to the maximum extent possible, the provisions of the Contracts (Rights of Third Parties) Act 1999 shall be excluded.

22. Notices

All notices given by you to us must be given to Relevant Risk Limited at Westfield Business Centre, 32 Second Avenue, Radstock, Somerset BA3 4BH or info@relevant-risk.co.uk  We may give notice to you at either the e-mail or postal address you provide to us when placing an order or in any of the ways specified in clause 13. Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three (3) days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail that such e-mail was sent to the specified e-mail address of the addressee.

23. Right to Vary These Terms and Conditions

23.1 We have the right to revise and amend these terms and conditions from time to time to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system's capabilities.

24. You will be subject to the policies and terms and conditions in force at the time that you order Services from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you).

25. Governing Law and Jurisdiction

25.1 The Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales.
25.2 The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of, or in connection with, the Contract or its subject matter or formation (including non-contractual disputes or claims).