Greenlight Environmental Consultancy Limited
Diss Business Hub
Company Registration: 07440122
VAT Registration: 102692537
- Unless otherwise agreed in writing, all work, products and services are provided by Greenlight Environmental Consultancy Limited (“Greenlight”) upon the Terms and Conditions set out below. These Terms and Conditions should be read in conjunction with any fee proposal. Together, these will form the basis on which Greenlight shall provide its services. Acceptance of a fee proposal from Greenlight implies acceptance of these Terms. All clauses in this document shall be deemed to apply to the appointment unless specifically agreed otherwise in writing.
- Greenlight reserves the right to revise its Terms and Conditions at any time.
- Greenlight will use reasonable skill, care and diligence in accordance with the normal standards of the profession.
- The client is required to provide Greenlight with such information and make such decisions as are necessary for the proper performance of the agreed service.
Fees and payment
- The fee payable by the client covers the work set out in the quotation. Should Greenlight be required to carry out additional work, Greenlight reserves the right to charge an additional fee, which shall be quoted to the client prior to commencement of the additional work. Quotations are valid for ninety (90) days from the date of issue.
- Invoices will usually be sent on a monthly basis, or when the work is completed, or as otherwise agreed. Payment of invoices shall be due within fourteen (14) days of the date of issue. Any query or dispute in respect of an invoice must be notified to Greenlight within 5 days of receipt of the invoice, otherwise the invoice will be deemed as accepted for payment.
- The Late Payment of Commercial Debts (Interest) Act 1998 allows interest at a rate of 8% above the bank base rate and Greenlight may charge interest under the provisions of that Act.
- Greenlight reserves the right to withhold final reports until full payment has been received.
- VAT is applicable to all fee proposals and invoices at the prevailing rate.
Access to sites
- The client is responsible for obtaining all necessary licences and permissions to enable access to sites by Greenlight and its personnel. If the necessary consents are not obtained and Greenlight is not informed of this before travelling to a site – and is unable to obtain access as a result, the client will be charged for the additional time spent.
- Unless agreed otherwise, the client must ensure that a map showing complete and accurate site boundaries and means of access is provided at time of commissioning. Greenlight will make a charge for any additional base maps obtained.
Health and safety
- The client must give Greenlight advance warning of any known potential dangers or hazards at the site or in the vicinity such as, but not limited to: shooting, subsidence, mineshafts, unsafe structures, livestock, polluted waters, chemical toxicity and dangerous substances.
- Greenlight personnel are covered by appropriate public liability and professional indemnity insurance, the policies relating to which may be inspected upon request. Greenlight does not accept liability except in relation to any loss, damage or expenses arising as a direct consequence of the negligence of Greenlight or its contractors/employees.
- Subject always to the terms of the Data Protection Act, unless the client expressly states in writing that information provided by the client is confidential, all information supplied by the client will be treated as within the public domain. Where information is expressed by the client to be confidential (and is in fact not already in the public domain) Greenlight will take all practical steps to ensure that the information is communicated only to persons engaged in providing and supervising the agreed services, and that those persons treat the information as confidential, until such time as the information is in the public domain.
- Confidentiality will not apply where legal or other obligations oblige or necessitate disclosure of information. In particular, provision of confidential information is likely to be a requirement in submission of licence returns in respect of activities carried out under protected species licences etc, and in respect of planning applications.
- Greenlight does not accept liability for any loss or damage incurred by the client as a result of disclosure of information unless Greenlight was advised in writing in advance that information is confidential.
Data and information
- Greenlight reserves the right to retain and use any data or information obtained in the course of the provision of services (other than information disclosed by the client expressly on a confidential basis) for its own purposes.
- Data may be passed on to biological record centres unless otherwise agreed with the client in writing prior to work commencing.
Copyright and title
- Regardless of the format in which they are held, title to and copyright in all materials, documents, data, recordings and drawings created and produced by Greenlight and its personnel shall, unless otherwise agreed, remain the sole property of Greenlight.
- The client will be entitled to use documents and drawings in executing the works for which they were prepared by Greenlight provided that (a) all fees due to Greenlight have been paid in full, and (b) the entitlement relates only to that site for which the documents and drawings were prepared.
Completion and termination
- Greenlight will use its best endeavours to complete the commissioned services by the agreed date. However, work is subject to weather conditions, seasonality, disease restrictions, enforced access restrictions, migration and dispersal of species and other factors. Completion is therefore subject to such factors and to force majeure including, but not limited to flood; lightning or fire; industrial action or lock-outs; the acts or omissions of government, highways authorities, planning authorities or other authorities; war, military operations or riot; the act or omission of any party for which Greenlight is not responsible.
- The Client may terminate or suspend Greenlight’s appointment in whole or in part by giving notice in writing, subject to full payment to Greenlight for all work undertaken up to the date of receipt of the notice.
- If the client suspends the appointment in accordance with clause 22, if no further instruction has been received by Greenlight within 6 months Greenlight may make a written request for instructions and if no instruction is received within 30 days, the appointment will be treated as terminated.
- Greenlight will give immediate notice in writing to the client of any situation arising from force majeure or other factors which makes it impractical or prejudicial to carry out or complete any of the agreed services, and to agree with the client a suitable course of action. In the event that the appointment is cancelled, Greenlight shall be entitled to be paid fees for all work undertaken up to cancellation.
- If death or incapacity prevents Greenlight from carrying out the agreed services, the appointment shall be terminated. In this event, once all outstanding fees have been paid, the client will be entitled to use all data obtained for the project subject to the provisions in respect of copyright and title set out above.
- Greenlight reserves the right to cancel the contract upon notice in writing to the client before commencement of work, or otherwise if cancellation is due to prejudicial conditions or force majeure.
Personnel and subcontracting
- Personnel allocated by Greenlight to work on or manage projects may be changed if circumstances require. Greenlight reserves the right to sub-contract work where necessary for the satisfactory completion of a contract.
- Greenlight requires full payment before dispatching any goods supplied. In the case of goods delivered by Greenlight, full payment is required before or upon delivery.
- Title to any goods supplied does not pass to the customer until full payment has been received.
- In the case of cheques, payment is deemed to be made when the cheque clears.
Refunds and cancellations
- Unwanted or faulty goods must be returned within 28 days of the date of delivery. The full cost of the item(s), minus delivery charges, will be refunded to the customer.
- Prior to returning items, the customer must contact Greenlight, stating the order details including the item(s) being returned and the reason for return.
- Orders cannot be cancelled after items have been dispatched. To cancel an order the customer must contact Greenlight, stating the order details and the item(s) they wish to cancel.
- Prices of items do not include delivery. Delivery charges will depend upon the item and method of delivery and will be advised to the client before payment is taken.
- It is the responsibility of the customer to ensure that delivery details provided to Greenlight are correct. Greenlight is not responsible for goods delivered to an incorrect location advised by the customer.
- In the event that the client and Greenlight are unable to settle any difference or dispute arising from an appointment they should initially and by agreement invite a third party to act as mediator to effect mediation and settlement, before exercising their rights to other means of resolving the dispute. The third party should be well versed in the process of mediation.
- Any difference or dispute which cannot be resolved in accordance with clause 36 may be referred to arbitration. The arbitrator is to be a person agreed between the parties or, failing agreement within 21 days after either party has given to the other a written request to agree to the appointment of an arbitrator, a person to be appointed at the request of either party by the President or Vice President for the time being of the Chartered Institute of Arbitrators.
- Any disputes arising from an appointment and the application of these conditions shall be governed by the laws of England and Wales.