Edmund Parker Management

Terms of Business

Edmund Parker Management Ltd

* These terms and conditions should be read carefully by the client as they provide the legal framework against which the Company agrees to provide services to the client and to which the client agrees to be bound.

1.1 The specified individual or an individual within a clients family or personal staff as named on the agreement form by the client (or as subsequently notified by the client to the Company in writing) as having such authority to instruct the Company to provide services on the clients behalf;

1.2 “Business Day” means a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business;

1.3 “Company” means Edmund Parker Management Limited, a company registered and incorporated under the laws of England & Wales (company number 13030709 ) whose registered office is: 15 Palace Street, Norwich, England, NR3 1RT

1.4 “Deposit” has the meaning of a sum payable as a first instalment on the purchase of something or as a pledge for a contract, the balance being payable later;

1.5 “Effective Date” has the meaning given to it from the start of the works;

1.6 “Employee” has the meaning given to it a person employed for wages or salary, especially at non-executive level;

1.7 “Goods” means any goods purchased by or supplied to the client on behalf of the Company;

1.8 “Main Account” means the Company’s bank account, details of which can be found on any invoice issued by the Company to a client;

1.9 “Services” means services provided by the Company to a client on either an annual, short term or other basis, dependant on the level of service agreed between the parties in writing;

1.10 “Supplier” means any third party supplier with whom the Company liaises in sourcing the services while acting as agent on behalf of the Member;

2.1 A reference to “in writing” or “written” includes email but not fax;

2.2 A reference to a “company” shall include any company, corporation or other body corporate, wherever and however incorporated or established;

2.3 A reference to a “holding company” or a “subsidiary” means a holding company or subsidiary (as the case may be) as defined in section 1159 of the Companies Act 2006;

2.4 The Company may assign, transfer, subcontract, delegate or deal in any other manner with any or all of its rights and obligations under these Terms of Business at any time, subject to giving clients 7 days’ prior written notice of such intention to assign, transfer, subcontract, delegate or otherwise deal (save that the Company shall not be required to give the such notice in the case of a solvent reorganisation of the Company or its Group).

2.5 Fees – Services are provided on the basis of an hourly charge out rate, which varies according to the day, time and location of the provision of services as well as by reference to who within the Company provides them (the “Rate”). The rate is charged in one hour units (for example, if the duration of the Services is 20 minutes, the client will be charged the 1 hour cost).

2.6 Payments – Clients shall pay all amounts due to the Company, whether in respect of the in full without any discount, deduction, in advance by way of bank transfer. If the client fails to make any payment on the due date then, without limiting any other right or remedy available the Company will stop works and take appropriate access.

2.7. Services – The Company will provide the services to the client in accordance with the clients requests, provided that all requests are, at the sole discretion of the Company, for lawful and moral lifestyle services in respect of the personal needs of the client.

2.8 The Company shall use its reasonable endeavours to meet agreed upon timescales for delivery of services but such timescales shall be estimates only and time shall not be of the essence for the performance of any Services.

2.9. The Company is entitled to act on instructions received from an agreed user as if they were instructions received directly from the client.

2.10 The provision of certain services, for example, large event organisation or property searching, may be supplemented by additional terms and conditions and fees, the details of which will be sent to clients upon requesting such services. The provision of such services will not commence until such additional terms and conditions have been agreed and duly signed by the client.

3.1 Except where Services are to be provided by the Company, the Company will liaise with suppliers to procure the services to be provided to the client. The Company will communicate with suppliers on a client’s behalf unless it considers that it is more appropriate in the circumstances for the member to contact the supplier directly, in which case it will advise the client accordingly.

3.2 Suppliers will impose their own terms and conditions in providing the services and clients are required to comply with such terms and conditions. Unless otherwise agreed by the supplier, a client shall not be entitled to cancel any service requested where, on a clients instructions, performance has already begun. Any charge imposed by suppliers in connection with a cancellation of services shall be borne exclusively by the client. The client shall indemnify and hold the Company harmless from and against any charges, costs, damages, expenses (including attorney’s fees) incurred by the Company on account of a claim or threatened claim or charge asserted by a supplier against the Company arising out of or relating to services requested on a client’s behalf.

3.3 Where the Company receives instructions from a client to obtain tickets to a sold-out event (the “Sold-Out Event”), the Company will liaise with suppliers to source and purchase such tickets. Clients acknowledge and agree that such tickets may be purchased at a premium to their face value.

3.4 Where tickets to a Sold-Out Event have been purchased pursuant to and the Sold-Out Event is subsequently cancelled for any reason, clients acknowledge and agree that any reimbursement will be subject to the terms and conditions of the supplier and limited solely to the face value of such tickets.

3.5 Where a client decides to cancel tickets arranged on the clients’s behalf by the Company, the Company will not arrange refunds of: (i) the price paid for the tickets and any booking fee; or (ii) the cost of any ancillary expenses involved in purchasing the tickets.

3.6 Without prejudice to a clients’s statutory rights, where the Company, as principal, sources and arranges the supply of goods which are made to a clients’s personal specification or are perishable in nature, such goods will not be returnable by the client under any circumstances.

3.7 Where a client requests the Company to purchase goods on its behalf, the client agrees that the purchase of such goods will be arranged by the Company as agent for the client and accordingly any contract of purchase will be entered into between the client and the relevant supplier.

3.8 Upon a clients request, the Company shall provide advice and recommendations to the client in relation to suppliers. The Company provides genuine recommendations and although the Company may receive commissions or referral fees from suppliers as a result of a clients decision to use that supplier and the member agrees that the Company may retain such commissions and referral fees, this does not influence the Company’s decision to recommend a particular supplier. It is the Company’s policy that such fees or commissions do not result in a higher than market value price being paid by the client.

3.9 Where a client requests that the Company purchases goods on the clients behalf, the client agrees that the Company may charge mark-up fees, handling charges and any other reasonable fees incurred in the purchasing of such goods to the client (for example, when the Company has a trade account with a supplier or has sourced a ‘sold out’ item). Such fees will be notified to a client at the time the request is made to the Company and included in the service fees invoice, along with the cost of the goods.

3.10. Where a client requests that the Company takes receipt of goods or any other delivery to be made to the Company’s office on the clients behalf, the Company cannot be held responsible for any charges, taxes, levies or fees made in respect of any delivery or any goods. The Client agrees to immediately pay any associated charge, tax or levy on any delivery or receipt of goods by the Company (whether such charge is invoiced to the client or Company).

4.1 Clients should note that the successful sourcing of suppliers is always subject to availability and may change from time to time without notice. If any supplier becomes unavailable, the Company will use reasonable endeavours to ensure that a substitute supplier is located. The Company shall not be responsible for any actions of suppliers.

4.2 On occasions, the Company may be asked to make recommendations to clients. When making such recommendations, the Company shall use reasonable endeavours to ensure that such recommendations are accurate. However, the Company does not warrant to clients that such recommendations are accurate or that they will be to the clients’s own satisfaction. Clients must make and rely on their own enquiries in relation to such recommendations. The Company accepts no liability for any goods or services provided to a client in the course of acting upon such a recommendations.

4.3 The Company does not limit or exclude its liability for (i) death or personal injury caused by its negligence or that of its employees, (ii) fraud or fraudulent misrepresentation or (iii) any other liability which cannot be limited or excluded by law.

4.4 The Company may disclose the clients confidential information to (i) its employees, staff, agents, consultants, (ii) suppliers who are directly involved in the provision of the services and who need to know the clients confidential information. The Company shall ensure that such personnel and suppliers are aware of, and comply with, these confidentiality obligations.

4.5 The Company shall not, and shall procure that the personnel do not, use any of the clients confidential information received otherwise for the purposes of these Terms of Buisness and the provision of the services.

4.6 Anti-Money Laundering: Clients warrant and agree that they have complied with (and will continue to comply) with all applicable anti-terrorism, anti-corruption, anti-money laundering and human rights laws and regulations, and that no payment made to the Company is inconsistent with all such laws and regulations.

4.7. General: Where the event cannot proceed for any reason beyond the Company’s reasonable control, the services shall be deemed to have been completed. In such circumstances the Company shall notify the client accordingly and upon receiving such notice, the client shall be liable to pay the Company a sum in respect of the time incurred by the Company up to the date of such notice on the basis set out in the price guide, together with any other third party charges and expenses actually incurred or which at such date cannot be cancelled.

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Edmund Parker Management Terms of Business last reviewed November 2020