BMN - Environmental and Quality Management

Terms and Conditions of Contract

  1. These terms and conditions shall apply to the agreement between BMN Management Limited and the individual or company ("Client") applying for the provision of services by BMN Management Limited.
  2. BMN Management Limited undertakes to provide consultancy services as detailed in the proposal.
  3. Unless expressly agreed in writing, contracts and orders are accepted by BMN Management upon and subject to the Conditions of Contract herein. These conditions may be varied or added to only with the agreement of the Directors of BMN Management or their authorised representative.
  4. Unless otherwise agreed in writing, the dates referred to for completion of the Services or the individual phases are estimates only. Neither party is liable for failure to perform its obligations under the Contract if the failure results from circumstances beyond its reasonable control (Allowable Delay). Prompt notice of any such circumstances is to be given, stating the probable effect on the programme and the measures taken, if any, to mitigate the delay.
  5. In the event that the Allowable Delay exceeds 30 days either party is entitled to terminate the Contract immediately by giving written notice without prejudice to any rights accrued under the Contract. In the event of such termination BMN Management shall be entitled to payment for services performed to the date of termination together with payment for non-cancellable commitments entered into under the Contract and where appropriate with the reasonable costs of termination.
  6. If either party is in breach of its obligations under the Contract the other party may give written notice that, if the breach is not rectified within 14 days, the Contract will be immediately terminated, without prejudice to any rights accrued under the Contract.
  7. The prices quoted in the proposal are fixed sums. They will be subject to revision in the event of: -
    • Changes in the scope of work agreed in writing between the parties.
    • Delays to the project programme arising from acts or omissions of the CLIENT or Allowable Delays.
    • The application of CLIENT country taxes.
    • The application of Value Added Tax (VAT).
  8. An invoice for the Services will be submitted to the CLIENT on the completion of the Services, or the individual phases where applicable, and shall be paid within 30 days of the date stated on the invoice(s) into BMN Management's UK bank account. Delay in payment will entitle BMN Management to charge compound interest monthly at 2% above UK Bank Base Rate until the payment is cleared.
  9. Copyright and all other intellectual property rights in reports, specifications and all other documents or software provided under the Contract to the CLIENT belong to and remain the property of BMN Management. The CLIENT is entitled to copy and use the same for its own purposes without charge. The CLIENT shall not disclose the same to any third party without the written consent of BMN Management.
  10. BMN Management will keep confidential any information it obtains regarding the business activities of the CLIENT. BMN Management will only use such information for the purposes of providing the Services to the CLIENT. This obligation devolves upon all members of BMN Management's staff and is a condition of their contract of service. This obligation shall not apply to any information BMN Management can show was;
    • at the time of receipt published or otherwise generally available to the public;
    • has after receipt been published or become generally available to the public otherwise than through any act or omission on the part of BMN Management;
    • already in the possession of BMN Management at the time of receipt without any restrictions on its disclosure;
    • rightfully acquired from others without any undertaking of confidentiality imposed by the disclosing party;
    • developed by BMN Management independently of the work under the Contract;
    • required to be disclosed by any applicable law or the regulations of any recognised stock exchange.
  11. BMN Management is responsible for loss or damage to property or injury or death to any person only to the extent such loss is a direct result or any negligent performance of the Services by BMN Management or any of its representatives. BMN Management's aggregate liability for such loss or damage directly arising from its provision of negligent advice or information is limited to the total amount of the fees payable to BMN Management under this contract or £250,000 which ever is the lower (Professional Indemnity Insurance level).
  12. Neither party shall be liable to the other party for any indirect or consequential damage howsoever caused.
  13. The CLIENT will indemnify BMN Management against all damages, penalties, costs and expenses to which BMN Management may become liable as a result of work done in accordance with the CLIENT's specification which involves the infringement of any letters patent, registered design or trade mark, or any claim for such infringement. So far as BMN Management is aware, no work produced by them will infringe any letters patent, registered design or trade mark, but no warranty expressed or implied is given against the existence of such.
  14. Where BMN Management carries out part of the Services at the CLIENT's premises, the CLIENT shall indemnify BMN Management against the consequences of any defect in or unsuitability of any tackle, plant or other equipment, provided by the CLIENT and against all claims by third parties and any other claims at Common Law or by Statute arising out of such defects or unsuitability.
  15. If at any time any question, dispute or difference whatsoever shall arise between the CLIENT and BMN Management upon, in relation to, or in connection with the Contract, either may give the other notice in writing of the existence of such question, dispute or difference and the same shall be referred to arbitration to a mutually agreed intermediary.
  16. This contract is construed and interpreted in accordance with English Law and is subject to the jurisdiction of the Courts of England.

Duly agreed by the parties:

Signed for and on behalf of BMN Management Limited.
Market Farm Barn
Market Lane
Burston
Diss
Norfolk
IP22 5TR
United Kingdom

Signature: ........................................................................................... Date: .............................................

Signed for and on behalf of Client:

(Company Name) ................................................................................

Signature: ........................................................................................... Position: .........................................

(Print Name) ........................................................................................ Date: ..............................................

Please print, sign and mail to:

BMN Management Limited.
Market Farm Barn
Market Lane
Burston
Diss
Norfolk
IP22 5TR
United Kingdom

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