1. Parties
These Terms and Conditions (the “Terms”) govern the relationship between you (“Client”, “you”) and AVA TECH LIGHTING LTD, a company registered in England and Wales (company number 16087472), with its registered address at 4 Cornish Court, Cats Lane, CO10 2JG, Sudbury, United Kingdom (“AVA TECH”, “we”, “us”, “our”).
2. Scope of services
We will provide the services and/or deliverables described in the relevant agreement, order form, proposal or statement of work. Unless otherwise agreed in writing, these Terms apply to all such services.
3. Standard of performance
We will perform the services with reasonable skill and care in accordance with good industry standards. Unless expressly stated in writing, we do not guarantee any specific results or outcomes.
4. Client responsibilities
You shall provide timely access, information, materials, approvals and co-operation reasonably required for us to perform the services. Any delay or failure to do so may entitle us to adjust timelines and/or fees.
5. Fees and payment
Fees are as set out in the relevant agreement or proposal. Unless otherwise stated, invoices are payable within 30 days of the invoice date. Late payment may accrue interest and fixed charges in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 – and/or interest at 4% per annum above the Bank of England base rate on overdue sums, whichever we reasonably apply. You shall also reimburse reasonable costs of collection.
6. Intellectual property
Unless agreed otherwise in writing, we retain ownership of all intellectual property rights in any materials, designs, reports or other deliverables we create. Upon receipt of full payment, we grant you a non-exclusive, non-transferable, non-sublicensable licence to use the deliverables solely for the agreed purpose.
7. Confidentiality
Each party shall keep confidential all information of the other party that is identified as confidential or would reasonably be regarded as confidential, and shall not use or disclose it except as necessary to perform the services or as required by law.
8. Data protection
We process personal data in accordance with applicable data protection laws, including the UK GDPR and, where relevant, the EU GDPR. Further details are set out in our Privacy Policy and Cookie Policy.
9. Liability
Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability which cannot be limited or excluded by law.
Subject to the foregoing, we shall not be liable for any indirect or consequential loss, loss of profits, loss of business, loss of data, loss of goodwill or anticipated savings. Our aggregate liability arising out of or in connection with the services shall not exceed the total fees paid by you for the specific services giving rise to the claim.
10. Force majeure
We are not liable for any failure or delay in performing our obligations to the extent caused by events beyond our reasonable control (including natural disasters, industrial disputes, acts of government, utility failures, or internet outages). If such event continues for more than 60 days, either party may terminate the affected services on written notice.
11. Termination
Either party may terminate the services on written notice if the other party commits a material breach and fails to remedy it within 30 days of written notice requiring it to do so. On termination, you shall pay for all services performed up to the termination date and for any non-cancellable commitments reasonably incurred for delivery of the services.
12. Variations
We may update these Terms from time to time. We will notify you of material changes in writing. Continued use of our services after notification constitutes acceptance of the updated Terms.
13. Notices
Notices must be in writing and delivered by hand, by first-class post or by email to the registered address or notified contact email of the receiving party. Notices are deemed received: when delivered by hand – at the time of delivery; by first-class post – at 9:00 a.m. on the second Business Day after posting; by email – when sent, provided no bounce-back or error message is received.
14. Governing law and jurisdiction
These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter shall be governed by and construed in accordance with the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction.
15. Contact details
AVA TECH LIGHTING LTD – Company number 16087472, VAT number GB 484 0953 67
Registered address: 4 Cornish Court, Cats Lane, CO10 2JG, Sudbury, United KingdomEmail: officeuk@avatech.uk.com – Telephone: +44 7900 275 430
