Terms and Conditions
In order to make working together easier, we have summarised below the way we work, and what we expect from you.
Unless otherwise stated, services listed on the website or specified in brochures or quotations are provided to you by New Directions, whose office is located at 2 Myrtle Avenue, Warminster, Wiltshire, BA12 8LW. New Directions is the trading name of a partnership owned by Trevor Smith and Glenys Armstrong.
New Directions reserves the right to amend and/ or update these Terms and Conditions from time to time. No variation may be made to these terms of business, without the written agreement of both of the New Directions partners.
If there is anything in this document that you do not understand then please discuss this with us.
Terms of Business
These terms and conditions of business are between New Directions and the Client, whether that is an individual or organisation (referred to throughout this document as "the Client"). This document contains our Standard Terms and Conditions of Business which will apply unless alternatives are specified within our written quotation or contract letter.
These Conditions shall apply to all contracts for the provision of materials or services by New Directions to the Client to the exclusion of all other terms and conditions including any which the Client may purport to apply under any purchase order, confirmation of order or similar document, unless in the contract letter, New Directions explicitly accepts these other conditions.
These conditions are deemed to be accepted by the Client when New Directions receives instructions or is requested to undertake a service or programme of work for the Client. Details of the services which will be provided, start and end dates and any restrictions will be set out in the New Directions contract letter. The Client should sign and return the copy of the letter as acceptance of the contract under these terms and conditions and retain the original for their files.
New Directions does not consider itself to have entered into any contract until the signed contract letter is received, but may at its absolute discretion commence work with the Clients' verbal consent on the basis that the contract letter is in transit. The Client will then be liable for any work carried out under the contract from the agreed start date.
Fees for the specific services to be provided will be set out in the contract letter. In general, rates agreed will be either per hour (or part of an hour), per day (or part of a day) or per unit of service delivered.
The Client shall pay New Directions the amount agreed for the work to be carried out, and if the Client requires other work to be carried out which extends the contract beyond the agreed days or hours, additional payment shall be assumed to be in accordance with the scale of charges and/or hourly rates prevailing at the time, unless otherwise agreed.
Hourly rates and prices do not include travel costs for the New Directions staff travelling from their office base in Warminster, for the purposes of the delivery of the training or service or at the request of the Client. The Client agrees to pay New Directions reasonable travel expenses which will be agreed at the time the contract is negotiated.
Except as defined in the particular contract, New Directions may modify this agreement or prices, and may discontinue or revise any or all other aspects of the Service at its sole discretion. The Client retains the right to cancel any existing contract for services or materials without penalty before the new terms are effected.
Except under the terms above, in the event that a session or programme is cancelled by the Client less than 2 working days before delivery then 50% of the full fee will become payable unless an alternative arrangement has been agreed in advance. If more notice than 2 working days is given, or the agreement for the delivery of materials is not time specific, the Client shall be liable for the time costs of any preparatory meetings, work and expenses incurred by New Directions up to the date of cancellation.
Invoices will be rendered at the end of the service provision or monthly whichever is the soonest. The Client agrees to pay all New Directions invoices within 30 calendar days of receipt unless other arrangements are agreed. Invoices are payable in pounds sterling, either in cash, by cheque or by bank transfer. In the event of late payment a surcharge of 2½% of the outstanding invoice will be payable per calendar month overdue.
Time for payment shall be of the essence and New Directions retains the right to terminate or suspend any current agreement with the Client without penalty if the Client fails to pay any sums by the due date. In these circumstances the Client will still be liable to pay for all work carried out and expenses incurred to date. New Directions may terminate any agreement without penalty if the Client is a company which goes into insolvent liquidation, or a person who is declared bankrupt. If any action or proceedings shall be commenced in which the Client's solvency is concerned, all monies under any transaction covered by these Conditions shall become immediately due and payable.
The allowance of time to pay or any other indulgence by New Directions in respect of payments due to it or any other terms and conditions shall in no manner affect or prejudice the right to enforce other terms and conditions and payment together with interest provided under these Conditions.
New Directions will securely retain the Client's personal and organisational data and by accepting these terms and conditions the Client gives consent to the creation of manual and electronic records and processing and storage of data for the following purposes:
- Provision of the Service to the Client in accordance with the Contract
- Business administration purposes.
- Operation and enforcement of these Conditions
- Keeping financial records for at least 6 years as required by Her Majesty’s Revenue and Customs.
Data will be amended if identified as inaccurate, and destroyed when no longer required for any of the above purposes. Clients have the right to ask that all information we hold about them is destroyed, as part of the "Right to Erasure" - we will do this if it is legal and practicable for us to do so, given the constraints above.
The data will not be used for any other purposes such as general marketing for services not connected to the contract, not will the data be sold, shared with or given away to any other organisation for any purpose.
The use and storage of confidential or sensitive information relating to individuals such as information obtained during counselling sessions or supervision sessions will be discussed with the individual client and specific arrangements for recording and storage of this data will be agreed. Any notes taken during or after counselling or supervision sesions will be stored safely in a double lock environment. Any client wishing to review the data New Directions holds about them may do so by application in writing to the New Directions address. Children over the age of 13 may apply to see their data themselves; if a person with parental responsibility wishes to see the data of a child over the age of 13, that child's specific permission will also be needed, unless failure to provide that data to a person with parental responsibility would not be in the best intersts of the child. Children under the age of 13 have a right to apply to see their data, but we would expect a person with parental responsibility to assist with that request, where it is in the best interests of the child.
New Directions will not discuss details of work done for the Client with anyone outside of the Client organisation without authorisation, or pass on any Client data to a third party, unless it is:
- At the Clients specific request or
- In response to a legal requirement or court order and
- Allowed by the Data Protection Act 2018, General Data Protection Regulations or any other relevant legislation as may be enacted from time to time.
New Directions is registered with the Information Commissioners Office as a data controller.
Copyright of training and policy materials developed by New Directions remains the property of New Directions. Provided payment for the training or policy materials has been received, New Directions grants to the Client the non-exclusive right to use the materials. New Directions retains the right to adapt or re-use the materials for any other purpose.
The Client may modify, adapt, or re-use the materials for any internal purpose once payment has been received by New Directions but may not distribute, publish, sell, give away or otherwise transfer them or make them available to any other person or organisation, whether or not for profit, unless previously agreed.
Materials that are produced for the purposes of publication or distribution by the Client must be identified as having been produced by and copyrighted to New Directions unless otherwise agreed in writing as part of the Contract.
Any notice given by New Directions may be sent by postal letter, e-mail, fax or other means of transmission to a physical address or an electronic address that the Client has supplied and which we have reason to believe to be correct and valid at the time of sending.
New Directions carries insurance cover for public and professional liability of £5m. Copies of the Insurance Certificates can be made available on request.
New Directions will not be under any liability whatsoever in the event that it is prevented or delayed from supplying any services or materials by any reason or cause falling under the heading of Force Majeure. New Directions will provide Clients with the quality of professional service generally provided by a competent service provider exercising reasonable care and skill. New Directions has no liability other than that resulting from the duty to exercise the reasonable skill and care of a competent professional service provider, and does not accept liability for indirect or consequential loss, such as loss of profits, business, costs, expenses or any other form of economic loss. Nothing in these conditions shall affect the statutory rights of any Client.
In the event of a dispute between New Directions and the Client, which cannot be resolved by discussion between the parties, both parties agree to submit the dispute to arbitration in accordance with the Arbitration Acts for the time being in force as a legally binding alternative to court action. However, New Directions reserves the right to commence court action where a client has persistently and wilfully refused to make payment on an outstanding invoice.
These terms and conditions shall be governed by English Law.