Terms and Conditions

GILLIAN FRANCES LIMITED (INCLUDING THE TRADING STYLES OF ‘INSPIRING WORDS AND THE COPYWRITING COACH) TERMS AND CONDITIONS OF BUSINESS

1. INTERPRETATION

In these conditions ("Conditions"), "We", "Us" or "Our" means Gillian Frances Limited Company number 5330497, (trading as Inspiring Words Copywriting and Training and the Copywriting Coach), the seller; "You" or "Your" means the buyer being any person, firm or company that buys Our services; "Contract" means the contract between You and Us for the sale and purchase of Our services; "Brief" means the document which could be a letter fax or email listing the services which You are buying from Us.
 

2. THE CONTRACT

2.1. Unless there is a variation under Condition
2.2. the Contract will be on these conditions only, to the exclusion of any other terms and conditions (including any terms and conditions which You purport to apply under any purchase order, confirmation of order, Brief or other document). Your terms and conditions shall not apply to the Contract. 2.2. To be valid, one of Our directors must give You written confirmation of any change to these conditions or of any representations about the services. 2.3. Your order is not accepted by us until We give you an acknowledgement of Your order or if earlier, We provide the services to You. If We give you a quote there will not be a Contract between Us until We give You an acknowledgement of Your order or We provide the services. Our quotes are valid for 30 days. You cannot cancel an order where we have started to provide the services, unless one of Our directors gives written confirmation of it. If You do cancel Your order You shall pay Us in full for any losses we incur as a result. All Services
2.4. Our marketing material and information on the website ("Information") are not an offer to You to create a Contract. We can correct any clerical error in the Information without any liability to You.
2.5. The services are those mentioned by You verbally or in writing as part of the Brief. We will not be liable to You for any resulting losses if You do not draw to Our attention any inaccuracies in the Brief agreed. Copywriting
2.6. You must make sure that all details contained in Your order, Your Brief and any supporting material are accurate.
2.7. In connection with the writing services, the production of a document is achieved using the background material and Brief You have provided Us. We will then prepare the first draft for Your review and proof reading, editing and amending. We will then produce final copy for Your review. Responsibility for checking for spelling mistakes, typographical errors and truthfulness of factual statement is Yours at the review stage and We can accept no responsibility for errors. We accept no liability for any costs or liabilities incurred by You as a result of the appearance of such errors in the final published form of the document concerned whether or not such errors appeared in the document produced by Us.
2.8. As part of the Brief and instructions for producing the document You have requested You may give Us materials, references etc. You agree to indemnify Us against any action arising directly or indirectly as a result of use of this content in the document We provide. If You provide Us with material that You have written Yourself or which has been written for You by someone else, and it is used by Us in the document produced, You confirm that You hold all intellectual property rights in the material, or that the holder has authorised You to use the material. You will indemnify Us against any claim arising from subsequent suggestion or claim by a third party that the document in any way breaches any existing copyright.
2.9. Copyright in the document produced as a result of the contract between You and Us in all Our original work is retained by Us subject to Your having an irrevocable licence to use the same for all purposes on full and cleared payment of all fees due to Us by You.
2.10. If You inform Us that search engine optimised web content or copy forms part of the agreement signed between You and Us we will produce copy that makes use of the keywords you have provided to Us. However the methods used by the search engines to achieve a particular ranking are not published, complicated, repeatedly changing and not under Our control. We cannot guarantee any particular ranking in any search engine.
2.11. Training, Consultancy and Mentoring
2.12. Where We are providing you with training, consultancy or mentoring courses or services, whilst every effort is made to make sure that the information that is providing during this is correct, this cannot be guaranteed. No guarantees are given by Us as to results achieved by using the techniques outlined or advice given in a training course, consultancy/mentoring or the training materials.
 

3. PRICE AND PAYMENT

3.1. The price for the services shall be as listed in the Brief or if the contract is oral then such price as is agreed between You and Us.
3.2. In addition to the price applicable, You must pay all value added tax, and any other taxes, levies or duties where due.
3.3. We will be entitled to invoice You at any time following the provision of the services to You.
3.4. You must pay Our invoices in full in pounds sterling, or other legal tender We stipulate, no later than 30 days from their date otherwise than in relation to training services which must be paid in advance. You must not default or withhold or set off any money from any payment you make to Us. If you know you cannot pay on time You must immediately inform us upon becoming aware of such fact.
3.5. Time for payment shall be a fundamental condition of the contract. We will give you a receipt for payment if You ask for one. Payment will only be deemed to have been received by Us when We have received cleared funds. If You do not pay Us on the due date then, without affecting any of Our other rights or remedies, We can:
3.5.1. cancel the Contract or suspend any further performance of the services to You; and/or 3.5.2. charge You interest under the Late Payment of Commercial Debts (Interest) Act 1998 on the amount that You have not paid.
3.6. You must pay Us all the money which You owe Us under the Contract when the Contract is ended for any reason.
 

4. DELIVERY

4.1. Time for performance shall not be a fundamental condition of the Contract and all such dates are estimates only. We are not responsible if there is any delay in performance of the services except if caused by Our negligence. If no dates are specified, delivery will be within a reasonable time. "Delivery" means when We perform the services, as appropriate.
 

5. QUALITY

5.1. We warrant that the services will be provided using reasonable care and skill but all other warranties, conditions or terms implied by statute or common law (apart from the conditions implied by sections 12 of Sale of Goods Act 1979) are excluded to the fullest extent permitted by law.
5.2. If You claim that the quality of the services falls below a reasonable standard You must give us written notice within 48 hours from the date of performance of the services or (where a defect or failure would not be apparent on an initial thorough and proper inspection) within two days after discovery of the defect or failure. Time shall be a fundamental condition of the Contract in relation to this Clause.
5.3. If You do not give Us written notice as referred to in Condition 5.2 You shall not be entitled to request us to cease performing or remedy or make good in respect of the services and We shall have no liability for such defect or failure and You must still pay the purchase price to Us.
5.4. If You do give Us written notice as referred to in Condition 5.2 and We deem the claim to be valid We may choose to refund You the price (or a proportionate part of the price) or re-perform the services, but then We shall have no further liability to You.
 

6. LIABILITY

6.1. We do not accept any liability to You or to others in connection with the contract for loss of profit, loss of business, depletion of goodwill, loss of opportunity, loss of data, loss of use, loss of contracts, loss of expected savings or interruption to your business ("Losses"). If however, we are found to be liable to You or to others for any of the Losses or for breach of contract, misrepresentation, misstatement or other tortious acts or omissions, including negligence, arising under or in connection with the Contract, Our maximum liability shall be the price paid by You to Us under the Contract. If it is found that to limit our liability to this amount is unfair then We shall only be liable to You for the matters described in this Condition for up to the amount of insurance cover that we have from time to time.
6.2. Nothing in these Conditions excludes Our liability to You for fraudulent misrepresentation or for death or personal injury resulting from Our negligence.
6.3. Except in respect of any loss or damage caused by Our negligence, You undertake to indemnify Us against any loss, costs, claims, damages, expenses, fees or other sums We may incur relating to Your breach of the Contract.
 

7. "FORCE MAJEURE"

We reserve the right to defer the date of delivery, to cancel the Contract, to suspend the provision of the service to You (without liability to You) if We are prevented from or delayed in the carrying on of Our business due to circumstances beyond Our reasonable control.
 

8. GENERAL

8.1. Any notice required or permitted to be given by either party to the other under these conditions shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice and may be delivered personally or by fax, first class recorded delivery post or first class air mail letter. A notice shall be deemed to have been served (if personally delivered) at the time of delivery or (if sent by first class recorded delivery post) 48 hours after posting or (if sent by first class air mail letter) 96 hours after posting or (if sent by fax) at the time of transmission.
8.2. We shall be entitled to assign Our rights under the Contract and sub contract any or all of Our obligations under the Contract to any third party.
8.3. A person who is not a party to the Contract has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any terms of the Contract but this does not affect any right or remedy of a third party which exists or is available apart from the Act.
8.4. No failure by Us to exercise nor Our delay in exercising any right or remedy under the Contract shall constitute a waiver of that right or remedy.
8.5. If any of these conditions is, or at any stage in the future becomes invalid, illegal or cannot be enforced in law, it will not affect the other terms which will stay in force.
8.6. If there is a dispute between You and Us, we both agree that the Courts of England and Wales will be the only courts with the power to deal with the dispute and that English law will apply.
8.7. By entering into the Contract with Us You authorise Us to use Your details in any marketing materials We produce unless You have previously indicated to Us that You do not consent to such use.

‘Inspiring Words Copywriting & Training’ and ‘The Copywriting Coach’ are both trading styles of Gillian Frances Limited. Registered in England & Wales No. 5330497. Registered Office: The Counting House, 4a Frederick Street, Wigston, Leicester LE18 1PJ.