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Terms and Conditions


General Terms and Conditions


General Terms and Conditions

 

Introduction

 

These terms and conditions set out the general terms under which we undertake our business. The specific conditions relating to particular assignments will be covered in the schedule of services and the engagement letter.

 

Applicable law

This engagement letter, the schedule of services and our standard terms and conditions of business are governed by, and construed in accordance with, English law. The Courts of England have exclusive jurisdiction in relation to any claim, dispute or difference concerning this engagement letter and any matter arising from it. Each party irrevocably waives any right to object to any action being brought in those Courts, to claim that the action has been brought in an inappropriate forum, or to claim that those Courts do not have jurisdiction.

 

Authorisation and registration

Axada Limited are registered with the Association of Chartered Certified Accountants as firm of chartered certified accountants.

 

Automatic Exchange of Information (AEOI), including FATCA (Foreign Account Tax Compliance Act)

Unless covered by a separate engagement letter or another schedule to this letter, we will not be responsible for compliance with the International Tax Compliance Regulations 2015, produced as a result of AEOI.

 

Changes in the law or public policy and practice

We will not accept responsibility if you act on advice previously given by us without first confirming with us that the advice is still valid in light of any change in the law or your circumstances.

We will accept no liability for losses arising from changes in the law or the interpretation thereof that occur after the date on which the advice is given.

 

Client monies

Client money held on your behalf will be held in trust in a client bank account, which is segregated from the firm’s funds. The account will be operated, and all funds dealt with, in accordance with the Clients’ Monies Rules of the Association of Chartered Certified Accountants. These rules can be found on the ACCA website. Fees paid by you in advance for professional work to be performed and clearly identifiable as such shall not be regarded as clients’ monies. Due to administrative constrictions, we do not pay interest on funds held on our behalf.

We will return monies held on your behalf promptly as soon as there is no longer any reason to retain those funds. If any funds remain in our client account that are unclaimed and the client to which they relate has remained untraced for five years or we as a firm cease to practice, then we may pay those monies to a registered charity.

Commissions or other benefits

If commissions or other benefits may become payable to us in respect of transactions which we arrange for you, we will notify you in writing of the amount and terms of payment. The same will apply where the payment is made to or transactions are arranged by a person or business connected with ours.  We will not reduce the fees we would otherwise charge by the amount of the commissions or benefits. You agree that we can retain any commission or other benefits without being liable to you for any such amounts.

 

Communication

Unless you instruct us otherwise we may, where appropriate, communicate with you and with third parties via email or by other electronic means. The recipient is responsible for virus checking emails and any attachments.

With electronic communication, there is a risk of non-receipt, delayed receipt, inadvertent misdirection or interception by third parties. We use virus-scanning software to reduce the risk of viruses and similar damaging items being transmitted through emails or electronic storage devices. However, electronic communication is not totally secure and we cannot be held responsible for damage or loss caused by viruses nor for communications which are corrupted or altered after dispatch. Nor can we accept any liability for problems or accidental errors relating to this means of communication especially in relation to commercially sensitive material.  These are risks you must bear in return for greater efficiency and lower costs. If you do not wish to accept these risks please let us know and we will communicate by paper mail, other than where electronic submission is mandatory.

Any communication by us which is sent through the postal system is deemed to arrive at your postal address one working day after the day that the document was sent if posted to a UK address, or 3 working days if posted non-UK addresses.

Confidentiality

We shall take all reasonable steps to keep your information confidential except where we are required to disclose it by law, by regulatory bodies, by our insurers or as part of an external peer review. Unless we are authorised by you to disclose information on your behalf this undertaking will apply during and after this engagement.

We may, on occasions, subcontract work on your affairs to other tax or accounting professionals. The subcontractors will be bound by our client confidentiality terms.

We reserve the right, for the purpose of promotional activity, training or for other business purpose, to mention that you are a client and disclose you company name as a client of our firm. As stated above we will not disclose any confidential information relating to your financial affairs

You agree not to disclose or use for any purpose except as intended under this engagement without written consent, any document, report, advice, statement, opinion or other information prepared by us, or any document which includes our name to any third party and such documents will be held in the strictest confidence by you, your officers, employees and others engaged by your organisation and we will not be held liable for any third party gaining access to and relying on information contained therein. You agree to indemnify us for any legal or other costs arising out of such disclosure. Where disclosure is required for legal or regulatory reasons or to professional advisers connected to either party to this contract the above does not apply.

Conflicts of interest

We will inform you if we become aware of any conflict of interest which could impact on our relationship with you. Where conflicts are identified which cannot be managed in a way that protects your interests then we regret that we may be unable to provide further services.

If there is a conflict of interest that is capable of being addressed successfully by the adoption of suitable safeguards to protect your interests then we will adopt those safeguards. Safeguards may include measures such as separate teams, physical separation of teams, and separate arrangements for storage of and access to information. Where possible this will be done on the basis of your informed consent. We reserve the right to act for other clients whose interests are not the same as or are adverse to yours, subject of course to the obligations of confidentiality referred to above.

Consumer credit

If, during the provision of professional services to you, you need advice or services on areas from us that fall within Consumer Credit activity for which we are not authorised, we may have to refer you to someone who is authorised by the Financial Conduct Authority (FCA) as we are not authorised to undertake this activity.

Fees

Our fees agreed are detailed in the services summary and fees for additional services may depend upon the time spent on your affairs and on the level of skill and responsibility and the importance and value of the advice that we provide, as well as the level of risk.

If we provide you with an estimate of our fees for any specific work, then the estimate will not be contractually binding unless we explicitly state that that will be the case. Where requested we may indicate a fixed fee for the provision of specific services or an indicative range of fees for a particular assignment. If the work involved is different to the expected level, or increases over time we reserve the right to renegotiate the fee with you. It is not our practice to identify fixed fees for more than a year ahead as such fee quotes need to be reviewed in the light of events. If it becomes apparent to us, due to unforeseen circumstances, that a fee quote is inadequate, we reserve the right to notify you of a revised figure or range and to seek your agreement thereto.

In some cases, you may be entitled to assistance with your professional fees, particularly in relation to any investigation into your tax affairs by HMRC. Assistance may be provided through insurance policies you hold or via membership of a professional or trade body. Other than where such assurance was arranged through us you will need to advise us of any such insurance cover that you have. You will remain liable for our fees regardless of whether all or part are liable to be paid by your insurers.

Our current hourly rates can be obtained on request.

We will bill on completion and not less than monthly for work in progress and our invoices are due for payment on presentation. Our fees are issued in GBP and quoted exclusive of VAT, which will be added where it is chargeable. Any disbursements we incur on your behalf and expenses incurred in the course of carrying out our work for you will be added to our invoices where appropriate.

Where dates have been agreed for the delivery to us of certain information, fees have been calculated taking this into account. If the delivery dates cannot be adhered to we reserve the right to charge an additional amount.

Unless otherwise agreed to the contrary our fees do not include the costs of any third party, counsel or other professional fees. Disbursements incurred during the performance of services under the engagement will be charged for separately. Such disbursements may include but are not limited to travel costs from our office, courier fees, filing fees, overnight accommodation. First class rail travel is and business class air travel is charged as standard. Where you have agreed for us to engage services from other suppliers you agree to indemnify us for any costs incurred. Prior agreement before incurring any such disbursements will be sought.

It is our normal practice to issue “Applications for Payment” when dealing with continuous or recurring work. The payment terms for “Applications for Payment” are the same as for invoiced fees. A VAT invoice will be issued to you upon receipt of your payment.

You authorise us to settle our agreed fees from any money held on your behalf in the client account.

We reserve the right to charge interest on late paid invoices at the rate of 10% above bank base rates under the Late Payment of Commercial Debts (Interest) Act 1998. We also reserve the right to suspend our services or to cease to act for you on giving written notice if payment of any fees is unduly delayed. We intend to exercise these rights only where it is fair and reasonable to do so.

If you do not accept that an invoiced fee is fair and reasonable you must notify us within 21 days of receipt, failing which you will be deemed to have accepted that payment is due.

In the case of a dispute over the level of fees charged we reserve the right to require that the matter is dealt with through arbitration. We recommend that arbitration is undertaken by the fee arbitration service provided by ACCA for members. The fee arbitrator will be appointed by the ACCA president; the fee will be as negotiated with the ACCA arbitrator.

Implementation

We will only assist with implementation of our advice if specifically instructed and agreed in writing.

Intellectual property rights

We will retain all copyright in any document prepared by us during the course of carrying out the engagement save where the law specifically provides otherwise.

Interpretation

If any provision of this engagement letter, schedules of services or standard terms and conditions is held to be void, then that provision will be deemed not to form part of this contract and the remainder of this agreement shall be interpreted as if such provision had never been inserted.

In the event of any conflict between these terms of business and the engagement letter or appendices, the relevant provision in the engagement letter or schedules will take precedence.

Internal disputes

If we become aware of a dispute between the parties who own or are in some way involved in the ownership and management of the business, it should be noted that our client is the business and we would not provide information or services to one party without the express knowledge and permission of all parties. Unless otherwise agreed by all parties we will continue to supply information to authorised address or an alternative address agreed by both of us and for the attention of the nominated party. If conflicting advice, information or instructions are received from different other individuals in the business we will refer the matter back to the nominated party and take no further action until he and the board of directors has agreed the action to be taken.

Investment services

Investment business is regulated under the Financial Services and Markets Act 2000 and the Financial Services Act 2012.

If, during the provision of professional services to you, you need advice on investments, including insurances, we may have to refer you to someone who is authorised by the Financial Conduct Authority or the Prudential Regulation Authority or licensed by a Designated Professional Body as we are not authorised to give such advice.

Lien

In so far as permitted to do so by law or professional guidelines, we reserve the right to exercise a lien over all funds, documents and records in our possession relating to all engagements for you until all outstanding fees and disbursements are paid in full.

Limitation of liability

We will provide our services with reasonable care and skill. Our liability to you is limited to losses, damages, costs and expenses caused by our negligence or wilful default. Additionally, our liability to you and regardless of the cause of action is subject to all limitations contained in the paragraph “Limitations of liability”.

We will not be liable if such losses, penalties, surcharges, interest or additional tax liabilities are due to the acts or omissions of any other person or due to the provision to us of incomplete, misleading or false information or if they are due to a failure to act on our advice or a failure to provide us with relevant information.

We will not be liable to you for any delay or failure to perform our obligations under this engagement letter if the delay or failure is caused by circumstances outside our reasonable control.

We will not be responsible or liable for any loss, damage or expense incurred or sustained if information material to the service we are providing is withheld or concealed from us or wrongly misrepresented to us or from fraudulent acts, misrepresentation or wilful default on the part of any party to the transaction and their directors, officers, employees, agents or advisers.

This exclusion shall not apply where such misrepresentation, withholding or concealment is or should (in carrying out the procedures which we have agreed to perform with reasonable care and skill) have been evident to us without further enquiry.

You agree to indemnify us and our agents in respect of any claim (including any claim for negligence) arising out of any unauthorised disclosure of our advice and opinions, whether in writing or otherwise. This indemnity will extend to the cost of defending any such claim, including payment at our usual rates for the time that we spend in defending it.

This engagement has an aggregate limit of liability of one times the annual fee for the service in respect of which the liability arose, and this sum that shall be the maximum aggregate liability of this company, its directors, agents and employees, to all persons to whom the engagement letter is addressed and to any other person that we have agreed with you may rely on our work.

You agree that you will not bring any claim of a kind that is included within the subject of the limit against any of our principals/ directors/members or employees on a personal basis.

Limitation of Third Party Rights

The advice and information we provide to you as part of our service is for your sole use and not for any third party to whom you may communicate it unless we have expressly agreed in the engagement letter that a specified third party may rely on our work. We accept no responsibility to third parties, including any group company to whom the engagement letter is not addressed, for any advice, information or material produced as part of our work for you which you make available to them. It may not be used or relied upon for any other purpose or by any other person other than you without our prior written consent. A party to this agreement is the only person who has the right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms. If our advice is disclosed to any third party (with or without our consent), then we accept no responsibility or liability to that third party for any consequences that may arise to them, should they rely on the advice. If it is proposed that any documents or statement which refer to our name are to be circulated to third parties, please consult us before they are issued.

Notification

We shall not be treated as having notice, for the purposes of our accounting and tax responsibilities, of information provided to any members of our firm other than those individuals that have been authorised to be engaged on the specific assignment. This includes information provided in connection with accounting, taxation and other services.

Provision of Services Regulations 2009

In accordance with our professional body rules we are required to hold professional indemnity insurance. Details about the insurer and coverage can be requested if required.

Quality of Service

We will observe and act in accordance with the by-laws, regulations and ethical guidelines of the Association of Chartered Certified Accountants (ACCA) and will accept instructions to act for you on this basis. The requirements are also available online at www.accaglobal.com/en.html  We aim to provide a very high standard in Professional services however if you have any concerns about the quality of service you are receiving and you would like to discuss this further please contact Britta Kayne bkayne@axada.co.uk We undertake to look into any complaint carefully and promptly and to do all we can to explain the position to you. If we do not answer your complaint to your satisfaction you may take up the matter with the Association of Chartered Certified Accountants. This should be done promptly and in any event no later than 6 months after exhausting our procedures. As part of our ongoing commitment to providing a quality service, our files are periodically reviewed by an independent regulatory or quality control body. These reviewers are highly experienced and professional people and, of course, are bound by the same rules for confidentiality as our principal and staff.

Reliance on advice

We will endeavour to record all advice on important matters in writing.  Advice given orally is not intended to be relied upon unless confirmed in writing. Therefore, if we provide oral advice (for example during the course of a meeting or a telephone conversation) and you wish to be able to rely on that advice, you must ask for the advice to be confirmed by us in writing.

Retention of papers

You have a legal responsibility to retain documents and records relevant to your tax affairs. During the course of our work we may collect information from you and others relevant to your affairs. Whilst certain documents may legally belong to you we may destroy correspondence and other papers that we store, electronically or otherwise, which are more than 7 years old. You must tell us in writing, if you require the return or retention of any specific documents for a longer period and this may incur additional charges.

Termination

Unless otherwise agreed in the engagement covering letter our work will begin when we receive your implicit or explicit acceptance of that letter and any payment on account that has been agreed.  Except as stated in that letter we will not be responsible for periods before that date. Each of us may terminate this agreement by giving not less than three months notice in writing to the other party except where you fail to cooperate with us or we have reason to believe that you have provided us or HMRC with misleading information, in which case we may terminate this agreement immediately. Termination will be without prejudice to any rights that may have accrued to either of us prior to termination. In the event of termination of this contract, we will endeavour to agree with you the arrangements for the completion of work in progress at that time, unless we are required for legal or regulatory reasons to cease work immediately. In that event, we shall not be required to carry out further work and shall not be responsible or liable for any consequences arising from termination.

Additional legislation by which we are bound:
  • Data Protection Act 1998

    We confirm that we will comply with the provisions of the Data Protection Act 1998 when processing personal data about you and your family. In order to carry out the services of this engagement and for related purposes such as updating and enhancing our client records, analysis for management purposes and statutory returns, legal and regulatory compliance and crime prevention we may obtain, process, use and disclose personal data about you. You shall ensure that any disclosure of personal data to us complies with the DPA.

    We shall use appropriate technical and organisational measures to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data. We shall not sub-contract any processing of personal data unless the sub-contractor has agreed that the personal data continues to be subject to an appropriate level of protection. To the extent that we act as data processor for you, we shall only process personal data in accordance with your instructions.

    We shall answer your reasonable enquiries to enable you to monitor compliance with this clause.

  • Bribery Act 2010

    In accordance with the requirements of the Bribery Act 2010 we have policies and procedures in place to prevent the business and its partners and staff from offering or receiving bribes.

  • Money Laundering Regulations 2007

    In accordance with the Proceeds of Crime Act, The Terrorism Act, Money Laundering Regulations 2017 and The Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 you agree to waive your right to confidentiality to the extent of any report made, document provided or information disclosed to the National Crime Agency (NCA).

    You also acknowledge that we are required to report directly to the NCA without prior reference to you or your representatives if during the course of undertaking any assignment the person undertaking the role of Money Laundering Reporting Officer becomes suspicious of money laundering.

    As with other professional services firms, we are required to have appropriate risk based policies and procedures for assessing and managing money laundering risks: this applies at the start of any business relationship and through the lifetime of the relationship. This includes undertaking appropriate customer due diligence.We may request from you, and retain, such information and documentation as we require for these purposes and/or make searches of appropriate databases. If we are not able to obtain satisfactory evidence of your identity, we will not be able to proceed with the engagement.

    Copies of such records created as part of the client due diligence process, including any non-engagement documents relating to the client relationship and ongoingmonitoring of it,will be retained by us for a period of five years after we cease to act for the business unless we are required to retain them under statutory obligation, or to retain them for legal proceedings, or you consented to the retention in which case the records will be retained for not more than 10 years.

Website Terms and Conditions


These Terms and Conditions, together with any and all other documents referred to herein, set out the terms of use under which you may use this website, www.axada.co.uk (“Our Site”). Please read these Terms and Conditions carefully and ensure that you understand them. Your agreement to comply with and be bound by these Terms and Conditions is deemed to occur upon your first use of Our Site. If you do not agree to comply with and be bound by these Terms and Conditions, you must stop using Our Site immediately.

1
Definitions and Interpretation
1.1

In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

“Content”means any and all text, images, audio, video, scripts, code, software, databases and any other form of information capable of being stored on a computer that appears on, or forms part of, Our Site;
“System”means any online communications infrastructure that We make available through Our Site either now or in the future. This may include, but is not limited to, contact forms, email, and live chat; and
“We/Us/Our”means AXADA LTD, a company registered in England under 10373235, whose registered address is 483 Green Lanes, London N13 4BS.
“cookie”means a small file consisting of letters and numbers that Our Site downloads to your computer or device;13 4BS.
“web beacon”means a small, transparent image file (usually only 1-pixel x 1-pixel in size) used for tracking user behaviour and activity around Our Site;
“Account”means an account required to access and/or use certain areas and features of Our Site;
“UK and EU Cookie Law”means the relevant parts of the Privacy and Electronic Communications (EC Directive) Regulations 2003 as amended in 2004, 2011 and 2015; and
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Information About Us
2.1
Our Site, www.axada.co.uk, is operated by Axada Ltd, a limited company registered in England under 10373235, whose registered address is 483 Green Lanes, London N13 4BS Our VAT number is 256420808.
2.2
We are regulated by Association of Chartered Certified Accountants (ACCA).
2.3
We are a member of Association of Chartered Certified Accountants (ACCA).
3
Access to Our Site
3.1
Access to Our Site is free of charge. No part of Our Site requires payment of any kind in order to access or use it.
3.2
It is your responsibility to make any and all arrangements necessary in order to access Our Site.
3.3
Access to Our Site is provided “as is” and on an “as available” basis. We may alter, suspend or discontinue Our Site (or any part of it) at any time and without notice. We will not be liable to you in any way if Our Site (or any part of it) is unavailable at any time and for any period.
4
Intellectual Property Rights
4.1
All Content included on Our Site and the copyright and other intellectual property rights subsisting in that Content, unless specifically labelled otherwise, belongs to or has been licensed by Us. All Content is protected by applicable United Kingdom and international intellectual property laws and treaties. All rights are reserved.
4.2
Subject to sub-Clauses 4.3 and 4.6 you may not reproduce, copy, distribute, sell, rent, sub-licence, store, or in any other manner re-use Content from Our Site unless given express written permission to do so by Us..
4.3

You may:

4.3.1
Access, view and use Our Site in a web browser (including any web browsing capability built into other types of software or app);
4.3.2
Download Our Site (or any part of it) for caching;
4.3.3
Print pages from Our Site;
4.3.4
Download extracts from pages on Our Site; and
4.3.5
Save pages from Our Site for later and/or offline viewing.
4.4
Our status as the owner and author of the Content on Our Site (or that of identified licensors, as appropriate) must always be acknowledged.
4.5
You may not use any Content saved or downloaded from Our Site for commercial purposes without first obtaining a licence from Us (or our licensors, as appropriate) to do so. This does not prohibit the normal access, viewing and use of Our Site for general information purposes whether by business users or consumers.
4.6
Nothing in these Terms and Conditions limits or excludes the provisions of Chapter III of the Copyrights, Designs and Patents Act 1988 ‘Acts Permitted in Relation to Copyright Works’, covering in particular the making of temporary copies; the making of personal copies for private use; research and private study; the making of copies for text and data analysis for non-commercial research; criticism, review, quotation and news reporting; caricature, parody or pastiche; and the incidental inclusion of copyright material
5
Links to Our Site
5.1

You may link to Our Site provided that:

5.1.1
You do so in a fair and legal manner;
5.1.2
You do not do so in a manner that suggests any form of association, endorsement or approval on Our part where none exists;
5.1.3
You do not use any logos or trade marks displayed on Our Site without Our express written permission; and
5.1.4
You do not do so in a way that is calculated to damage Our reputation or to take unfair advantage of it
5.2
You may link to any page of Our Site provided you comply with the remainder of this Clause 5 or you may not link to any page other than the homepage of Our Site, www.axada.co.uk. Deep-linking to other pages requires Our express written permission.
5.3
Framing or embedding of Our Site on other websites is not permitted without Our express written permission. Please contact Us at info@axada.co.uk for further information
5.4

You may not link to Our Site from any other site the content of which contains material that:

5.4.1
Is obscene, deliberately offensive, hateful or otherwise inflammatory;
5.4.2
Promotes violence;
5.4.3
Promotes or assists in any form of unlawful activity;
5.4.4
Discriminates against, or is in any way defamatory of, any person, group or class of persons, race, sex, religion, nationality, disability, sexual orientation, or age;
5.4.5
Is designed or is otherwise likely to threaten, harass, annoy, alarm, inconvenience, upset, or embarrass another person;
5.4.6
Is calculated or is otherwise likely to deceive another person;
5.4.7
Is designed or is otherwise likely to infringe (or to threaten to infringe) another person’s privacy;
5.4.8
Misleadingly impersonates any person or otherwise misrepresents the identity or affiliation of a particular person in a way that is calculated to deceive (obvious parodies are not included in this definition provided that they do not fall within any of the other provisions of this sub-Clause 5.4);
5.4.9
Implies any form of affiliation with Us where none exists;
5.4.10
Infringes, or assists in the infringement of, the intellectual property rights (including, but not limited to, copyright, trade marks and database rights) of any other party; or
5.4.11
Is made in breach of any legal duty owed to a third party including, but not limited to, contractual duties and duties of confidence.
5.5
The content restrictions in sub-Clause 5.4 do not apply to content submitted to sites by other users provided that the primary purpose of the site accords with the provisions of sub-Clause 5.4. You are not, for example, prohibited from posting links on general-purpose social networking sites merely because another user may post such content. You are, however, prohibited from posting links on websites which focus on or encourage the submission of such content from users.
6

Intellectual Property Rights

Links to other sites may be included on Our Site. Unless expressly stated, these sites are not under Our control. We neither assume nor accept responsibility or liability for the content of third party sites. The inclusion of a link to another site on Our Site is for information only and does not imply any endorsement of the sites themselves or of those in control of them.

7
Use of Our System
7.2

You may use Our System at any time to contact Us, provided you abide by the following rules. You must not:

7.2.1
Communicate in a way that is obscene, deliberately offensive, hateful or otherwise inflammatory;
7.2.2
Submit information that promotes violence;
7.2.3
Submit information that promotes or assists in any form of unlawful activity;
7.2.4
Submit information that discriminates against, or is in any way defamatory of, any person, group or class of persons, race, sex, religion, nationality, disability, sexual orientation or age;
7.2.6
Submit information that is calculated or is otherwise likely to deceive;
7.2.7
Submit information that is designed or is otherwise likely to infringe (or to threaten to infringe) another person’s privacy;
7.2.8
Misleadingly impersonate any person or otherwise misrepresent your identity or affiliation in a way that is calculated to deceive;
7.2.9
Imply any form of affiliation with Us where none exists;
7.2.10
Infringe, or assist in the infringement of, the intellectual property rights (including, but not limited to, copyright, trade marks and database rights) of any other party; or
7.2.11
Submit information in breach of any legal duty owed to a third party including, but not limited to, contractual duties and duties of confidence.
7.3
We may monitor any and all communications made using Our System.
7.4
Any information that you send to Us through Our System may be modified by Us and, by sending us such information, you waive your moral right to be identified as the author of that information.
7.5
Any personal information sent to Us, whether through Our System or otherwise, will be collected, used and held in accordance with your rights and Our obligations under the Data Protection Act 1998, as set out in Clause 13.
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Disclaimers
8.2
The Content on Our Site does not constitute advice on which you should rely. It is provided for general information purposes only. Professional or specialist advice should always be sought before taking any action relating to financial or other affairs and we will accept no liability for any loss resulting from reliance on the information provided by Us on Our site.
8.3
We make no representation, warranty, or guarantee that Our Site will meet your requirements, that it will not infringe the rights of third parties, that it will be compatible with all software and hardware, or that it will be secure.
8.4
We make reasonable efforts to ensure that the Content on Our Site is complete, accurate, and up-to-date. We do not, however, make any representations, warranties or guarantees (whether express or implied) that the Content is complete, accurate, or up-to-date.
8.5
No part of Our Site is intended to constitute a contractual offer capable of acceptance. No goods or services are sold through Our Site and the details of goods and/or services provided on Our Site are provided for general information purposes only.
8.6
We make reasonable efforts to ensure that any and all pricing information on Our Site is correct at the time of going online. We reserve the right to change prices at any time and may add or remove special offers and promotions from time to time. All pricing information is reviewed and updated on a 3 monthly basis.
8.7
Whilst every reasonable effort has been made to ensure that all representations and descriptions of goods and/or services available from Us correspond to the actual goods and/or services available, minor variations or errors may occur. In the event of any discrepancy, please contact your account manager to establish a resolution.
8.8
We make no representation, warranty, or guarantee that goods and/or services shown on Our Site will be available from Us. Please contact Us if you wish to enquire as to the availability of any goods and/or services.
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Our Liability
9.2
To the fullest extent permissible by law, We accept no liability to any user for any loss or damage, whether foreseeable or otherwise, in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising out of or in connection with the use of (or inability to use) Our Site or the use of or reliance upon any Content included on Our Site.
9.3
To the fullest extent permissible by law, We exclude all representations, warranties, and guarantees (whether express or implied) that may apply to Our Site or any Content included on Our Site.
9.4
If you are a commercial user, We accept no liability for loss of profits, sales, business or revenue; loss of business opportunity, goodwill or reputation; loss of anticipated savings; business interruption; or for any indirect or consequential loss or damage.
9.5
We exercise all reasonable skill and care to ensure that Our Site is free from viruses and other malware. We accept no liability for any loss or damage resulting from a virus or other malware, a distributed denial of service attack, or other harmful material or event that may adversely affect your hardware, software, data or other material that occurs as a result of your use of Our Site (including the downloading of any Content from it) or any other site referred to on Our Site.
9.6
We neither assume nor accept responsibility or liability arising out of any disruption or non-availability of Our Site resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, natural events, acts of war, or legal restrictions and censorship.
9.7
Nothing in these Terms and Conditions excludes or restricts Our liability for fraud or fraudulent misrepresentation, for death or personal injury resulting from negligence, or for any other forms of liability which cannot be excluded or restricted by law. For full details of consumers’ legal rights, including those relating to digital content, please contact your local Citizens’ Advice Bureau or Trading Standards Office.
10
Viruses, Malware and Security
10.2
We exercise all reasonable skill and care to ensure that Our Site is secure and free from viruses and other malware.
10.3
You are responsible for protecting your hardware, software, data and other material from viruses, malware, and other internet security risks
10.4
You must not deliberately introduce viruses or other malware, or any other material which is malicious or technologically harmful either to or via Our Site.
10.5
You must not attempt to gain unauthorised access to any part of Our Site, the server on which Our Site is stored, or any other server, computer, or database connected to Our Site.
10.6
You must not attack Our Site by means of a denial of service attack, a distributed denial of service attack, or by any other means.
10.7
By breaching the provisions of sub-Clauses 10.3 to 10.5 you may be committing a criminal offence under the Computer Misuse Act 1990. Any and all such breaches will be reported to the relevant law enforcement authorities and We will cooperate fully with those authorities by disclosing your identity to them. Your right to use Our Site will cease immediately in the event of such a breach.
11
Acceptable Use Policy
11.2

You may only use Our Site in a manner that is lawful. Specifically:

11.2.1
You must ensure that you comply fully with any and all local, national or international laws and/or regulations;
11.2.2
You must not use Our Site in any way, or for any purpose, that is unlawful or fraudulent;
11.2.3
You must not use Our Site to knowingly send, upload, or in any other way transmit data that contains any form of virus or other malware, or any other code designed to adversely affect computer hardware, software, or data of any kind; and
11.2.4
You must not use Our Site in any way, or for any purpose, that is intended to harm any person or persons in any way.
11.3

We reserve the right to suspend or terminate your access to Our Site if you materially breach the provisions of this Clause 11 or any of the other provisions of these Terms and Conditions. Specifically, We may take one or more of the following actions:

11.3.1
Suspend, whether temporarily or permanently, your right to access Our Site;
11.3.2
Issue you with a written warning;
11.3.3
Take legal proceedings against you for reimbursement of any and all relevant costs on an indemnity basis resulting from your breach;
11.3.4
Take further legal action against you as appropriate;
11.3.5
Disclose such information to law enforcement authorities as required or as We deem reasonably necessary; and/or
11.3.6
Any other actions which We deem reasonably appropriate (and lawful).
11.4
We hereby exclude any and all liability arising out of any actions (including, but not limited to those set out above) that We may take in response to breaches of these Terms and Conditions.
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Law and Jurisdiction
These Terms and Conditions, and the relationship between you and Us (whether contractual or otherwise) shall be governed by, and construed in accordance with, English law.If you are a consumer, any disputes concerning these Terms and Conditions, the relationship between you and Us, or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England, Wales, Scotland, or Northern Ireland, as determined by your residency.If you are a business, any disputes concerning these Terms and Conditions, the relationship between you and Us, or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the courts of England and Wales.

Privacy Policy


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Privacy

BACKGROUND

Axada Limited understands that your privacy is important to you and that you care about how your information is used and shared online. We respect and value the privacy of everyone who visits Our Site and will only collect and use information in ways that are useful to you and in a manner consistent with your rights and Our obligations under the law.

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This Policy applies to Our use of any and all data collected by us in relation to your use of Our Site. Please read this Privacy Policy carefully and ensure that you understand it. Your acceptance of Our Privacy Policy is deemed to occur upon your first use of Our Site and/or You will be required to read and accept this Privacy Policy when signing up for an Account]. If you do not accept and agree with this Privacy Policy, you must stop using Our Site immediately.
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Scope – What Does This Policy Cover?
This Privacy Policy applies only to your use of Our Site. It does not extend to any websites that are linked to from Our Site (whether We provide those links or whether they are shared by other users). We have no control over how your data is collected, stored or used by other websites and We advise you to check the privacy policies of any such websites before providing any data to them.
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What Data Do We Collect?

Some data will be collected automatically by Our Site other data will only be collected if you voluntarily submit it, for example, when signing up for an Account. Depending upon your use of Our Site, We may collect some or all of the following data:

  • Name
  • Date of birth
  • Gender
  • Business/company name
  • Job title
  • profession
  • Contact information such as email addresses and telephone numbers
  • Demographic information such as post code, preferences and interests
  • Financial information such as credit / debit card numbers
  • IP address (automatically collected)
  • Web browser type and version (automatically collected)
  • Operating system (automatically collected)
  • A list of URLs starting with a referring site, your activity on Our Site, and the site you exit to (automatically collected)
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How Do We Use Your Data?

All personal data is stored securely in accordance with the principles of the Data Protection Act 1998. For more details on security see section 6, below.

We use your data to provide the best possible products and services to you. This includes:

  • We use your data to provide the best possible products and services to you. This includes:
  • Providing and managing your Account
  • Providing and managing your access to Our Site
  • Personalising and tailoring your experience on Our Site
  • Supplying Our products and services to you
  • Personalising and tailoring Our products and services for you
  • Responding to communications from you
  • Supplying you with email New, Updates and services that would benefit you that you have subscribed to (you may unsubscribe or opt-out at any time)
  • Market research
  • Analysing your use of Our Site and gathering feedback to enable Us to continually improve Our Site and your user experience
  • With your permission which may be given by agreeing to these terms and/or where permitted by law, We may also use your data for marketing purposes which may include contacting you by email and/or telephone and/or text message and/or post with information, news and offers on Our products and/or services. We will not, however, send you any unsolicited marketing or spam and will take all reasonable steps to ensure that We fully protect your rights and comply with Our obligations under the Data Protection Act 1998 and the Privacy and Electronic Communications (EC Directive) Regulations 2003, as amended in 2004, 2011 and 2015
  • Advertisers whose content appears on Our Site may engage in what is known as “behavioural advertising” – advertising which is tailored to your preferences, based on your activity. Your activity is monitored using Cookies, as detailed. You can control and limit your data used in this way by adjusting your web browser’s privacy settings. Please note that We do not control the activities of such advertisers, nor the information they collect and use. Limiting the use of your data in this way will not remove the advertising, but it will make it less relevant to your interests and activities on Our Site
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How and Where Do We Store Your Data?

We only keep your data for as long as We need to in order to use it as described above, and/or for as long as We have your permission to keep it,Some or all of your data may be stored or transferred outside of the European Economic Area (“the EEA”) (The EEA consists of all EU member states, plus Norway, Iceland and Liechtenstein). You are deemed to accept and agree to this by using Our Site and submitting information to Us. If We do store or transfer data outside the EEA, We will take all reasonable steps to ensure that your data is treated as safely and securely as it would be within the EEA and under the Data Protection Act 1998. Such steps may include, but not be limited to, the use of legally binding contractual terms between Us and any third parties We engage and the use of the EU-approved Model Contractual Arrangements. Data security is of great importance to Us, and to protect your data We have put in place suitable physical, electronic and managerial procedures to safeguard and secure data collected through Our Site.

Steps We take to secure and protect your data include:

  • Notwithstanding the security measures that We take, it is important to remember that the transmission of data via the internet may not be completely secure and that you are advised to take suitable precautions when transmitting to Us data via the internet.
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Do We Share Your Data?
We may share your data with other companies in Our group. We may sometimes contract with third parties to supply products and services to you on Our behalf. These may include payment processing, delivery of goods, search engine facilities, advertising and marketing. In some cases, the third parties may require access to some or all of your data. Where any of your data is required for such a purpose, We will take all reasonable steps to ensure that your data will be handled safely, securely, and in accordance with your rights, Our obligations, and the obligations of the third party under the law.We may compile statistics about the use of Our Site including data on traffic, usage patterns, user numbers, sales and other information. All such data will be anonymised and will not include any personally identifying information. We may from time to time share such data with third parties such as prospective investors, affiliates, partners and advertisers. Data will only be shared and used within the bounds of the law.In certain circumstances We may be legally required to share certain data held by Us, which may include your personal information, for example, where We are involved in legal proceedings, where We are complying with the requirements of legislation, a court order, or a governmental authority. We do not require any further consent from you in order to share your data in such circumstances and will comply as required with any legally binding request that is made of Us.
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Changes to Our Privacy Policy
We may change this Privacy Policy as we may deem necessary from time to time, or as may be required by law. Any changes will be immediately posted on Our Site and you will be deemed to have accepted the terms of the Privacy Policy on your first use of Our Site following the alterations. We recommend that you check this page regularly to keep up-to-date

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