Ask Julie
Standard Terms and Conditions: Version 1.0
1. Interpretation
(1) Unless it is clear from the context that some other meaning is intended:
(a) the Customer means anyone who contracts with the Supplier for the supply of goods and/or services;
Condition refers to one of the Terms;
the Consideration means the moneys due to the Supplier from the Customer for the supply of goods and/or
services;
Contract means an agreement between the Customer and the Supplier whereby the Customer agrees to acquire
goods and/or services from the Supplier, and the Supplier agrees to supply goods and/or services to the Customer
for the Consideration;
Order means an offer by the Customer to enter a Contract with the Supplier;
Specification means a description of the goods and/or services that the Customer agrees to acquire and the
Supplier promises to supply to the Customer;
the Supplier means Julie Black of Askjulie.co.uk of 24 Naseby Rise, Bradford, BD13 1QP,
Tel: 01274 883487, Mobile: 07833 089043, E-mail: enquiries@askjulie.co.uk Web: www.askjulie.co.uk
the Terms means these terms of Business;
(b) masculine pronouns and possessive adjectives connote the feminine and neuter and vice versa; and
(c) the singular includes the plural and vice versa.
(2) The headings to the Terms are intended to make the Terms easier to read and neither form part of the Terms
nor affect their construction.]
2. Status of these Terms
(1) These are the only terms upon which the Supplier supplies goods or services.
(2) Any other terms, whether oral, written, contained or referred to in instructions, Orders, offers to procure services
or otherwise, shall be disregarded.
(1) A Contract comes into being when, and only when, the Supplier accepts an Order for the supply of goods
and/or services.
(2) An Order will be deemed to have been accepted when the Supplier has signed and delivered a copy of the
Order to the Customer.
(3) No representation, warranty, statement of opinion or assurance will be relied upon by either party unless
they are set out or referred to in the Order.
(4) It is the Customer's responsibility to satisfy himself that the Specifications will meet his requirements.
(5) After a Contract comes into being it may be cancelled, rescinded or otherwise brought to an end only with the
written consent of the Supplier.
4. Pre-Contract Documents
(1) Any copyright subsisting in any proposal, quotation, drawing, draft specification, correspondence or other
document that may be prepared by The Supplier with a view to supplying goods and/or services shall belong
to the Supplier.
(2) The information contained in any of the documents mentioned or referred to in Condition 4 (1) shall be
deemed to be confidential.
(3) Such documents or their contents shall be disclosed only upon the following conditions:
(a) the person to whom they may be disclosed (the Confidant) shall acknowledge that they are
confidential and that their disclosure gives rise to an obligation of confidence to the Supplier;
(b) the Confidante promises to keep those documents under lock and key when not in use, not to
copy them without the Suppliers prior, written permission and promptly to return them together
with any and all copies that he or she may make upon request;
(c) such documents may be used only for the express purpose for which they are disclosed; and
(d) they may not be used by, or disclosed to, any other person without the Suppliers prior written permission.
(5) Should any copyright in such a document be infringed or obligation of confidence be breached, the damages
that the Supplier can recover shall be the Consideration that she could have charged for supplying the goods
and/or services referred to in the document in which it was contained or to which it relates.
5. Performance
(1) A Contract will be performed upon the delivery of all the goods or services specified in a Specification
(Specified Goods and/or Services).
(2) Specified Goods and/or Services will be deemed to have been delivered if they conform substantially to
the Specification.
(3) Time shall not be of the essence of any Contract.
(5) The Customer must test and inspect all goods or services for conformity with the Specification as soon as
they are delivered.
6. Consideration
(1) The Consideration shall be computed at the rates on the basis appearing in the Suppliers price list for the time being.
(2) Such rates shall not include
(3) The Supplier shall be entitled to recover value added tax and other applicable tax or duty upon any chargeable supply.
7. Payment
Unless the parties agree otherwise in writing:
(1) Property in any goods delivered to the Customer shall not pass to the Customer but shall remain with the
Supplier notwithstanding their resale or incorporation into other goods until all sums due to the Supplier from
the Customer are paid in full.
(2) For the avoidance of doubt, Condition 7 (1) shall not create a charge over the assets of the Customer.
(3) Without prejudice to her other rights and remedies, the Supplier shall be entitled to:
(a) interest computed on a day to day basis at the annual rate of 3% above the base rate of the HSBC Plc
for the time being upon any sum that may be due to her from the date such sum may fall due until
judgment or sooner payment; and
(b) an indemnity against any costs that it may incur (including lawyers fees in jurisdictions where such
costs are not usually recoverable from the unsuccessful party) in recovering such sum by civil
proceedings, arbitration or otherwise.
(a) not sell, lend, charge or otherwise part with possession of any goods that the Supplier may have delivered
to the Customer;
(b) store such goods separately from his own goods and identify them as the Suppliers goods to any of
his creditors who levies execution upon the Customers goods;
(c) report immediately to the Supplier any loss, destruction or damage of those goods by a third party and
use his best endeavours to recover them; and
(d) permit the Supplier to enter his premises upon request with workmen to recover those goods during
normal business hours.
8. Change Control
(1) A Specification may be modified or additional Services requested only with the written agreement of the Supplier
and the Customer, or one of the Customers partners, directors or other officers should the Customer be a
firm, company or other corporation.
(2) Should such modification require additional work, components or materials:
(a) the Supplier shall be entitled to an additional payment for such work; and
(b) she may complete the delivery of his goods and/or services later than the date that he had
previously promised to take account of such additional work.
9. Risk
(1) Risk in goods to be delivered to the Customer shall pass to the Customer as soon as they are despatched to him.
(2) The Customer shall insure the goods for the full value of the Consideration with a first class insurer and shall
furnish a copy of such policy or other evidence of such insurance upon The Suppliers request.
10. Intellectual Property
(1) The Supplier shall retain copyright and all other intellectual property rights in any work that are made pursuant
to the Contract.
(2) The Customer shall warrant to The Supplier that:
(a) he owns or is licensed to use any artwork, photographs, text or other copyright works in any materials
that he offers for incorporation into other work to be supplied by the Supplier; and.
(b) the Supplier will not infringe the intellectual property, breach any confidence or violate any other right
that may belong to a third party by carrying out the Customers instructions.
11. Indemnities
(1) The Customer shall indemnify and hold the Supplier harmless against any action, claim or demand by a
third party or any criminal or administrative penalty that the Supplier may incur as a result of any act or default
by the Customer including but not limited to claims for infringement of copyright and other intellectual property.
(2) Should the Supplier so request, the Customer shall insure against such liability with the Corporation of Lloyds
or some other first class insurer.
12. Termination
(1) The Supplier may terminate a Contract with immediate effect by notice to the Customer in any of the
following circumstances:
(a) the Customer states or makes clear by his conduct that he will no longer perform his obligations thereunder;
(b) the Supplier has reason to believe that the Customer or will be unable to pay his debts in full as and when
they fall due;
(c) if the Customer is an individual, a bankruptcy petition is presented to any court with jurisdiction over the
customer; or
(d) if the Customer is a company or other corporation, a petition is presented for the administration or winding
up of the Customer to any court with jurisdiction over the Customer or a winding up resolution is passed by
its members.
(2) Termination will not affect any rights or remedies that may have accrued to either party as at the date of
such termination.
13. Force Majeure
Should the Supplier be prevented or hindered from performing any Contract by circumstances beyond her
reasonable control (including but not limited to terrorism. strikes or other labour dispute) she shall not be
liable to the Customer for any loss or damage that the Customer may sustain from such non-performance
and the Supplier shall be excused from such performance while those circumstances persist.
Should any of these provisions be void, voidable or unenforceable on grounds of illegality or as contrary to
statute, public policy or ordre public in any part of the
deemed never to have formed part of these Terms but all other provisions shall remain in force.
15. Exclusion of Equitable Remedies
The failure of either party at any time to require performance by the other of any of these Terms shall not: affect
the right of that party to require performance at a later time, or be regarded as a waiver of the provision itself.
16. Notices
(1) All notices or notifications shall be in writing and signed by the party on whose behalf they are served or given.
(2). Subject to paragraph (3) below, such notice or notification may be delivered by post, fax or email to the address,
fax number or mailbox in this agreement.
(3) Either party may change the address, fax number or email where he or she will receive notices or notifications
by notifying the other in accordance with this clause.
(4) Postal delivery will be deemed to have taken place on the 7th day after the date of posting.
(5) Delivery by fax or email will be deemed to take place upon transmission of an automatic acknowledgement
by the remote fax machine or mail server.
17. Exclusion of Exclusion of Contracts (Rights of Third Parties) Act 1999
These Terms are not intended to create any right under the Contracts (Rights of Third Parties) Act 1999 which
is enforceable by any person who is not a party to a Contract and the rights of any third party under that Act are
hereby expressly excluded.
18. Choice of Law
These Terms and any Contract incorporating them shall be construed and enforced in accordance with the
laws of
19. Jurisdiction
The Customer submits irrevocably to the jurisdiction of the courts of
