Styperson POPE

Strategy & Compliance for Investment Firms

Terms of Business

These terms of business govern the services which STYPERSON POPE will provide to you as laid out in the accompanying letter of engagement.

Information about each other
In the course of providing services to you, we may become privy to sensitive or confidential information about you, your business or the business of your clients which is not available in the public domain.  Except where required to disclose such information by a competent authority, we will keep such information confidential.

We may wish to disclose that we have provided services to you and in doing so, we may identify you by name.  Where we do this, we will limit any disclosure to a general indication of the nature of services provided.

We may, in the course of providing services to you, process personal data related to you and your business.  We will do this only in accordance with our data protection registration.

You will supply any information or assistance which we may reasonably require to provide services to you.  We may rely on this information and any instructions, however given, where we reasonably believe that the person supplying such information or instruction has your authority to do so.

Services provided to you
Where appropriate, we may provide our services from your premises or using computer systems provided by you.  Where this is the case, you will ensure that suitable arrangements are made and permissions given, including providing insurance.

Our services as supplied to you are for your benefit and information only and, except where required to disclose information by a competent authority or as agreed in writing by us, you will keep any product of our services confidential.

We shall retain the ownership and copyright in the product of our services.  You will be granted a licence in perpetuity for the non-exclusive use of the product of our services on payment of our charges related to the production of that product.  You may copy any product of our services for your own internal use.

Notwithstanding our responsibilities to provide you with services, you will, at all times, remain responsible for the management and operation of your business.  You must decide to what extent you wish to rely on advice given to you by us and you are responsible for the implementation of any advice.  You will remain responsible for meeting any requirements imposed on you by any authority, including the regulator.

Any advice given to you by us will not be legal advice or a legal opinion.  If we conclude that legal advice is required, we will inform you of this and facilitate your obtaining such advice.  We will not have any liability for advice given by any third party.

Where it is necessary to the services we are providing, we may speak to third parties about your business.  Except as required to do so by a competent authority, we will only do this having sought and received your permission.

Charges made by us
In return for the provision of services, you will, on presentation of our invoice, pay our charges as laid out in the accompanying letter of engagement.

If the provision of services is terminated, we will be entitled to payment for any services provided up until termination takes effect.

We may charge interest at the statutory rate on any amounts that remain unpaid thirty days after the presentation of our invoice.

This contract
This contract forms the entire agreement between us, supersedes any former agreement and can only be altered by mutual agreement in writing.

No party other than those detailed in the engagement letter will have any right to enforce or rely on any provision in this contract which does not confer any rights onto any third party.

Neither party will, without the prior written permission of the other, assign any benefit or responsibility under this contract to any third party.

In the event that either party does not enforce any rights available to them, those rights will remain available to them.

While providing services to you, we will not be liable for any loss or damage, including loss of profits, suffered by you or any other party as a result of the services provided however such loss or damage may be incurred, including by negligence.  We will remain liable for any fraud or deliberate breach of duty.

This contract and the provision of services which it covers can be terminated by either party giving 30 days notice in writing to the other.  The provisions in these terms which refer to confidential information, liability, the responsibilities of each party, and the rights under this contract will survive the termination of the provision of services.  All charges incurred up to the point of termination will become payable in full when termination takes effect.

Neither party will be in breach of their duties or obligations, nor will either party incur any liability to the other, if they are unable to comply with these terms as a result of any cause beyond their reasonable control.  If this event, both parties undertake as soon as is practicable to inform the other who will then have the option of terminating the provision of services with immediate effect.

Any notices described above must be given in writing to the party’s registered office address.

Each clause or term in this contract constitutes a separate and independent provision.  Should any provision be judged to be void or unenforceable, the remaining provisions will remain in force.

This contract will be subject to English law and all disputes arising will be subject to the exclusive jurisdiction of the English courts.

…The End!

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