Terms of Business

Unless otherwise qualified in the Proposal, fee rates quoted are fixed for the term of the Project. ABL Risk Management Limited (Company Reg No. 09964239).

In addition to the stated fee rates, ABL Risk Management Limited will be entitled to charge the Client for Project-related bought-in goods and services and reasonable travel and subsistence costs actually and properly incurred in the execution of the Project.

The prices and fee rates quoted or accepted by ABL Risk Management Limited shall, unless expressly stated in the Proposal, be deemed to be exclusive of all duties and taxes all of which shall be paid by the Client.

Payment terms are net by return following receipt of ABL Risk Management Limited’s invoice.

Where the Client is required to supply information, equipment, etc. necessary for the Project, these must be supplied in good time to enable ABL Risk Management Limited to proceed with the Project, otherwise we shall have discretion to recover costs attributable to their non-delivery.

Where the Client varies the Project from that agreed between the Client and ABL Risk Management Limited at the time the Contract is first made, such additional work or services shall be supplied to the Client in accordance with these terms and conditions at the prices, rates and fees applying at the date at which the additional work or services are agreed.

Should it become clear that the Project cannot be completed within the agreed time period, ABL Risk Management Limited will notify the Client and limit costs awaiting instructions from the Client. In the event of suspension of the Project on the Client’s instructions, or lack of instruction, any extra expenses incurred may be charged to the Client.

In no event shall ABL Risk Management Limited be liable for any indirect, special, incidental, consequential or punitive damages or for any lost profits or other economic loss relating to or arising out of or in connection with the Contract and/or the Project. Subject to the foregoing, ABL Risk Management Limited’s liability if any, relating to, arising out of or in connection with the Contract and/or the Project shall not exceed the lesser of: (a) ABL Risk Management Limited’s Professional Indemnity Cover which is £5,000,000 per claim or; (b) the net fees, commissions and bonuses in respect of the Contract. Nothing in this Clause 2.8 shall exclude or restrict the liability of ABL Risk Management Limited for fraud or for death or personal injury caused by ABL Risk management Limited’s negligence (or the negligence of its employees while acting in the course of their employment).

Details of ABL Risk Management Limited’s Professional Indemnity cover are available upon application.

In addition to the stated fee rates, ABL Risk Management Limited will be entitled to charge the Client for Project-related bought-in goods and services and reasonable travel and subsistence costs actually and properly incurred in the execution of the Project.

The prices and fee rates quoted or accepted by ABL Risk Management Limited shall, unless expressly stated in the Proposal, be deemed to be exclusive of all duties and taxes all of which shall be paid by the Client.

Payment terms are net by return following receipt of ABL Risk Management Limited’s invoice.

Where the Client is required to supply information, equipment, etc. necessary for the Project, these must be supplied in good time to enable ABL Risk Management Limited to proceed with the Project, otherwise ABL Risk Management Limited shall have discretion to recover costs attributable to their non-delivery.

Where the Client varies the Project from that agreed between the Client and ABL Risk Management Limited at the time the Contract is first made, such additional work or services shall be supplied to the Client in accordance with these terms and conditions at the prices, rates and fees applying at the date at which the additional work or services are agreed.

Should it become clear that the Project cannot be completed within the agreed time period, ABL Risk Management Limited will notify the Client and limit costs awaiting instructions from the Client. In the event of suspension of the Project on the Client’s instructions, or lack of instruction, any extra expenses incurred may be charged to the Client.

In no event shall ABL Risk Management Limited be liable for any indirect, special, incidental, consequential or punitive damages or for any lost profits or other economic loss relating to or arising out of or in connection with the Contract and/or the Project. Subject to the foregoing, ABL Risk Management’s liability if any, relating to, arising out of or in connection with the Contract and/or the Project shall not exceed the lesser of: (a) ABL Risk Management’s Professional Indemnity Cover which is £5,000,000 per claim or; (b) the net fees, commissions and bonuses in respect of the Contract. Nothing in this Clause 2.8 shall exclude or restrict the liability of ABL Risk Management Limited for fraud or for death or personal injury caused by ABL Risk Management Limited’s negligence (or the negligence of its employees while acting in the course of their employment).

All times agreed for completion of the Project are approximate, are given without commitment and are not “of the essence”. Subject to the foregoing, ABL Risk Management Limited shall use its reasonable endeavours to effect performance by the agreed times. Should it become clear that the Project cannot be completed by the anticipated completion date, ABL Risk Management Limited will advise the Client with a view to reaching agreement as to the satisfactory revised completion date.

ABL Risk Management Limited shall be under no liability for any loss or damage whatsoever arising directly or indirectly out of delay in or lateness of performance, whether due to the fault of ABL Risk Management Limited or not, nor shall such delay or lateness be a breach or repudiation of the Contract.

ABL Risk Management Limited will carry out the Project using its best endeavours, but due to the nature of its work ABL Risk Management Limited cannot guarantee that the Project outcome will be satisfactory for the Client’s purposes.

No representation, condition or warranty, expressed or implied, statutory or otherwise is given or deemed to be given by ABL Risk Management Limited in respect of the work carried out for the Client, other than those expressly given in the Contract.

All services and information will be provided by ABL Risk Management Limited in good faith without liability on its part and the Client agrees to hold ABL Risk Management Limited harmless at all times. ABL Risk Management Limited accepts no liability for the work done, nor for anything the Client does or does not do as a consequence of ABL Risk Management Limited’s conduct of the Project.

ABL Risk Management Limited reserves the right to dispose of any and all property supplied by the Client or its customers in connection with the Project which remains in our custody for six (6) months beyond the end of the Project without recompense of any kind.

The Client shall collect or arrange for the storage of any property supplied by the Client or its clients within thirty (30) days of being notified that it is ready for collection. In case of default and notwithstanding the above ABL Risk Management Limited reserves the right to arrange for storage and to charge the Client with all storage and handling costs incurred.

All property provided to ABL Risk Management Limited by the Client or its customers for the purposes of the Project are provided entirely at the Client’s risk. ABL Risk Management Limited accepts no liability for the replacement or value of such materials and property in the event of its loss or damage, howsoever caused.

Unless expressly specified to the contrary any measures, ratings, standards, performance figures, specifications or other descriptive matter given in any Proposal or other Contract document are approximate only.

The content of any publicity material including catalogues, price lists, advertisements or other published matter and the like are solely intended to represent an overview of ABL Risk Management’s capabilities and will not form part of the Contract or be considered a collateral warranty or a representation inducing the same.

ABL Risk Management Limited undertakes to keep confidential all data pertaining to the Client and its customers that are disclosed in the course of the Project and/or otherwise provided under the terms of the Contract, except where the Client has given specific consent to such disclosure.

ABL Risk Management Limited shall not refer publicly to the Contract with the Client unless the Client has approved the content and distribution of the publication in advance in writing.

For the purpose of this clause, the terms ‘Controller’, 'Processor' and ‘Personal Data’ shall take the meaning given to them in the General Data Protection Regulation (the 'GDPR').

The parties agree that for the purpose of this Contract the Client is a Controller and ABL Risk Management Limited is a Processor for the purposes of processing Personal Data.

The Parties shall at all times comply with all Data Protection laws. In particular, when processing data in accordance with the terms of this Contract, the Processor shall:

1. Only process data in accordance with this Contract and any written instructions of the Controller, unless they are required by law to act without instructions or the instruction itself infringes Data Protection laws;

2. Not disclose any personal data to anyone unless strictly necessary under this Contract, where required to do so by law, or with the Controller’s prior written consent;

3. Implement and maintain appropriate technical and organisational measures to ensure the security of processing and to protect against accidental, unauthorised or unlawful destruction, loss, alteration, disclosure or access in accordance with Article 32 of the GDPR;

4. Provide any information reasonably required by the Controller to enable them to perform their duties in allowing data subjects to exercise their rights under the GDPR and to demonstrate the Parties compliance with their respective obligations under this clause and the Data Protection laws;

5. Notify the Controller promptly (and in any event within 24 hours) on becoming aware of any suspected, actual or threatened breach of Data Protection laws.

If either party becomes aware of a complaint relating to the services, it shall inform the other party as soon as reasonably practicable and in any event within 3 business days. The parties shall provide each other with any reasonable assistance and information required to assist with the resolution of any complaint.

Any strategies, documents, checklists, systems or templates used by ABL Risk Management Limited Limited in the course of the Project shall at all times remain the intellectual property of ABL Risk Management Limited. The Client shall hold the same confidential and shall not divulge the same to, or use the same for the benefit of, any other person, except with the prior written consent of ABL Risk management Limited.

The Client shall not in any publication or publicity material at any time make use of any report or statement issued by ABL Risk Management Limited, nor any extract there from, nor refer to the fact that the Project has been the subject of a contract with ABL Risk Management Limited Limited without the express written permission of a director of ABL Risk Management Limited. Such permission shall not be unreasonably withheld.

ABL Risk Management Limited reserves the right to dispose of any and all property supplied by the Client or its customers in connection with the Project which remains in our custody for six (6) months beyond the end of the Project without recompense of any kind.

The Client shall collect or arrange for the storage of any property supplied by the Client or its clients within thirty (30) days of being notified that it is ready for collection. In case of default and notwithstanding the ABL Risk Management Limited (Company Reg No. 09964239) 4 above, ABL Risk Management Limited reserves the right to arrange for storage and to charge the Client with all storage and handling costs incurred.

All property provided to ABL Risk Management Limited by the Client or its customers for the purposes of the Project are provided entirely at the Client’s risk. ABL Risk Management Limited accepts no liability for the replacement or value of such materials and property in the event of its loss or damage, howsoever caused.

ABL Risk Management Limited or the Client may terminate the Contract on sixty (60) days written notice. On termination ABL Risk Management Limited shall be entitled to be reimbursed for work actually and properly done to the date of termination, together with reasonable expenses for work commissioned prior to that date. The Client shall be entitled to receive the output of the Project as was complete at the termination date.

ABL Risk Management Limited shall be entitled to assign or sub-contract, charge or otherwise deal in any or all of its obligations under the Contract without the prior written consent of the Client. Any such assignment or sub- contracting shall not relieve ABL Risk Management Limited from any of its obligations under the Contract.

No term of the Contract shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by a third party and such third party shall not have any right: (a) to directly enforce, bring proceedings in respect of or make claims relating to the parties’ obligations under the Contract; or (b) to be consulted or object to any change in the terms of the Contract.

Any dispute arising out of the conduct of the Contract shall be discussed by ABL Risk Management Limited and the Client with a view to reaching an amicable solution. Should any dispute (not being a dispute in relation to which ABL Risk Management Limited is empowered by the Contract to make final and conclusive decision) not be settled amicably it shall at the option of either party be referred to the arbitration of a single arbitrator to be agreed upon by ABL Risk Management Limited and the Client or failing such agreement to an arbitrator to be nominated by a mutually acceptable institution. Nothing herein restricts either party’s rights in law.

Notwithstanding the rights of ABL Risk Management Limited and the Client otherwise than under the Contract, no delay, neglect or forbearance by ABL Risk Management Limited or the Client in enforcement of any term or condition of the Contract shall be deemed to be a waiver of the terms and conditions without prejudice to the rights of either party under the Contract.

The terms and conditions of the Contract between ABL Risk Management Limited and the Client shall be covered by and construed in all respects in accordance with the Law of England and Wales and the parties irrevocably and unconditionally submit to the exclusive jurisdiction of the English Courts.