TERMS AND CONDITIONS
1.1 These conditions will apply to any contract between the parties unless specifically amended in writing by the Supplier prior to the commencement of work. The Customer is the person, company, authority, agency or other body who instructs the Supplier to provide the Services.
1.2 You can find information regarding the Supplier and the Services we provide in our information literature and brochures or on our website www.planninggainexperts.co.uk.
1.3 The Contract constitutes the entire agreement between the Parties. The Customer acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of the Supplier which is not set out in the Contract.
1.4 Any samples, drawings, descriptive matter, or advertising issued by the Supplier, and any descriptions or illustrations contained on our website or catalogues or brochures, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Contract or have any contractual force.
1.5 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice, or course of dealing.
2. How to order Services
2.1 Once we have received your request for Services via our website or by direct contact with us, we will in the case of Bespoke Services, contact you to confirm the Services you require and our acceptance of that request in writing. For On-Line Training you will be directed to the relevant website where you can access the training and pay for it at the same time.
2.2 Supplier may reject an order where, for example, the Services have been temporarily suspended, because a credit reference is unsatisfactory, or where we cannot verify your age. If this happens, we will inform the Customer as soon as possible and refund any sums paid for Services which have not been received.
2.3 If the Customer wishes to order Online Training Services (as described in Schedule 1), the Customer will access the Kajabi portal (“the Kajabi portal”) which can be accessed via the Supplier’s website. The Kajabi portal will allow the customer to choose which course or module they may wish to access and offer payment options.
3. Supplier Obligations
3.1 We will use all reasonable endeavours to meet any performance dates specified, but any such dates shall be estimates only and time shall not be of the essence for performance of the Services.
3.2 We will provide the Services using reasonable care and skill.
4. Customer Obligations
4.1 The Customer must:
a) ensure that the terms of engagement set out in this Contract, and which confirms the Services as set out in Schedule 1, we will provide are complete and accurate;
b) co-operate with the Supplier in all matters relating to the Services; and
c) provide the Supplier with such information and materials as we may reasonably require in order to supply the Services and ensure that such information is accurate in all material respects.
4.2 Subscription Services
Subject to the Customer purchasing the User Subscriptions, the restrictions set out in this clause and the other terms and conditions of this Contract, the Supplier hereby grants to the Customer a non-exclusive, non-transferable right and licence, without the right to grant sublicences, to permit the Authorised Users to use the Services during the Subscription Term.
4.3 The Customer undertakes that:
- the maximum number of Authorised Users shall not exceed the number of User Subscriptions it has purchased from time to time;
- it will not allow or suffer any User Subscription to be used by more than one individual Authorised User;
- each Authorised User shall keep a secure password for their use of the Services which shall not be shared with anyone;
and the Supplier reserves the right, without liability or prejudice to its other rights to the Customer, to disable the Customer's access to any material that breaches the provisions of this clause.
4.4 The Customer shall not:
- except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under this Contract:
- attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Services in any form or media or by any means; or
- attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software; or
- access all or any part of the Services in order to build a product or service which competes with the Services; or
- use the Services to provide services to third parties; or
- license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services available to any third party except the Authorised Users, or
- attempt to obtain, or assist third parties in obtaining, access to the Services other than as provided under this clause 4; or
- introduce or permit the introduction of, any virus into the Supplier's network and information systems.
4.5 The Customer shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Services and, in the event of any such unauthorised access or use, promptly notify the Supplier.
5. Customer Default
5.1 If the Supplier’s performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the Customer or failure by the Customer to perform any relevant obligation (Customer Default):
a) The Supplier shall without limiting its other rights or remedies have the right to suspend performance of the Services until the Customer remedies the Customer Default;
b) The Supplier shall not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from the Customer Default; and
c) the Customer shall reimburse the Supplier on written demand for any costs or losses sustained or incurred by the Supplier arising directly or indirectly from the Customer’s Default.
6. Costs and Charges
6.1 The Charges shall be calculated in accordance with Schedule 2. The Charges will be reviewed annually on 1 April or in accordance with any fee arrangement which is agreed in writing between the Supplier and the Customer;
6.2 In respect of Bespoke Services, the Supplier shall be entitled to charge the Customer for any expenses reasonably incurred by the individuals whom the Supplier engages in connection with the Services including, but not limited to, travelling expenses, hotel costs, subsistence and any associated expenses, and for the cost of services provided by third parties and required by the Supplier for the performance of the Services, and for the cost of any materials. Exceptional items of expenditure required by the Supplier will be agreed in advance in writing;
6.3 All fee proposals and charges which may be payable by the Customer, exclude Local Authority costs where applicable. Such fees will be paid directly by the Customer to the Local Authority concerned. Please note the granting of planning permission is at the Local Authorities discretion and beyond the Supplier’s control and no guarantee that it will be granted is given.
6.4 The Customer shall pay all amounts due under the Contract in full without any set-off, counterclaim, deduction or withholding (except for any deduction or withholding required by law). The Supplier may at any time, without limiting its other rights or remedies, set off any amount owing to it by the Customer against any amount payable by the Supplier to the Customer.
6.5 Supplier may charge the Customer additional sums if information we have asked for to allow us to understand Customer’s requirements, and to provide the Services in accordance with this Contract is not provided in a timely manner.
6.5 All amounts payable under the Contract are exclusive of Value Added Tax (VAT).
7. Changes to the Contract
7.1Supplier may change the Services in the following circumstances:
- to reflect changes in relevant laws and regulatory requirements;
- to make minor technical adjustments and improvements, for example to address a security threat; and
- to update digital content, provided that the digital content always matches the description of it that we provided to you before you bought it. We might ask you to install these updates.
7.2 The Supplier can also make the following types of change to the product or these terms, and will notify you and you can then contact our Customer Service Team: www.planninggainexperts.co.uk or 0330 1331076 to end the Contract before the change takes effect and receive a refund for any Services you've paid for in advance, but have not received.
7.3 The Supplier can suspend the Services. The Supplier may do this to:
- deal with technical problems or make minor technical changes;
- update the Services to reflect changes in relevant laws and regulatory requirements; or
- make changes to the Services.
7.4 The Supplier will contact you in advance to tell you we're suspending supply of the Services, unless the problem is urgent or an emergency. If we suspend the Services for longer than seven days in any three-month period we may adjust the price so you don't pay for it while its suspended. If we suspend supply, or tell you we're going to suspend supply, for more than 21 days you can contact our Customer Service Team: www.planninggainexperts.co.uk or 0330 1331076 to end the Contract and we'll refund any sums you've paid in advance for Services you won't receive or have not used.
7.5 The Supplier may stop providing Services, such as an ongoing service or a subscription for digital content or goods. The Supplier will let you know at least 14 days in advance and will refund any sums you've paid in advance for products which won't be provided.
8. Intellectual Property Rights
8.1 For the purposes of this section Intellectual Property Rights shall mean: patents, rights to inventions, copyright and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in design, computer software, database rights, rights to use and protect confidential information including know how and trade secrets, and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
8.2 All Intellectual Property Rights in or arising out of or in connection with the Services shall be owned by the Supplier.
8.3 The Customer acknowledges that, in respect of any third-party Intellectual Property Rights, the Customer’s use of any such Intellectual Property Rights is conditional on the Supplier obtaining a written licence from the relevant licensor on such terms as will entitle the Supplier to license such rights to the Customer.
A party (receiving party) shall keep in strict confidence all property addresses shared for the purposes of training, all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to the receiving party by the other party (disclosing party), its employees, agents or subcontractors, and any other confidential information concerning the disclosing party’s business, its products and services which the receiving party may obtain. The receiving party shall only disclose such confidential information to those of its employees, agents and subcontractors who need to know it for the purpose of discharging the receiving party’s obligations under the Contract, and shall ensure that such employees, agents and subcontractors comply with the obligations set out in this clause as though they were a party to the Contract. The receiving party may also disclose such of the disclosing party’s confidential information as is required to be disclosed by law, any governmental or regulatory authority or by a court of competent jurisdiction. This clause 9 shall survive termination of the Contract.
10. Limitation of Liability: The Customer’s Attention is Particularly Drawn to This Clause
10.1 Nothing in this Contract shall limit or exclude the Supplier’s liability for:
a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
b) fraud or fraudulent misrepresentation; or
c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
Except as expressly and specifically provided in this agreement:
- the Customer assumes sole responsibility for results obtained from the use of the Services by the Customer, and for conclusions drawn from such use. The Supplier shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to the Supplier by the Customer in connection with the Services, or any actions taken by the Supplier at the Customer's direction;
- all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this agreement; and
- the Services are provided to the Customer on an "as is" basis.
Subject to clause 10.1 :
- the Supplier shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under this agreement; and
- the Supplier's total aggregate liability in contract (including in respect of any indemnity), tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of this agreement shall be limited to the total Subscription Fees paid for the User Subscriptions during the 12 months immediately preceding the date on which the claim arose.
11. Third party providers
12.1 Outline planning applications are frequently required to be supported with indicative layouts or illustrations of principles of development. Whilst every effort is made to ensure accuracy, these drawings are intended to serve as a guide to the development and should not be regarded as definitive.
12.2 Final development schemes may show more or less development than the original indicative layouts depending on the development control criteria prevailing at the time of implementation of the final scheme.
12.3 The Supplier will not be liable for any errors or omissions which may result from the information supplied on planning histories, site survey information etc by Local Authorities or any other relevant bodies.
12.4 We make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to our website or the information, products, services, or related graphics contained on our website or the literature we provide or prepare on your behalf, for any purpose. Any reliance you place on such information is therefore strictly at your own risk.
12.5 We do not provide any guarantees or warranties and do not accept any liability, that any planning permission, or other approval, will be granted or in any particular timeframe.
12.6 In no event will we be liable for any loss or damage including without limitation, indirect or consequential loss or damage (including but not limited to loss of revenue, loss of profits, loss of sales or business, loss of agreements or contracts, loss or damage to goodwill, loss of anticipated savings, wasted expenditure, loss of privacy, loss of use of any building or site, loss of any contract or loss of data), or any loss or damage whatsoever arising from loss of data or profits arising out of, or in connection with, the use of this website or Supplier.
12.7 We do not provide any legal, investment, or financial advice or information and are not advising on the commercial viability or suitability of any proposals. The relevant independent expert advice on legal, investment or financial matters should be sought accordingly. No advice or recommendations given as part of this website or Services should be construed as legal, investment or financial advice. You should undertake appropriate research and seek expert advice with regards to the relevant risks.
This clause 12 shall survive termination of the Contract.
If we're unable to collect any payment you owe us, we will charge interest on the overdue amount at the rate of 4% a year above the Bank of England base rate from time to time. This interest accrues on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You pay us the interest together with any overdue amount.
14.1 Without limiting its other rights or remedies, The Supplier may terminate the Contract with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under this Contract on the due date for payment.
14.2 Without limiting its other rights or remedies, each party shall have the right to terminate the Contract by giving the other party 28 days written notice. Termination by the Customer will be subject to payment of the outstanding fees and expenses.
15. Consequences of Termination
15.1 On termination of this agreement for any reason:
- all licences granted under this agreement shall immediately terminate and the Customer shall immediately cease all use of the Services;
- each party shall return and make no further use of any equipment, property, and other items (and all copies of them) belonging to the other party;
- any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the agreement which existed at or before the date of termination shall not be affected or prejudiced.
15.1.1 The Customer shall immediately pay to the Supplier all of the Supplier’s outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, Supplier shall submit an invoice, which shall be payable by the Customer immediately on receipt;
15.1.2 Clauses which expressly or by implication survive termination shall continue in full force and effect.
16. Data Protection Legislation
17. Force Majeure
17.1 For the purposes of this Contract, Force Majeure Event means an event beyond the reasonable control of the Supplier including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of the Supplier or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.
17.2 The Supplier will give immediate notice to the Customer of any Force Majeure Event which makes it impracticable to carry out any of the Services and agree a suitable course of action with the Customer.
17.3 The Supplier shall not be liable to the Customer as a result of any delay or failure to perform its obligations under this Contract as a result of a Force Majeure Event.
- 18.1 If you are a Consumer rather than a business, you have additional legal rights to protect you and in particular the right to change your mind. For most of our Services paid for online or over the telephone, you have a legal right to change your mind about the purchase of the Services and receive a refund of what you paid. This is subject to some conditions, as set out below.
- 18.2 You can't change your mind about an order for:
- digital products and online video or live recordings after you have started to download, stream or watch these;
- services, once these have been completed;
- bespoke goods or services that are requested from third parties to your specifications where work has already started.
- 18.3 If you change your mind about the Services you must let us know no later than 14 days after:
- the day we confirm we have accepted your order for the Services.
- the day we confirm we have accepted your order, if it is for digital content for download, watching or streaming , although you can't change your mind about digital content once we have started providing it or you have begun using it.
- 18.4 To let us know you want to change your mind, contact our Customer Service Team: www.planninggainexperts.co.uk or 0330 1331076.
- 18.5 You have to pay for the Services you received before you change your mind. Supplier will not refund you for the time you were receiving it before you told us you'd changed your mind.
19. When and how we refund you.
19.1 If your product is a service that hasn’t been delivered, we refund you as soon as possible and within 14 days of you telling us you've changed your mind. We refund you by the method you used for payment. We don't charge a fee for the refund.
19.2 If you think there is an issue with the Services being provided by us, you must contact our Customer Service Team: www.planninggainexperts.co.uk or 0330 1331076. The Supplier will honour our legal duty to provide you with Services that are as described to you on our website and that meet all the requirements imposed by law. We can change products and these terms at any time.
20.1 Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service, commercial courier, fax or e-mail.
20.2 A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 20.1 if sent by pre- paid first class post or other next working day delivery service, at 9.00 am on the second business day after posting; if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed; or, if sent or e- mail, one business day after transmission.
20.3 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
In the first instance we would welcome the opportunity of discussing and resolving any dispute between the parties and Customer should, in the first instance, contact our Customer Service Team: www.planninggainexperts.co.uk or 0330 1331076. We will do their best to resolve any problems you have with us or our Services.
If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part provision under this clause shall not affect the validity and enforceability of the rest of the Contract.
A waiver of any right under the Contract or law is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict its further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
24. No partnership or agency.
Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, nor constitute either party the agent of the other for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way.
Schedule 1 – Services
1. Online Training Services may include the following:
- How to appraise sites financially.
- How to assess the planning potential of a site.
- How to approach landowners or their agents and negotiate.
- How to find sites.
- Identifying single building plots and large plots.
- Learning about brownfield and greenfield sites.
- Learning how to do land assembly.
- Learning about what free tools exist to assess the potential of sites.
- Learning the development hierarchy.
- Learning about the land allocation process with the Local Authority.
2. Bespoke Services may include:
A list of some of our services are provided below but these will be tailored to meet our customers specific needs:
- Site appraisals and feasibility studies to include sketch of the site to determine mix and quantity that can be achieved and access to help determine its viability.
- Concept design.
- Create all drawings in relation to the planning application.
- Discharge planning conditions.
- Prepare technical drawings and building regulation submissions.
- Prepare construction drawings.
Whilst we do not offer any financial advice, we will provide you with advice on where to access the following resources:
- Bridging finance.
- Development finance.
- Commercial mortgages.
Whilst we do not offer legal advice, we will provide you with advice on where to access legal advice on the following:
- Option and promotion agreements.
- Lock out agreements.
- Joint Venture contracts.
- Project manage the planning application process.
- Negotiate with the council on your behalf.
- Site Assessment and Development Potential Appraisals.
- Development Plan Monitoring and Representations.
- Design and master planning for larger projects.
- Consultation and Engagement.
- Pre-application Advice, Planning Applications and Appeals.
- Environmental Impact Assessment (EIA).
2.5 Negotiation and securing the sites
- Help negotiate the deal with the landowner for the right price and terms.
- Appraisal of the site and consider potential profits and costs (although no guarantee can be made in this respect).
- Exploring the exit strategy and deciding on the appropriate one for the land sourcers individual circumstances.
- Work closely with the solicitors to ensure you have de-risked the site as much as possible, the appropriate insurance is in place, boundaries and access are clear.
- Contract administration and consultancy such as preparing work specification, procure the most suitable contract type and fix the cost, inspect work at regular intervals, chair meetings with contractors, instruct contractors, agree variations, consider delays and authorisation of payments.
- Value engineer and optimise the designs and build to reduce cost.
- Providing cost estimates.
- Development / Project management of the site.
- Monitoring surveying throughout the build.
- Pre-acquisition building surveys detailing condition and suggestions for improvements.
- Deal with Party Wall matters to avoid disputes with neighbours.
We may provide monthly webinars on planning projects and how to navigate issues that may arise and how to optimise opportunities. This will be a discretionary and add on benefit that we can withdraw at any point without any charges being incurred.
- Monthly mentoring
This service will be for feedback on any sites you have submitted to our CRM system for our land team to review. You will be given your own personal login details for the CRM system and will be able to add property addresses and information for the land team to review and provide feedback.
Schedule 2 – Charges
In relation to the charges for the Online Training Services the following definitions shall apply:
Bespoke Service Charges
Monthly Mentoring fees