Terms & Conditions
AdyatanTech General Terms and Conditions
1. Terms and Conditions
1.1 These are our general terms and conditions (“AGTC”) and will apply to any orders you make from us if referred to in our order form or other relevant contractual document. They set out our respective roles and obligations in relation to the services that we will deliver to you (“Services”) and any deliverables that we provide to you (“Deliverables”).
1.2 AGTC will prevail over any inconsistent terms or conditions contained in, or referred to in, your purchase order, confirmation of order, or specification, or implied by law, trade custom, practice or course of dealing. Your standard terms and conditions (if any) forming part of, attached to, enclosed with, or referred to in the purchase order or otherwise shall not form part of or govern the agreement between us (“Agreement”).
1.3 In relation to data protection and, in particular, GDPR, our relationship will be governed by the “Data Protection Schedule” at the end of these PGTC.
2. Our obligations
2.1 We shall use reasonable endeavours to meet any performance dates that we agree with you but any such dates shall be estimates only and time shall not be of the essence of the Agreement.
2.2 We shall appoint a nominated individual to liaise with you on all matters relating to the Services.
2.3 In terms of remote and on-site access to your premises and systems, our staff will abide by your security protocols to the extent that they have been notified by you thereof.
2.4 We shall abide by the terms of the Data Protection Schedule.
3. Your obligations
3.1 You shall:
3.1.1 co-operate with us in all matters relating to the Services and appoint a nominated individual, who shall have the authority to bind you contractually on matters relating to the Services;
3.1.2 provide in a timely manner such access to your premises and data, and such office accommodation and other facilities, as is requested by us;
4. Terms relating to orders received from you
4.1 All prices quoted are exclusive of VAT unless otherwise stated and are valid 30 days from the date shown on the document.
4.2 All software or hardware which we provide to you is manufactured by third parties and will be subject to any licence terms and conditions of use imposed by such third party. You are obliged to familiarise yourselves with such terms. We will have no liability for any malfunction or defect in such third party items but where requested will use our reasonable endeavours to liaise with the relevant third party to remedy the issue.
4.3 Delivery dates for all software and hardware are subject to availability.
4.4 We reserve the right to withhold, suspend, reschedule, or cancel the delivery of goods or Services in any instances we deem such action necessary.
5. Service Changes
5.1 If you wish to change the details or scope of the Services, you shall submit details of the requested change to us in writing.
5.2 We shall, within a reasonable time, provide a written estimate to you of whether we can accommodate your request, the likely time required to implement the change, any variations to our charges arising from the change and any other impact of the change on the terms of the Agreement.
6. Charges and payment
6.1 Where the Services are provided on a time-and-materials basis:
6.1.1 the charges payable for the Services shall be calculated in accordance with our standard daily or hourly fee rates as amended from time to time;
6.2 All invoices are subject to VAT, which we shall add to your invoices at the appropriate rate.
6.3 Time for payment shall be of the essence of the Agreement.
6.4 All payments payable to us under the Agreement shall become due immediately on termination of the Agreement, despite any other provision. This clause is without prejudice to any right to claim for interest under the law, or any such right under the Agreement.