Terms & Conditions

TERMS AND CONDITIONS OF SALESLEAP LTD FOR THE SUPPLY OF SERVICES TO BUSINESSES

1. Definitions
In these terms and conditions, the following words shall have the following meanings:
“SalesLeap” means SalesLeap (UK) Ltd registered in England and Wales under company number 6851143
“the client” means the person who enters the contract with SalesLeap and the business represented by that person
“contract” these terms and conditions along with the agreed search criteria and any subsequent updates along with any agreements for further service provision to the client entered into by SalesLeap and supported in writing by it
“searches” means the activity carried out by SalesLeap on behalf of the client against pre agreed criteria for sales opportunities
“support work” Means activities, including searches, undertaken by SalesLeap on behalf of the client to assist in the clients development. This may include any form of training or consultancy provision and may vary from time to time
“subscription” means the fee chargeable for the provision of tender search services by SalesLeap for such subscription period as SalesLeap and the client agree
“Trainer” means the person or persons provided by SalesLeap to provide training services to the client organisation against pre agreed criteria
“Delegate” means the person or persons of the client organisation attending training provided by SalesLeap
“Consultant” means the person or persons provided by SalesLeap to deliver support within the client organisation against pre agreed, and or developing criteria

2. Service delivery and terms of use
2.1 SalesLeap reserves the right to change these terms and conditions at any time for any reason. Should any changes be made they will be made available on the www.salesleap.co.uk internet site
2.2 The client shall not copy, use, modify, transmit, distribute or reverse engineer information available on the internet site www.salesleap.co.uk which is, for the avoidance of doubt, the property of SalesLeap) or subsequently provided by SalesLeap except as expressly permitted by SalesLeap
2.3 The client shall permit SalesLeap to issue or make any public announcement regarding the relationship, the contract, the services delivered and outcomes thereof. SalesLeap shall not be permitted however to divulge any such information that may be deemed to be confidential to the client and by virtue of it being disclosed may cause commercial damage to the client. Neither the client nor SalesLeap shall be prohibited from issuing or making any such public announcement or disclosing such information if it is necessary to do so to comply with any applicable law or the regulations of a recognised stock exchange. Subject to the foregoing, the client shall not communicate in any fashion to any third party, or use to contribute towards any other service or services, any information provided by SalesLeap
2.4 Any unauthorised use of any trademarks, service marks, and trade names (whether registered or not), copyright, design rights and all other intellectual property of SalesLeap (whether on the SalesLeap internet site or in any literature supplied or otherwise) is strictly prohibited
2.5 In order for SalesLeap to meet its service provision, the client shall provide true, current, complete and accurate information in association with its business, its products and services along with further information as required
2.6 SalesLeap will not warrant, expressed or implied, the accuracy of any information provided for any purpose and shall not be liable for any errors, inaccuracies, omissions or delays in content or information supplied, or for any actions taken by the client based on that information. The client shall have no right to a refund for all or any part of fees paid in the event of any such failure or outcome in the use of such content or information
2.7 Under no circumstances shall SalesLeap, nor its affiliates, agents, or suppliers, be liable for any damages, including without limitation of lost revenues, profits or other gain, direct, indirect, incidental, punitive, consequential, or other whether in contract, tort, or otherwise, arising out of the use or inability to use the information provided by SalesLeap except in the case of death or personal injury caused by the negligence of SalesLeap
2.8 The client shall indemnify, and keep indemnified, SalesLeap against any loss or damage that it may incur as a result of actions taken or otherwise based upon all and any information supplied
2.9 Any reference to any further internet site or third party product or service does not constitute or imply its endorsement by SalesLeap. The Client assumes all risk with respect to its use
2.10 When SalesLeap forwards information to the client via a third party telecommunications provider email it will not be held liable for non receipt or delay of such information
2.11 SalesLeap may need to temporarily suspend the service without notice in order to repair, maintain or improve the service or our network, or in an emergency. If this is necessary, SalesLeap will try to keep you informed and will try to keep interruptions in its service provision to a minimum but cannot guarantee to do so
2.12 Both SalesLeap and the client (each a “Receiving Party”) shall keep the confidential information of the other Party (“Supplying Party”) confidential and secret, whether disclosed to or received by the Receiving Party. The Receiving Party shall only use the confidential information of the Supplying Party for the purposes of the contract. The Receiving Party shall inform its officers, employees and agents of the Receiving Party’s obligations in respect of confidential information and shall take reasonable steps to ensure that the Receiving Party’s officers, employees and agents meet the obligations. The foregoing obligations shall not apply to any information which (i) was known or in the possession of the Receiving Party before it was provided to the Receiving Party by the Supplying Party, (ii) is, or becomes, publicly available through no fault of the Receiving Party, (iii) is provided to the Receiving Party without restriction or disclosure by a third party, who did not breach any confidentiality obligations by making such a disclosure, (iv) was developed by the Receiving Party (or on its behalf) who had no direct access to, or use or knowledge of the confidential information supplied by the Supplying Party; or (v) is required to be disclosed by order of a court of competent jurisdiction. This paragraph 2.12 shall survive termination of the contract for a period of [2] years.

3. Contract terms
3.1 The client is deemed to have entered into a contract with SalesLeap when it has either
a) provided SalesLeap with a purchase order number for the provision of any proposed support work
b) agreed to any work by the acceptance (written or otherwise) of a proposal as provided by SalesLeap
c) provided SalesLeap a fee payment for the commencement of support work
3.2 By entering into a contract with SalesLeap the client representative agrees that they have the authority to purchase the service on behalf of the company or employer
3.3 The client may not assign or otherwise transfer any or all of its rights and obligations under the contract without the written consent of SalesLeap
3.4 SalesLeap may transfer the contract to any group or associated company and to any business taking over the supply of service/s or any part of it. We may also be permitted to subcontract the service/s or any part thereof
3.5 Any delay or failure in enforcing any right under the contract at is not a waiver of that right and will not prevent that right or any other right or remedy being exercised or enforced
3.6 For the purposes of the Contracts (Rights of Third Parties) Act 1999 the contract is not intended to, and does not, give any person who is not a party to it any right to enforce any of its provisions.
3.7 The contract is made under English Law and is subject to the jurisdiction of the Courts of England and Wales

4. Provision of Tender Searches
4.1 SalesLeap will provide the client with an on-going tender search service against its selection of public sector procurement portals for the duration of the agreement
4.2 SalesLeap will agree with the client the extent of the search criteria being undertaken and use reasonable endeavours to source appropriate tenders against this criteria
4.3 SalesLeap provide no warranties or guarantees of any nature as to the volume of opportunities that it may provide to the client when providing a tender search service

5 Provision of Training services:
5.1 Unless otherwise agreed in writing by SalesLeap Ltd prior to the commencement of the engagement the client is responsible for the provision of: suitable training room(s) IT including projection, internet connection, flip chart(s) and pens and audio. Delegate and instructor refreshment, meals, accommodation and the printing of course materials and manuals for delegates.
5.2 As defined under clause 7.4, the client shall also be responsible for trainer’s travel costs to and from the training venue.
5.3 SalesLeap Ltd will provide: tuition, soft copy course materials for projection.
5.4 Delegates shall act reasonably throughout the training. SalesLeap may remove a delegate from a course, where, in the opinion of the trainer, which shall be final, the delegate is behaving unreasonably.
5.5 SalesLeap must be notified of any special requirements a reasonable time before the course and in any event not later than 10 clear working days before the course. Additional requirements may incur additional costs.
5.6 The client agrees that it shall not for a period of one year from the date of the last course solicit or entice away either on its own behalf or in conjunction with any other or on behalf of any other person firm or company any trainer provided by SalesLeap.
5.7 In the event that a trainer provided by SalesLeap accepts full time employment with the client a fee of 30% of their gross annual remuneration or payment and benefits. SalesLeap will invoice this sum forthwith and payment will be due within the payment terms within clause 7.
5.8 SalesLeap shall maintain suitable professional indemnity and public liability insurance for SalesLeap employees.

6 Provision of Consultancy services:
6.1 The consultant provided by SalesLeap shall exercise all reasonable skill, care and diligence in the performance of the Services.
6.2 The consultant shall provide all equipment
6.3 The consultant provided by SalesLeap retains the right, subject to written notice, to withdraw from the project if, in his view, project development falls below an acceptable professional standard
6.4 If the agreement requires a project plan and or schedule of work this shall be prepared in in conjunction with the client and a copy will be appended to this agreement. Any variations to the project plan shall be agreed in writing by both parties prior to the commencement of any additional support work.
6.5 During the provision of on client site consultancy services the client shall provide suitable working space for the consultant, access to data, information and staff necessary for the performance of the consultancy project and will not withhold any material information that may prejudice the successful performance of the project by the consultant.
6.6 The consultant shall not remove any items belonging to the client from the Premises without having first obtained written permission from the client. The consultant shall maintain written records of all items so removed.
6.7 As defined under clause 7.4, the client shall also be responsible for consultant’s travel costs to and from client site and to any other locations deemed necessary for the effective performance of the consultancy project.
6.8 SalesLeap Ltd will provide – consultant, consultancy project plan, on-going project progress reporting at a frequency agreed with the client
6.9 SalesLeap shall maintain suitable professional indemnity and public liability insurance for SalesLeap employees.

7. Payment terms
7.1 If a payment is made via a bank transfer process of any kind all bank charges and any associated fees will be the responsibility of the client
7.2 Payments for all tender search fees must be paid in advance of a service being provided by SalesLeap. All other fees must be received within fourteen days of issue of invoice unless expressly agreed in writing by the parties
7.3 All prices are quoted excluded VAT at the prevailing rate
7.4 The client will be responsible for all and any travel and living costs incurred by SalesLeap, its employees or agents, whilst carrying out its obligations of support work. Where payment for such expenses is incurred prior to delivery of support work these expenses will be invoiced to the client at the point of payment by SalesLeap, its employees or agents
7.5 Under the terms of Late Payment of Commercial Debts (Interest) Act 1998 and Late Payment of Commercial Debts Regulations 2002 (or in either case any substitute or replacement legislation) SalesLeap retains the right to charge interest on overdue invoices at the rate of 8% above the Bank of England prevailing base rate.
7.6 In the event of termination of the contract the client will be responsible for any costs incurred or agreed up to the date of termination.
7.7 Applications for service provision may be subject to credit check

8. Cancellation policy for support work other than tender search
8.1 Once a schedule for SalesLeap to deliver support work has been agreed cancellation fees apply in accordance with the following sliding:
a) More than 30 calendar days prior to the support work start date; 25%
b) 30 to 15 calendar days prior to commencement of the support work start date; 50%
c) Less than 15 calendar days prior to the commencement of the support work start date; 100%
8.2 Cancellation policy also applies to date changes
8.3 These fees are charged in addition to any expenses incurred by SalesLeap prior to the cancellation in accordance with clause 7.4.

9. Tender search subscription renewal and cancellation policy
9.1 Fourteen days prior to the end of the clients initial subscription period (and any subsequent subscription period) SalesLeap will automatically renew the subscription period by the issuance of an invoice unless we receive a written cancellation request
9.2 Cancellation requests must be received by SalesLeap prior to the completion of the final working day (5pm) of the month prior to the end of any current subscription period. Failure to do so will result in your subscription being renewed automatically and a new subscription fee being incurred
9.3 Cancellation must be made in writing to SalesLeap Ltd, Granta Lodge. 71 Graham Road. Malvern WR14 2JS. (or such other address as SalesLeap may advise in writing from time to time)
9.4 If the client chooses to cancel in writing by any other means it is done so entirely at the client’s own risk
9.5 SalesLeap may cancel the clients subscription at its sole discretion and with immediate effect on giving written notice if
(a) the client is found to be in material breach of any obligation under the contract and, except in relation to payment, where the client can remedy the breach but has failed to do within fourteen days of SalesLeap specifying the breach and required remedy
(b) Should either party become insolvent, have a receiver or administrator appointed over the whole or part of the assets, enter into a voluntary agreement with creditors, or have an order or resolution passed to be wound up, or where you are an individual or partnership, if you become bankrupt
9.6 Should the subscription be cancelled by either party SalesLeap cannot provide refunds for unused months of a subscription period

10. Severance
10.1 If any provision of the contract is prohibited by law or judged by a court to be unlawful, void or unenforceable, the provision shall, to the extent required, be severed from the contract and rendered ineffective as far as possible without modifying the remaining provisions of the contract, and shall not in any way affect any other circumstances of or the validity of the enforcement of the contract. Should any provision within this contract be deemed unlawful then the parties agree to negotiate in good faith to secure an alternative provision which materially reflects the provision of the severed clause. Time shall be of the essence.

11. Force Majeure
11.1 SalesLeap shall not have any liability under or be deemed to be in breach of the contract for any delays or failures in performance of the contract that results from circumstances beyond its reasonable control. SalesLeap shall notify the client in writing as soon as reasonably practicable when such circumstances cause a delay or failure in performance and when they cease to do so. SalesLeap shall however make all reasonable endeavours to resume operation and full service delivery to the client. If such circumstances continue for a continuous period of more than [3] months either SalesLeap or the client may terminate the contract by written notice to the other.

12. Data protection
12.1 SalesLeap endorses the Data Protection act 1998. In future SalesLeap may contact the client by mail, telephone, email or other means for marketing purposes and may pass client details to agents acting on its behalf but will not sell, rent or disclose information held to any other third parties without the clients consent unless required to do so by law.
12.2 If at any time the client wishes to opt out and be removed from SalesLeap’s database or do not wish to receive marketing communications you can do so by advising us by writing to the Data Administrator, SalesLeap Ltd. Granta Lodge. 71 Graham Road. Malvern. WR14 2JS

TERMS AND CONDITIONS OF SALESLEAP (UK) LTD FOR THE SUPPLY OF SERVICES TO BUSINESSES

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