Terms & Conditions

Please read the following important terms and conditions before you book anything on our website and check that they contain everything you want and nothing that you are not willing to agree to.

This contract sets out:

  • your legal rights and responsibilities;
  • our legal rights and responsibilities; and
  • certain key information required by law.

In this contract:

  • we’, ‘us’ or ‘our’ means PTS Network, a company registered in England and Wales; and
  • you’ or ‘your’ means the person using our site to buy services from our providers.

If you have any questions about this contract or any orders you have placed, please contact us by:

Definitions 

  • Accepted Quote: When a customer accepts a quote from a provider by clicking the “accept this quote” button on the platform.
  • Booking: Occurs once you have submitted a Quote which has been accepted by the Customer. 
  • Commission Fee: A fee applicable to an “accepted quote” in which you will be charged 7% +VAT of the total “quote” price (exclusive of VAT).
  • Content: the uploading text, photos, audio, video, information and any other content applicable to your account (“Content”).
  • Customer: those individuals who register an account on our platform for the purpose of obtaining quotes for the provision of Patient Transport Services.  
  • Declined Quote: When a customer declines (by clicking the “decline this quote” button on the platform) or ignores a quote from a provider.
  • Job: This is a request from a “customer” for PTS services.
  • Patient Transport Services: The transporting of the Customer that has been arranged between you and the Customer.  
  • Platform:  The web based application available at quote.ptsnetwork.co.uk that provides the functionality for “customers” and “providers” to create “jobs” and “quotes” and be introduced to one another for the provision of Patient Transport Services. 
  • Provider: A Patient Transport Service provider registered with the PTS Network with an active account on our platform who is offering to provide services.
  • Quote: A Provider quote price for providing the services requested within a customer Job.
  • Transport Date: the agreed date between you and the Customer in order to carry out the Booking and Patient Transport Services. 
  • Website: Our website at www.ptsnetwork.co.uk 

Do you need extra help?

If you would like this contract in another format please contact us using the details at the top of this page.

Who are we?

We are Vendue Group  Ltd t/as PTS Network a company registered in England and Wales under company number:11597455. Our registered office is at: Unit 103 Mayford Business Centre, Mayford Green, Woking, United Kingdom, GU22 0PP

Our VAT number is: 391825570

The details of this contract will not be filed by us. Please print out or save a copy of this contract for your records as we will not save a copy for you.
  1. Introduction
    1. This contract is only available in English. No other languages will apply to this contract.
    2. These terms of service are a binding legal agreement between you and PTS Network that govern the use of our Platform. We (“PTS Network”) act as a connection between the client (“Providers”) and the customer (“Customer”). We, as a platform are not a party to booking contract between you as a Provider and the Customer. We are therefore not liable for or do not accept responsibility for any non-fulfillment of contract or breach. 
    3. PTS Network and the Platform offers an online quoting service that enables:
      1. our Customers to request Quotes for Patient Transport Services from our Providers and accept Quotes in order to engage with that Provider to procure Patient Transport Services.  
      2. our Providers to provide quotes for their services to the Customer and engage with the Customer, when the Quote is accepted by the Customer so that both parties  enter into their own contract in order to provide Patient Transport Services.
    4. Providers on our Platform will offer their services, whether it be for booking for Patient Transport Services to the Customer and a variety of other services (collectively referred to as “Services”). 
    5. You must register an account with us in order to access and use the features of our Platform. You must keep all of your account information accurate and up to date. As the provider of the Platform, we do not own or control or manage any of the Services provided by you. We are not a party to the contracts concluded directly between you and the Customer. In addition, we are not acting as an agent for any Provider.
  2. To learn more about our role see clause 15  below. 
    1. When registering on our Platform you also agree to be legally bound by:
      1. these terms and conditions and any documents referred to in them;
      2. extra terms which may add to, or replace some of, this contract. This may happen for legal, security and/or regulatory reasons. We will contact you to let you know if we intend to do this by giving you one month’s noticeand

All of the above documents form part of this contract as though set out in full here.

  1. Personal Information and Registration
    1. When registering to use the Website and Platform you must set up a username and password. You remain responsible for all actions taken under the chosen username and password. 
    2. We retain and use all information strictly under our Privacy Policy. 
    3. We may contact you by using email or other electronic communication methods and by pre-paid post and you expressly agree to this. 
  2. Your privacy and personal information
    1. Our Privacy Policy is available at www.ptsnetwork.co.uk/privacy-policy.
    2. Your privacy and personal information are important to us. Any personal information that you provide to us will be dealt with in line with our Privacy Policy, which explains what personal information we collect from you, how and why we collect, store, use and share such information, your rights in relation to your personal information and how to contact us and supervisory authorities if you have a query or complaint about the use of your personal information.
  3. Quotes and Booking Process
    1. You will have to register on our Website and Platform in order to register yourself as a Provider. After registering on our Platform, you will be required to create a profile. No identifiable information will be made available to the public and our Customers will not be able to see your contact or company information until they accept your Quote.
    2. You will need to confirm your email address once before you can access your PTS Network account after registering with us.
    3. You will need to provide basic profile information which will be verified by us before you can make any Quotes to Customers.
    4. You will be notified by email and be able to view in your account of any Jobs that match your profile so that you can offer Quotes for Jobs. 
    5. If you find a Job that matches your Profile you will be given the option to submit your Quote for the Job.
    6. Once your Quote is submitted, you will be asked to confirm the Quote and also confirm.
    7. Once your Quote is verified and a Booking is confirmed; 
      1. It is strictly prohibited to change your Quote once it has been submitted unless the Customer has significantly changed their requirements. In the event the Customer has significantly changed their requirements then your Quote may be withdrawn and/or cancelled. If this occurs, you will be given the option to create a new Quote.  If your offer has already been accepted by the Customer then any changes must be agreed between you  and the Customer directly. We will not be held responsible for any changes and/or arrangements between you and the Customer. 
      2. Low bidding (“low bid”) in order to secure a Booking is strictly prohibited. In the event it comes to our attention that you are submitting a low bid in order to guarantee a Booking, we will first send you a warning email. In the event you continue to low bid on Bookings after receipt of a warning email, we have the right to immediately suspend your account until we agree to reinstate your account. 
      3. It is strictly prohibited to try and circumvent our Fees by liaising with the Customer directly. If it comes to our attention that you are doing this, we have the right to immediately suspend your account.  
    8. A formal contract is made between you and the Customer once the Customer accepts your Quote. We are not part of any contract between you and the Customer as we purely act as the Platform provider. 
  4. Booking/Admin Fee 
    1. It is your responsibility to monitor your own account and check your inbox in order to receive information about accepted bids and new customer Jobs 
    2. Once a booking has been confirmed we will send you a confirmation of the Booking and the Customer information. A 7% commission fee will be charged upon acceptance of a Quote by the Customer. We will send you an email with the commission fee and you will receive notice on your personal account dashboard of an upcoming job “Quotes Acceptance Email”. 
    3. Upon receipt of your Quotes Acceptance Email, we will no longer have any role in the Booking. It is entirely up to you to liaise with the Customer in order to execute your acceptance take payment for the Booking and arrange the appropriate and agreed Patient Transport Services 
  1. Changes to Booking
    1. Any changes required to the Booking should be made and agreed through you and the Customer. 
    2. In the event the Quote is increased, then this will be reflected in the invoice sent to you. 
  2. Cancellation
    1. We may contact you to say that the Booking has been cancelled prior to any Booking occuring or any Patient Transport Services having taken place. This typically occurs for the following reasons:
      1. Customer request;
      2. Any other reason we see fit.. 
    2. All cancellations are subject to your own cancellation policy. 
    3. In the event you need to cancel, you can do so via the Platform or writing directly to the Customer. 
    4. It is your responsibility to go into the Platform and update your job status to cancelled.
  3. Cancellation Fees
    1. In the event you cancel an accepted Booking within 48 hours of the agreed Transport Date, you will be charged 50% of the commission fee (in lieu of the full commission). 
    2. In the event it comes to our attention that you have cancelled more than 3 times within a period of 30 days, we reserve the right to investigate and if necessary, suspend your account. 
  4. Provider’s responsibilities during the Patient Transport Service
    1. You must provide a safe and secure ambulance and adhere to all Health and Safety laws and guidelines. 
    2. All equipment must be fit for purpose and hold all the appropriate accreditation and certification in line with industry standards and requirements. 
    3. You will be responsible if any problem occurs with the Booking and you will be required to sufficiently correct and adhere to any Customer specifications. It is your responsibility to liaise with the Customer in this regard. 
    4. In the event it comes to our attention that the Customer has been charged more than the original Booking fee, then we reserve the right to apply the commision fee to the additional fees that you have charged the Customer. 
    5. You will be responsible and required to inform the Customer prior to the Booking of any restrictions and measures in relation to the transport. 
    6. All relevant performance conditions must be outlined to the Customer prior to the Booking. You are responsible for ensuring the safety of the Customer. 
    7. You are required to hold current and valid medical malpractice indemnity, professional indemnity and fleet insurance with a reputable insurance.
  5. No Show Policy
    1. A “No Show” occurs when, less than 48 hours:
      1. you do not show up  to the Booking;
      2. you do not intend to perform the Booking; and
      3. you do not inform the Customer that you would like to cancel the Booking.
    2. In the event a “No Show”occurs, you are immediately required to make a full refund to the Customer. In the event an immediate refund is not given to the Customer, then we will immediately suspend your account until a full refund has been given. 
    3. We will not be liable for any loss suffered as a result of a No Show event occurring. 
    4. We retain the right to remove you from our Platform and we will seek payment of our full Commission Fee if an event at clauses 11.1 and 11.2 occur.. The Commission Fee inserted on the monthly invoice sent to you detailing the No Show event. 

GENERAL TERMS AND CONDITIONS

  1. Reviews
    1. Providers and Customers will be given the opportunity to review each other. When submitting your review, it must be accurate and will not contain any defamatory or offensive statement that violates our Review Policy, Content Policy and Privacy Policy. We do not take any responsibility for any negative reviews given.  
    2. If you are given a negative review, we will moderate it and inform you first of the negative comment informing you that you received a negative review. You will be given the opportunity to respond to all reviews. All comments will be moderated and reviewed by us. In the event that any defamation occurs, we will take down that specific comment. 
  2. Payment and Booking fees
    1. All payments made through our Platform will be done using our payment provider, Stripe. Stripe is PCI certified and is a PCI Service Provider 1 level. By making payments through our Platform you agree to Stripe’s terms and conditions; https://stripe.com/gb/ssa
    2. We will do all that we reasonably can to ensure that all of the information you give us when paying for the services is secure by using a Stripe. However, in the absence of negligence on our part, any failure by us to comply with this contract or our Privacy Policy (see clause 3) or breach by us of our duties under applicable laws, we will not be legally responsible to you for any loss that you may suffer if a third party gains unauthorised access to any information that you give us.
    3. We do not store any payment information on our system. We only hold information provided to us by Stripe. 
    4. We will invoice you every month at the end of the calendar month. In the event you fail to pay our invoice within 14 days, we reserve the right to suspend your account immediately until full payment is received. 
    5. In the event you disagree with something stated on our invoice, you must raise the issue with us within 14 days of receiving the invoice. Any queries raised regarding our invoice can be done through the Platform on the invoice page on your profile page. 
  3. End of the contract
    1. If a cancellation occurs, it will not affect our right to receive any money which you owe to us under this contract.
  1. PTSN’s Role
    1. We are a platform provider that enables you to offer your Services. When a Customer accepts your Quote, they are entering into a contract directly with you and not with us. We are not and do not become a party to or other participant in any relationship between our Providers and Customers. In addition, we do not act as an agent for any Providers and/or Customer except where we act as a collection agent provided in our Payment Terms. We do not and it is not in our control the conduct and/or performance of your services and we do not in any way guarantee the performance/reliability of you to the Customer. We do guarantee the truth in any content supplied by our Providers and/or Customers. You agree and acknowledge that we are not under any obligation to review, disable access to, remove and/or edit content. However, you also acknowledge that we do have the right to review and disable access to, remove or edit content in order to operate a secure Platform (including but not limited to fraud, risk assessment investigation and any customer supports services; ensure that our Providers and Customers comply with our Terms and Conditions and comply with any and all applicable laws and or court order) 
  1. Our Platform Rules
    1. You must adhere to the following Platform rules: 
      1. You must always bid a fair price in relation to any Job. 
      2. There must be no collusion with other Providers or price fixing. 
      3. There must be no misrepresentation of services or business.
      4. You must not share your account details with anyone outside of your organisation.
      5. You must not share any information from within the app with any third parties.
      6. When responding to reviews you must use appropriate language and not provide any contact information or anything that will identify your company.
      7. You must keep your account details safe and use a secure password.
      8. Only one account per provider is permitted on the app.
      9. Any unauthorised access to your account must be reported to us immediately and upon discovery of this access you must change your password immediately .
  2. Content 
    1. Our Website and Platform allows you to provide and upload text, photos, audio, video, information and any other content applicable to your Provider page (“Content”). By providing Content (in whatever form) and through the means available to upload such Content on your Provider Page, you agree to grant us a non-exclusive, worldwide, royalty free license in order to allow us whenever necessary to access, use, store, copy, modify, prepare any derivative works of, distribute, publish, stream copy, modify, distribute, publish, transmit and use in any manner in our choosing in order to promote PTS Network and our Platform, in any social media platform, whether it be known or unknown to date and in any Internet and or social media networks. You are responsible for all Content that you provide and warrant that you either own the Content or that you have the applicable authorization to grant us a license to use the same. You remain solely liable if any of your Content infringes and/or violates the intellectual property rights of any third party. Please see our Content Policy for further information on compliance.  
  3. PTSN Platform Content
    1. All Content that is made available through our Platform is and may be protected by copyright, trademark and other intellectual property rights available within England and Wales. You acknowledge and agree that all intellectual property rights belong exclusively to us and you agree that you will not remove and/or alter any intellectual property. You are not allowed to use any intellectual property which includes: copy, adapt, modify, distribute, license, sell, transfer, display publicly, broadcast any Content which can be accessed through out Platform (save when you are the legal and beneficial owner of the same and as set out in these terms and conditions. 
    2. In the event you agree to these terms and conditions, PTSN will provide you with a non-exclusive, non-transferable, permission to use our platform on any personal device that you have and to access the same for your own personal and non-commercial use. 
  4. Complaints/Arbitration
    1. Any complaints made will be followed using our Complaints procedure. 
    2. All complaints must be made in writing to [email protected]
      1. PTSN is committed to ensuring that those who use its services are readily able to access information about how to make a complaint and that the issues raised are dealt with promptly and fairly. We aim to provide a complaints service that meets the needs and objectives of the complainant, whilst at the same time complying with the requirements set out within this policy. We recognise that the information derived from complaints provides an important source of data to help make improvements in our services. Complaints can act as an early warning of failings in systems and processes which need to be addressed.
      2. A complaint should be made within twelve months of the time of incidents.
      3. A complaint may be made by a patient, a person acting on behalf of a patient, any service user, Provider or anyone who has been affected by any action/omission/decision of PTSN ,Providers or Customers. Where a complainant is acting on behalf of a patient, written consent must be obtained from the patient before a response can be sent. Where the patient is a child without capacity, a complaint may be made by the parent or guardian. Where the patient has died, the complaint may be made by the named next of kin or by a person nominated by the named next of kin. In other circumstances where the complainant may have difficulty complaining on their own behalf or have other requirements e.g. vulnerable children and adults, or people with mental health difficulties, the PTSN Complaints Manager will review each situation in light of current legal requirements and good practice guidance from the Department of Health and offer help and support to a complainant as appropriate.
      4. On receipt of a formal complaint the Complaints Manager will:
  • Acknowledge a written complaint within three working days of receipt of complaint. PTSN will enclose a complaints leaflet, or give a brief indication of the process and the anticipated time for response.
  • Send a copy of the complaint to the relevant Manager or service lead asking them to advise on the most appropriate way of resolving the complaint, e.g. by a meeting, telephone call or investigation and formal letter.
  • Will delegate or provide a report on the concerns raised by the complainant.
  • Upon receipt of the advice from the relevant department, send a letter to the complainant on behalf of the Company with either an offer of a meeting or telephone conversation with relevant staff in the department, or confirmation that a formal investigation is underway (again indicating anticipated time for response).
  • Record the details of the complaint onto the company’s complaints register.
  • Advise the Board of Directors of any complaints that may have legal implications.
  • Monitor the agreed time scale for response to a complaint
  • If the Directorate decides to resolve the complaint by way of a formal letter of response to the complainant, draft a written response for the Board of Directors to consider alongside the information received from the relevant Manager or Service Lead. This may be in the form of a letter or an investigation report together with a covering letter.
  • Include in the response details of any action, which is being taken to implement changes in practice and procedure identified as a result of the complaint.
  • Ensure final letters of response or investigation reports are sent to the appropriate staff for approval of the content before being sent to the complainant.
  • Send approved final response to complainant within agreed set timescale. If the final response will be delayed inform complainant in writing.
  • Ensure copies of the response to the complaint are sent to the relevant staff.
  • Be responsible for maintaining secure and accurate records of each complaint.
  • Monitor complaints which are reopened to identify whether the initial investigation and response was appropriate or whether new issues have been raised.

    19.3    Process for Handling Formal Complaints:

(target timetable)

Day 1

Receipt of complaint

First working day of complaints manager, after receipt of complaint

Complaints manager acknowledges receipt and advises complainant of process and

Timescale

First working day of complaints manager, after receipt of complaint

Complaints manager logs complaint; by placing of complaints register

By day 20

Complaints investigation completed*

Complaints manager formulates Reports to be signed off by MD

*If report/statement(s) is not available, the appropriate Director is advised so that

they can chase the response

Day 22-24

Final revision of response

If there is an unavoidable delay so that the response cannot be completed within 25

days, the complaints manager will contact the complainant to inform them of the

expected timescale with a holding letter.

By day 25

Finally approved letter signed by MD and posted to the complainant

  1. Modification of our terms
    1. We may modify these terms and conditions from time to time, and any changes will be informed to  you  via the platform.. 
  2. Limitation on our liability
    1. Except for any legal responsibility that we cannot exclude in law (such as for death or personal injury) or arising under applicable laws relating to the protection of your personal information, we are not legally responsible for any:
      1. losses that were not foreseeable to you and us when the contract was formed;
      2. losses that were not caused by any breach on our part;
      3. business losses; or
      4. losses to non-consumers.
  3. Provider and Customer Accounts
    1. You must register an account with us in order to access and use the many features of our Platform. Registration is only permitted for individuals who are 18 years or older, legal entities and partnership. You must provide accurate, complete and up to date information when registering on our Platform. You may only register one account and you may not transfer your account to someone else. You are solely responsible for maintaining the confidentiality and security of your account. In the event you believe that any of your account details have been stolen and/or your account has been compromised in any way, you must immediately inform us. You remain liable and are solely responsible for the activities conducted through your account. 
  4. Indemnification
    1.  To the maximum extent permitted by law, you agree to release, defend (in our opinion) indemnify, and hold us) harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with:
      1.  your breach of these Terms (including any supplemental or additional terms that apply to a product or feature) or our policies.  
      2. your improper use of our Platform; 
      3. your interaction with any Provider/Customer, participation at any event, or other service including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of your participation at an event;
      4.  your failure, or our failure at your direction, to accurately report, collect or remit Taxes; or
      5. your breach of any laws, regulations or third party rights such as intellectual property or privacy rights. 
  5. Violations on our Platform 
    1. In the event it comes to your attention that a Provider and/or Customer has violated our terms and conditions,, please immediately report the nature of the violation to: [email protected]
  6. Termination
    1. We may terminate the Contract at any time by giving notice in writing to you if:
      1. You commit a material breach of Contract and such breach is not remediable;
      2. You commit a material breach of the Contract which is capable of being remedied and such breach is not remedied within 14 days of receiving written notice of such breach;
      3. You have failed to pay any amount due under the Contract on the due date and such amount remains unpaid within 30 days after we have given notification that the payment is overdue; or
      4. any consent, licence or authorisation held by you is revoked or modified such that you are no longer able to comply with your obligations under the Contract or receive any benefit to which it is entitled.
    2. We may terminate the Contract at any time by giving notice in writing to you if:
      1. You stop carrying on all or a significant part of its business, or indicates in any way that it intends to do so;
      2. you unable to pay its debts either within the meaning of section 123 of the Insolvency Act 1986 or if the Supplier reasonably believes that to be the case; 
      3. you become the subject of a company voluntary arrangement under the Insolvency Act 1986;
      4. you become subject to a moratorium under Part A1 of the Insolvency Act 1986;
      5. you become subject to a restructuring plan under Part 26A of the Companies Act 2006;
      6. you become a subject to a scheme of arrangement under Part 26 of the Companies Act 2006;
      7. you appoint a receiver, manager, administrator or administrative receiver appointed over all or any part of its undertaking, assets or income;
      8. you have a resolution passed for its winding up;
      9. has a petition presented to any court for its winding up or an application is made for an administration order, or any winding-up or administration order is made against it;
      10. suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business;
      11. you have a freezing order made against you;
      12. is subject to any recovery or attempted recovery of items supplied to it by a supplier retaining title to those items
  7. Circumstances beyond the control of either party
    1. In the event of any failure by a party because of something beyond reasonable control:
      1. the party will advise the other party as soon as reasonably practicable; and
      2. the party’s obligations will be suspended so far as is reasonable, provided that that party will act reasonably, and the party will not be liable for any failure which it could not reasonably avoid, but this will not affect the Customer’s above rights relating to delivery (and the right to cancel below).
  8. Privacy 
    1. Your privacy is critical to us. We respect your privacy and comply with the General Data Protection Regulation with regard to your personal information.
    2. These Terms and Conditions should be read alongside, and are in addition to our policies, including our privacy policy () and cookies policy ().
    3. For the purposes of these Terms and Conditions:
      1. ‘Data Protection Laws’ means any applicable law relating to the processing of Personal Data, including, but not limited to the GDPR.
      2. ‘GDPR’ means the UK General Data Protection Regulation.
      3. ‘Data Controller’, ‘Personal Data’ and ‘Processing’ shall have the same meaning as in the GDPR.
    4. We are a Data Controller of the Personal Data we Process in providing the Services and Goods to you.
    5. Where you supply Personal Data to us so we can provide Services and Goods to you, and we Process that Personal Data in the course of providing the Services and Goods to you, we will comply with our obligations imposed by the Data Protection Laws:
      1. before or at the time of collecting Personal Data, we will identify the purposes for which information is being collected;
      2. we will only Process Personal Data for the purposes identified;
      3. we will respect your rights in relation to your Personal Data; and
      4. we will implement technical and organisational measures to ensure your Personal Data is secure.
    6. For any enquiries or complaints regarding data privacy, you can e-mail: [email protected].
  9. Third party rights

No one other than a party to this contract has any right to enforce any term of this contract.

  1. Disputes
    1. We will try to resolve any disputes with you quickly and efficiently. If you are unhappy with the services we have provided or any other matter, please contact us as soon as possible using the contact details set out at the top of this page.
  2. Entire agreement
    1. The parties agree that the Contract and any documents entered into pursuant to it constitutes the entire agreement between them and supersedes all previous agreements, understandings and arrangements between them, whether in writing or oral in respect of its subject matter.
    2. Each party acknowledges that it has not entered into the Contract in reliance on, and shall have no remedies in respect of, any representation or warranty that is not expressly set out in the Contract. No party shall have any claim for innocent or negligent misrepresentation on the basis of any statement in the Contract.
    3. Nothing in these Conditions purports to limit or exclude any liability for fraud.
  3. Assignment
    1. You may not assign, subcontract or encumber any right or obligation under the Contract, in whole or in part, without the Supplier’s prior written consent.
  4. No partnership or agency

The parties are independent persons and are not partners, principal and agent or employer and employee and the Contract does not establish any joint venture, trust, fiduciary or other relationship between them, other than the contractual relationship expressly provided for in it. None of the parties shall have, nor shall represent that they have, any authority to make any commitments on the other party’s behalf.

  1. Equitable relief

You recognise that any breach or threatened breach of the Contract may cause us irreparable harm for which damages may not be an adequate remedy. Accordingly, in addition to any other remedies and damages available to us, you acknowledge and agree that we are entitled to the remedies of specific performance, injunction and other equitable relief without proof of special damages.

  1. Severance
    1. If any provision of the Contract (or part of any provision) is or becomes illegal, invalid or unenforceable, the legality, validity and enforceability of any other provision of the Contract shall not be affected.
    2. If any provision of the Contract (or part of any provision) is or becomes illegal, invalid or unenforceable but would be legal, valid and enforceable if some part of it was deleted or modified, the provision or part-provision in question shall apply with the minimum such deletions or modifications as may be necessary to make the provision legal, valid and enforceable. In the event of such deletion or modification, the parties shall negotiate in good faith in order to agree the terms of a mutually acceptable alternative provision.
  2. Waiver
    1. No failure, delay or omission by us in exercising any right, power or remedy provided by law or under the Contract shall operate as a waiver of that right, power or remedy, nor shall it preclude or restrict any future exercise of that or any other right, power or remedy.
    2. No single or partial exercise of any right, power or remedy provided by law or under the Contract by the Supplier shall prevent any future exercise of it or the exercise of any other right, power or remedy by the Supplier.
  3. Compliance with law

The Customer shall comply with Applicable Law and shall maintain such licences, authorisations and all other approvals, permits and authorities as are required from time to time to perform its obligations under or in connection with the Contract.

  1. Governing law, jurisdiction
    1. The Contract (including any non-contractual matters) is governed by the law of England and Wales.
    2. Disputes can be submitted to the jurisdiction of the courts of England and Wales or, where the Customer lives in Scotland or Northern Ireland, in the courts of respectively Scotland or Northern Ireland.