Legal
Terms and Conditions

Application and Full Agreement

  1. These Terms and Conditions apply to the provision of the services detailed in our quotation (Services) by CASK EXIT PARTNERS, a trading name of RECOGITATE LIMITED, a company registered in England and Wales under number 14149689 whose registered office is at 86-90 Paul Street, London, England, United Kingdom, EC2A 4NE (we or us or Service Provider) to the person buying the services (you or Customer).
  2. You are liable to accept the Terms and Conditions when receiving our quotation or from the date of commencement of our services (whichever happens earlier). The terms and conditions and quotation (the Contract) are the full agreement between us.
  3. You have to accept that you are not entrusted upon any representation, promise or statement given by or made or on our behalf. The conditions are applicable to the elimination of any other terms that you try to enforce or integrate, or which are applied by practice, custom, trade or implied by trade, custom, practice or dealing process.

Explanation

  1. A "business day" implies any other day than a Saturday, Sunday and bank holiday.
  2. The headings in these Terms and Conditions are only for accessibility and do not alter their meaning.
  3. Words communicating the singular number shall consist of the plural and vice-versa.

Services

  1. We ensure to use the required knowledge and care in our activities that will complement the quotation, comprising of any specifications in all material ways. We will make any alterations to our services that are required to follow any applicable law or safety obligation and we will notify you if this is required.
  2. We will make the most of our resources to accomplish our services on time as mentioned in the quotation. Though, time is not put into consideration whenever we perform our duties.
  3. The Terms and Conditions are applicable to the supply of any goods and services unless we indicate otherwise.

Your Responsibilities

  1. You should acquire any required licences, consents, permissions and others. You should give us access to any or all related information, properties, materials or other things that we require to offer the services.
  2. We will terminate our service if you do not adhere to clause 10.
  3. We take no responsibility for setback or failure in providing the services, if it has occurred due to your failure to follow the provisions of this section.

Fees

  1. The Services fees are laid out in the quotation and are according to time and material.
  2. Along with the Fees, we can also recover from you:
    1. service costs provided by third parties and needed by us for the service performance;
    2. reasonable incidental expenditure, including but not limited to hotel costs, travelling costs, subsistence and any related expenditure; and
    3. the price of any material needed for the provision of Services.
  3. You should pay us for any extra assistance offered by us that is not mentioned in the quotation, as per our current applicable rate at the time of performance or such other rates as agreed between us. The provisions of clause 14 also apply to these services.
  4. The Fees are exclusive of any applicable VAT and other taxes that are levied or charged by any relevant authority.
  5. You are not liable to pay any Deposits, unless otherwise provided in the Services Agreement with you.

Withdrawal, Cancellation and Amendment

  1. We can withdraw, cancel or amend a quotation if it has not been accepted by you, or if the Services have not started, within a period of 5 business days from the date of the quotation (unless the quotation has been withdrawn).
  2. Either we or you can cancel an order for any reason prior to your acceptance (or rejection) of the quotation.
  3. Notify us in writing as soon as possible if you want to amend any details of the services. We will take the required steps to make the modifications. We will include any extra cost in the fees and invoice it to you.
  4. If we do alter our services or the way we provide them due to reasons beyond our control, we will inform you right away. We will make the most of our resources to minimise changes.

Payment

  1. We will invoice you for the fees on the invoice date mentioned in the quotation or the Services Agreement executed between you and us.
  2. You should pay the due fees within 7 days of the invoice date or otherwise in accordance with any agreed credit terms.
  3. Time for payment shall be of the essence of the Contract.
  4. Without limiting any other right or remedy we have for statutory interest, if you do not pay within the period set out above, we will charge you interest at the rate of 10% per annum above the base lending rate of the Bank of England from time to time on the amount outstanding until payment is received in full.
  5. Payment due under these Terms and Conditions should be made in full with no deduction. Neither party may assert any credit, set-off or counterclaim against the other to justify withholding payment of any amount in whole or in part, except as required by law.
  6. We can suspend further provision of the service if you do not pay within the mentioned time frame and cancel any future assistance that has been arranged with you.
  7. Receipts for payment will be issued by us only at your request.
  8. All payments must be made in British Pounds unless otherwise agreed in writing between us.

Sub-Contracting and Assignment

  1. We can assign, transfer, charge, subcontract or deal in any other way at any time with all or any of our rights under these Terms and Conditions. We can also delegate or subcontract any or all of our obligations to any third party.
  2. You should not assign, transfer, charge, subcontract or deal in any other manner with all or any of your rights or obligations under these Terms and Conditions without our prior written consent.

Termination

We may terminate the provision of the Services if you:

  1. commit a material breach of your obligations under these Terms and Conditions; or
  2. fail to make pay any amount due under the Contract on the due date for payment; or
  3. are or become or, in our reasonable opinion, are about to become, the subject of a bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtors; or
  4. enter into a voluntary arrangement under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with your creditors; or
  5. convene any meeting of your creditors, enter into voluntary or compulsory liquidation, have a receiver, manager, administrator or administrative receiver appointed in respect of your assets or undertakings or any part of them, any documents are filed with the court for the appointment of an administrator in respect of you, a notice of intention to appoint an administrator is given by you or any of your directors or by a qualifying floating charge holder (as defined in para. 14 of Schedule B1 of the Insolvency Act 1986), a resolution is passed or petition presented to any court for your winding up or for the granting of an administration order in respect of you, or any proceedings are commenced relating to your insolvency or possible insolvency; or
  6. demonstrate unacceptable customer behaviour, and we place a permanent restriction on communication with you under Clause 45.

Intellectual Property

We reserve all intellectual property rights and copyright that may subsist in any goods supplied in connection with the provision of the Services. We reserve the right to take any appropriate action to prevent or restrain the breach of such intellectual property rights.

Responsibility and Indemnity

  1. Our liability under these Terms and Conditions, and in breach of statutory duty, and in tort or misrepresentation or otherwise, shall be limited as set out in this section.
  2. The total amount of our liability is limited to the total amount of Fees payable by you under the Contract.
  3. We are not liable (whether caused by our employees, agents or otherwise) in connection with our provision of the Services or the performance of any of our other obligations under these Terms and Conditions or the quotation for:
    1. any indirect, special or consequential loss, damage, costs, or expenses; or
    2. any loss of profits; loss of anticipated profits; loss of business; loss of data; loss of reputation or goodwill; business interruption; or other third party claims; or
    3. any failure to perform any of our obligations if such delay or failure is due to any cause beyond our reasonable control; or
    4. any losses caused directly or indirectly by any failure or your breach in relation to your obligations; or
    5. any losses arising directly or indirectly from the choice of Services and how they will meet your requirements or your use of the Services or any goods supplied in connection with the Services.
  4. You must indemnify us against all damages, costs, claims and expenses suffered by us arising from any loss or damage to any equipment (including that belonging to third parties) caused by you or your agents or employees.
  5. Nothing in these Terms and Conditions shall limit or exclude our liability for death or personal injury caused by our negligence, or for any fraudulent misrepresentation, or for any other matters for which it would be unlawful to exclude or limit liability.

Unacceptable Customer Behaviour Policy

  1. CASK EXIT PARTNERS is committed to providing an excellent service to our customers and we will always do our best to help. In return, we expect our customers to behave appropriately and treat our employees with courtesy, consideration and respect, to allow them to carry out their work.
  2. We accept that some people may act out of character in times of trouble or distress. But in a very small number of cases some customers behave in ways that are inappropriate and unacceptable, despite our best efforts to help them.
  3. Demonstrating unacceptable behaviour will make it difficult for us to deal with your query or complaint effectively. If you do wish to make a complaint about our level of service, please contact us at support@caskexitpartners.co.uk.
  4. The following shall constitute Unacceptable Customer Behaviour: any unreasonable behaviour (written or verbal) that we consider might cause employees to feel intimidated, offended, bullied or harassed; threatening emails and telephone calls; inappropriate comments on social media; inappropriate banter, including innuendo; malicious allegations; any form of physical violence or threats of physical violence; derogatory racial, sexist, ageist or homophobic remarks; comments relating to disability, perceived gender, religion, belief or any other protected characteristic; unreasonable demands through the amount of information they seek, nature and scale of service they expect, and volume of correspondence they generate; and/or excessive contact because of an unwillingness to accept or agree with a policy decision adopted by CASK EXIT PARTNERS.
  5. Employees of CASK EXIT PARTNERS do not have to tolerate unacceptable or vexatious behaviour when communicating with our customers; hence, they shall have the right to place the caller on hold, end the call or not reply to an abusive email or letter.
  6. The right under Clause 43 shall only be exercised after the employee has allowed the customer to moderate their behaviour by warning them that their conduct is offensive and explaining the measures that might be taken in the event of the continuation of such behaviour.
  7. If you continue to display unacceptable behaviour, our senior managers can authorise the decision to place a temporary or permanent restriction on communication with you, and you will be communicated such decision. The communication may also be limited to being conducted in writing, limited to a specific individual or permanently terminated. The permanent restriction on communication shall result in termination of our provision of services to you under Clause 32(f).

Circumstances Beyond a Party's Control

Neither of us is liable for any failure or delay in performing our obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the party in question. If the delay continues for a period of 90 days, either of us may terminate or cancel the Services to be carried out under these Terms and Conditions.

Communications

  1. Notifications under these Terms and Conditions should be in writing and signed by, or on behalf of, the party giving notice (or a duly authorised officer of that party).
  2. Notices will be deemed to have been duly given:
    1. When delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient;
    2. When sent, if transmitted by fax or email and a successful transmission report or return receipt is generated;
    3. If mailed by national ordinary mail, on the fifth business day following mailing; or
    4. If mailed by airmail, on the tenth business day following mailing.
  3. All notices under these Terms and Conditions must be sent to the most recent address, email address or fax number notified to the other party.

No Waiver

No delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that or any other right or remedy, nor stop the further exercise of any other right or remedy.

Severance

If any of these Terms and Conditions is found to be illegal, invalid or otherwise unenforceable, that provision will be deemed severed from the remainder of these Terms and Conditions (which will remain valid and enforceable).

Law and Jurisdiction

These Terms and Conditions are governed by English law. All conflicts and disputes arising under these Terms and Conditions are subject to the exclusive jurisdiction of the English courts.