DEFINITIONS

Contract' shall mean the agreement in writing between the Client and the Contractor for the provision of the Service, including therein all documents to which reference may properly be made in order to ascertain the rights and obligations of the parties, except where agreed in writing between the Client and the Contractor.

Any verbal comments made by the Contractor's staff, agents or sub-contractors, or any descriptions or illustrations contained in the Contractor's catalogues, price lists or other promotional material are intended to present a general idea of the Service and shall not form any representations or be part of the Contract.

The conditions contained herein shall constitute the entire bargain between the parties except as may be agreed in the Contract referred to above.

Contractor' shall mean Trading the Markets whose offer has been accepted by the Client and shall include the Contractor's legal representatives, successors and permitted assigns.

Client' shall mean the person, firm or company named as such in the Contract for which the Service is to be carried out and shall include the Client's legal representatives, successors and permitted assigns.

Minimum Service Period' shall mean the minimum period stated in the Contract for which the Client shall, without prejudice to any other provisions of these Conditions, receive the Service.

Service' shall mean all work to be carried out by the Contractor in accordance with the provisions of the Contract.

'Sub-Contractor' shall mean any person (other than the Contractor) named in the Contract for any part of the Works or the Service or any person to whom any part of the Contract has been, with the consent in writing of the Client, sub-let and the legal representatives, successors and permitted assigns of such person.

Force Majeure' means, in relation to either party, any circumstances beyond the reasonable control of that party (including, without limitation, failure of electro-mechanical equipment, failure of mobile or satellite phone network coverage, actions of mobile network operator, extreme weather conditions, acts of God, the consequences of enemy activity, the consequences of any terrorist incident, any strike, lockout or other industrial action).

SERVICE AND STANDARD OF SERVICE
The Service shall be in accordance with the Contract. To the extent that the standard of the Service has not been specified in the Contract, the Contractor shall execute the Contract with the care, skill and diligence required in accordance with best practice.

SEVERABILITY
If any provision of these standard terms and conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction, such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these standard terms and conditions had been executed with the invalid, illegal or unenforceable provision eliminated.

VARIATIONS
The Client may at any time during the Contract require the Contractor to undertake any reasonable alteration to the Service, or any part thereof (hereinafter referred to as a 'Variation'). In the event of such a Variation being required, the Client shall formally request the Contractor to state in writing the effect such Variation will have on the Service and what adjustments, if any, will be required to the Service Charge. The Contractor shall furnish such details within 14 days of receipt of the Client's request or such other period as may be agreed. The Contractor shall not vary the Service in any respect unless instructed in writing to do so by the Client.

CONTRACTOR'S DEFAULT
If the Contractor shall fail to provide the Service or any part thereof with due diligence and expedition, or shall refuse or fail to comply with any reasonable order given to it in writing by the Client in connection with such default, or shall contravene any provisions of the Contract, the Client may immediately give notice in writing to the Contractor to make good such failure or contravention.

Should the Contractor fail to comply with the notice referred to within 7 days from receipt of such notice of failure or contravention capable of being made good within that time, or otherwise within such time as may be reasonably necessary for making it good, then without prejudice to any other right it may have under the Contract the Client may cancel the Contract where after any sum paid in respect of a period beyond the cancellation date shall be repayable by the Contractor.

Nothing in this Clause shall, in the event of a malfunction, prevent emergency action being taken by the Client to meet its operational requirements but, if such action results in the Contractor incurring additional costs in providing the Service, such reasonable costs shall be reimbursed to the Contractor by the Client provided such emergency action is not taken as a result of failure by the Contractor.

FEES
The Client shall pay the agreed fees at the time and in the manner specified in the Contract. Any variation to the Service Charge will be subject to written notice in advance by the Contractor. Before such variation is implemented, the Contractor shall satisfy the Client that the variation proposed is reasonable.

If additional costs are incurred by the Contractor as a result of any mal-operation, default or
negligence of the Client or any third party other than a Sub-Contractor, the Contractor shall have the right to make a reasonable additional charge in respect thereof.

TERMS OF PAYMENT
The Contractor shall invoice the Service Charge at the time and in the manner specified in the Contract and these charges are payable on receipt by the Client of a correct invoice, time being of the essence. Payments shall be made in British Pounds Sterling by an agreed payment channel to Trading the Markets

Out of Pocket Expenses
The Client will pay directly all reasonable expenses for the consultants incurred whilst engaged any activity on behalf of the client.,Any expenses incurred associated with these activities that are not paid directly will be invoiced to Clients at cost.

If payment of any sum under the Contract is delayed by the Client then the Contractor reserves the right to charge interest at 3% over the then current NATWEST Bank PLC Base Rate on the amount of the delayed payment for the period of the delay. In the event that payment is unduly delayed, the Contractor shall have the right to defer the provision of the Service until such payment is received, subject to its giving notice in writing to the Client of its intention so to do and after giving the Client adequate opportunity to rectify the situation.

WAIVER
No delay, neglect or forbearance on the part of either party in enforcing against the other party any term or condition of the Contract shall either be or be deemed to be a waiver or in any way prejudice any right of that party under the Contract.

CONFIDENTIALITY
The Contractor and Client shall keep confidential any information obtained under or in connection with the Contract and shall not divulge the same to any third party without the consent in writing of the other party.

The provisions of this Clause shall not apply to:
(i) any information in the public domain otherwise than by breach of Contract;
(ii) information in the possession of the receiving party thereof before divulgence as aforesaid;
or (iii) information obtained from a third party who is free to divulge the same.

The Contractor and Client shall divulge confidential information only to those employees who are directly involved in the Contract or use of the Equipment and Software and shall ensure that such employees are aware of and comply with these obligations as to confidentiality.

The Contractor shall ensure that its Sub-Contractors are bound by the requirements of this Clause.

The provisions of this Clause shall continue in force notwithstanding the termination of the Contract.

Contractors liability
Trading the Markets service will be provided with reasonable skill and care. We exclude all other express or implied terms, conditions, warranties, representations or endorsements whatsoever with regard to the service, or any information or other service provided through the Site. Save in the case of death or personal injury caused by our negligence or fraudulent misrepresentation, to the extent that we cannot exclude our liability to you for any losses suffered by you, such liability will be limited to a refund of the total Charges you have paid in any one calendar year in which you have subscribed to this service. We accept no liability for any indirect or consequential loss or damage, or for any loss of data, profit, revenue or business (whether direct or indirect in each case), however caused, even if foreseeable. The limitations and exclusions in this clause do not affect your non-excludable statutory rights as a consumer and only apply to the extent permitted by applicable law.