VisionsLive – Book Your Project

General Terms and Conditions of Business

Definitions

“VisionsLive Limited” and “VisionsLive” means VisionsLive Ltd. “Client” means the individual or business entity that executes this Contract. “Subcontractor” means the individual or business entity that may execute the services provided by VisionsLive. “Contract” means the order for the supply of services being rendered and accepted by VisionsLive Ltd.

Acceptance of terms and conditions

In the event of any conflict between these terms and conditions and the Clients’ terms and conditions, these terms and conditions shall prevail. No subcontractors that may execute services provided by VisionsLive are authorised to vary these conditions.

Confidentiality

All knowledge and information expressly identified by the Client in writing as confidential, which VisionsLive acquires during the term of this Agreement regarding the business and products of the Client, shall be maintained in confidentiality by VisionsLive. Confidential information may be shared with employees or sub-Contractors who need to use the information to deliver the services to the Client, and such employees or sub-contractors will be bound by confidentiality obligations equivalent to those of VisionsLive.

Client Warranties

Unless it is otherwise agreed between VisionsLive and the Client in writing (which for the purposes of this clause includes any of your associated companies), the Client shall not, for a period of one year after termination of the Contract, either directly or indirectly, on their own account or for any other person, firm or company, solicit, employ, endeavour to entice away from VisionsLive or use the services of VisionsLive’s employees or sub-Contractors who have provided Services to the Client on behalf of VisionsLive under Contract. In the event of breach under this clause, the Client agrees to pay VisionsLive an amount equal to the aggregate remuneration paid by VisionsLive to the particular employees or sub-Contractors for the year immediately prior to the date on which the Client employed or used the services, employees or sub-Contractors or the amount of £4950.00 pounds sterling, whichever is greater. The parties acknowledge and agree that the above clauses are a reasonable estimation of the loss, which would be incurred by the loss of the employees or sub-Contractors so employed or engaged.

Indemnification and hold-harmless by Client

The Client agrees to indemnify and hold VisionsLive and employees or sub-Contractors harmless from any and all losses, claims, damages, expenses or liabilities which employees or sub-Contractors may incur based on information, representations, reports, data or product specifications furnished, prepared or approved by the Client for use by employees or sub-Contractors in the work performed under this Agreement.

Respondent Recruitment

Because of the nature of respondent recruitment, unless otherwise specified, any online group will be considered to be full-quota if 75% of the quota bracket of respondents turn up to the online group, and are able to participate. Client acknowledges that this occurs in facilities-based groups as well as online groups, since there may sometimes be circumstances beyond the control of VisionsLive which results, on occasion, in groups that are of a smaller size. VisionsLive will normally over-recruit when instructed to in order to try and prevent this outcome, but will not be held liable for any losses, claims, damages, expenses or liabilities resulting from low respondent turn-out. VisionsLive will not pay incentives to respondents who did not participate in a planned online group, and will, at VisionsLive’s discretion, refund these unpaid incentives to the Client. If more than the intended quota of respondents show up, up to the agreed over-recruitment level, then Client can choose whether or not to use these respondents in their research, but must in any case pay recruitment fees + incentives for respondents that have shown up regardless. If Client decides to postpone a group that is under-quota by more than 25%, then VisionsLive will run an additional group at no additional charge to the Client. If Client decides to not to cancel a group that is under-quota, and continues to run the group then VisionsLive is not obligated to provide a replacement group.

Pricing and Payments

Estimates or quotations are given on the basis of the project brief and any use of the VisionsLive Platform, and also may include multimedia materials preparations, discussion guide preparation, interpreter and translation services, project management services and other professional services as required by the Client. VisionsLive Ltd reserves the right to adjust pricing and/or delivery estimates upon receipt and evaluation of any final information and/or source materials for service. Invoicing will be carried out according to the estimates or quotations and/or any subsequent cost revisions submitted by VisionsLive. Unless otherwise stated, prices are in pounds sterling and are exclusive of value added tax and any other tax or duty. Estimates or quotations are valid for 30 days from the date of issue and may be subject to change thereafter, at the discretion of VisionsLive, unless pricing forms part of a formal Contract agreed to prior by VisionsLive. Payment to VisionsLive Ltd shall be effected, in full, no later than 30 days from the date of invoice. Late payments will have interest applied at the rate of 8% per annum over the Bank of England’s base rate, (or such rate as is determined by stature, the latter prevailing), to all overdue sums from the date on which the first become due until they are paid in full. Each order for the supply of services, when accepted, constitutes a separate Contract. The Client shall not be entitled to withhold payment of any amount payable under the Contract to VisionsLive because of any disputed claim of the Client in respect of the Services provided or any other alleged breach of the Contract, nor shall the Client be entitled to set-off any amount payable under the Contract to VisionsLive against any monies which are not then presently payable by VisionsLive or for which VisionsLive disputes liability.

Cancellation

If the Client cancels or withdraws any portion of the service(s) requested, then, in consideration of VisionsLive’ and its subcontractors’ scheduling and/or performing the said service(s), the Client shall pay VisionsLive the full price for the Contract, or, at its sole discretion, VisionsLive may offer a discounted price to the Client to cover out-of-pocket expenses.

Liability

Whilst every attempt is made to ensure that the services provided are done so as efficiently as possible, no warranty is given in that regard, and VisionsLive shall not be held liable for any consequential loss or damage caused by any failure to implement any or all of the professional services in this contract. In the event of employees or sub-Contractors being unable to attend an event because of illness or some other unavoidable cause, or failure of equipment, VisionsLive shall use reasonable endeavours to provide a replacement. In the event of VisionsLive being unable to provide such a replacement, VisionsLive shall only be liable to reimburse the Client for any advance payments made to VisionsLive Ltd in respect of the professional services to be delivered to the Client.

Delivery

The dates and times for expected delivery of the services from VisionsLive, whether in writing or orally, are bona fide estimates which VisionsLive will use its best endeavours to meet, however VisionsLive cannot warrant the same, and no liability shall be attached to VisionsLive in the event of delivery being delayed. Delay shall in no circumstances amount to or be deemed to be a breach of Contract, neither shall the Client be entitled to treat the Contract as repudiated by reason of the delay, or claim any financial compensation. VisionsLive will make all reasonable efforts to make the Client aware of any delays that occur, as soon possible.

Translation and Interpreter services

On the written request of the client, VisionsLive will engage Interpreter and Translator services, to translate textual data between two languages, or to provide a teleconferenced service audio translation of live online sessions. This service is provided above our standard services and may be at an extra cost. We provide this service by way of assisting the client and cannot accept responsibility for any inadvertent errors that may arise. If the client or third parties wish to use the translated recordings or texts for making decisions on technical or legal matters, reference should always be made to the originals.

Governing Law

If any part of these Terms and Conditions is held to be unlawful, invalid or unenforceable, that part shall be deemed severed and the validity and enforceability of the remaining Terms and Conditions shall not be affected. These conditions and any Contract between the parties shall be governed by and construed and interpreted in accordance with English law and the parties submit to the jurisdiction of the English Courts.