Last updated: 25th January 2024
Key Points
- All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding.
- Speech4Kids require a minimum of 48 hours’ notice to reschedule an appointment.
- A refund may be provided by Speech4Kids for all fully paid sessions of:
- (a) 75% where 24 – 48 hours’ notice has been provided;
- (b) 50% where under 24 hours’ notice has been provided.
- Where there has been a failure to give notice and a none appearance occurs, no refund will be provided.
Terms and conditions for the supply of speech therapy services to parents
SPEECH 4 KIDS
THE CLIENT'S ATTENTION IS PARTICULARLY DRAWN TO THE PROVISIONS OF CLAUSE 8 (LIMITATION OF LIABILITY).
1. Interpretation
The following definitions and rules of interpretation apply in these Conditions.
1.1 Definitions:
Charges: the charges payable by the Client for the supply of the Services in accordance with clause 5.
Commencement Date: has the meaning given in clause 2.2.
Conditions: these terms and conditions as amended from time to time in accordance with clause 10.5.
Contract: the contract between the Speech4Kids and the Client for the supply of Services in accordance with these Conditions.
Client: the person or school who purchases Services from the Speech4Kids.
Client Default: has the meaning set out in clause 4.2.
Order: the Client's order for Services as set out in the written acceptance of a quotation by the Speech4Kids.
Services: the services, supplied by the Speech4Kids to the Client.
Speech4Kids;the supplier of services.
1.2 Interpretation:
(a) A reference to legislation or a legislative provision:
(i) is a reference to it as amended, extended or re-enacted from time to time; and
(ii) shall include all subordinate legislation made under that legislation or legislative provision.
(b) Any words following the terms including, include, in particular, for example or any similar expression, shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
(c) A reference to writing or written includes email.
2. Basis of contract
2.1 The Order constitutes an offer by the Client to purchase Services in accordance with these Conditions.
2.2 The Order shall only be deemed to be accepted when the Speech4Kids issues written acceptance of the Order at which point and on which date the Contract shall come into existence (Commencement Date ).
2.3 Any issued by the Speech4Kids, and any descriptions or illustrations contained in the Speech4Kids's catalogues or brochures, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Contract or have any contractual[JN3] force.
2.4 These Conditions apply to the Contract to the exclusion of any other terms that the Client seeks to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing .
2.5 Any quotation given by the Speech4Kids shall not constitute an offer, and is only valid for a period of 20 days from its date of issue.
3. Supply of Services
3.1 Speech4Kids shall supply the Services to the Client in accordance with the Clients reasonable requirements.
3.2 Speech4Kids reserves the right to amend the Services provided if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Services, and the Speech4Kids shall notify the Client in any such event .
3.3 The Speech4Kids warrants to the Client that the Services will be provided using reasonable care and skill. All therapists meet the standards of the Royal College of Speech and Language Therapists and Health and Care Professions Council and have had an enhanced DBS check.
4. Client's obligations
4.1 The Client shall:
(a) ensure that their requirements are made known to Speech4Kids and are complete and accurate;
(b) co-operate with the Speech4Kids in all matters relating to the Services;
(c) provide the Speech4Kids, its employees, and therapists with access to its facilities as reasonably required by the Speech4Kids;
(d) provide the Speech4Kids with such information and materials as the Speech4Kids may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;
(e) obtain all necessary permissions and consents which may be required for the Services before the date on which the Services are to start ; and
(f) the parent or guardian or carer must remain with their child throughout the session.
4.2 If Speech4Kids's performance of any of its obligations s prevented or delayed by any act or omission by the Client or failure by the Client to perform any relevant obligation (Client Default ):
(a) without limiting or affecting any other right or remedy available to it, Speech4Kids shall have the right to suspend performance of the Services until the Client remedies the Client Default, and to rely on the Client Default to relieve it from the performance of any of its obligations in each case to the extent the Client Default prevents or delays Speech4Kids's performance of any of its obligations;
(b) the Speech4Kids shall not be liable for any costs or losses sustained or incurred by the Client arising directly or indirectly from the Speech4Kids's failure or delay to perform any of its obligations as set out in this clause 4.2; and
(c) the Client shall reimburse the Speech4Kids on written demand for any costs or losses sustained or incurred by the Speech4Kids arising directly or indirectly from the Client Default.
5. Cancellation and Refunds
5.1 Speech4Kids require a minimum of 48 hours’ notice to reschedule an appointment.
5.2 A refund may be provided by Speech4Kids for all fully paid sessions of:
(a) 75% where 24 – 48 hours’ notice has been provided;
(b) 50% where under 24 hours’ notice has been provided.
Where there has been a failure to give notice and a none appearance occurs, no refund will be provided.
6. Intellectual property rights
All Intellectual Property Rights in or arising out of or in connection with the Services (other than Intellectual Property Rights in any materials provided by the Client) shall be owned by the Speech4Kids.
7. Data protection
The parties shall comply with their data protection obligations as set out in Schedule 1.
We may occasionally ask your permission to take a photo or video of your child during a session for our records and for training purposes. If you DO NOT want to be asked this, please let us know.
8. Limitation of liability: THE CLIENT'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE .
8.1 Speech4Kids has obtained insurance cover in respect of its own legal liability for individual claims not exceeding £1,000 per claim. The limits and exclusions in this clause reflect the insurance cover that Speech4Kids has been able to arrange and the Client is responsible for making its own arrangements for the insurance of any excess loss.
8.2 References to liability in this clause 8 include every kind of liability arising under or in connection with the Contract including liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
8.3 Nothing in this clause 8 shall limit the Client's payment obligations under the Contract.
8.4 Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
(a) death or personal injury caused by negligence; and
(b) fraud or fraudulent misrepresentation.
8.5 The cap on the Speech4Kids's liabilities shall be reduced by amounts awarded by a court or arbitrator, using their procedural or statutory powers in respect of costs of proceedings or interest for late payment.]
8.6 This clause 7.8 sets out the types of loss that are wholly excluded:
(a) loss of agreements or contracts.
(b) loss of use or corruption of software, data or information.
(c) loss of or damage to goodwill; and
(d) indirect or consequential loss.
8.7 Unless the Client notifies Speech4Kids that it intends to make a claim in respect of an event within the notice period, Speech4Kids shall have no liability for that event. The notice period for an event shall start on the day on which the Client became, or ought reasonably to have become, aware of the event having occurred and shall expire three months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
8.8 This clause 8 shall survive termination of the Contract.
9. Termination
9.1 Without affecting any other right or remedy available to it, either party may terminate the Contract by giving the other party one term’s written notice.
9.2 Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
(a) the other party commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 5 days of that party being notified in writing to do so;
(b) the other party's financial position deteriorates to such an extent that in the terminating party's opinion the other party's capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
9.3 Without affecting any other right or remedy available to it, Speech4Kids may terminate the Contract with immediate effect by giving written notice to the Client ifthe Client fails to pay any amount due under the Contract on the due date for payment.
10. Consequences of termination
10.1 On termination of the Contract the Client shall immediately pay to the Speech4Kids all of the Speech4Kids's outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, the Speech4Kids shall submit an invoice, which shall be payable by the Client immediately on receipt;
10.2 Termination of the Contract shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
10.3 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination of the Contract shall remain in full force and effect.
11. General
11.1 Force majeure. Neither party shall be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.
11.2 Assignment and other dealings.
(a) The Speech4Kids may at any time assign, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
(b) The Client shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract.
11.3 Confidentiality.
(a) Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, Clients, clients or Speech4Kids of the other party, except as permitted by clause 10.3(b).
(b) Each party may disclose the other party's confidential information:
(i) to its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of carrying out the party's obligations under the Contract. Each party shall ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the other party's confidential information comply with this clause 10.3; and
(ii) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
(c) Neither party shall use the other party's confidential information for any purpose other than to perform its obligations under the Contract.
11.4 Variation. Except as set out in these Conditions, no variation of the Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
11.5 Waiver. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.
11.6 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this agreement.If any provision or part-provision of this Contract deleted under this clause 11.7 the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.
11.7 Third party rights.
(a) Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
(b) The rights of the parties to rescind or vary the Contract are not subject to the consent of any other person.
11.8 Governing law. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by, and construed in accordance with the law of England and Wales.
11.9 Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.
