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Terms & Conditions for Customers - Section F

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Terms & Conditions for Customers
Section A
Section B
Section C
Section D
Section E
Section F
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SECTION F: CONSULTANCY SERVICES

31. Quality of Consultancy Services & deliverables

31.1. The terms of reference for the Consultancy Services to be performed by the Company shall be specified in the Services Proposal. The Customer may from time to time wish to vary the terms of reference. Under these circumstances. The Company will use all reasonable endeavours to accommodate that variation. Any changes in the charges and/or timescales as a result of that variation shall be negotiated between the Customer and the Company.

31.2. In respect of Software Asset Management, consultancy work is performed on a best endeavours basis and The Company cannot guarantee the accuracy of any effective license position, solution and/or compliancy report.

31.3. Where progress reports are to be provided in accordance with the Services proposal, the Company shall render such reports at the time and in the manner specified or as otherwise agreed between the Company and the Customer.

31.4. The parties agree that all Intellectual Property rights which existed prior to the date of the Order in relation to any items used in the performance of the Consultancy Services shall remain the property of the existing owner of those Intellectual Property Rights.

31.5. The Company shall own and be fully entitled to use in any way it deems fit any Intellectual Property or Intellectual Property skills, techniques, materials, concepts or know-how acquired, developed or used in the course of performing the Consultancy Services and any improvements made or developed during the course of the Consultancy Services. For the avoidance of any doubt, this shall include any improvements or modifications to Software during the duration of the order. Nothing herein shall be construed or shall give effect to any transfer of right, title or interest in the Company’s Intellectual Property Rights.

31.6. The Customer shall indemnify and keep the Company indemnified in respect of any losses, costs, damages, claims and/or expenses incurred by the Company due to any claims by any Third Party arising out of any use, access to or modification of the Customer’s computer system by the Company on the Customer’s instructions and/or use of any materials supplied to the Company by the Customer. The indemnity in this clause 31.6 shall survive the termination or expiry of the Order



 

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