TRADING TERMS AND CONDITIONS
1. Interpretation
1.1 In these Terms and Conditions
‘AIPS’ means Atlas International Property Services Limited, whose principal trading address in the United Kingdom is Atlas House, Station Road, Dorking, Surrey, RH4 IEB, the company providing the Services. All references to AIPS includes references to its employees, servants or agents.
‘the Services’ means the services provided by AIPS to the Client pursuant to this contract as specified in clauses [4.1] and [4.4] of these Terms and Conditions.
‘the Client’ means the person, firm or company to whom AIPS has agreed to provide the Services in accordance with this contract.
‘the Group’ means any holding company of AIPS and any subsidiary or associated company of AIPS or its holding company from time to time.
‘Reservation Agreement’ means an agreement entered into between the builder/ developer/ vendor of a property and the Client in which the Client reserves a property to be the subject of a separate purchase contract with the builder/ developer/ vendor.
1.2 The headings in these Terms and Conditions are for convenience only and shall not affect their interpretation.
2. Recital
2.1 AIPS is in business as an international property facilitator and promoter acting on behalf of builders/ developers/ vendors in Spain and Cyprus and acts as a payment representative for such builders/ developers/ vendors.
3. Supply of the Services
3.1 AIPS shall provide the Services to the Client subject to these Terms and Conditions. Any changes or additions to these Terms and Conditions must be agreed in writing by an authorised servant or agent of AIPS and the Client.
3.2 Incorporated into this contract are the contractual Terms and Conditions of any third party supplier that AIPS might arrange to provide the Services. These may contain Terms and Conditions which affect the Client’s right to compensation and may be subject to other international conventions. AIPS will provide copies of such Terms and Conditions to the Client on the request of the Client.
3.3 AIPS may at any time without notifying the Client make any changes to the Services which are necessary to comply with any applicable safety or other statutory requirements, or which do not materially affect the nature or quality of the Services.
3.4 AIPS may correct any typographical or other errors or omissions in any brochure, promotional literature, quotation or other document relating to the provision of the Services without any liability to the Client.
3.5 Any notice to be served under this contract shall be in writing and served upon AIPS at its principal trading address in the United Kingdom as set out above either by hand or by first class post and shall be deemed to be served 48 hours after posting if sent by post and on delivery if delivered by hand.
4. The Services
4.1 Subject to the Terms and Conditions set out in this document, AIPS will arrange an inspection visit to Spain, Cyprus, Turkey, Belize, Italy or the Greek Islands for the Client to view properties. AIPS will subsidise the package and the Client will pay a fixed price per person. The inspection visit will include a subsidised return flight to the United Kingdom, complimentary accommodation in an Atlas International Hotel, complimentary meals and entertainment at venues chosen by AIPS and complimentary transfers and transportation as required for the provision of the Services throughout the inspection visit.
4.2 AIPS is not responsible for, nor accepts liability for, the actions of any third party supplier of travel, accommodation or entertainment services or for the performance of those services.
4.3 AIPS is not liable for any loss or expense suffered by the Client as a result of delay or cancellation of travel arrangements by reason of unusual and unforeseeable circumstances beyond the control of AIPS, the consequences of which could not have been avoided if all due care had been exercised.
4.4 AIPS will provide an after sales care service to the Client once the Client has entered into a Reservation Agreement.
5. Obligations of the Client
5.1 AIPS will provide the Services on the condition that the Client must attend the whole programme arranged by AIPS for the duration of the inspection visit. If the Client fails to attend the whole programme or if AIPS forms the reasonable view that the Client does not intend to attend the whole of the programme the Client will be responsible for the full outlay incurred by AIPS in arranging the inspection visit for the Client including all third party costs for which AIPS is liable as a result of the Client entering into this contract. This includes, but may not be limited to, the cost of flights, accommodation, meals, entertainment, transfers and transportation.
5.2 In addition, the Client will be responsible for the full outlay incurred by AIPS in arranging the inspection visit if the Client cancels the flight, fails to catch the flight, alters the flight without the written authorisation of AIPS, if AIPS forms the reasonable view that the Client intends to cancel the flight or if, in the reasonable opinion of AIPS, the Client is behaving in a way which will cause or is likely to cause danger or distress or annoyance to others or damage to property. In this latter situation, the Client will be responsible for arranging and paying for travel back to the United Kingdom and if AIPS incurs expense as a result of the Client’s behaviour the Client shall fully compensate AIPS for that expense.
5.3 The Client must have access to available funds to pay a reservation fee consisting of 10% of the agreed purchase price in the country of the inspection visit or within 14 days of returning to the United Kingdom. If the Client does not have sufficient funds to pay the reservation fee at the time of entering into this contract and/or for the duration of the inspection visit and/or on the due date of payment of the reservation fee the Client will be responsible for the full outlay incurred by AIPS in arranging the inspection visit for the Client
5.4 Any passports, visas, health certificates, relevant travel vaccinations and other travel documents required for the inspection visit must be obtained by the Client, whose responsibility it remains to ensure that these are all in order and to meet any additional costs incurred (whether by the Client or AIPS on the Client’s behalf) as a result of any failure to comply with such requirements. AIPS will not be liable for any inaccurate information provided in relation to the aforementioned travel documentation.
5.5 The Client is responsible for arriving at stated departure times and places and any loss or damage suffered by the Client through the failure to do so lies with the Client.
5.6 AIPS does not provide travel insurance as part of the contract. For the Client’s own protection AIPS strongly recommends that the Client takes out suitable insurance cover before travel which will in most cases cover against cancellation charges. Please note, it is the Client’s responsibility to ensure that the insurance purchased by the Client is suitable and adequate for the Client’s particular needs.
6. Payment
6.1 Flight arrangements are provided by Future Travel Limited (part of the Co-operative Limited), a company acting as agent for ATOL protected Operators. This provides security for the refund of money paid by the Client and for the repatriation of the Client in the case of insolvency of Future Travel Limited (part of the Co-operative Limited) or the said Operators.
6.2 AIPS’s obligations under this contract do not arise until the payment referred to in clause [6.1] of these Terms and Conditions has been made.
6.3 Once the Client has entered into a Reservation Agreement the Client must pay to AIPS an administration fee of £275.00 for the after sales care service provided by AIPS.
6.4 The Client must raise any queries on any invoice for the after sales care service within 7 days of the relevant invoice. Invoices are due for payment 30 days following the date of the invoice.
6.5 If payment is not made on the due date AIPS shall be entitled, without limiting any other rights it may have, to charge interest on the outstanding amount at the rate of 3 percent above the base rate from time to time in force by Barclays Bank Plc or such higher rate as prescribed under the Late Payment of Commercial Debts (Interest) Act 1998 from the due date until the date of judgment or until the outstanding amount is paid in full.
6.6 The Client shall not be entitled to withhold payment of any amount payable under this contract by reason of any dispute or claim by the Client.
6.7 If the Client shall fail to make punctual payment of any sum under any contract between AIPS and the Client or on any agreement where AIPS acts as payment representative for the builder/ developer/ vendor, AIPS may, at its option, either withhold delivery of the Services until the total indebtedness of the Client under the contract has been discharged, or cancel this contract, following which the Company shall have no ongoing liability to provide the Services, though all invoiced but unpaid sums shall remain due and payable.
6.8 All legal costs and expenses reasonably incurred by AIPS in seeking to collect overdue invoices from the Client or otherwise enforce its rights under this contract will be recoverable from the Client on an indemnity basis.
7. Obligations and Warranties of AIPS
7.1 AIPS warrants to the Client that the Services will be provided using reasonable care and skill and, as far as reasonably possible, in accordance with clauses [4.1] and [4.4] of these Terms and Conditions.
7.2 AIPS shall not be liable to the Client for any damage caused to the Client by the failure to perform the Services or the improper performance of the Services where the failure or the improper performance is due neither to any fault of AIPS nor of the third party supplier because:
7.2.1 the failures which occur in the performance of the Services are attributable to the Client;
7.2.2 such failures are attributable to a third party unconnected with the provision of the Services contracted for, and are unforeseeable or unavoidable; or
7.2.3 such failures are due to unusual and unforeseeable circumstances beyond the control of AIPS, the consequences of which could not have been avoided even if all due care and skill had been exercised or an event which AIPS or the third party supplier, even with all due care, could not foresee or forestall. The circumstances include, but are not limited to, strikes, fires, accidents, war, threat of war, riot, civil strife, industrial dispute, terrorist activity, natural or nuclear disaster or adverse weather conditions.
7.3 Where AIPS supplies in connection with the provision of the Services any goods or services supplied by a third party, AIPS does not give any warranty, guarantee or other term as to their quality, fitness for purpose or otherwise, but shall, where possible, assign to the Client the benefit of any warranty, guarantee or indemnity given by the person supplying the goods or services to AIPS.
7.4 AIPS will endeavour to use suppliers of goods and services that meet its own highest standards and only to introduce the Client to such businesses in the course of the inspection visit and during the provision of after sales services. AIPS will not however be liable to the Client for any loss or damage caused by any failure by such third parties to supply satisfactory goods or services to the Client and makes no representation or warranty as to the ability of such third party to provide such goods or services, or as to the goods or services provided.
7.5 AIPS shall have no liability to the Client for any loss, damage, costs, expenses or other claims for compensation arising from any instructions or information supplied by the Client which are incomplete, incorrect, inaccurate, illegible, out of sequence or in the wrong form, or arising from their late arrival or non-arrival, or any other fault of the Client.
7.6 Except in respect of death or personal injury caused by the negligence of AIPS, or as expressly provided in these Terms and Conditions, AIPS shall not be liable to the Client or any third party by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by the negligence of AIPS, its servants or agents or otherwise) which arise out of or in connection with the provision of the Services (including any delay in providing or failure to provide the Service) or their use by the Client, and the entire liability of AIPS under or in connection with the contract shall not exceed a total amount equivalent to the amount payable by the Client under this contact, not of the sums required to be paid by AIPS to third parties, except as expressly provided in these Terms and Conditions. In all other situations AIPS’s liability for damage arising from the non- performance or improper performance of the Services is limited in accordance with the international regulations which govern such services. The Client shall indemnify AIPS in respect of any claim for consequential or indirect loss suffered by any third party in relation to this contract.
8. Complaints
8.1 In the event that the Client wishes to complain about a failure in the performance of the Services whilst on the inspection visit, the Client must report the complaint immediately and directly to the Client’s Atlas International Representative. The representative will make prompt efforts to find appropriate solutions. If the Client fails to follow this procedure, this may affect the Client’s rights under this contract, as AIPS has been deprived of the opportunity to investigate and rectify the failure. If the failure cannot be resolved locally the Client must give notice in writing to AIPS at the principal place of business as stated in clause [1.1] of these Terms and Conditions at the earliest opportunity.
8.2 AIPS will not be liable for any loss or damage in respect of matters which the Client reasonably could have raised complaint about whilst on the inspection visit.
8.3 In the event that the Client wishes to complain about the quality of the Services in any situation other than that described in clause [8.1] of these Terms and Conditions the Client must give notice in writing to AIPS at the principal trading address as stated in clause [1.1] of these Terms and Conditions at the earliest opportunity; and in any event within 10 days of arrival in the UK following the inspection visit.
8.4 AIPS will not be liable for any loss or damage which has not been reported to it at the earliest opportunity and a failure to report any complaint at the earliest opportunity will be proof that the services were satisfactorily provided.
9. Data Protection
9.1 AIPS will always respect the Client’s privacy and any personal communication between the Client and the Group. The information that AIPS collects from the Client is only that required by AIPS or other members of the Group to provide the Client with the information, products or services requested. AIPS does not trade, rent or sell client details to third parties. Should AIPS’s intentions change it will be done only with the Client’s authorisation. AIPS will always comply with any data protection legislation currently in force.
9.2 Except where expressly permitted by the Data Protection Act, AIPS will only deal with the personal details provided by the Client in respect of the provision of the Services, unless the Client agrees otherwise. This will include sending the Client information about inspection visits and/or brochures. AIPS will not trade, rent or sell the Client’s details to any third parties save, for the avoidance of doubt, other members of the Group.
9.3 Where the Client has given consent, AIPS and other members of the Group may use the Client’s personal details to inform the Client about promotions, offers or information provided by AIPS or other members of the Group which may be of interest to the Client and AIPS may share the Client’s personal details with the Group for this purpose.
9.4 If AIPS, or other members of the Group, transfer the Client’s personal details to any member of the Group or any agent located outside of the European Economic Area, the Group will take reasonable steps with the aim of ensuring that the Client’s privacy rights are protected.
9.5 AIPS may transfer the Client’s personal details to a third party as part of a sale of some or all of its business and assets to any third party or as part of any business restructuring or reorganisation but AIPS will take reasonable steps with the aim of ensuring that the Client’s privacy rights are protected.
9.6 Other than as set out above, AIPS will not disclose any of the Client’s personal details without the Client’s permission unless AIPS is required by law to do so (for example, if required to do so by a court order or for the purposes of prevention of fraud or other crime).
9.7 The Client is always in control of their personal details. The Client can tell AIPS in writing not to transfer the Client’s personal details as set out above by writing to the Managing Director, Atlas House, Station Road, Dorking, Surrey, RH4 IEB.
10. General
10.1 These Terms and Conditions constitute the entire agreement between the parties and supersede any previous agreement or understanding. All other terms, express or implied by statute or otherwise, are excluded to the fullest extent permitted by law. The Client and AIPS confirm that the Client has not entered into this contract on the basis of any representation that is not expressly incorporated into this contract.
10.2 Without limiting the generality of the foregoing, neither party shall have any remedy in respect of any untrue statement made to it upon which it may have relied in entering into this contract, and a party’s only remedy is for breach of contract. However, nothing in this contract purports to exclude liability for any fraudulent statement or act.
10.3 No failure or delay by either party in exercising any of its rights under the contract shall be deemed to be a waiver of that right and no waiver by either party of any breach of the contract by the other shall be considered as a waiver of any subsequent breach of the same or any other provision.
10.4 If any provision of these Terms and Conditions is held by any court or other competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these Terms and Conditions and the remainder of the provision in question shall not be affected.
10.5 English law shall apply to the contract and the parties agree to submit to the non-exclusive jurisdiction of the English courts.
10.6 The submission by the parties to such jurisdiction shall not limit the right of AIPS to commence any proceedings arising out of this contract in any other jurisdiction it may consider appropriate.
10.7 AIPS reserves the right to update or change these Terms and Conditions from time to time to reflect changes in its operating practice, changes in the law affecting the provision of its Services or for other good reasons.