Terms and Conditions - Consultancy Helpline
These terms tell you the rules for using the Stewardship Consultancy Helpline (Helpline). By using the Helpline, you agree to be bound by the following terms and conditions (the Terms).
We recommend you review these Terms each time you use the Helpline.
1.1 We are Stewardship Services (UKET) Limited (Stewardship, we, us). We are a mission-focussed Christian charity working to strengthen churches and Christian charities. We are a company limited by guarantee registered in England and Wales with company number 00090305 and registered charity number 234714.
1.2 To contact us please use any of the following details:
- Email: [email protected]
- Address: Stewardship, 1 Lamb’s Passage, London EC1Y 8AB
- Phone: +44 (0)20 8502 8590
2.1 Stewardship provides the Helpline to you on the basis of these Terms. These Terms may be updated by Stewardship from time to time by posting the updated Terms on the Stewardship website (www.stewardship.org.uk/consultancy-helpline) without prior notification to you. When you access the Helpline at any time in the future, such updated Terms then in force shall apply. You should check the Terms for updates each time you access the Helpline.
2.2 Stewardship shall provide the Helpline to you with a reasonable level of care, skill and diligence.
2.3 In providing the Helpline to you, we shall use personnel who are suitably skilled and experienced to perform tasks assigned to them. These personnel will either be our internal consultants or external consultants (each an External Consultant) employed by an external consultancy firm (External Firm), who will be able to give you guidance from their experience and expertise in the charity sector and by reference to government or regulatory guidance, as applicable.
2.4 If we need to refer your enquiry to an External Consultant, you will be entitled to up to 30 minutes free advice in relation that enquiry. The External Consultant may then suggest that more time is dedicated to addressing your enquiry outside of the Helpline, under the terms and conditions of the applicable External Firm. Free advice will usually be limited to one enquiry for each specific issue.
2.5 Stewardship does not provide tax, legal or investment advice as part of the Helpline or otherwise. Where an External Consultant has the necessary regulatory approval, that External Consultant may provide you with tax, legal or investment advice as part of the Helpline, where applicable.
2.6 Certain enquiries may be beyond the scope of the Helpline, meaning we cannot assist you under the Helpline and these Terms. We will notify you when your enquiry is beyond the scope of the Helpline and we will endeavour to use our network of External Firms to recommend an External Firm who may be able to assist instead. Please note any such assistance will be provided under the terms and conditions of the applicable External Firm, not Stewardship, and additional charges may apply.
2.7 Any guidance provided by Stewardship under these Terms is provided for your sole use and is not intended to be used by any third party. We accept no liability or responsibility to any third party in respect of any guidance provided to you under these Terms.
Our contract with you for the provision of the Helpline (the Contract) shall commence when we contact you to confirm we have accepted your application to use the Helpline (the Commencement Date) and shall continue, unless terminated earlier in accordance with these Terms, unless terminated on not less than 30 days’ written notice.
4.1 The annual subscription fee for the Helpline is the price set out on the Consultancy Helpline Information Sheet (the Fees). We will issue your renewal notice for the Fees on an annual basis on or around the anniversary of the Commencement Date. Please note that we may increase the Fees from time to time – we will endeavour to give you as much notice of such an increase as possible prior to your next renewal notice being issued.
4.2 Fees are payable by direct debit or, with prior agreement, through bank transfer. We must receive the Fees within 30 days of the date of the applicable renewal notice.
4.3 Please be aware that all fees are inclusive of any applicable VAT and are non-refundable. No extra charges shall be effective unless agreed by you in writing.
5.1 Nothing in the Terms shall limit our liability for: (i) death or personal injury caused by our negligence, (ii) fraud or fraudulent misrepresentation; or (iii) otherwise to the extent such liability cannot be excluded or limited under applicable law
5.2 Subject to clause 5.1, we shall not have any liability to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any: (i) loss of profit; (ii) loss of goodwill; (iii) loss of business; (iv) loss of business opportunity; (v) loss of anticipated saving; (vi) loss of data; or (vii) special, indirect or consequential damage or loss arising under or in connection with these Terms.
5.3 We exclude all implied conditions, warranties, representations or other terms that may apply to your use of the Helpline.
5.4 We have no liability whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss or damage you suffer as a result of or in connection with any advice given to you by any External Consultants and/or External Firms.
5.5 Our liability to you in each year of your subscription to the Helpline, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract, shall be limited to £5,000.
6.1 You can access the Helpline by phone and/or email using the contact details above. Stewardship will have personnel monitoring the Helpline during our normal working hours of 9.30am – 5pm, Monday to Friday (excluding public holidays).
6.2 All material accessed through the Helpline is the property of Stewardship and/or its licensors and is protected by copyright and other intellectual property rights. You are authorised to view and download the materials for your internal purposes only.
6.3 We reserve the right to at any time prevent you from using the Helpline if we believe you are in breach of these Terms.
6.4 Where applicable, you are responsible for configuring your information technology, computer programs and platform to access the Helpline, including using your own virus protection software. We do not guarantee that any electronic access to the Helpline and/or communication in relation to the Helpline will be secure or free from bugs or viruses.
6.5 Internet communications are capable of data corruption (including ‘spoofing’ and viruses) and therefore we do not accept any responsibility for changes made to such communications after their despatch. We do not accept responsibility for any errors or problems that may arise through the use of internet communication and the risks connected with sending commercially or otherwise sensitive information are borne by you. If you do not agree to accept this potential risk, you should notify us in writing that email is not an acceptable means of communication and we can provide you with alternative methods.
8.1 We shall not at any time disclose to any person any confidential information concerning your organisation, affairs or suppliers (Confidential Information), except as permitted by clause 8.2.
8.2 We may be required to disclose your Confidential Information: (i) to our employees, officers, representatives or advisers who need to know such information for the purposes of providing you with guidance under the Helpline or otherwise in connection with the Helpline. We shall ensure that our employees, officers, representatives or advisers to whom we disclose your Confidential Information comply with this clause 8; and (ii) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
8.3 We shall not use your Confidential Information for any purpose other than to perform our obligations under or in connection with these Terms.
9.1 Each party shall not engage in any activity, practice or conduct in breach of any anti-bribery and/or anti-corruption laws including, but not limited to, the UK Bribery Act 2010.
9.2 Each party shall cooperate and assist upon request by the other party with any and all dealing with any relevant regulatory authority and shall otherwise cooperate with any regulatory authority.
9.3 Our files and records may be subject to inspection by professional bodies and other regulatory bodies. We will provide officials and representatives of such bodies with information and explanations that they may reasonably require in accordance with their rights and powers under such applicable law.
10.1 Without limiting our other rights or remedies, either party may terminate the Contract with immediate effect by notifying the other party in writing if the other party:
10.1.1 commits a material breach of any term of this Contract which breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 20 days after being notified in writing to do so;
10.1.2 takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on its operations; and
10.1.3 suspends or ceases, or threatens to suspend or cease, carrying on all or a substantial part of its operations.
10.2 Stewardship may terminate the Contract with immediate effect by notifying you in writing if:
10.2.1 the Charity Commission, HMRC or any other regulatory authority, for any reason, takes regulatory action against you; or
10.2.2 you amend, change or otherwise update your charitable objects so that they are no longer compatible with our Christian charitable objects and/or statement of faith.
10.3 Clauses which expressly or by implication survive termination shall continue in full force and effect.
Any notice given to a party under or in connection with these Terms shall be in writing, and shall be sent to the respective party personally or by prepaid first class post or recorded delivery to the address specified in the Helpline Application Form and/or these Terms, and where no such address is given, at their principal place of operation. All notices shall be deemed to have been duly received however delivered at 10.00 am on the second day after posting or delivery. This clause does not apply to the service of any proceedings or other documents in any legal action, or other method of dispute resolution.
12.1 If you are dissatisfied in any way with any advice provided to you by Stewardship, or if you have any questions about the Helpline, or any feedback on how the Helpline could be improved, please contact us at https://www.stewardship.org.uk/transparency/making-complaint.
We undertake to look into any complaint carefully and promptly, and to do all we can to explain the position to you. If we have given you a less than satisfactory service, we undertake to do everything reasonable to put it right.
12.2 If you are dissatisfied in any way with any advice provided to you by an External Consultant or if you have a complaint in respect of any advice provided to you by an External Consultant, you should refer to the complaints policy of the applicable External Firm.
13.1 Force Majeure - neither party shall be in breach of these Terms nor liable for delay in performing, or failure to perform, any of its obligations under it, excluding any obligation to pay sums due under these Terms, if such delay or failure results from an event, circumstance or cause beyond its reasonable control. If the period of delay or non-performance continues for more than 4 weeks, the party not affected may terminate these Terms by giving 7 days' written notice to the affected party.
13.2 Assignment - (i) You shall not, without the prior written consent of Stewardship, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Contract. (ii) Stewardship may at any time assign, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Contract.
13.3 Variation and Waiver - No variation of these Terms shall be effective unless it is in writing and signed by the parties (or their authorised representatives). No delay or omission by Stewardship in exercising any of its rights or remedies under these Terms or under any other applicable law on any occasion shall be deemed a waiver of such rights or remedies.
13.4 Severance – If any provision of these Terms 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 of these Terms shall continue in full force and effect.
13.5 Entire Agreement – (i) these Terms and the Helpline Application Form constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. (ii) Each party agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these Terms.
13.6 No Partnership – Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, nor constitute either party the agent of the other for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way.
13.7 Third Party Rights - This Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms.
13.8 Governing Law and Jurisdiction – These Terms and the rights and obligations of the parties to the Contract shall be governed, interpreted and construed solely in accordance with English Law and shall be subject to the exclusive jurisdiction of the Courts of England and Wales.