TERMS AND CONDITIONS OF TBCCI SERVICES

1.Interpretation: The following definitions and rules of interpretation apply in these Conditions.
1.1.Definitions:

Conditions: these terms and conditions as amended from time to time in accordance with Clause 2.1 and 21.

Contract: the contract between TBCCI and the Customer for the supply of Services in accordance with these Conditions.

Customer: the person or firm who purchases Services from TBCCI.

Customer Default: has the meaning set out in Clause 9.

Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

Order: the Customer’s order for Services as set out in the Customer’s written acceptance of TBCCI’s quotation.

Service: the service or services, supplied by TBCCI to the Customer as set out in TBCCI’s quotation.

TBCCI: Turkish-British Chamber of Commerce and Industry, registered in England and Wales with company number 01516670.

1.2.Interpretation:
1.2.1.Any words following the terms including, include, such as, 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.
1.2.2.Any reference to writing or written includes email in accordance with Clause 16.
1.2.3.Any reference to we shall be read as TBCCI, and any reference to you shall be read as the Customer.
2.Basis of contract:
2.1.These Conditions may have changed since you last reviewed them. We amend these Conditions from time to time. Every time you wish to use Services, please check these Conditions to ensure you understand the terms that apply at that time.
2.2.You can find everything you need to know about us, TBCCI, and Services on our website before you order. We also confirm the key information to you in writing before or after you order, via email.
2.3.When you buy or use Services you are agreeing to comply with the terms set out in this Conditions.
2.4.These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
3.Orders:
3.1.Any quotation given by TBCCI shall not constitute an offer, and the Order constitutes an offer by the Customer to purchase Services in accordance with these Conditions.
3.2.We only accept Orders when we’ve checked them. We contact you to confirm we’ve received your Order and to confirm we’ve accepted it.
3.3.Sometimes we reject Orders, for example, because a certification request does not involve required documents or required information according to the British Chamber of Commerce guidelines or because the Service was mispriced by us. When this happens, we let you know as soon as reasonably possible and refund any sums you have paid.
3.4.We charge you when we accept your Order. However, for some Services, for example membership services, we take payment at regular intervals, as explained to you during the Order process.
3.5.We pass on increases in VAT. If the rate of VAT changes between your Order date and the date we supply the Service, we adjust the rate of VAT that you pay, unless you have already paid in full before the change in the rate of VAT takes effect.
3.6.Any samples, drawings, descriptive matter or advertising issued by us, and any descriptions or illustrations contained in our catalogues or brochures, are issued or published for the sole purpose of giving an approximate idea of Services described in them. They shall not have any contractual force.
3.7.Contact us: info@tbcci.org if you think there is something wrong with your Orders or our Services.
4.Delays:
4.1.We will use all reasonable endeavours to meet any performance dates specified by us, but any such dates shall be estimates only and time shall not be of the essence for performance of our Services.
4.2.If our supply of the Services is delayed, you can contact to us to learn about status updates and/or about what can be done to reduce the delay.
4.3.If the delay is caused by an event outside our control, such as delays caused by third parties, we won’t compensate you for the delay, but you can contact us: info@tbcci.org to end the Contract and receive a refund, except for the fees of the Service items that have already been provided by us and the costs that have already incurred by us to provide the Services.
5.Your right to change your mind:
5.1.For most of our Services, you have 14 calendar days after the date we confirm your Order to change your mind about a purchase, but within these 14 calendar days:
5.1.1.You lose the right to cancel any of Services, when it’s been completed. You must pay for any Services provided and the costs incurred to provide the Services up the time you cancel.
5.1.2.If the Services has been partially completed, you must pay the fees of the parts of the Services that have already been provided by us and the costs that have already incurred by us to provide the Services.
5.1.3.You cannot cancel your membership, if you have started to use of any free or discounted membership service that is available to our chamber members only, within your (usually annual) membership billing period. In this case, you can use membership services until the end of that billing period, and you can cancel any membership renewal after that period.
5.1.4.We start to proceed with our certification and legalisation services as soon as reasonably possible upon the receipt of the documents that you have submitted for such services and the relevant payment. For this reason, you cannot cancel certification or legalisation services, after we receive the documents that you have submitted. You can cancel such services before we receive the documents and, in this case, only the costs incurred for the delivery of the documents back to you will be deducted from your full refund.
5.1.5.You cannot cancel any booking for events, any service of accommodation, vehicle rental, goods transport, catering or leisure activities, considering that they usually involve third-party service providers and their own terms and conditions.
5.2.If you change your mind, contact us: info@tbcci.org in writing. We refund you within 14 calendar days of you telling us you’ve changed your mind. We refund you by the method you used for payment. We don’t charge a fee for the refund.
6.Changes we can make about Services:
6.1.We can always change Services:
6.1.1.to reflect changes in relevant laws, regulatory requirements and standard rules, circulars, and other guidelines of British Chamber of Commerce; and
6.1.2.to make minor technical adjustments and improvements, for example to address a security threat. These are changes that don’t affect your use of the Services.
6.2.We can also make the following types of change to the Services or these Conditions, but if we do so we’ll notify you and you can then contact us: info@tbcci.org in writing to end the Contract before the change takes effect and receive a refund for any of the Services you’ve paid for in advance, but not received (except for the fees of the Service items that have already been provided by us and the costs that have already incurred by us to provide the Services):
6.2.1.Amendments to our fees (to become our member or renew your membership; for certification services; and our other Services); and
6.2.2.Other changes that we anticipate they may affect your use of the Services.
7.Suspension of Services:
7.1.We can suspend the supply of any of the Services at any time we may deem necessary. We do this to:
7.1.1.deal with technical problems or make minor technical changes;
7.1.2.update the Services to reflect changes in relevant laws, regulatory requirements, and standard rules, circulars, and other guidelines of British Chamber of Commerce; or
7.1.3.make changes to the Services (see Clause 6 above).
7.2.We contact you in advance to tell you we’re suspending supply, unless the problem is urgent or an emergency. If we suspend our membership services, we adjust our membership fees, so you don’t pay for it while its suspended. If we suspend supply, or tell you we’re going to suspend supply, you can contact us: info@tbcci.org in writing to end the Contract and we’ll refund any sums you’ve paid in advance for Services you won’t receive anymore.
8.Withdrawal of Services:
8.1.We can stop providing any of the Services at any time we may deem necessary.
8.2.If it is one-off Service, we will let you know when we receive your new Order of such Service, and we will reject your Order for such Service.
8.3.If it is one of our on-going Service with you, we’ll contact you when we plan to do this, and you can contact us: info@tbcci.org to end the Contract within 14 calendar days of us telling you about the withdrawal of the Service and we will refund you any sums you’ve paid in advance for Services which won’t be provided anymore.
9.Customer Default:
9.1.If our performance of any of our obligations under the Contract is prevented or delayed by any of your acts or omissions or your failure to perform any relevant obligation (“Customer Default”):
9.1.1.without limiting or affecting any other right or remedy available to us, we shall have the right (i) to suspend performance of the Services until you remedy Customer Default; and (ii) to rely on the Customer Default to relieve us from the performance of any of our obligations, in each case to the extent the Customer Default prevents or delays our performance of any of our obligations;
9.1.2.we will not be liable for any costs or losses sustained or incurred by you arising directly or indirectly from our failure or delay to perform any of our obligations as set out in this Clause 9; and
9.1.3.you accept that you will reimburse us on written demand for any costs or losses sustained or incurred by us arising directly or indirectly from the Customer Default.
10.Our right to end our Contract with you:

We can end our Contract with you for any of the Services without refund and claim any compensation due to us if:

10.1.you don’t make any payment to us when it’s due and you still don’t make payment within 14 calendar days of our reminding you that payment is due;
10.2.you don’t, within a reasonable time of us asking for it, provide us with information, cooperation or access that we need to provide the Service;
10.3.you don’t remedy Customer Default, or reimburse us according to the Clause 9 above; or
10.4.you don’t use our membership or any of our other Services for lawful purposes and in a lawful manner; or you don’t to comply with all applicable laws, statutes and regulations, also the Standard Rules of British Chamber of Commerce in respect of the certification services.
11.Consequences of termination:
11.1.On termination or expiry of our Contract with you, you accept that you will immediately pay to us all of your outstanding unpaid invoices and, in respect of the Services supplied but for which no invoice has been submitted yet, we will submit an invoice, which shall be payable by you immediately on receipt.
11.2.Termination or expiry of the Contract shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.
11.3.Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination or expiry of the Contract shall remain in full force and effect.
12.Limitation of Liability:
12.1.We don’t compensate you for all losses caused by us or our Services. We’re responsible for losses you suffer caused by us breaking the Contract unless the loss is:
12.1.1.Unexpected: It was not obvious that it would happen and nothing you said to us before we accepted your Order meant we should have expected it (so, in the law, the loss was unforeseeable).
12.1.2.Caused by a delaying event outside our control: We’re not responsible for delays outside our control in accordance with the Clause 4.3.
12.1.3.Avoidable: Something you could have avoided by taking reasonable action, including following our reasonable instructions.
12.1.4.A business loss: Our liability for any loss you suffer in connection with your trade, business, craft or profession is excluded.
12.2.Indemnification for certification services: You accept that you will at all times keep us and our employees/representatives indemnified against any claims or demands whatsoever which may be made at any time against us, by reason of any fault, defect, omission or inaccuracy in (i) the content of the documents, that you have provided to us; or (ii) the manner of their issue, that you have requested from us.
13.Confidentiality and Personal Data Protection:
13.1.How we use any personal data you give us is set out in our Privacy Policy.
13.2.Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party, except as permitted by Clause 13.3.
13.3.Each party may disclose the other party’s confidential information:
13.3.1.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 Clause 13; and
13.3.2.as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority. In the event of requests which stem from a legitimate enquiry from someone with statutory authority, eg the police, HM Revenue & Customs or officials acting with authority of a court order, you accept that you permit us to allow direct access, under the power of statutory authority, to your personal data and commercial information as may be required as part of the enquiry.
13.4.Neither party shall use the other party’s confidential information for any purpose other than to perform its obligations under the Contract.
14.Intellectual property rights:
14.1.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 you) shall be owned by us.
14.2.A fully paid-up, non-exclusive, royalty-free, non-transferable licence to copy and modify any materials provided by the parties to the Contract, is granted to the other party for the purpose of providing and/or receiving the Services.
14.3.You cannot sub-license, assign or otherwise transfer the rights granted in this Clause 14.
15.Resolving complaints: Please contact us: info@tbcci.org if you have any complaints about the Services. Our team will do their best to resolve any problems you have with us or the Services.
16.Notices:
16.1.1.Any notice or other communication given to a party under or in connection with our Contract with you, shall be in writing and shall be sent by email to the address info@tbcci.org.
16.1.2.Any notice or communication shall be deemed to have been received at the time of transmission, or, if this time falls outside of our business hours, when our business hours resume. For the purpose of this clause, business hours means 9.00am to 5.00pm Monday to Friday on a day that is not a public holiday in the United Kingdom.
16.1.3.This clause 16 does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any other method of dispute resolution.
17.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.
18.Assignment and other dealings:
18.1.1.We can transfer our Contract with you, so that a different organisation is responsible for supplying the Services. We’ll contact you to let you know if we plan to do this. If you’re unhappy with the transfer you can contact us: info@tbcci.org to end the Contract within 14 calendar days of us telling you about it and we will refund you any payments you’ve made in advance for the Services not provided.
18.1.2.You can only transfer your Contract with us to someone else if we agree to this. We may not agree if it is a membership service, or in other situations we deem necessary to reject the transfer. If we agree, we can require the new owner to prove you transferred the Service to them.
19.Third party rights: Nobody else has any rights under the Contract. 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. The Contract is between you and us. Nobody else can enforce it and neither of us will need to ask anybody else to sign-off on ending or changing it.
20.Severance: If a court invalidates some of the Contract, the rest of it will still apply. If a court or other authority decides that some of the clauses are unlawful, void or for any reason unenforceable, then those clauses shall be deemed severable from these terms and shall not affect the validity and enforceability of the remainder of these terms. The rest of the terms will continue to apply and to have full force and effect.
21.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).
22.Waiver:
22.1.1.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.
22.1.2.Even if we delay in enforcing the Contract, we can still enforce it later. We might not immediately chase you for not doing something (like paying) or for doing something you’re not allowed to, but that doesn’t mean we can’t do it later. A failure or delay by us to exercise any right or remedy provided under the Contract or by law, or a single or partial exercise of 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.
23.Governing law: These Conditions, the Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter or formation shall be governed by, and construed in accordance with the law of England and Wales.
24.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 these Conditions and the Contract or their subject matter or formation.