QRS Market Research Ltd. Terms and conditions of contract (version 4.2)
The ‘Company’ is QRS Market Research Ltd. ‘Project’ is any research project or other service or work conducted by the Company. The ‘Client’ is the person or organisation buying or seeking to buy the Project from the Company.
Headings are for information only and do not form a part of these Terms and Conditions.
SCOPE OF THESE TERMS
All work carried out by The Company is subject to these terms and conditions unless otherwise agreed in writing. These terms and conditions shall take precedence over any conflicting terms and conditions issued by The Client in a purchase order or elsewhere even if a condition similar to this condition appears in such terms and conditions.
These terms and conditions supersede any previous terms and conditions issued by the Company.
The Client and The Company agree that all work shall be conducted in accordance with the Codes of Conduct of the Market Research Society and ESOMAR. Research is conducted in compliance with ISO 9001 & ISO 20252. QRS is registered for and abides by the Data Protection Act.
VALIDITY OF QUOTATIONS
Quotations are valid for 30 days from the date of submission, unless specified otherwise. Provision of a quotation is not legally binding and The Company cannot guarantee availability or capacity until a project is commissioned and confirmation is agreed by The Company.
Fees quoted are for the research or fieldwork services as set out in the quote, proposal or other document or as otherwise agreed between The Company and The Client. Any changes made at the request of The Client or with the agreement of The Client may result in additional fees. The Company shall not be obliged to notify The Client in advance of such additional fees.
Value Added Tax, where appropriate, will be added to invoices at the prevailing rate at the time of invoicing.
Unless otherwise specified and agreed in advance, half of the total fee will be invoiced on commissioning of the Project, the balance on project completion. If a written report and presentation is required then invoicing will follow the first delivery of either output. If no report or presentation is involved, final invoicing will be on completion of the Project.
If the Project involves invoicing in any currency other than GBP, the price quoted is based on the exchange rate ruling on the day the proposal or costing is given. Only the GBP figure is fixed and fees are subject to exchange rate fluctuation and any subsequent significant change in the exchange. The invoice will be GBP (unless special arrangements have been made and agreed at the time of project commission) and The Client is to ensure that any payments made in other currencies to the QRS bank account equals the sterling amount on the day of payment and pays both parties bank charges.
All invoices are due for settlement within 30 days of invoice unless otherwise specified and agreed in advance. Invoices unpaid on expiry of the agreed period will incur interest under the Late Payment of Commercial Debts (Interest) Act 1998 at a rate of 8.5% above the Bank of England base rate plus a further £70 as a statutory fixed sum under the table of compensation.
In the event of The Client delaying payment for more than 30 days beyond the due date, The Company reserves the right, after notifying The Client in writing of its intentions, to suspend or terminate work on the Project, in which case the Project shall be deemed to have been postponed or cancelled by the Client. Any goods or items supplied to the Client remain the property of the company until fully paid for.
POSTPONEMENT OR CANCELLATION
In the event of the Project being postponed or cancelled by The Client after commissioning (whether or not commissioned in writing) a fee may be charged by The Company to The Client to cover the value of all work undertaken (based on time spent on the Project) costs incurred and financial commitments entered into, including work undertaken and costs incurred up to the point of cancellation. In addition, 20% of the project fee will be charged if cancellation or postponement is received with 15-30 days’ notice, 35% if cancellation or postponement is received 8-14 days prior to fieldwork commencing and 50% if received with 7 days or less notice.
INDEMNITY AGAINST CLAIMS FROM THIRD PARTIES
The Client shall indemnify The Company against all loss, cost or liability which may arise in consequence of the use, consumption or demonstration of any goods or services supplied by The Client or provided at the Client’s request for the purposes of the Project.
The Company agrees to notify The Client in advance if it intends to sub-contract any substantial part of the Project, except for coding, data entry, and data processing. Any sub-contracted work will be subject to appropriate quality control procedures.
NAMED PERSONNEL AND SUB-CONTRACTORS
Where it is stated in a proposal or elsewhere that named individuals or sub-contractors will be involved in a Project, such statements are made in good faith but The Company reserves the right to substitute other individuals or sub-contractors when this is considered necessary or appropriate by The Company.
Copyright of proposals, research specifications, methodological design (including questionnaires), shall belong to The Company and no part of such documents shall be quoted or published, including the cost quotation itself. This copyright remains in force regardless of whether a project has been commissioned or completed.
Copyright of the findings, whether in the form of reports, presentations, tabulations or other form, shall pass to The Client on full payment of fees due to the company. However, The Client agrees not to disclose such findings to third parties (other than to associated companies or professional advisors such as advertising agents) except with the express prior permission of The Company. The Company will be informed of the precise wording which the Client intends to use. The Company will only withhold permission for such wider disclosure of the results on the grounds that the proposed release of information is incorrect, misleading or damaging to The Company or to market research as a whole. In the event of such wider disclosure, The Company shall have the right to be acknowledged as the source of the findings in a manner to be agreed by The Company.
FORECASTS, PROJECTIONS, RECOMMENDATIONS
If the results of the Project include any predictions or forecasts, whether of sales, market shares, market sizes or other matters, such predictions or forecasts are made in good faith but are intended only as an aid to The Client’s judgement and The Company does not warrant their accuracy, nor shall it be responsible for any consequences of The Client’s use of these forecasts or predictions.
If the results of the Project include any recommendations, such recommendations are made in good faith but are intended only as an aid to The Client’s judgement and The Company shall not be responsible for any consequences of The Client’s use of these recommendations.
In the event of any error in reports, tabulations, or presentations, The Company will use its best endeavours to correct the error at its own expense, but will not be liable for The Client’s consequential or other loss arising from the error.
The Client agrees that their name may be quoted on any client list issued by The Company for up to three years after the completion of the most recent Project. The Company undertakes not to reveal to any third party any detailed information about any Project carried out for the Client without the Clients express permission.
STORAGE//RETURN OF MATERIALS
The Company undertakes to store free of charge relevant records (including questionnaires, video or audio tapes, data files) for a period of one year from completion of the Project. After this time The Company may destroy all such records to comply with Data Protection legislation regarding retaining data no longer that it is required for the purpose, without reference to The Client, unless specifically notified by the Client that further storage is required. The cost of such further storage will be chargeable to the Client. If the Client requires any research materials to be returned to them, this will be chargeable to the Client.
Where The Client supplies or requests any materials for use in the Project, The Client undertakes to supply all necessary information to ensure that such materials are not hazardous to employees of The Company or other people.
QRS will obtain informed consent where applicable. However, for mystery shopping projects it is the end client’s responsibility to ensure that employees of their own organisation have been informed that mystery shopping takes place and how the results will be used. If mystery shopping includes recording techniques e.g. video or audio, it is the clients responsibility to ensure that employees have been informed. Such recordings shall be kept a maximum of 12 months. Where informed consent cannot be obtained e.g. competitors then recordings cannot be conducted.
QRS SAMPLE / PANEL DATABASE
When The Company is recruiting free found respondents or from sample it has purchased, the right to invite respondents to join The Company’s sample/panel database is reserved by us unless The Client has specifically requested that this should not take place on the specific project being undertaken at that time.
The Company shall make every effort to complete the Project according to the timescale specified, but any quoted dates or timescales are estimates only and time shall not be of the essence of the contract between The Client and The Company. Completion of the project by a specific date shall not be a condition of the contract, and The Client shall not be entitled to withhold any or all of the fees for the Project because of any failure of The Company to complete the Project by any date. The Company shall not be liable for any loss or damage, direct or consequential, resulting from any delay in completing the Project.
The only circumstance in which time will be deemed to be of the essence of the contract is if prior written agreement specifies a guaranteed delivery date with a full description of the consequences which will result from any failure to meet this guaranteed delivery date.
Sample sizes quoted are estimates only and a variation of up to 5% shall be considered acceptable. No reduction in fees for a smaller sample or increase in fees for a larger sample shall be imposed for variations of up to 5% in sample sizes achieved. Unless a project dictates, random probability sampling techniques will be adopted.
If a project involves group discussions, and no number of participants is specified, The Company shall endeavour to ensure that eight participants attend, but six participants shall be considered an acceptable minimum for a valid group discussion. With the exception of recruitment from client supplied lists the following recruitment techniques will be deemed acceptable, unless otherwise agreed with The Client in advance of the project commencing: Telephone free found; snowballing; door to door; in street face to face; via online panels. Focus groups participants will be screened that they have not attended a group discussion in the past 6 months, nor taken part in a discussion on a similar subject.
Although The Company will endeavour that internet surveys are on line throughout the specified fieldwork period it cannot be held responsible for any service faults caused by a third party such as an ISP. Nor can The Company be responsible for the number of email invites that are rejected by recipients, or the recipients ISP’s as spam.
The Company will not be held responsible for sample sizes achieved on postal or internet surveys as it is deemed outside of The Company’s control.
The Company reserves the right to defer the date of delivery or to cancel the provision of Services, without any liability to it, if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of The Company including, but not restricted to, forces of nature & industrial action.
The Contract shall be governed exclusively by English law.
VALIDITY OF THESE TERMS
These terms and conditions (version 4.2) are valid from 9th March 2016 until superseded.