Terms & Conditions Of Supply


HCT Consulting Standard Terms and Conditions of Supply
1. General
This web page content defines the standard terms and conditions of supply which apply to Works carried out as part of projects defined by HCT Consulting’s Scope of Works ("SoW"). Where additional, or amended, terms and conditions are specifically required by the Customer these are identified within the Additional Notes section of the respective SoW document.
2. Definitions

Acceptance Tests: The activities carried out to demonstrate the correct commissioning and functionality of the Works defined in the SoW e.g. User log on at a Workstation
Applications: Any Software used to provide access to facilities for users on the Workstations e.g. Microsoft® Office 2003
Authorised Signatory: The person who has sufficient authority to sign on behalf of the Customer for work to be carried out e.g. Superintendent Pharmacist, Finance Manager
Cabling Infrastructure: Any cabling and associated components connecting Workstations to the Servers e.g. UTP network cabling and switches
Commissioning Consultant or Consultant: The HCT consultant(s) who will carry out the Works identified in the SoW e.g. HCT Consultant
Customer: The person who is responsible for initiating the request for work from HCT Consulting e.g Pharmacy
Hardware: Any electronic equipment required such as Servers, Workstations, switches, printers, scanners, etc e.g. HP Server
Server: Any central computer system used for the storage or user data and/or Applications e.g. Application Server
Software: Any computer disk or CD with data on it which is used to configure Servers, Workstations or Hardware or the source of Applications e.g. Microsoft® Windows 2003
SoW: Scope of Works (SoW) being the main contractual document defining the Works to be carried out by HCT Consulting on behalf of the Customer. The document these terms and conditions refer to.
Third Party: A company other than HCT Consulting who are responsible for the provision of Hardware, Software or cabling e.g. Avicenna Senatio
Works: The agreed set of activities to be carried out for the Customer by HCT Consulting e.g Representation at hearing
Workstation: Any PC system for used individual access to user data and/or Applications, often referred to as a desktop Workstation e.g. XP workstation

3. Pre-Requisites
3.1 If IT based work is to be carried out, all Hardware, Software and network cabling components associated with this order must have been ordered and delivered from either HCT Consulting, or a Third Party supplier, in time for the commencement of the works.
3.2 Arrangement and/or completion of any Third Party services required as part of the works.

4. HCT Consulting Personnel
4.1 The HCT Consulting project co-ordinator, or project manager, will be responsible for co-ordinating all activities relating to the Works to be carried out by HCT consultants.
4.2 The HCT Consulting Commissioning Consultant or Consultant will be responsible for carrying out the Works defined within the SoW, unless otherwise stated.
4.3 The HCT Consulting Commissioning Consultant or Consultant may decide to involve other personnel to assist with the Works defined in the SoW.

5. Commencement of Works
5.1 The scheduling of the Works will only take place when the SoW, signed by an Authorised Signatory, has been received by HCT Consulting and an order for the Works defined in the SoW has been received.
5.2 The date for the commencement of Works will be agreed between HCT Consulting and the Customer.

6. Acceptance Testing
6.1 The HCT Consulting Commissioning Consultant or Consultant will undertake a series of basic Acceptance Tests, if an IT based conultancy has been purchased to demonstrate to the Customer that the Works defined in the SoW have been successfully completed.
6.2 Where additional, functional, Acceptance Tests are required these will be agreed between HCT Consulting and the Customer in advance, and will appear in the main part of the SoW.
6.3 Following acceptance of the Works any issue with the installation, configuration or functionality of any systems should be reported to HCT Consulting via the appropriate support contract procedures.

7. Duration
7.1 This Scope of Works forms a fixed price agreement with the Customer for the delivery of those tasks identified within it. Any estimate of the duration of the Works is for planning purposes only and does not entitle the customer to further services to fill any unused estimated time.
7.2 The HCT Consulting Commissioning Consultant or Consultant will decide which of the activities are to be carried out on site and which can be most effectively carried out elsewhere.
7.3 In the event that the HCT Consulting Commissioning Consultant or Consultant completes the Works defined in the SoW before the end of the allotted time, they will not be obliged to perform tasks not covered in the SoW or remain on site.
7.4 Where downtime is required for any existing network as part of the Works to be undertaken within this document, this will be during standard office hours, unless otherwise agreed in advance.

8. Customer Responsibilities
8.1 Unpacking, positioning and connecting up of all Hardware equipment in its final location prior to the commencement of the works, unless specifically covered by the tasks detailed in the main part of the SoW.
8.2 Ensure that the users of any existing systems that are being upgraded, or extended, are informed that the systems will be unavailable during the period over which the Works are being carried out.
8.3 Ensure that any existing Cabling Infrastructure is functioning correctly.
8.4 Ensure that any copies of Software required for the configuration of any Hardware, not supplied as part of the order, are available prior to the commencement of the works.
8.5 Ensure that any copies of Software required for the configuration of Software Applications, not supplied as part of the order, are available prior to the commencement of the works.
8.6 Ensure that full, verified tape backups of any existing network Servers are made prior to the commencement of the works. In the event of unforeseen difficulties the HCT Consulting Commissioning Consultant may have to use these backups to restore Servers to their previous state. The Customer is therefore responsible for any loss of data due to failure, or incompleteness, of any backup tapes provided.
8.7 Ensure that for any existing Servers boot disks and emergency repair disks are prepared prior to the commencement of the Works and following the completion of the works.
8.8 Provide the HCT Consulting Commissioning Consultant or Consultant with a network administrator user's logon identity and password for all existing Servers to be accessed.
8.9 Provide the HCT Consulting Commissioning Consultant or Consultant with at least one ordinary network user's logon identity and password for all existing Servers to be accessed. This user, or users, must not have network administrator or supervisor access privileges. The accounts, or accounts, supplied will be used to test that an ordinary user, e.g. a student, may successfully access the appropriate Applications and user data. The account, or accounts, may be newly created or existing accounts.
8.10 Ensure that the HCT Consulting Commissioning Consultant or Consultant is granted full and exclusive access to all parts of the network between 9 a.m. and 5 p.m. Any Works to be undertaken outside of these hours will be agreed with the Customer.
8.11 Ensure that members of the Customer's network support staff may be easily contacted during the period over which the Works are being carried out.
8.12 Ensure that the HCT Consulting Commissioning Consultant or Consultant is informed of any operational difficulties with either any existing network or building infrastructure prior to the commencement of the works.
8.13 Backup and maintenance of the final system configuration once the Works have been completed.
8.14 Ensure that full and legal licences are possessed for all Software installed on the Server or Workstations before, during or after the Works to be carried out.
8.15 Ensure that any associated licence agreements linked to the Scope of Works are returned in accordance with the instructions supplied.

9. Hardware
9.1 HCT Consulting will only the commission the Hardware and Software upgrades detailed in the main part of the SoW.
9.2 Any other dependent Hardware or Software upgrades must be installed by the Customer before commencement of the works.
9.3 HCT Consulting will use reasonable endeavours to install Customer supplied Software drivers for any supplied Hardware items. HCT Consulting will not be responsible for obtaining the Software drivers or determining their correct function for the Hardware.
9.4 The minimum specification for Workstations should be determined in relation to the Software Applications required to be installed on the Workstation.
9.5 HCT Consulting cannot be held responsible for the performance of a Workstation if the Hardware specification does not meet the requirements necessary to run a particular application and will not undertake tasks to configure Workstations that do not meet the required specification.

10. Documentation
10.1 Following completion of the Works the Customer will be issued with a copy of the installation documentation supplied to the HCT Consulting support teams. A full report detailing the exact configuration and set-up will only be issued if this has been agreed as part of the SoW.

11. Non-Functional Systems
11.1 HCT Consulting cannot be held responsible where a system cannot be made to function correctly for reasons beyond our reasonable control, e.g. virus infection, misuse or abuse, force majeure, faulty or incompatible Hardware (unless supplied as part of this integration work) or corrupt or incompatible Software supplied by the Customer.

12. Software Application Installation
13.1 HCT Consulting will use reasonable endeavours to ensure that any Third Party Software supplied for inclusion on systems is installed in accordance with the requirements of the Customer. Where this is not possible due to limitations of the Hardware and/or Software the Customer will be informed at the earliest possible opportunity.
12.2 Where existing Software Applications are migrated from existing systems the Applications will be migrated on an "as exists" basis and any issues with the existing Software will not be investigated or rectified.
12.3 It is the responsibility of the Customer to ensure that a Customer representative, with sufficient knowledge of the Software application, is available to ensure the application is fully tested following the installation.

13. Price
13.1 The pricing in any written quotation provided by HCT Consulting is fixed for a period of thirty days. All prices are exclusive of VAT (and any similar sales tax) which will be charged as additional items on HCT Consulting's invoice. Following the expiry of this thirty day period any quoted price must be verified with HCT Consulting.
13.2 The price shall be payable within seven days of the invoice.
13.3 Any payments shall be made without set off or deduction and in the event of any late payment, HCT Consulting shall be entitled to charge interest at a rate of 3% above the base rate from time to time of Barclays Bank plc, from the date the payment was due until date of payment.
13.4 Where a scheduled service ordered from HCT Consulting is delayed, or cancelled at the customer's request, or due to the customer's failure to provide HCT Consulting with information previously requested, HCT Consulting reserves the right to charge up to 75% of the service charge which the parties agree represents a genuine pre-estimate of the losses suffered by HCT Consulting on such cancellation. HCT Consulting will not charge where reasonable notice of at least five (5) working days has been given.

14. Risk
15.1 Risk of loss or damage of any Hardware or Software shall pass from HCT Consulting to the Customer on delivery of any such goods to the Customer's premises. The Customer agrees to insure such goods on delivery.

14. Liability
14.1 Save in the case of negligence by HCT Consulting causing death or personal injury (for which HCT Consulting's liability shall be unlimited), HCT Consulting shall only be liable to the Customer for any direct physical loss caused by the failure by HCT Consulting to perform its obligations hereunder up to a maximum of the total payments made by the Customer to HCT Consulting in the calendar year in question.
14.2 HCT Consulting shall not be liable for any indirect, special or consequential loss howsoever arising (including but not limited to loss of anticipated savings or data).
15. Termination
15.1 Either party shall have the right to terminate this agreement by thirty (30) days written notice to the other if: (a) the other party is in material breach of the agreement (and in the case of a breach capable of remedy, has not remedied the breach within thirty (30) calendar days of written notice of such breach); or (b) the other party ceases to carry on business or enters into amalgamation, reconstruction or compounds with its creditors generally or has a receiver appointed over all of its assets or becomes unable to pay its debts as they fall due. Failure by either party to exercise its rights hereunder shall not be deemed to be a waiver of those rights.
16. Other
16.1 No alteration to the agreement shall be valid unless made in writing and signed by both parties.
16.2 Any notices required to be given under this agreement shall be in writing and shall be sent to the respective addresses of the parties set out in this agreement.
16.3 This agreement shall be governed by the laws of England and Wales.