Cambashi will provide the Client with Consultant(s)
based in Cambridge, UK and Named in the Proposal for
the Number of Days indicated in the Proposal.
The Client will pay Cambashi fees for Consultant(s)
time at the Charge Rate per diem for a seven and a
half hour day indicated in the Agreement together with
such additional sum in respect of Value Added Tax at
the rate for the time being in force. which are
exclusive of reasonable out of pocket expenses.
The Client will pay Cambashi’s reasonable out-of-pocket
expenses in connection specifically with this
project or connected event. In the event that the
Consultant(s) are requested to work at locations other
than Cambridge the Client will be responsible for all
reasonable travel, accommodation and subsistence
expenses. Cambashi’s Charge Rate per diem includes
internal expenses such as secretarial expenses and
UK domestic telephone calls. The Client will be
responsible for communications costs such as
international telephone calls; carriers; translation
charges; international telefaxes; on-line database
charges; secondary research reports purchased;
document and search charges from third parties;
35mm slides; multi-media presentation charges;
entertainment of third parties on your behalf; and
Cambashi will make every effort to keep to the
implementation timetable as indicated by the Start
Dates and End Dates in the Agreement and to provide
the named consultant(s) indicated in the Agreement
throughout the period of the Agreement but if
necessary through reasons of ill health or
circumstances beyond Cambashi’s control then no
service will be supplied or charge made for that part
of the period except as agreed by the Authorised
Representative of the Client indicated in the
Cambashi agrees not to vary the charge rates in
the Agreement for the period mentioned in Clause 6
provided always that the Client shall pay Cambashi
any further amounts due by changes in tax,
government legislation or similar items out of the
control of Cambashi.
Cambashi shall give the Client four weeks notice of
any change in rates as above mentioned.
The Client will provide a suitably qualified person of
managerial level with knowledge of the Client’s
business who will have authority from the Client to
deal with problems as they arise and generally give
any necessary executive direction to employees of
the Client to solve the said problems. This person is
named in the agreement as the Authorised
Representative of the Client.
As the work develops it is possible that there may
be changes in the objectives and proposed
programme of work. It is Cambashi’s duty to inform
the client if any event, instruction, information or
change of circumstance will change the number of
days or the date of completion of the work. The
Authorised Representative of the Client may accept
these changes or suspend or terminate the work.
In the event that mutually agreed additional days or
hours are worked to those in the agreement, the Client
will reimburse Cambashi all reasonable travel
expenses, subsistence allowances, out-of-pocket
expenses and day rate charges. In the event that the
work is suspended or terminated the Client will in
addition reimburse Cambashi with the Charge for the
Suspension or Termination Period if such termination
or suspension is due to the client.
Cambashi will invoice the Client in accordance
with the time worked by the consultant(s) and any
out-of-pocket expenses according to the Invoicing
Schedule in the Agreement.
The earliest Start Date for any Consultant
indicated in the Agreement will be the Start Date of the
Project. The delivery of the final report, meeting or
presentation to the Client to the Authorised
Representative of the Client will authorise Cambashi to
invoice the Client for the any payment at the End Date
of the Project.
The Client will pay Cambashi’s invoice within 30
days of date of invoice. Thereafter interest will be
payable at 8% above the current base rate as
published by HSBC.
The Client shall provide all reasonable access to
its officers, materials and accommodation for the
duration of the provision of the services herein before
specified for the use of the consultant(s) and all other
such facilities as may be reasonably requested by
them from time to time.
The Client will allocate monitor and control the
work to be undertaken by the consultant(s) and take
responsibility for its technical acceptability.
The Client will not allocate work to the
consultant(s) which is outside the represented areas
of his experience.
Cambashi will make every reasonable effort to
ensure the experience and quality of work of the
consultant(s) but will not be responsible for direct or
consequential loss caused by the consultant.
Any work undertaken by Cambashi or its
consultant(s) remains the property of the Client.
However, Cambashi reserves the right to reuse the
non-proprietary data and analysis of industry related
issues in its continuing business.
If any of the provisions of this Agreement are
declared invalid, such provision shall be modified to
the extent necessary to cure its invalidity and this
Agreement shall otherwise remain in full force and
The failure of either party to exercise any of its
rights or to enforce any of the provisions of this
Agreement on any occasion shall not be a waiver of
such right or provision, nor affect the right of such
party thereafter to enforce each provision of this
No action regardless of form arising out of this
Agreement may be brought by either party more than
two (2) years after the cause of action has arisen.
A confidential relationship between Cambashi and
the Client is hereby created. Cambashi agrees not to
disclose to any third parties the confidential
information or any parts thereof, without the prior
written consent of the Client. Such restrictions on
disclosure will not apply to information which at the
time of disclosure to Cambashi is in the possession of
the public or Cambashi without any obligation of
confidentiality or which is independently made
available to Cambashi at some time in the future by a
third party having a good legal title thereto and without
obligation of confidentiality or non-use. Expiration or
termination of this Agreement shall not terminate the
obligations of confidentiality specified herein.
Cambashi shall ensure that all its employees are
aware of and respect this confidentiality provision.
(1) It is hereby agreed that the Agreement and
Standard Terms and Conditions of Contract together
set forth this entire agreement and understanding
between the parties as to the subject matter of this
Agreement and nothing previously stated expressed
or implied by the parties hereto shall be binding.
(2) Neither of the parties hereto shall be bound by
any conditions definitions warranties or
representations with respect to the subject matter of
this Agreement other than as expressly provided in
this Agreement or as duly set forth on or subsequent
to the date hereof in writing and signed by an
authorised person or officer of the parties to be bound
If during the continuance of this Agreement or
afterwards any dispute difference or question arise
between the parties or either of them bring a dispute
difference or question touching this Agreement or any
account between the parties hereto or the
construction meaning or effect of this Agreement or
the rights or liabilities of either party hereunder or
otherwise in relations to the premises then such
dispute difference or question shall be referred to
arbitration to take place in London, such arbitration to
be guided by the Law of England and to be by the
decision of a single arbitrator to be agreed upon
between and appointed by the parties hereto (or
failing agreement upon the appointment of such an
arbitrator by the President for the time being of the
Law Society of England and Wales) and in either case
subject to the provisions of the Arbitration Act of 1950
or any statutory modification or reinactment thereof for
the time being in force.