PARTIES:

1. James Button & Co., Solicitors of 7 Devonshire Drive, Rowsley, Derbyshire, DE4 2HB (”JB&Co”) and

2. The Local Authority or NHS Body or other body named (“the Subscriber”)

 

1. Definitions

1.1  The following terms shall have the following meanings: 1.1 “Commencement date”: 1st April

2024. OR 1st October 2024

1.2  “Conditions”: the provisions set out below which shall be incorporated into this agreement

in their entirety.

1.3  “Term”: from the Commencement Date until 31st March 2025.

1.4  "Subscription Service" the service as detailed below.

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2. Appointment

2.1 The Subscriber engages JB&Co to provide the following services.

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3. JB&Co Obligations

3.1 During the term JB&Co shall unless prevented by the ill-health of the principal James

Timothy Hamilton Button provide access for officers of the Subscriber by telephone and email during weekday office hours (subject to normal and reasonable holidays) to JB&Co for assistance and guidance on legal matters relating to public health law, environmental health law and local authority licensing law. JB&Co provides general legal information and training. Whilst a brief answer will be given to any legal query, this will not constitute legal advice upon which the Subscriber can rely. The Subscriber must seek legal advice from either their own lawyer or from JB&Co under paragraph 3.3 below.

3.2 Access for officers and members of the Subscriber to training courses provided by JB&Co

or other associated providers at a reduced cost.

3.3 Legal advice on the areas mentioned in paragraph 3.1 above is also available an additional

cost, which will be reduced from the costs charged to non-subscribers.

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4 The Subscriber’s obligations

4.1 In consideration of the services to be rendered by JB&Co under this agreement the

Subscriber shall pay to JB&Co the sums indicated.

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5 VAT

5.1 All sums payable under this agreement unless otherwise stated are exclusive of VAT and all

other duties or taxes.

5.2 Any VAT or other duties or taxes payable in respect of such sums shall be payable in

addition to such sums.

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6 Secrecy

6.1 At all times information given to JB&Co by the Subscriber remains confidential, but the

outline of such queries after being rendered suitably and satisfactorily anonymous may be used at the sole discretion of JB&Co to form an article or articles in the newsletter or other publications of JB&Co and additionally used for training purposes within all or any parts of the United Kingdom and the remainder of the World.

6.2 Any information given to or obtained by the Subscriber concerning the business or

operation of JB&Co other than that used for the purposes of publicity shall not at any time be divulged by an officer or member of the Subscriber without the written consent of JB&Co.

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7 Ownership of copyright

7.1 The ownership of and sole right to the copyright of any work undertaken by JB&Co for the

Subscriber under this agreement shall be vested in and at all times remain the ownership of JB&Co.

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8 Status of JB&Co

8.1 During the term the Subscription Service will be provided by James Button & Co. Solicitors

or any amalgamated or merged firm which incorporates all or any part of James Button & Co., but the right is reserved by the Unit under the control of James Timothy Hamilton Button to transfer the ownership of the Subscription Service to any other legal owner, such decision to be made at the sole discretion of James Timothy Hamilton Button.

8.2 JB&Co shall not be subject to directions from the Subscriber as to the manner in which any work will be performed.

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9 Miscellaneous

9.1 Warranty Each of the parties warrants its power to enter into this agreement and has

obtained all necessary approvals to do so.

9.2 Interest JB&Co reserves the right to charge interest on all sums due from the Subscriber

which are not paid on the due date such sums shall bear interest from day to day at the annual rate of 5% over the daily base lending rate of HSBC Bank plc with a minimum rate of 10% per year.

9.3 Receipt The receipt of money by either of the parties shall not prevent either of them from

questioning the correctness of any statement in respect of such money.

9.4 Force majeure Both parties shall be released from their respective obligations in the event

of national emergency war prohibitive governmental regulation death illness or serious injury to James Timothy Hamilton Button or if any other cause beyond the reasonable control of the parties or either of them renders the performance of this agreement impossible whereupon all money due under this agreement shall be paid and in particular:

9.4.1 The Subscriber shall immediately pay to JB&Co all arrears of payments.

9.4.2 No refund of any payments already paid will be made.

9.4.3 VAT paid will not be refunded in any circumstances provided that this clause shall have effect only at the discretion of JB&Co except when such event renders such performance impossible for a continuous period of not less than 6 calendar months.

9.5 Severance If any provision of this agreement is declared by any judicial or other competent

authority to be void voidable illegal or otherwise unenforceable the remaining provisions of this agreement shall remain in full force and effect.

9.6 Discretion Any discretion exercise of discretion judgement or opinion or approval of any

matter mentioned in this agreement or arising from it shall be binding on a party only if in writing and shall be at its sole discretion unless otherwise expressly provided in this agreement.

9.7 Change of Address Each of the parties shall give notice to the other of the change or

acquisition of any address or telephone electronic mail or similar number at the earliest possible opportunity but in any event within 14 days of such change or acquisition.

9.8 Headings Headings contained in this agreement are for reference purposes only and

should not be incorporated into this agreement and shall not be deemed to be any indication of the meaning of the clauses to which they relate.

9.9 Joint and several All agreements on the part of either of the parties which comprise more

than one person or entity shall be joint and several and the neuter singular gender throughout this agreement shall include all genders and the plural and the successor in title to the parties.

9.10 Proper law and jurisdiction This agreement shall be governed by English law in every

particular including formation and interpretation and shall be deemed to have been made in England.