Ts and Cs - Collections & Outsourcing
1. SCOPE AND INTERPRETATION
a. These Conditions apply to the provision of commercial and consumer credit data, debt collection, management and other services provided by Sovereign Credit Management Limited. Unless expressly agreed in writing by the Company as applicable, these Conditions apply to the exclusion of all other terms and conditions, representations, statements, proposals or agreements, whether written or verbal.
b. In these Conditions:
"the Company" means Sovereign Credit Management Limited (and any trading style adopted by these companies) as applicable.
"Client" means any individual firm partnership company or organisation or any other undertaking which orders or receives from the Company or via its agents or associates a credit report or business information of any kind or any other service as detailed in clause 1a above.
"Conditions" means the terms and conditions set out in this document and any other special terms and conditions agreed in writing by the Client and the Company.
2. USE OF INFORMATION AND CONFIDENTIALITY
a. All information provided by the Company under these Conditions shall be treated in confidence by the Client and shall not otherwise than pursuant to a statutory duty or court order be communicated copied or otherwise divulged to any other person or party whatsoever.
b. The Client undertakes to use any report or item of information supplied by the Company or its agents or associates only to assist the Company in making a business decision and not as the only basis for any such decisions.
3. ON-LINE & INTERNET ACCESS TO DATABASES
In the event of the Client arranging to have online or internet access to databases via the Company the following additional provisions shall apply:-
a. The Client will maintain on its premises remote terminal equipment and facilities which are compatible and capable of on-line communications with the Company hosted systems and will bear all costs in relation to such equipment and facilities including all telecommunications charges associated with their operation.
b. The Client will maintain strict security over the current passwords and limit knowledge of the passwords to those employees who are authorised to incur the Company charges on behalf of the Client. If a password has been lost, stolen or if a Client has reason to believe it has been divulged to an unauthorised person, the Client must notify the Company immediately in writing.
c. The Client will interpret the information obtained in accordance with the definitions and explanations of terms which are provided in the respective user manuals updated by the Company from time to time.
d. The Company will use its reasonable endeavours to maintain access to databases hosted by its suppliers but reserves the right to add to augment modify improve replace or withdraw such arrangements or any part of the databases or any of the programs. The Company will use its reasonable endeavours to give advance notification of any such changes.
4. LIABILITY
a. Reports and information provided to the Client may in whole or part represent be compiled from or contain expressions of advice or opinion based on data supplied by third parties the accuracy or completeness of which the Company is unable to verify in every case. Whilst the Company will use its reasonable endeavours to ensure that such reports and/or information are accurate and complete the Company does not warrant or guarantee the accuracy or completeness of reports and/or information provided to the Client or the validity of any advice or opinion contained therein and will accept no liability for any errors therein or omissions therefrom.
b. All times and dates quoted for delivery of any report and or information are estimates only and the Company shall not be liable for any loss for damage arising from the delay or failure itself or its officers employees or agents in procuring presenting communicating or otherwise providing the reports and / or information.
The Company shall not be liable for any loss or damage whatsoever as a result of the Client’s use of the report and/or information its reliance on any advice opinions expressed therein including any loss suffered by the Client as a result of any claim by the subject of any/or information arising from the provision curtailment or refusal of credit to its customers or other third parties or for any reason howsoever arising.
5. INDEMNITY
The Client shall indemnify the Company its officers employees agents or associates in respect of any loss or damage whatsoever (including costs and any necessary payments made in order to settle or compromise any claim) which it or they may suffer or incur directly or indirectly from any breach of these Conditions by the Client or by the Clients employees agents or by any other party acting through or with the Client.
6. PAYMENT
a. The fee payable by the Client shall be in accordance with the Company’s quoted rate from time to time for the service provided. The fee is exclusive of VAT, which shall be due at the rate ruling at the date of the Company’s invoice.
b. Payment of the fee and VAT shall be due within 30 days from the date that the invoice is issued.
c. If payment in full is not made on the due date interest shall accrue on the outstanding amount from the date payment becomes due from day to day until the payment is received at a rate of 4% above Lloyds Bank Plc base rate from time to time in force and shall accrue at such a rate after as well as before any judgement.
d. The Company may deduct from and retain any fees or charges due or to become due (and in this respect the parties agree that the Company shall calculate what fees are due or will become due acting reasonably which calculation it is agreed shall be final and binding save in case of manifest error) from the payments collected or to be collected held in any form whatsoever be it cash, cheques or otherwise and may deduct such fees or charges from the balance of any amount into which payments collected have been banked including any current client or trust account.
e. Invoices shall be deemed to have been accepted if the Client does not present a written objection, identifying clearly the disputed invoice and the reasons why it is challenged, to the Company within 21 days of date of the invoice. If such objection is made the parties shall make all reasonable efforts to resolve such dispute promptly. Provided the Client complies with the requirements of this clause in presenting its objection, if the Company fails to respond to that objection within 21 days after receipt of the objection, it will be deemed to have accepted the objection. The Company will accordingly amend the relevant invoice and the Client shall be liable to pay the balance (if any) of the amended invoice within 7 days of receipt.
7. ANONYMITY
The Client shall not identify the Company or its agents / information providers as a source of reference except with the prior written consent of a director of the Company.
8. TERM & TERMINATION
a. The agreement with the Client shall remain in force for a period of 12 months and thereafter may be terminated by either party giving not less than three months written notice.
b. The Company may terminate the agreement with the Client at any time with immediate effect if:
i. The Client fails to pay any invoice for the Company’s charges hereunder without good cause.
ii. The Client fails to remedy any breach of these Conditions within 30 days of receipt of notice of that breach.
iii. The Client ceases to pay its debts as they fall due, or ceases in business, or goes into receivership or voluntary liquidation winding up or bankruptcy proceedings are commenced in respect of it.
iv. The Company is for any reason unable to continue supporting the service (or any part of it) or making it available to the Client.
c. As from the effective date of termination of this agreement with the Client in any circumstances the Client will cease to use the programs or seek access to the databases and the Company will take steps to invalidate the Client’s passwords and thereby prevent access but otherwise termination will not affect the Company’s entitlement to invoice and be paid for charges accrued during hereunder or any other right or remedy which either party may have against each other.
9. PREPAYMENTS
a. The Company reserves the right to terminate any agreement or contract involving prepayment in line with clause 8b above.
b. In the event of termination if any sums due from the Client to the Company are outstanding at the date of termination the Company shall be entitled to set off any such sums due to the Client in or towards satisfaction of the amount due from the Client together with interest if applicable.
10. DEBT COLLECTION
a. The Company is authorised by and on behalf of the Client to collect payments, to issue receipts in relation thereto and to deduct therefrom and retain any fees owing and due to the Company hereunder.
b. Accounts settled and any monies received via any source after intervention by the Company are subject to commission fees at the prevailing tariff rate. Any goods or services accepted by the Client in lieu of cash from the debtor shall by subject to charges by the Company calculated on the amount by which the debtors account is credited for such goods or services. Any contra entry after intervention by the Company shall be deemed chargeable for commission at the prevailing tariff rates.
c. Once a case is passed to the Company and a part payment results in a balance outstanding the case will remain open until the full amount is cleared. Withdrawal of an account before the Company recommends termination of action is subject to a commission charge equal to that of a full collection.
d. The Company occasionally is asked to collect invoices which have in fact been paid or part paid. Where a matter has been passed to the Company for collection and it subsequently transpires that the claim or invoice has been paid in full or part, the Company shall be entitled to charge the Client the full fee which would have been due and the Company collected the amount paid against the invoice. Where the Company is successful in collecting any balance the normal fee is due for the collection of this sum.
e. The failure of the Company to collect recover or receive any of the said accounts or part thereof unless occasioned by wilful default of the Company shall not give the client any right of action in respect thereof either in damages or otherwise.
f. The Client shall notify the Company immediately that there is any change in the amount due in respect of any account passed to the Company for collection whether due to direct payment by the debtor or for any other reasons and the Company shall not accept any responsibility for any occurrence that results from any failure by the client to do so.
11. CLOSE OUT FEE
a. The Company shall be entitled to charge a close out fee on ledger collect out work conducted on a no recovery no fee basis.
b. The Client and the Company acknowledge that in such circumstances recovery and therefore a fee is only achieved after the ledger has been worked by the Company investing time and money in establishing the data on the Company’s systems and making contact with the debtors within the ledger by telephone, letter, fax, text or email establishing the validity of the debt and negotiating payment either immediately in the future or by instalments. In some cases letters before action may be needed to encourage payment. A break or halt in the collection process will prevent its successful conclusion and the recovery of the debt from which the Company earns a few to cover its overheads and profit.
c. The Client and the Company agree that in circumstances where the Client prevents the Company from concluding the collection process by:
(i) the Client withdrawing the ledger; or
(ii) failing to support the Company in the collect out process by not providing information necessary to pursue the debts including, inter alia, contact details, copy invoices and any other information to resolve disputes;
the Company shall be entitled to receive the same fee it would have earned if the Client had not withdrawn the ledger or had provided the information. That fee is determined by applying the percentage fees agreed to the recoveries made. Where the parties have relevant historical data which can reasonably be said to be indicative of the likely level of success, that historical percentage shall be applied to calculate the fee. In the absence of any relevant experience to determine the level of success, the parties agree to calculate the fee assuming 50% of the ledger would have been successfully collected and the Company shall be entitled to charge its fees based on this agreed assumption.

