Terms & Conditions
These terms of service ("Terms") are a legal agreement between you, either an individual or a single legal entity, and the entity identified in Section 1 that operates as Vetted Adviser These Terms govern your use of any Vetted Adviser online services ("Services"), the Vetted Adviser website (“Site”), the client software distributed with this Agreement and any other software provided by Vetted Adviser, including any updates and any accompanying documentation ("Software").
| "Service/ s" | Means the products and services to be provided by us to you under the Contract, |
| "Contract" | Means a legally enforceable agreement that creates, defines, and governs mutual rights and obligations among its parties |
| "Terms" | Means the legal agreements between a service provider and a person who wants to use that service |
| "Obligations" | Means an act or course of action to which a person is morally or legally bound |
| "Customer" | Individual utilising your services |
| "Liabilities" | Means a liability is the future sacrifices of economic benefits that the entity is obliged to make to other entities as a result of past transactions or other past events |
| "Confidentiality" | Means respecting someone's privacy, and abstaining from sharing personal or potentially sensitive information about an individual |
| "Us" or "We" | Means Direct Business with Vetted Adviser |
| "Member", "You", "Your" or "User" | Means the customer named in the Service Agreement. |
| "Membership" | Means the account held with Vetted Adviser Registered Address Quantum House, 22-24 Red Lion Court, London, United Kingdom, EC4A 3EB, Company Number 13945049 ADD VAT number |
| "Laws", "Legislation", or "Regulations" | Means Law is a system of rules created and enforced through social or governmental institutions to regulate behaviour |
| "The Data Protection Act 2018" | Means The Data Protection Act 2018 is a United Kingdom Act of Parliament which updates data protection laws in the UK. It is a national law which complements the European Union's General Data Protection Regulation and replaces the Data Protection Act 1998 |
| "Account" | Means an arrangement in which a person uses the services of a particular company. |
| "Security" | Means the state of being free from danger or threat |
| "Security Control" | Means safeguards or countermeasures to avoid, detect, counteract, or minimize security risks |
| "Third Party" | Means any third party we engage to provide the Services to you |
| "Representative" | Means a person chosen or appointed to act or speak for another or others |
| "Consent" | Means to give permission for something to happen |
| "Fees" | Means a payment made to a professional person or to a professional or public body in exchange for advice or services |
| "Data" | Means individual facts, statistics, or items of information |
| "Taxes" | Means compulsory contribution to state revenue, levied by the government on workers' income and business profits, or added to the cost of some goods, services, and transaction |
This Contract applies to VettedMember.com, Vetted Adviser-branded apps, and other Vetted Adviser-related sites, apps, communications, and other services that state that they are offered under this Contract (“Services”), including the offsite collection of data for those Services.
By accessing or using the Services and Vetted Adviser websites, you acknowledge and agree that you have read, understand, and agree to be bound by this Agreement and our Privacy Policy. If you do not agree to the terms and conditions of this Agreement, please do not access, or use the Services and Vetted Adviser websites.
1. Our Obligations
1.1. Provide a platform of vetted professional service providers
1.2. Provide a free service for users, searching for Members.
1.3. To provide Insight for visitors on Members to support an informed decision-making process
1.4. not charge an introduction fee or take a share of any commissions earnt by the Members/firms listed.
1.5. take appropriate measures to ensure the security of processing.
1.6. assist you in the set-up of the Services.
1.7. Verify feedback submitted where possible.
1.8. Provide insight to Members with reportable deliverables
1.9. provide technical assistance and training (which may incur a reasonable additional charge depending on requirements) for the set-up and provision of the Services when reasonably requested to do so.
1.10. not transfer or permit the transfer of any Data to any territory outside the European Economic Area except with the prior written consent of the Members.
1.11. not promote or enhance Member listing, to provide fair treatment for all Members
1.12. is not responsible, underwritten, or party to the fees charged by those Members/firms listed
1.13. only engage sub-processors with the prior consent of the controller and under a written contract.
1.14. Notwithstanding clause 2, we reserve the right to suspend or vary the Services at any time to carry out maintenance and upgrades or to deal with any problem or error. We will endeavour to provide reasonable notice of such maintenance or upgrades, where possible.
1.15. assist the controller in providing subject access and allowing data subjects to exercise their rights under the GDPR.
1.16. ensure that people processing the data are subject to a duty of confidence
1.17. assist the controller in meeting its GDPR obligations in relation to the security of processing, the notification of personal data breaches and data protection impact assessments.
1.18. delete or return all personal data to the controller as requested at the end of the contract; and
1.19. submit to audits and inspections, provide the controller with whatever information it needs to ensure that they are both meeting their Article 28 obligations, and tell the controller immediately if it is asked to do something infringing the GDPR or other data protection law of the EU
2. Your Obligations
2.1. To comply with relevant application form and go through our background check process including:
- Accreditations,
- Status,
- PII,
- Social responsibility information,
- Professional Indemnity Insurance: including expiry/renewal information
To be accepted as a Member of our Network platform.
2.2. You undertake and warrant to us that all information you provide to us is complete and accurate. Any changes to your circumstances or other developments that could affect your ability to comply with these Terms or that may affect the accuracy or relevance of information about you on our Membership Database, any listings on our Site or in any Directory must be reported to us in full without delay. Failure to comply with this paragraph is a material breach of these Terms and will entitle us to immediately terminate your Membership on written notice without liability to you.
2.3. maintain and comply with all necessary licences, consents, and permissions necessary for you to perform your obligations under the Contract.
2.4. follow our reasonable instructions for the use of the Services which we may send to you from time to time.
2.5. Maintain active professional indemnity insurance and update Vetted Adviser on renewal or any subsequent changes to insurance.
2.6. notify us immediately if you become aware of any problem with the Services.
2.7. comply with all applicable laws, legislation and regulations relating to the Services.
2.8. provide us with up-to-date and accurate contact information in order to enable us to manage your account effectively and provide you with technical notifications the Services.
2.9. Use a strong password and keep it confidential
2.10. ensure that the authorised users use the Services and the Documentation in accordance with the terms and conditions of this Agreement and shall be responsible for any user's breach of this Agreement.
2.11. provide us with all necessary co-operation in relation to the Services and the Contract.
You agree that you will not:
2.12. to attempt to gain unauthorised access to the Services.
2.13. in any way that will or is likely to cause damage or adversely affect the operation of our Services or interfere with or disrupt our website, other websites, servers, or networks; or
2.14. in any way that will or is likely to interfere with the use and enjoyment of the Services for other users.
2.15. Unless we have appointed you as our partner or reseller (in which event you shall be entitled to exercise the rights granted to you set out in the associated partner or reseller agreement between you and us) you will not market, offer to sell or resell the Services to any third party.
2.16. Create a false identity, misrepresent your identity, create a member profile for anyone other than yourself (a real person), or use or attempt to use another's account.
2.17. Develop, support, or use software, devices, scripts, robots or any other means or processes (including crawlers, browser plugins and add-ons or any other technology) to scrape the services or otherwise copy profiles and other data from the Services.
2.18. Override any security feature or bypass or circumvent any access controls or use limits of the service (such as caps on keyword searches or profile views).
2.19. Copy, use, disclose or distribute any information obtained from the services, whether directly or through third parties (such as search engines), without the consent of Vetted Adviser.
2.20. Disclose information that you do not have the consent to disclose (such as confidential information of others (including your employer)
2.21. Violate the intellectual property rights of others, including copyrights, patents, trademarks, trade secrets or other proprietary rights. For example, do not copy or distribute (except through the available sharing functionality) the posts or other content of others without their permission, which they may give by posting under a Creative Commons license.
2.22. Violate the intellectual property or other rights of Vetted Adviser, including, without limitation,
- copying or distributing our learning videos or other materials or
- copying or distributing our technology unless it is released under open-source licenses.
- using the word “Vetted Adviser” or our logos in any business name, email, or URL except as provided in the Brand Guidelines;
2.23. Post anything that contains software viruses, worms, or any other harmful code.
2.24. Reverse engineer, decompile, disassemble, decipher, or otherwise attempt to derive the source code for the Services or any related technology that is not open source.
2.25. Imply or state that you are affiliated with or endorsed by Vetted Adviser without our express consent
2.26. Rent, lease, loan, trade, sell/re-sell or otherwise monetize the Services or related data or access to the same, without Vetted Advisers consent.
2.27. Deep link to our Services for any purpose other than to promote your profile or a Group on our Services, without Vetted Adviser's consent.
2.28. Use bots or other automated methods to access the Services, add or download contacts, send, or redirect messages.
2.29. Monitor the services' availability, performance, or functionality for any competitive purpose.
2.30. Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the services.
2.31. Overlay or otherwise modify the services or their appearance (such as by inserting elements into the services or removing, covering, or obscuring an advertisement included on the Services).
2.32. Interfere with the operation of, or place an unreasonable load on, the services (e.g., spam, denial of service attack, viruses, gaming algorithms); and/or
2.33. Violate these terms or any additional terms concerning a specific Service that are provided when you sign up for or start using such service,
3. Disclosures and notices; electronic signature consent
3.1. By registering for a Vetted Adviser Account, you agree that such registration constitutes your electronic signature, and you consent to electronic provision of all disclosures and notices from Vetted Adviser, including those required by law. You also agree that your electronic consent will have the same legal effect as a physical signature. You agree that Vetted Adviser can provide notices regarding the services to you through our website or platform, or by mailing notices to the email or physical addresses identified in your Vetted Adviser Account. Notices may include notifications about your Vetted Adviser account, changes to the services, or other information we are required to provide to you. You also agree that electronic delivery of a notice has the same legal effect as if we provided you with a physical copy. We will consider a notice to have been received by you within 24 hours of the time a notice is either posted to our website or emailed to you.
4. Representative
4.1. You or the person or people submitting the application ("Representative") individually affirm to Vetted Adviser that your Representative is authorised to provide the relevant information described in the account details on your behalf and to bind you to this Agreement. We may require you or your Representative to provide additional information or documentation demonstrating your Representative’s authority. Without the express written consent of Vetted Adviser, neither you nor your Representative may register or attempt to register for Vetted Adviser on behalf of a user Vetted Adviser previously terminated from use of the Services.
4.2. The following special requirements apply in relation to persons that are not at least 18 years old.
4.3. Your Representative must either obtain the consent of your board or of an authorised officer. Any such approving board, authorised officer is responsible to Vetted Adviser and is legally bound to this Agreement as if it had agreed to the terms of this Agreement itself.
5. Data
5.1. As part of the Membership, you will be required to provide certain information relating to you and/or your business as well as its:
- officers,
- directors,
- partners,
- employees,
- agents,
- suppliers,
- contractors.
5.2. You must make sure you have the necessary permissions or clearances to share this information (including any individual's personal data) with us
6. Accounts - Fees
6.1. Vetted Adviser will provide the services to you at the rates and for the fees (“Fees”) described on the Pricing page, linked here, and incorporated into this Agreement. We may revise the Fees at any time.
6.2. We will provide you with at least 30 days' advance notice before revisions become applicable to you (or a longer period of notice if this is required by applicable Law).
6.3. You are also obligated to pay all taxes, fees and other charges imposed by any governmental authority, including any value added tax, goods and services tax, sales tax, and applicable indirect and transactional taxes ("Taxes") on the Services provided under this Agreement
6.4. We may store and continue billing your payment method (e.g., credit card) even after it has expired, to avoid interruptions in your services and to use to pay other services you may buy.
7. Term and Termination
7.1. We reserve the right to refuse any Membership application; withdraw any offer of Membership; suspend your Membership and/or terminate Membership altogether, if you unreasonably delay or fail to respond to reasonable information requests from us that are relevant to your Membership, or you refuse to reasonably co-operate with our investigations relating to your conduct or Membership.
7.2. This Agreement is effective upon the date you first access or use the services and continues until terminated by you or Vetted Adviser.
7.3. These terms, and any posted revisions, remain in effect as long as you continue to maintain an account or use the services.
7.4. Vetted Adviser may suspend your account and these terms immediately on written notice with 24 hours' notice if you fail to pay any fees or invoices when due or otherwise fail to comply with these Terms.
7.5. Vetted Adviser may terminate this Agreement (and your account, regardless of whether it is a Paid or Trial Account) immediately on written notice in any of the following circumstances:
- you fail to comply with these Terms and such failure persists for more than 30 days from receipt of a request from Vetted Adviser to rectify such noncompliance.
- you commit a Misuse of the Services (as defined in Compliance with laws)
- we determine in our sole discretion that you are ineligible for the services because of significant fraud or credit risk, or any other risks associated with your Vetted Adviser Account.
- you use the Services in a prohibited manner or otherwise do not comply with any of the provisions of this Agreement.
- any law requires us to do so; or
- we are otherwise entitled to do so under this Agreement.
7.6. On suspension or expiration of your account or these Terms, you will no longer have the right to continue to use the Software and the Services, and you will no longer be able to access and restore your backup data. Also, you specifically agree that Vetted Adviser has no obligation to provide you or anyone else with a copy of your backup data and may automatically purge your backup data from Vetted Adviser systems.
7.7. The Member will be entitled to a refund of any advance monies paid on a pro rata basis. All data held on our servers is deleted immediately after the 30 days' notice providing the account is paid to date. Vetted Adviser may terminate this contract, or the service provided under it at any time on 30 days' notice.
7.8. Termination does not immediately relieve you of obligations incurred by you under this Agreement. In addition, upon termination you understand and agree that:
- all licences granted to you by Vetted Adviser under this Agreement will end.
- we reserve the right (but have no obligation) to delete all your information and account data stored on our servers.
- we will not be liable to you for compensation, reimbursement, or damages related to your use of the Services, or any termination or suspension of the Services or deletion of your information or account data.
- you shall make no further use of any equipment, property, documentation, and other items (and all copies of them),
- Vetted Adviser may destroy or otherwise dispose of any of the Data in its possession, and
- you are still liable to us for any fees or fines, or other financial obligation incurred by you or through your use of the services prior to termination.
7.9. Any rights, remedies, obligations, or liabilities of the parties that have accrued up to the date of termination, including the right to be reimbursed for all services offered up to the date of termination and claim damages in respect of any breach of the agreement which existed at or before the date of termination shall not be affected or prejudiced.
8. Confidentiality
8.1. Vetted Adviser and the Member shall agree to keep and ensure be kept secret and confidential information belonging to the other party disclosed or obtained as a result of relationship of the parties. Under this Agreement Vetted Adviser and the Member shall not use nor disclose the same of any purpose other than for the proper performance of this Agreement or with the prior consent of the other party. In particular the Provider will not disclose to any third parties' details of the terms of the payment under this Agreement or details.
8.2. The obligations of confidentiality under this Clause shall not extend any matter, which either party can show.
- a) Was independently disclosed to it by a third party entitled to disclose the same
- Or Is required to be disclosed under any applicable law or by order of Court or government body or authority of competent jurisdiction.
8.3. In the event the receiving party is requested or required to disclose, by court order or regulatory decision, any of the disclosing party's confidential information, the receiving party shall provide, to the extent permitted, the disclosing party with prompt written notice so that the disclosing party may seek a protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement. The receiving party shall furnish only that portion of the confidential information which is legally required.
8.4. Within 30 business day following
- the termination or expiry of this Agreement or
- the disclosing party’s reasonable earlier request at any time, the receiving party shall destroy or return to the disclosing party (at its option) any and all of the disclosing Party’s Confidential Information and shall purge all copies and traces of the same from any storage location and/or media.
- The confidentiality undertaking under Section 8 shall not be applicable if the Confidential Information:
- has become publicly known prior to being divulged or thereafter, but without any breach of confidentiality undertaking; or
- has been legitimately obtained from a third party neither tie by an obligation of confidentiality nor professional secrecy; or 8.6.3 was independently created by the receiving Party without use of any Confidential Information of the disclosing party; or
- was already known or developed by receiving party, as can be demonstrated by documentary evidence.
9. Intellectual property protection
9.1. Vetted Adviser is and shall remain the owner of any materials used or made available in the context of the delivery of the services.
9.2. Vetted Adviser respects the intellectual property of others and requires that users of the service do the same.
9.3. Vetted Adviser licenses all such rights to you free of charge on a non-transferable, non-sub licensable, irrevocable (except for breach), nonexclusive, worldwide basis to such extent as is necessary to enable you to make use of the services during the term of the Contract. If the Contract is terminated, this license will automatically terminate.
10. Compliance with laws and acceptable use
10.1. You, as Data Controller, are solely responsible for your conduct related to the service and any data you store or share on the service. You specifically agree that you will not use the products to:
- violate any laws or regulations.
- infringe the intellectual property or other rights of third parties.
- transmit any material that is obscene or objectionable or that contains viruses or other harmful computer code or files such as Trojan horses, worms, or time bombs.
- in connection with any nuclear, aviation, mass transit, or medical application or any other inherently dangerous application that could result in death, personal injury, catastrophic damage, or mass destruction; or
- in any other way which results in (or is likely to result in) Vetted Adviser having to defend its own interests before a court, government agency, industry regulator, self-regulatory body or similar membership organisation, or dispute resolution body and/or which incurs (or is likely to incur) any losses, costs, expenses, damages, or other liability in connection with any threatened or actual civil, criminal, or administrative proceedings,
11. Data Protection and Contact Details
11.1. Each party shall comply with:
11.2. the provisions of the UK Data Protection Act 2018 and any related legislation so far as they relate to the Services; and
11.3. to these General Terms and Conditions (Data Processing Agreement).
11.4. You acknowledge that we may provide the Suppliers with your contact details for the purpose of delivering the Services.
12. Security
12.1. Vetted Adviser is responsible for protecting the security of Data in our possession. We will maintain commercially reasonable administrative, technical, and physical procedures to protect User Data and Personal Data stored in our servers from unauthorised access, accidental loss, modification, or breach, and we will comply with applicable laws when we handle User and Personal Data.
12.2. In our sole discretion, we may take any action, including suspension of your Vetted Adviser Account, to maintain the integrity and security of the Services or Data, or to prevent harm to you, us, customers, or others. You waive any right to make a claim against us for losses you incur that may result from such actions. You are solely responsible for the security of any Data on your website, your servers, in your possession, or that you are otherwise authorised to access or handle.
12.3. You must notify Vetted Adviser immediately of any unauthorised use of your accounts or any other security breach related to the Service. If Vetted Adviser determines that a security breach has occurred or is likely to occur, Vetted Adviser may suspend your accounts and require you to change your usernames and passwords.
12.4. Vetted Adviser shall notify you, the Data Controller, without undue delay after becoming aware of a Personal Data Breach and shall notify the relevant supervisory authority (ICO) as applicable.
12.5. If we believe that a security breach, leak, loss, or compromise of data has occurred on your systems, website, or app affecting your compliance with this Agreement, we may require you to permit a third-party auditor approved by us to conduct a security audit of your systems and facilities, and you must fully cooperate with any requests for information or assistance that the auditor makes to you as part of the security audit.
13. Liabilities of the company
The following provisions set out the entire financial liability of the Company (including any liability for the acts or omissions of its employees, agents, and sub-contractors) to the Member in respect of:
- any breach of the Contract howsoever arising; and
- any representation, misrepresentation (whether innocent or negligent), statement or tortuous act or omission (including negligence) arising out of or in connection with the Contract.
All warranties, conditions and other terms implied by statute or common law are excluded from the Contract to the fullest extent permitted by law. Nothing in these conditions excludes or limits the liability of the Member for:
- death or personal injury caused by the Member’s negligence; or
- fraud or fraudulent misrepresentation.
Subject to conditions set out (a) and (b) directly above:
The Company shall not in any circumstances be liable, whether in tort (including for negligence or breach of statutory duty howsoever rising), contract and misrepresentation (whether innocent or negligent) or otherwise for:
- loss of profits; or
- loss of business; or
- depletion of goodwill or similar losses; or
- loss of anticipated savings; or
- loss of contract; or
- loss or corruption of data or information; or
- any special, indirect, consequential, or pure economic loss, costs, damages, charges, or expenses.
The Member’s total liability in contract, tort (including negligence or breach of statutory duty howsoever arising), misrepresentation (whether innocent or negligent), restitution or otherwise, arising in connection with the performance or contemplated performance of the Contract shall be limited to the total fees received from the Member under this Agreement to date.
14. Changes to the service and terms
14.1. Vetted Adviser reserves the right at any time to modify, suspend, or discontinue providing the Service, in whole or in part.
14.2. In the event Vetted Adviser anticipates that any such action will significantly affect your use of the Service in a negative way, Vetted Adviser will endeavour to provide you with advance notice by e-mail, an in-client message or by posting relevant information on the Site within 30 days in the event of the following:
- misuse by the user.
- critical maintenance work.
- technological developments making it difficult, infeasible, or unprofitable to continue the Services without making changes.
- Vetted Adviser can no longer procure equipment, software, services, or facilities from suppliers under reasonable terms.
- general market or economic conditions make it difficult or impossible for Vetted Adviser to operate its business at a reasonable cost.
- attacks against Vetted Adviser by third parties create a serious risk to the integrity, security, or availability of Member data.
- laws, regulations, or lawsuits require changes to the Services or make it difficult to operate the Services at reasonable costs.
- legal developments like laws, regulations and lawsuits require changes or make them advisable.
- features or added or eliminated from the Services.
14.3. You acknowledge that providing notice of any modification, suspension, or discontinuation of the Services or of any modification of the Terms in accordance with clause 10 will not be reasonably practicable for Vetted Adviser in the following circumstances:
- misuse by the user.
- unforeseen critical maintenance work.
- breach of data- or cyber-security (or material concerns in relation to the same).
- suspected or alleged infringement of intellectual property rights in respect of the Services.
- unforeseen changes in laws or regulations; or
- widespread network or power failures affecting Vetted Adviser facilities.
- You acknowledge that providing notice of any modification, suspension, or discontinuation of the
Services
or of any
modification of the Terms in accordance with User indemnity clause will not be reasonably
practicable for
Vetted Adviser
in the following circumstances:
- misuse by the user.
- unforeseen critical maintenance work.
- breach of data- or cyber-security (or material concerns in relation to the same).
- suspected or alleged infringement of intellectual property rights in respect of the Services.
- unforeseen changes in laws or regulations; or
- widespread network or power failures affecting Vetted Adviser facilities.
14.4. Any modification to the Terms will be posted to the Site. Notice of change of such Terms shall be sent to you upon posting. The new Terms shall be effective 30 days after such notice. All material modifications to the Terms will apply prospectively only. Your continued use of any Services following notification by Vetted Adviser of any modification to the Terms constitutes your agreement to be bound by the modified Terms. To stay informed of any changes, please review the most current version of these Terms posted on the Site.
14.5. If you do not agree to be bound by the Terms (or any modified version thereof), you must stop using the Services immediately, and request termination of the Agreement (and your account) pursuant to clause term and termination.
14.6. Vetted Adviser reserves the right to amend these Conditions from time to time and shall notify you of any changes within 30 days, and each such modification will be effective upon posting on the site. All material modifications will apply prospectively only.
14.7. Vetted Adviser may update the Website from time to time, which may include changes to the content at any time.
14.8. Your continued use of any Products following any such modification constitutes your agreement to be bound by the modified Terms. To stay informed of any changes, please review the most current version of these Terms posted on the Site. If you do not agree to be bound by these Terms, you must contact us within 10 working days to permit 10 working days of negotiation.
15. Warranty
15.1. Vetted Adviser and its affiliates make no representation or warranty about the service, including any representation that the service will be uninterrupted or error free, and provide the service (including its content and information) on “as is” and “as available” basis. To the fullest extent permitted under applicable law, Vetted Adviser and its affiliates disclaim any implied or statutory warranty, including any implied warranty of title, accuracy of data, non-infringement, merchantability, or fitness for a particular purpose.
15.2. As an Member, you represent, undertake, and warrant to us that at all times:
- you have legal authority and capacity to provide the products or services you are listed for on our Membership Database (and are not aware of any legal ruling, prohibition or order that could impact on your ability to do so).
- you will provide your goods or services to Vetted Adviser Customers lawfully at all times and not infringe (or permit your officers, employees, or contractors to infringe) any laws, regulations, industry codes of conduct, regulatory guidance, any regulatory decisions, or court orders.
- you will not act in any way which in our reasonable opinion is likely to have an adverse impact on the operation of the Membership Database, Site or any Directory, Vetted Adviser Customers, or the public in general.
- you will take full responsibility for you (and your officers, employees, contractors, or agents) performing services to Vetted Adviser Customers under a written contract.
- where applicable, you unconditionally agree to use such contract terms for provision of goods or services that one of our Trading Standards Partners may require you to use from time to time.
- you (and your employees, contractors, or agents) will perform all services to Vetted Adviser Customers lawfully and in accordance with 'good industry practice' meaning such professional standards of skill, care, timeliness, and diligence that a competent tradesman with your professed expertise would be expected to perform.
15.3. you will at all times maintain such
- employers' liability insurance as required by law and
- appropriate professional indemnity and public liability insurance that is sufficient to cover potential liability arising to Vetted Adviser Customers or Members of the public from your provision of services and shall provide evidence to us of such insurance as part of your application or immediately upon our written request (and we reserve the right to immediately suspend the Membership of any Member who, in its sole discretion, does not satisfy this requirement).
15.4. you shall ensure that your employees and contractors are suitably fit and qualified to perform professional services to Vetted Adviser Customers in a manner consistent with your obligations under these Terms; and
15.5. if, at any time, we decide it is necessary to initiate an investigation into you or the conduct or background of any of your owners, officers, employees, or contractors in order to maintain the integrity of the Vetted Adviser Network, you agree to obtain (without delay) up to date criminal background checks or such relevant information as we may reasonably request to assist such investigation.
15.6. you and any agents or contractors you engage to supply goods or perform professional services to Vetted Adviser Customers:
- comply with all applicable anti-slavery and human trafficking laws, 7 statutes, regulations, and codes of practice from time to time in force, including the Modern Slavery Act 2015: and
- have not been convicted of any offence involving slavery and human trafficking (and are not knowingly subject to any claim, investigation or proceedings alleging commission of such an offence).
15.7. You also agree that from time to time you may be required by Vetted Adviser to provide further information or take such steps as may be reasonably required by us to verify or confirm the forgoing.
16. Indemnity
16.1. You shall indemnify us and keep us fully and effectively indemnified against all actions, claims, demands, damages, liabilities and corresponding costs and expenses we incur (including professional legal fees) arising out of the following:
- any claims under an agreement or arrangement made between you and any Vetted Adviser Customer or other user of our Membership Database, Site or Directory.
- any false, inaccurate, out of date or misleading Member Details or other information provided by you, which is entered on to our Membership Database, Site or Directory.
- any third-party claims or actions against us arising out of you acting or omitting to do something in breach of these Terms, Membership Rules, or applicable law; or
- where we are joined into any legal action or proceedings brought by a Vetted Adviser Customer, regulatory body or other third party against you in relation to your alleged acts or omissions
16.2. Although the above indemnity shall not apply to the extent that a third-party claim or action for which such indemnity is sought by us would not have arisen but for our own negligence or wilful misconduct.
17. Force majeure
17.1. Vetted Adviser shall have no liability to you under this Agreement if it is prevented from or delayed in performing its obligations under this Agreement, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Vetted Adviser or any other party), failure of a utility service or transport or telecommunications network, act of God, pandemic, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors, provided that you are notified of such an event as soon as reasonably practicable.
18. Language
18.1. The parties hereby acknowledge that they have required this Agreement and all related documents to be in the English language.
19. Governing law
19.1. The Agreement (including any non-contractual matters) is governed by the law of England and Wales.
20. Jurisdiction
20.1. Disputes can be submitted to the jurisdiction of the courts of England and Wales or, where the Customer lives in Scotland or Northern Ireland, in the courts of respectively Scotland or Northern Ireland.