Terms and Conditions
Who we are
Westbury Advisors Limited (T/as (“Westbury”, “we” or “us”) is a corporate finance and debt advisory business based in London. We act as a broker for individuals, small to medium-sized enterprises, large corporations, as well as charities and not-for-profit organisations. Westbury is registered in England and Wales under company number 12138588, whose office is at Berkeley Suite, 35 Berkeley Square, London, W1J 5BF. We are registered with the Information Commissioner’s Office under reference: ZA710036.
Terms and conditions
These Terms and Conditions apply to the provision of services detailed in the Engagement Letter that confirms the scope of services Westbury Advisors Limited (“Westbury”, “we” or “us”) a company registered in England and Wales under company number 12138588 whose registered office is at Berkeley Suite, 35 Berkeley Square, London, W1J 5BF, to the person or company buying these services.
You are deemed to have accepted these Terms and Conditions when you accept the Engagement Letter or upon any date we start to perform our services, and these Terms and Conditions and the Engagement Letter are the entire agreement between us.
You acknowledge that you have not relied on any statement, promise or representation made or given by or on our behalf. These Conditions apply to our engagement to the exclusion of any other terms imposed or incorporated, or which are implied during our dealings.
Interpretation
A “Business Day” means any day other than a Saturday or Sunday, or bank holiday in England and Wales.
The headings of these Terms and Conditions are for convenience only and do not affect their interpretation.
Words imparting the singular number shall include the plural and vice versa.
Services
We warrant that we will use due care and skill in our performance of the Services, which will adhere to the Engagement Letter, including any specification in all material respects. We can make any changes to the Services which are necessary to comply with any applicable law or safety requirement, and we will notify you if this has been necessary.
We will use all reasonable endeavours to complete the performance of the Services which the time agreed or as set out in our Engagement Letter; however, it may be required to extend the agreed time in the performance of our obligations. If more time is required, we will notify you if this is necessary.
All these Terms and Conditions apply to the supply of any goods as well as services unless we specify otherwise.
Your obligations
You must obtain any permissions, consents, licences or otherwise that are needed and must give us access to any relevant information, material, properties and any other matters which we need to provide the Service.
If you are not willing to provide the above, we can terminate our engagement.
You agree to act with utmost good faith in the provision of information to us. This duty is continuous and applies to all information the Client provides to us, whether we have requested it or whether the Client has provided it voluntarily. The Client agrees not to withhold information from us.
The Client agrees to take all reasonable steps and use all reasonable endeavours to comply with and satisfy any condition imposed by the Lender who has made a Finance Offer that accords with the requirements set out in the Confirmation of Instructions Letter.
The Client agrees to notify the us if at any time, they intend to appoint an additional or alternate broker or intermediary to obtain an offer of finance for them whereupon we may, subject to any exclusivity arrangements and/or the nature of the finance, be entitled to terminate this Agreement forthwith and the Client shall pay to the us any fees incurred for any Services carried out up to the date of termination, save where such fees cannot be charged to the Client by law.
If the Client fails to notify us that they intend to appoint an alternate or additional broker or intermediary before doing so, and if a finance offer is subsequently obtained from any lender, the Client will pay a fee calculated by reference to the finance offer made but otherwise in accordance with the Engagement Letter.
Westbury is not liable for any delay or failure to provide Services if this is caused by failure to comply with the provisions of this section.
Fees
The Fees for the Services are set out in the Engagement Letter and are on a time and success fee basis.
Westbury is transparent, clear, and fair with the fees we charge.
We will ensure customers will know all fees before work begins. Westbury acts honestly and with integrity.
You consent that you agree to pay the Fees in accordance with the terms of our Engagement.
You are aware that we are required to disclose the nature of the payment of any Commission in our communications. The existence and nature of commission arrangements. Where the Commission varies depending on the Lender, product, or other permissible factors will always be disclosed within our Commission Disclosure Document.
We will look to disclose where we will benefit from any fees from the lender (for example, but not limited to administration fees, split fees and panel fees) and disclose the existence, along with the existence, nature, calculation and amount of any Commission within our Commission Disclosure Document.
You are aware that we will receive commission from referring you to an Ancillary Service for introducing you to them, and you have no objections to us receiving this amount. If you wish to receive any further information concerning any Commission paid to Us by any third-party Ancillary Service, please let Us know in writing.
Where you have been referred to us by a third-party Ancillary Service, dealer or introducer, commission will have to be paid to the dealer and or introducer for the introduction.
Having acknowledged the matters set out under this clause, you hereby consent to Us receiving and retaining any Commission paid.
In addition to the Fees, we can recover from you:
- reasonable incidental expenses, including but not limited to travelling expenses, hotel costs, subsistence, and any associated expenses in providing the Service.
- the cost of the service provided by third parties and required by us to perform the Service. and
- the cost of materials required to perform the Service.
In any event, additional costs or fees will be agreed with you in writing beforehand.
You must pay Westbury for any additional services provided by Westbury that are not specified in the Engagement Letter by our applicable hourly rate in effect at the time of performance or such other rate as may be agreed by us.
The Fees are inclusive of any applicable VAT and other taxes or levies which may be imposed or charged by any competent authority.
All engagements/contracts have a 14-day right of cancellation and a right to a refund if work has not started. If a fee has been paid by the customer will be refunded promptly and within 5 working days.
Payment
Westbury will invoice you for payment of the Fees either:
- We have completed the service.
- on the invoice date set out in the Engagement Letter;
You must pay the Fees due within 5 days of the date of the invoice or otherwise in accordance with any credit terms agreed by us.
Time of payment shall be the essence of the engagement.
Without limiting any other right or remedy we have for statutory interest, if you do not pay within 14 days of the agreed period set out above, we will charge you interest at the rate of 1% per day from time to time on the amount outstanding until payment is received in full.
All payments due under these Terms and Conditions must be made in full without any deductions or withholding except as required by law, and neither of us can assert any credit, set-off or counterclaim against the other in order to justify withholding payment or any such amount in whole or part.
If you do not pay within the period set out above, we can suspend any further provision of the Service or goods and cancel any further service which has been requested by or otherwise arranged with you.
Receipts will be issued by Westbury only at your request.
All payments must be made in British Pounds unless otherwise agreed by us in writing.
Subcontracting and assignment
Westbury can at any time assign or subcontract any of our rights or services as described within the Engagement Letter or delegate in any manner to an approved third party. An approved third party will hold all relevant experience, licences, and insurance to undertake the Service and shall abide by the rule of law and regulatory obligations of the Financial Conduct Authority.
For any transfer of services to an approved third party, you will be notified in writing.
You must not, without our prior written consent, assign, transfer, charge or subcontract or deal in any other manner with all or any of your rights under these Terms and Conditions.
Period of engagement and termination
Our services will start upon acceptance of the terms of engagement by you, as noted by execution of the Engagement Letter.
Either you or Westbury may terminate the services upon receipt of formal notice made in writing and sent either by hand, email or courier to you.
Privacy Policy
Westbury takes your privacy seriously, and we will only use the personal information we collect from you, which will help us find a suitable lender, and assist us in preventing fraud, for audit purposes and statistical analysis.
Westbury has a dedicated Privacy Policy that can be found on our website www.westburyadvisors.co.uk that explains what information we collect from you, why we collect this information, how long we hold your information and how to complain.
Please take time to read our Privacy Policy, as it explains what we do with your personal data and how you can contact us if you need to.
Cancellation and amendments
Westbury can withdraw, cancel, or amend an engagement if it has not been accepted by you or if the services have not started within 5 working days from the date of the Engagement Letter.
If you wish to amend any detail of our engagement, you must tell us in writing as soon as reasonably possible. We will use reasonable endeavours to make any required changes to our engagement, and any additional costs will be included in a fee quote which will be made in writing to you.
If, due to circumstances beyond our control, including those set out in the clause below (circumstances beyond a party’s control), we must make any changes in the services or how they are provided, we will notify you. We will use reasonable endeavours to keep any such changes to a minimum.
Circumstances beyond a party’s control
Neither of us is liable for any failure or delay in performing our obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to, lender, agent, or service provider failings to deliver a product or service, industrial action, fire, flood, storms, acts of terrorism, acts of war, government action or any other event that is beyond the control of the party in question. If the delay continues for a period of 30 days, either of may terminate or cancel the Services to be carried out under these Terms and Conditions.
Complaints
Westbury is committed to providing the best standards of service quality for our customers.
We take any concern or complaint seriously and will promptly investigate the complaint for resolution.
Any customer, service user or agency will have the right to raise concerns or complain about our service.
We will ensure customers have clear information on how to voice a complaint. Complaints will be managed in strict confidence. Westbury will keep a register of all complaints reviewed periodically. Westbury’s complaints procedure will be part of the process of monitoring the quality and effectiveness of our services.
If you are not satisfied with the work undertaken by Westbury or its staff, you should set out in writing the nature of the complaint and address this to: support@westburyadvisors.co.uk
In the normal course of business, Westbury will respond to your complaint within 48 hours, and we will try and solve your complaint at the first point of contact.
If we are unable to resolve your complaint at the first point of contact, we will aim to resolve your complaint within 28 days. We will confirm this in writing.
If you feel your complaint remains unresolved, we will write to you and explain, in a summary resolution communication, what your rights are, and that you can write to the Financial Ombudsman Service for further resolution. We will let you know how you can do this.
- Address: Financial Ombudsman Service, Exchange Tower, London, E14 9SR.
- Contact: 0800 0234567, 0300 1239123.
- Website: www.financial-ombudsman.org.uk
The Ombudsman will be able to confirm whether it can look at the complaint. If the Client is entitled to make a complaint to the Ombudsman, then they are not bound to follow any alternative procedure and can make their complaint to the Ombudsman within the timescales set down by the rules applicable to that scheme, details of which will be provided to the Client by us on request.
Intellectual property
Westbury reserves all copyright and any other intellectual property rights which may subsist in any goods supplied in connection with the provision of the services. We reserve the right to take any appropriate action to restrain or prevent the infringement of such intellectual property rights.
Liability and indemnity
Our liability under these Terms and Conditions and in breach of statutory duty, and in tort or misrepresentation or otherwise, shall be limited as set out in the section.
The total amount of our liability is limited to the total amount of Fees payable by you under the engagement.
We are not liable (whether caused by our employees, agents or otherwise) in connection with our provision of the service or the performance of any of our other obligations under these Terms and Conditions or for:
- any indirect, special, or consequential loss, damage, costs, or expenses; or
- any loss of profit, loss of anticipated profits, loss of business, loss of data, loss of reputation or goodwill, business interruption or other third-party claims; or
- any failure to perform any of our obligations if such delay or failure is due to any cause beyond our reasonable control; or
- any losses caused directly or indirectly by any failure or your breach of your obligations; or
- any losses arising directly or indirectly from the choice of services and how they will meet your requirements or your use of the service or any goods supplied in connection with the service.
You must indemnify us against all damages, costs, claims and expenses suffered by us arising from any loss or damage to any equipment caused by you or your agents, or employees.
Nothing in these Terms and Conditions shall limit or exclude our liability for death or personal injury caused by our negligence or for any fraudulent misrepresentation, for any other matter for which it would be unlawful to exclude or limit liability.
Data Protection
When supplying the services, a lender or organisation (Service Provider) may acquire, store or process personal data.
These parties agree that where such processing of Personal Data takes place, the customer will be the Data Controller and the organisation shall be the Data Processor as defined in the General Data Protection Regulation (GDPR) as may be amended, extended and/or re-enacted from time to time.
For the avoidance of doubt, ‘Personal Data’, ‘Processing’, ‘Data Controller’, ‘Data Processor’ and ‘Data Subject’ shall have the same meaning as in the GDPR.
The Service Provider shall only Process Personal Data to the extent reasonably required to enable it to supply the services as mentioned in these Terms and Conditions or as requested by and agreed with the Customer and shall not retain any Personal Data longer than necessary for the Processing and shall refrain from Processing any Personal Data for its own or any third party’s purpose.
The Service Provider shall not disclose Personal Data to any third parties other than employees, directors, agents, sub-contractors, or advisors on a strict ‘need-to-know’ basis and only under the same (or more extensive) conditions as set out in these Terms and Conditions or to the extent required by the applicable legislation and/or regulation.
The Service Provider shall implement and maintain technical and organisation security measures as required to protect Personal Data Processed by the Service Provider on behalf of the Customer.
Further information about the Service Provider’s approach to data protection is specified in its Data Protection Policy, which can be requested by emailing support@westburyadvisors.co.uk
For further enquiries or complaints regarding data privacy, you can email support@westburyadvisors.co.uk
Communications
All notices under these Terms and Conditions must be in writing and signed by you (or a duly authorised officer of that party)
Notices shall be deemed to have been duly given:
- when delivered, if delivered by courier or other messengers (including registered mail) during the normal business hours of the recipient.
- when sent, if transmitted by fax or email and a successful transmission report or return receipt is generated.
- On the fifth business day following mailing, if mailed by national ordinary mail; or
- On the tenth business day following mailing, if mailed by airmail.
All notices under these Terms and Conditions must be addressed to the most recent address, email, or fax number notified to the other party.
No waiver
No delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any other right or remedy, nor stop further exercise of any other, or remedy.
Servance
If one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that/those provisions will be deemed severed from the remainder of these Terms and Conditions (which remain valid and enforceable).
Law and jurisdiction
This agreement shall be governed by and interpreted according to the law of England and Wales, and all disputes arising under the engagement shall be subject to the exclusive jurisdiction of the English and Welsh courts.
