Terms and Conditions
1. Definitions
1.1. "Client Data" means information, data and other content, in any form or medium that is accessed, submitted, processed, stored or disclosed by You or on Your behalf as part of the Forensic Services.
1.2. "Supplier" means TSG, a private limited company registered in England and Wales (Company No: 10562171).
1.3. "Deliverables" means any deliverables agreed upon by the parties and set out in a mutually agreed upon Scope of Work ("SOW").
1.4. "Order" means the document agreed to by TSG and You indicating the Forensic Services you wish to purchase from TSG.
1.5. "Expert" means any employee or other individual or body corporate as the case may be which TSG uses or engages to supply, or in relation to, the services.
1.6. "Services" means the Services (if any) which the Supplier is to supply in accordance with these Conditions.
2. Place and Hours of Business
2.1. Registered Office: TSG’s registered office is located in Unit C2 Skylon Court, Coldnose Road, Hereford, HR2 6JS, UK. Telephone number: 01432 430 123 | Email: forensics@tsg-ops.com.
2.2. Office Hours: Usual office hours are 9:00am to 5:00pm UK Time, Monday to Friday. Work is completed outside these hours in accordance with prior agreements.
3. Forensic Services
3.1. SOW Governance: Any Forensic Services to be performed by the Supplier for You shall be set out in a mutually agreed upon SOW. This Agreement and the applicable SOW shall govern and supersede any Terms and Conditions stated on any Purchase Order or other document submitted by You.
3.2. Scope of Services: Forensic Services include but are not limited to Digital Investigations, Digital Forensics, Cell Site Analysis, RF Survey Services, Expert Witness Services & Consultancy.
3.3. Written Advice: Any advice or recommendation given by the Supplier or its employees or agents to You or its employees or agents as to the provision of the Forensic Services which is not confirmed in writing by the Supplier, is followed or acted upon entirely at Your own risk, and accordingly the Supplier shall not be liable for any such advice or recommendation which is not so confirmed in writing.
4. Provision of Service
4.1. Our Commitment: Our aim is to give all clients quality service, advice and representation in a courteous and professional manner, to explain what we are doing on your behalf and why, and regularly to report on progress of the matter to you.
4.2. Queries and Feedback: If you have any queries or are unhappy with any aspect of our service, please contact in the first instance the person dealing with the matter. If the problem is not resolved to your satisfaction, please contact TSG at contact@tsg-ops.com.
5. Staffing and Communication
5.1. Case Handling: Each time we open a case for you, you will be advised of the person principally dealing with it. He/she may be assisted by other members of the office as appropriate.
5.2. Sub-Contracting: The Supplier, in its sole discretion, will provide suitably experienced personnel to perform Forensic Services and reserves the right to have some or all of the Forensic Services performed by preapproved sub-contractors. The Supplier shall be vicariously liable for the performance of Forensic Services by such sub-contractors under an SOW.
5.3. Third-Party Reliance: The Client hereby agrees that the Supplier may delegate or subcontract the performance of the services and may rely upon advice or opinion of any third party who in the opinion of the Supplier reasonably is competent for that purpose.
5.4. Sub-Contractor Notice: The Supplier shall not be bound to give notice to the appointer of any such delegation or subcontracting of the services. Without prejudice to this condition, the Supplier will use reasonable care to notify You of any such delegation or sub-contractor carrying out the service in its absolute discretion.
6. Scope of Work
6.1. SOW Requirements: Any written SOW detailing the professional services entered into by a Client and the Supplier shall include and have incorporated into it the applicable requirements, acceptance criteria, specifications, deliverables and delivery date, scope of services as appropriate.
6.2. SOW Approval: The Supplier shall not have any obligation to provide any Forensic Services until such SOW is accepted in writing by all parties. Substantial changes to the SOW and deliverables under an SOW shall be effective only when authorised in writing detailing the specific changes and impact on fees and completion dates.
6.3. Delivery Estimates: Any completion dates set out in the SOW are estimates only. The Supplier reserves the right to amend any completion dates where You fail to provide suitable access to required data and/or personnel required to support the provision of Forensic Services.
6.4. Corrections: Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Supplier shall be subject to correction without any liability on the part of You.
6.5. Regulatory Compliance: The Supplier reserves the right to amend the SOW if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Forensic Services, and the Supplier shall notify the Client in any such event.
6.6. Hearings & Meetings: The Client undertakes to give immediate written notification of every hearing, meeting or other appointment at which the Supplier’s expert attendance will or may be required.
7. Charges, Costs and Billings
7.1. Rates & Validity: Our standard hourly rate will be as that stated in our estimate to you, the Client, based on time spent. All prices provided are valid for 30 days, unless otherwise specified by the Supplier, or until earlier acceptance by You, after which time they may be altered by the Supplier without giving notice to You.
7.2. Price Adjustments: The Supplier reserves the right, by giving notice to the Client at any time before Delivery, to increase the price to reflect any increase in the cost to the Supplier due to factors beyond reasonable control, delivery changes requested by the Client, or delays caused by missing instructions.
7.3. Additional Work: Additional work completed at your request is charged on the same basis. The hourly rate charged will be reviewed from time to time and may be adjusted to reflect the complexity, urgency, importance or value of the work.
7.4. Budget Limits: You may place a limit on the amount of charges that may be incurred without your prior approval. If you wish to do so, please tell us in writing.
7.5. Payment Terms: Unless otherwise agreed in writing, payment becomes due 30 days after presentation of our invoice.
7.6. Client Responsibility: As the instructing Client you are responsible for our charges unless we have agreed in writing otherwise. This applies even if the bill is to be submitted to a third party or the matter does not proceed to completion.
7.7. Late Payment Fees: The Supplier reserves the right to raise an administration invoice for late payment of invoices. The fee will be notified in advance and will not be less than £50.
7.8. Set-Off: The Client is not entitled to withhold payment of any amount due to the Supplier by way of any set-off or counterclaim.
7.9. Interest on Late Payment: Interest on overdue amounts may be charged at 3% above the UK base interest rate per month. The Supplier may suspend performance of Services until all outstanding amounts are paid.
8. Legal Aid
8.1. Legal Aid Funding: Where Services are provided in connection with a case funded or intended to be funded by the Legal Aid Agency, the following terms apply:
8.2. Promptly notify the Supplier when Legal Aid has been applied for, granted, amended, or withdrawn.
8.3. Apply to the Legal Aid Agency for prior authority of estimated payments and promptly notify the Supplier of the outcome.
8.4. Agree to early disbursement of Supplier fees within 30 days upon submission of an invoice.
8.5. Apply to the Legal Aid Agency for interim payment in respect of the services.
8.6. The appointer remains liable for all fees and costs following engagement until written instruction is given to cease work.
8.7. The Supplier may, at its sole discretion, extend payment terms to a maximum of 60 days for Legal Aid cases strictly adhering to these terms.
9. Disbursements, Expenses and VAT
9.1. Added Charges: We will add to our charges:
a. Disbursements: Immediate costs incurred on your behalf (e.g., public transport, travel at 45.0p per mile for private/company vehicles, subsistence, printing, postage).
b. Value Added Tax (VAT): Applied where applicable.
c. Travel Fees: Time spent travelling and waiting, charged at agreed hourly Expert rates.
d. Expert Fees: Hourly fees agreed for advice, opinions, reports, discovery, investigation, and examination.
10. Cancellation and Postponement Charges
10.1. Cancellation Approval: No Order accepted by the Supplier may be cancelled by You except with written agreement by email.
10.2. Uncompleted Work: A fee will be charged for any completed or part-completed work up to the date written cancellation notice is received, based on the original quotation.
11. Ownership and Intellectual Property
11.1. Rights Reservation: Nothing in this Agreement grants any rights under any patent, copyright, trade secret, or other intellectual property right of the Supplier. All rights not expressly granted are reserved.
12. Confidentiality
12.1. Non-Disclosure: Each party agrees not to disclose confidential information concerning the business, affairs, customers, or suppliers of the other party.
12.2. Permitted Disclosures: Information may be disclosed to employees/advisers requiring access, as required by law, or to demonstrate compliance with accreditation and regulatory bodies (e.g., UKAS, Forensic Science Regulator).
12.3. Record Retention: Forensic records will be held securely for the lifetime of the case and for up to 30 years thereafter, after which data will be securely destroyed in line with TSG procedures.
12.4. Injunctive Relief: Unauthorised disclosure of Supplier confidential information may cause irreparable harm entitling the Supplier to seek injunctive relief.
13. Data Protection
13.1. Roles: The Client acts as Data Controller and the Supplier acts as Data Processor regarding Personal Data provided under the agreement.
13.2. Processing Scope: Data processing terms apply to all personal data provided, covering operations such as collection, recording, storage, adaptation, retrieval, and destruction.
13.3. Compliance: The Supplier shall comply with applicable UK data protection laws and regulations.
14. Liability
14.1. Loss/Damage to Evidence: Liability for loss or damage to evidence submitted is limited to the contract order value. Reimbursement is limited to the lower of: a) agreed value, b) contract order value, or c) courier insurance maximum. High-value evidence must be flagged to TSG in advance.
14.2. Variations: No employee or contractor representation binds the Supplier unless confirmed in writing by TSG's Managing Director.
14.3. Standard of Care: Forensic Services will be provided with reasonable care and skill. Implied warranties or duties at common law are excluded to the fullest extent permitted by law.
14.4. Delays: TSG is not liable for performance failures resulting from causes beyond its reasonable control.
15. Warranties
15.1. Service Warranty: Services will be performed with reasonable care and skill and conform with SOW descriptions for 30 days from performance.
15.2. Warranty Conditions: TSG is not liable for defects caused by Client default, defects not reported in writing within 7 Working Days (or 30 days if latent), or non-performance not reported within 7 Working Days.
16. Termination
16.1. Termination Grounds: TSG may terminate the Contract immediately upon written notice for material breach (unremedied within 14 days), insolvency, administration, receivership, or change of control.
16.2. Post-Termination Liabilities: Upon termination, all outstanding client debts become immediately due and payable.
17. Marketing and Public Relations
17.1. Portfolio Usage: TSG reserves the right to use generic, fully sanitised references to completed services within its marketing collateral.
18. Force Majeure
18.1. Exemption: Neither party is liable for failure or delay in performing obligations due to a Force Majeure Event. If non-performance exceeds 4 weeks, either party may terminate upon 14 days' written notice.
18.2. Events Covered: Acts of God, disasters, pandemics, war, civil commotion, government restrictions, utility failures, or trade disputes.
19. General
19.1. Entire Agreement: The Contract supersedes all previous agreements and representations.
19.2. Third Parties: No third party has rights under the Contracts (Rights of Third Parties) Act 1999.
19.3. Variations: Must be in writing and signed by both parties.
19.4. Notices: Deemed received on hand delivery, 2 business days post first-class mail, or upon email transmission during business hours.
19.5. Legal Service: Service of legal proceedings by email is invalid.
19.6. Governing Law & Jurisdiction: Governed by the laws of England and Wales. Disputes subject to arbitration or exclusive jurisdiction of Courts of England and Wales.
