CLIENT INFORMATION PAGE - VISA APPLICANTS

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CLIENT CARE LETTER

Thank you for engaging The Westwood Organisation Ltd (“TWO”) to assist with your immigration matter. Please read our client care letter and Terms and Conditions (section below), carefully.

In this Client Letter and the Terms and Conditions, TWO will be referred to as the “Consultancy”, “we” “our” or “us” and you the Client will be referred to as the “Client”, “you” or “your”.

The Contract

Your legal contract with us will be formed of the following documents which together will be referred to as the “Agreement”:

1. Client Letter; and

2. Terms and Conditions

Scope of Work

Prior to assisting you with your immigration matter, we require some further information. These terms and conditions will either accompany, or precede your completion of a data gathering form. For us to be able to assess your immigration situation, please can you complete and sign the relevant form and return it to us via the submit button on the form.

If some of the questions are not relevant, leave those blank and we can always follow up with you if we need more information. It would also be useful to have a timeline with your UK immigration history (if any) and copies of any previous visas or correspondence from the UK Home Office.

Please ensure you are sure of the type of application you wish us to process. We will then thoroughly review the form and any other information or documentation that you have provided. From this we will determine if we are able to progress with the type of application you require or advise on an alternative option. Where an application can be progressed, we will then set out the next steps and the costs, in an Order Form. If we are instructed by your employer, this will be sent directly to them. If you are instructing us on an individual basis, you will need to sign and return this Order Form before we can commence any work on your application.

Our Commitment

We will:

1. Provide a professional consultation and prepares applications which meet the requirements of the Immigration Rules at the time of the application.

2. Discuss with you prior to submitting the application any issue which we believe may result in an adverse decision. However, we cannot guarantee the outcome of any application.

3. Ensure an application will only be submitted once we are happy that we have sufficient information and supporting documentation for there to be a realistic expectation of success.

4. Liaise with yourself and the Home Office should it be necessary to provide further information, this liaison may come at extra cost.

You may instruct us to submit an application in less-than-ideal circumstances. If this is the case, we will still present the case as effectively as possible but cannot guarantee success.

If any documentation supplied has been fraudulently obtained or falsified in anyway then we will in no way be liable for actions taken by the Home Office or other authorities.

Fees

If you are paying part or all of the fees, these must be paid upfront, and an Order Form signed before an application be submitted. Where you pay in advance of an application, your funds will be held on a client account.

If you wish to withdraw an application before it is submitted, we will offer a refund, but part of the fees may be retained to cover any work completed before withdrawal.

Once an application has been submitted, we do not offer a refund unless the decision is a refusal and is as a result of something we should have identified prior to the application. i.e as a result of our mistake.

If any documentation supplied by you has been fraudulently obtained or falsified in any way, we will not refund any fees paid. If you cannot provide any documentation requested by the Home Office after an application has been submitted, fees will not be refunded.

Any work after a decision (appeal or reapplication) will be subject to further fees and a new agreement.

Additional charges for disbursements may become payable for reasonable extra expenses (such as copying, telephone, travel, etc) and will be added to your invoice, or invoiced separately.

The fee for your application will normally be in two parts: Government fees; and our fees. These will be detailed in the Order Form and your invoice. The fee covers all work up until we have informed you of a Home Office or court decision.

Regulation

We are regulated by the IAA (Immigration Advice Authority). Any complaints should first be directed to us, and thereafter any complaints can be referred by the Client to the IAA.

Correspondence

We may write, email or phone you to discuss your case. Please keep us informed if any of your contact details change prior to the conclusion of your application. Occasionally UKVI bypass us, even though you may have appointed us as your representative. If you receive any contact, including phone calls, letters or email, please let us know as soon as possible, providing a copy of anything sent directly to you.

Conflict of Interest

Our professional responsibility is to act in your best interests. If a conflict of interest arises, we may not be able to continue acting, but will assist you in finding alternative advice. A conflict of interest is a situation where your interest may or does conflict with those of another client.

Yours sincerely,

Ian

Ian Westwood

For and on behalf of The Westwood Organisation Limited

TERMS & CONDITIONS

Schedule 1 – Terms and Conditions

1. Interpretation

1.1 Definitions:

Agreement: the contract between the Client and the Consultancy for the supply of the Services in accordance with the Client Letter, the Order Form and these Terms and Conditions and any Annex.

Applicable Laws: all applicable laws, statutes, regulations from time to time in force.

Business Day: a day other than a Saturday, Sunday or public holiday in London when banks in London are open for business.

Contract Year: any 12-month period ending on any anniversary of the date of this Agreement.

Consultancy Materials: means the Consultancy’s Intellectual Property Rights included in but not limited to any materials or documents created and shared by the Consultancy under this Agreement.

Client Materials: all documents, details, information, items, materials, and data in any form, whether owned by the Client or a third party and supplied by the Client to the Consultancy.

Client Personal Data: any personal data which the Consultancy processes in connection with this Agreement, in the capacity of a processor on behalf of the Client.

Data Protection Legislation: means: (a) any law, statute, declaration, decree, directive, legislative enactment, order, ordinance, regulation, rule or other binding restriction (as amended, consolidated or re-enacted from time to time) which relates to the protection of individuals with regards to the processing of Personal Data to which a party is subject, including the Privacy and Electronic Communications (EC Directive) Regulations 2003, the GDPR and the Data Protection Act 2018 and UK GDPR ;and (b) any code of practice or guidance published by a relevant Regulator from time to time.

Deliverables: all documents, products and materials developed by the Consultancy or its agents, subcontractors and personnel as part of or in relation to the Services in any form, including without limitation computer programs, data, reports and specifications (including drafts).

Effective Date: the date the Immigration Assessment - Data Gathering Form (the “Form”) attached to Schedule 1 of the Client Letter is signed by you or at any time the Consultancy commences any Services for you;

Expenses: potential extra costs and disbursements that may arise such as (including but not limited to) travel and hotel costs.

Fees: the charges payable by the Client for the supply of the Services by the Consultancy, as set out in the Order Form.

GDPR: means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation).

IAA: Immigration Advice Authority https://www.gov.uk/government/organisations/immigration-advice-authority.

Intellectual Property Rights: patents, rights to inventions, copyright and neighbouring and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

Order Form: the form which sets out the details of the Consultancy’s Services, Deliverables and the Fees as agreed by the parties.

Services: the services, including without limitation any Deliverables, to be provided by the Consultancy pursuant to the Agreement.

UK GDPR: means the GDPR as transposed into UK law (including by the Data Protection Act 2018 and the Data Protection, Privacy and Electronic Communications (Amendments etc) (EU Exit) Regulations 2019).

1.2 Interpretation:

a) The terms “Controller”, “Data Subject”, "Personal Data", "Personal Data Breach", “Processor”, “Supervisory Authority" and "processing" shall have the meanings set out in the Data Protection Legislation and "process" and "processed" when used in relation to the processing of Personal Data, shall be construed accordingly.

b) A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time. A reference to a statute or statutory provision includes any subordinate legislation made from time to time under that statute or statutory provision.

c) Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

d) A reference to writing or written includes email.

2. Commencement and Term

2.1 This Agreement shall commence on the Effective Date and shall continue in full force until the Services and the Deliverables have been completed (“Completion”). At Completion, the Agreement shall expire unless terminated earlier under clause 8 (the “Term”).

3. Supply of Services

3.1 The Consultancy shall supply the Services to the Client from the Effective Date in accordance with the Agreement.

3.2 In supplying the Services, the Consultancy shall:

a) perform the Services with reasonable care and skill;

b) use reasonable endeavours to perform the Services in accordance with the service description

c) but any such dates shall be estimates only and time for performance by the Supplier shall not be of the essence of this Agreement;

d) comply with:

e) all Applicable Laws; and

f) the rules of the IAA,

g) provided that the Consultancy shall not be liable under the Agreement if, as a result of such compliance, it is in breach of any of its obligations under the Agreement.

h) take reasonable care of all Client Materials in its possession and make them available for collection by or delivery to the Client at the Client’s cost on reasonable notice and request.

4. Client's Obligations

4.1 The Client shall:

(a) co-operate with the Consultancy in a timely manner in all matters relating to the Services; and

(b) provide, in a timely manner, such information as the Consultancy may reasonably require in connection with the Services to be provided and ensure that such information is accurate and complete in all material respects.

4.2 If the Consultancy's performance of its obligations under the Agreement is prevented or delayed by any act or omission of the Client, its agents, subcontractors, consultants or employees, the Consultancy shall:

a) not be liable for any costs, charges or losses sustained or incurred by the Client that arise directly or indirectly from such prevention or delay;

b) be entitled to payment of the Fees despite any such prevention or delay; and

c) be entitled to recover any additional costs, charges or losses the Consultancy sustains or incurs that arise directly or indirectly from such prevention or delay.

5. Intellectual Property Rights

5.1 In relation to the Client Materials, the Client:

a) and its licensors shall retain ownership of all Intellectual Property Rights in the Client Materials;

b) grants to the Consultancy a fully paid-up, non-exclusive, royalty-free, non-transferable licence to copy and modify the Client Materials for the term of this Agreement for the purpose of providing the Services to the Client;

c) warrants that the Client Materials are accurate and correct; and

d) shall indemnify the Consultancy against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other reasonable professional costs and expenses) suffered or incurred or paid by the Consultancy arising out of or in connection with any claim brought against the Consultancy, its agents, subcontractors or consultants for any third party claims arising out of, or in connection with, the receipt or use, in the performance of this Agreement of the Client Materials.

5.2 In relation to the Consultancy Materials, the Consultancy:

a) and its licensors shall retain ownership of all Intellectual Property Rights in the Consultancy Materials;

b) warrants that the receipt, use of the Consultancy Materials by the Client shall not infringe the rights, including any Intellectual Property Rights, of any third party; and

c) shall indemnify the Client against all liabilities, reasonable costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all other reasonable professional costs and expenses) suffered or incurred or paid by the Client arising out of or in connection with any claim brought against the Client for actual or alleged infringement of a third parties Intellectual Property Rights arising out of, or in connection with, the receipt or use of the Consultancy Materials.

6. Fees and Payment

6.1 In consideration of the provision of the Service(s) and Deliverable(s) by the Consultancy, the Client shall pay the Fees.

6.2 The Consultancy shall invoice the Client at the start of the Term to be paid in full and in advance.

6.3 Where there are Expenses, the Consultancy shall use its reasonable endeavours to agree these with the Client prior to Consultancy incurring the charge.

6.4 For the avoidance of doubt any Government fees will form part of the Fees and will be set out in the Order Form and included in the invoice. However, the Consultancy will request that the Client pays such Government fees upfront where necessary.

6.5 The Client shall pay each invoice and any Expenses submitted to it by the Consultancy within 14 days of date of invoice to a bank account nominated in writing by the Consultancy from time to time.

6.6 Without prejudice to any other right or remedy that it may have, if the Client fails to pay the Consultancy any sum due under this Agreement on the due date:

a) the Client shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause will accrue each day at 2% a year above the Bank of England's base rate from time to time; and

b) the Consultancy may suspend part or all of the Services until payment has been made in full.

6.7 All sums payable to the Consultancy under this agreement:

a) are exclusive of VAT, and the Client shall in addition pay an amount equal to any VAT chargeable on those sums on delivery of a VAT invoice; and

b) shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

7. Limitation of Liability

7.1 References to liability in this clause 7 include every kind of liability arising under or in connection with this Agreement including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.

7.2 Nothing in this clause 7 shall limit the Client's payment obligations under this Agreement.

7.3 Nothing in this Agreement limits any liability which cannot legally be limited, including liability for:

a) death or personal injury caused by negligence; and/or

b) fraud or fraudulent misrepresentation.

7.4 Subject to clause 7.3, the Consultancy's total liability to the Client arising out of or in connection with this Agreement for all loss or damage arising in connection with this Agreement shall not exceed 300% of the Fees in any Contract Year.

7.5 Subject to clause 7.3 and save for clause 5.1(d) where a cap of 300% of Fees in any Contract Year shall apply, the Client's total liability to the Consultancy shall be limited to 150% of the Fees in any Contract Year.

7.6 Save for clause 7.3 indirect or consequential losses, loss of profits, loss of business, loss of revenue loss of anticipated savings, loss of reputation or regulatory fines are excluded and are non-recoverable in connection with any claim arising out of or in connection with this Agreement.

8. Termination and Consequences of Termination

8.1 Without affecting any other right or remedy available to it, either party may terminate this Agreement with immediate effect by giving written notice to the other party if:

a) the other party commits a material breach of any term of this agreement and (if such breach is remediable) fails to remedy that breach within a period of 30 days after being notified in writing to do so;

b) the other party takes or has taken against it (other than in relation to a solvent restructuring) any step or action towards its entering bankruptcy, administration, provisional liquidation or any composition or arrangement with its creditors, applying to court for or obtaining a moratorium under Part A1 of the Insolvency Act 1986, being wound up (whether voluntarily or by order of the court), being struck off the register of companies, having a receiver appointed to any of its assets, or its entering a procedure in any jurisdiction with a similar effect to a procedure listed in this clause 8.1(b); or

c) the other party suspends or ceases, or threatens to suspend or cease, carrying on business.

8.2 Without affecting any other right or remedy available to it, the Consultancy may terminate this Agreement with immediate effect by giving written notice to the Client if the Client fails to pay any amount due under this Agreement on the due date for payment and remains in default not less than 10 days after being notified in writing to make such payment.

8.3 On termination or expiry of this Agreement:

a) the Client shall immediately pay to the Consultancy all of the Consultancy's outstanding unpaid, invoices and interest and, in respect of the Services supplied but for which no invoice has been submitted, the Consultancy may submit an invoice, which shall be payable immediately on receipt; and

b) the Consultancy shall on request return any of the Client Materials not used up in the provision of the Services.

8.4 Any provision of this Agreement that expressly or by implication is intended to come into or continue in force on or after termination or expiry of this Agreement shall remain in full force and effect.

8.5 Termination or expiry of this Agreement shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination or expiry.

9. Data Protection

9.1 Both parties will comply with all applicable requirements of Data Protection Legislation. This clause 9 is in addition to, and does not relieve, remove or replace, a party's obligations or rights under Data Protection Legislation.

9.2 The Client and the Consultancy acknowledge that for the purpose of the Data Protection Legislation, the Client is the Controller, and the Consultancy is the Processor.

9.3 The Client retains control of the Client Personal Data and remains responsible for its compliance obligations under the Data Protection Legislation, including providing any required notices and obtaining any required consents, and for the processing instructions it gives to the Consultancy.

9.4 Annex 1 describes the subject matter, duration, nature and purpose of processing and the Client Personal Data categories and Data Subject types in respect of which the Consultancy may process to fulfil the Services of this Agreement.

9.5 Without prejudice to clause 9.1, the Consultancy shall, in relation to Client Personal Data:

a) process that Client Personal Data only on the documented instructions of the Client, which shall be to process the Client Personal Data for the purposes set out in Annex 1 (the “Purpose”) unless the Consultancy is required by Applicable Laws to otherwise process that Client Personal Data. Where the Consultancy is relying on Applicable Laws as the basis for processing Client Personal Data, the Consultancy shall notify the Client of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit the Consultancy from so notifying the Client on important grounds of public interest. The Consultancy shall inform the Client if, in the opinion of the Consultancy, the instructions of the Client infringe Data Protection Legislation;

b) implement the technical and organisational measures to protect against unauthorised or unlawful processing of Client Personal Data and against accidental loss or destruction of, or damage to, Client Personal Data, which the Client has reviewed and confirms are appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures;

c) ensure that any personnel engaged and authorised by the Consultancy to process Client Personal Data have committed themselves to confidentiality or are under an appropriate statutory or common law obligation of confidentiality;

d) assist the Client insofar as this is possible (taking into account the nature of the processing and the information available to the Consultancy), and at the Client's cost and written request, in responding to any request from a data subject and in ensuring the Client's compliance with its obligations under Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;

e) notify the Client without undue delay on becoming aware of a personal data breach involving the Client Personal Data;

f) at the written direction of the Client, delete or return Client Personal Data and copies thereof to the Client on termination of the agreement unless the Consultancy is required by Applicable Law to continue to process that Client Personal Data. For the purposes of this clause 9.5 (f), Client Personal Data shall be considered deleted where it is put beyond further use by the Consultancy; and

g) maintain records to demonstrate its compliance with this clause 9, and allow for reasonable audits by the Client or the Client's designated auditor, at the Client’s cost, for this purpose, on reasonable written notice.

9.6 The Client provides its prior, general authorisation for the Consultancy to:

a) appoint processors to process the Client Personal Data, provided that the Consultancy:

i) shall ensure that the terms on which it appoints such processors comply with Data Protection Legislation, and consistent with the obligations imposed on the Consultancy in this clause 9;

(ii) shall remain responsible for the acts and omission of any such processor as if they were the acts and omissions of the Consultancy; and

(iii) shall inform the Client of any intended changes concerning the addition or replacement of the processors, thereby giving the Client the opportunity to object to such changes provided that if the Client objects to the changes and cannot demonstrate, to the Consultancy's reasonable satisfaction, that the objection is due to an actual or likely breach of Data Protection Legislation, the Client shall indemnify the Consultancy for any losses, damages, costs (including legal fees) and expenses suffered by the Consultancy in accommodating the objection.

b) transfer Client Personal Data outside of the UK as required for the Purpose, provided that the Consultancy shall ensure that all such transfers are affected in accordance with Data Protection Legislation. For these purposes, the Client shall promptly comply with any reasonable request of the Consultancy, including any request to enter into standard data protection clauses adopted by the EU Commission from time to time (where the EU GDPR applies to the transfer) or adopted by the Commissioner from time to time (where the UK GDPR applies to the transfer).

9.7 The Consultancy's liability for losses arising from breaches of this clause 9 is as set out in clause 7.4.

10. GENERAL

10.1 Force Majeure

Neither party shall be in breach of this Agreement or otherwise liable for any failure or delay in the performance of its obligations if such delay or failure results from events, circumstances or causes beyond its reasonable control. The time for performance of such obligations shall be extended accordingly. If the period of delay or non-performance continues for 4 weeks, the party not affected may terminate this Agreement by giving 10 day’s written notice to the affected party.

10.2 Assignment and Other Dealings

a) The Client shall not assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Agreement.

b) The Consultancy may at any time assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights under the Agreement.

10.3 Confidentiality

a) Each party undertakes that it shall not at any time during this Agreement, and for a period of two years after termination or expiry of this Agreement, disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party or of any member of the group of companies to which the other party belongs, except as permitted by clause 10.3 (b).

b) Each party may disclose the other party's confidential information:

i. to its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of exercising the party's rights or carrying out its obligations under or in connection with this agreement. Each party shall ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the other party's confidential information comply with clause 10.3; and

ii. as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

c) No party shall use the other party's confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with this Agreement.

10.4 Entire Agreement

(a) The Agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

(b) Each party acknowledges that in entering into the Agreement it does not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Agreement.

10.5 Variation

No variation of the Agreement shall be effective unless it is in writing and signed by the parties (or their authorised representatives).

10.6 Non-Solicitation

During the Term of this Agreement and for two years after its expiration or termination, neither party will solicit any employee of the other party for the purposes of offering employment, with the exception of those staff that would be transferred under the laws of Transfer of Undertakings (Protection of Employment) Regulations 2006 (SI 2006/246).

10.7 Counterparts

a) This Agreement may be executed in any number of counterparts, each of which shall constitute a duplicate original, but all the counterparts shall together constitute the one Agreement.

b) No counterpart shall be effective until each party has executed and delivered at least one counterpart.

10.8 Complaints

The Consultancy is regulated by the IAA. Any complaints should first be directed to the Consultancy Representative, and thereafter any complaints can be referred by the Client to the IAA.

10.9 Waiver

a) A waiver of any right or remedy under the Agreement or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.

b) A failure or delay by a party to exercise any right or remedy provided under the Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Agreement or by law shall prevent or restrict the further exercise of that or any other right or remedy.

c) A party that waives a right or remedy provided under this Agreement or by law in relation to one party, or takes or fails to take any action against that party, does not affect its rights in relation to any other party.

10.10 Severance

a) If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this Agreement.

b) If any provision or part-provision of this Agreement is deemed deleted under clause 10.8(a), the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.

10.11 Notices

a) Any notice or other communication given to a party under or in connection with this Agreement shall be in writing and shall be:

i. delivered by hand or by pre-paid first-class post or other next Business Day delivery service at its registered office (if a company) or its principal place of business (in any other case); or

ii. sent by email to the address specified in the Order Form.

b) Any notice or communication shall be deemed to have been received:

i. if delivered by hand, at the time the notice is left at the proper address;

ii. if sent by pre-paid first-class post or other next Business Day delivery services, at 9.00 am on the second Business Day after posting; or

iii. if sent by email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause, business hours means 9.00am to 5.00pm Monday to Friday on a day that is not a public holiday in the place of receipt.

c) This clause does not apply to the service of any proceedings or any documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.

10.12 No Partnership or Agency

a) Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party.

b) Each party confirms it is acting on its own behalf and not for the benefit of any other person.

10.13 Third Party Rights

a) This Agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.

b) The rights of the parties to rescind or vary this Agreement are not subject to the consent of any other person.

10.14 Dispute

a) If a dispute arises out of or in connection with this agreement or the performance, validity or enforceability of it (Dispute) then except as expressly provided in this agreement, the parties shall follow the procedure set out in this clause:

i. either party shall give to the other written notice of the Dispute, setting out its nature and full particulars (Dispute Notice), together with relevant supporting documents. On service of the Dispute Notice, the Client Representative and the Consultancy Representative shall attempt in good faith to resolve the Dispute;

ii. if the above parties are for any reason unable to resolve the Dispute within 30 days of service of the Dispute Notice, the Dispute shall be referred to a statutory director of the Client and a statutory director of the Consultancy who shall attempt in good faith to resolve it; and

iii. if the statutory director of the Client and the statutory director of the Consultancy are for any reason unable to resolve the Dispute within 30 days of it being referred to them, the parties will attempt to settle it by mediation in accordance with the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure. Unless otherwise agreed between the parties, the mediator shall be nominated by CEDR. To initiate the mediation, a party must serve notice in writing (ADR notice) to the other party to the Dispute, requesting a mediation. A copy of the ADR notice should be sent to CEDR. The mediation will start not later than 20 days after the date of the ADR notice.

b) No party may commence any court proceedings under clause 10.14 in relation to the whole or part of the Dispute until 20 days after service of the ADR notice, provided that the right to issue proceedings is not prejudiced by a delay.

c) If the Dispute is not resolved within 20 days after service of the ADR notice, or either party fails to participate or to continue to participate in the mediation before the expiration of the said period of 20 days, or the mediation terminates before the expiration of the said period of 20 days, the Dispute shall be finally resolved by the courts of England and Wales in accordance with clauses 10.14 and 10.15.

10.15 Governing Law

The Agreement, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be governed by, and construed in accordance with the laws of England and Wales.

10.16 Jurisdiction

Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Agreement or its subject matter or formation.

Annex 1 – PURPOSE

Part 1

PARTICULARS OF PROCESSING:

SCOPE: Immigration Advisors regulated by IAA.

NATURE: Services include immigration applications (advise on, prepare and submit) training, audits and document checking.

PURPOSE OF PROCESSING: Immigration support as further set out in the Agreement.

DURATION OF THE PROCESSING: As set out in the Agreement.

Part 2

TYPES OF PERSONAL DATA:

First name, surname, passport details, date of birth, email address, IP address, salary information, home address, telephone numbers.

Special Category personal data revealing racial or ethnic origin; and/or data concerning health.

Part 3