General Agreement
SILK RD Limited
General Agreement — Terms of Business for Clients
We are consultant. We help you obtain registrations, certificates and product documents.
Before we start, we confirm in writing what we will do, what it costs and how long it takes.
You pay against an invoice, in stages. Cash payments and undocumented arrangements are not accepted.
What you share with us stays confidential, and we keep the same obligation to you that you keep to us.
If something goes wrong, tell us. We fix what we can, refund what we should, and only then look at formal steps.
1. Who We Are and What These Terms Cover
These terms are issued by SILK RD Limited, company registration number 75089889, operating the website silk-solutions.com (in this document "we", "us" or "the Company"). "You" or "the Client" means the business entering into an agreement with us. Together we are the "Parties".
Email: office@silk-solutions.com
1.1. These terms set out the framework for our cooperation. They apply to all services we provide unless a separate written agreement with you says otherwise.
1.2. We recommend that you read these terms before we begin, and that you have them reviewed by your own legal adviser if anything is unclear. We are happy to answer questions about any clause before you commit to anything.
2. What We Do
2.1. We act as consultants and intermediaries. We assist with product registration, certification, and obtaining documents that confirm product quality, together with related advisory services.
2.2. We are not a certification body and not a public authority. Certificates, registrations and official approvals are issued by the competent third-party bodies, not by us. Our own reports and opinions are advisory documents and are not state certificates.
2.3. What we do is prepare, submit and manage your application, advise you on requirements, and represent your interests before those bodies within the scope agreed with you.
2.4. The specific work, fees and timeline for each engagement are set out in a written proposal, quotation or invoice, which we will call the "Order".
2.5. If anything in an Order differs from these terms, the Order prevails for that engagement.
3. Who We Work With
3.1. Our services are addressed to businesses — companies, sole traders and other professional undertakings. We do not offer services to consumers.
3.2. We may ask you for information about your business, its ownership and its activities, so that we can meet our own legal and compliance obligations. We will explain why we need each item.
3.3. We may decline or discontinue an engagement where we cannot lawfully act, where the requested outcome is not achievable, or where required information is not provided. If we do, we will tell you the reason and refund anything you have paid for work not performed.
4. How Cooperation Begins
4.1. An agreement comes into effect when you accept an Order in writing, including by email, or when you ask us in writing to begin work.
4.2. Where we sign a separate written contract with you, that contract and these terms are read together. In case of conflict, the signed contract prevails.
4.3. Notices are validly given by email to the addresses the Parties use for the engagement. Please keep your contact details up to date.
4.4. If we notice an obvious error in a price or specification, we will tell you promptly and agree a correction with you rather than proceed on terms you did not intend to accept.
5. Our Commitments
5.1. We perform our services with reasonable care and skill, in accordance with the professional standards generally applied in our field.
5.2. We use appropriately qualified personnel, and we keep you informed of progress, of any risk to the timeline, and of anything that changes our assessment of the outcome.
5.3. We meet the deadlines set out in the Order, provided we receive from you in good time the information, documents and approvals described in clause 7.
5.4. We may engage subcontractors or local agents where this is necessary. We remain responsible to you for their work as if it were our own.
5.5. We tell you at the outset which parts of the process depend on third parties, and what the realistic range of outcomes and timescales is.
6. What Depends on Third Parties
6.1. Certification and registration decisions are made by authorities, laboratories and certification bodies. We can prepare and present your case to a professional standard, but we cannot direct their decision or control their processing times.
6.2. We therefore commit to the quality of our work rather than to a particular decision by a third party. This is a limitation on the outcome, not on our standard of performance under clause 5.
6.3. If an application is refused or delayed, we will explain the reason, tell you what options remain, and agree with you what happens next before incurring further cost.
6.4. Where a refusal results from an error on our part, we will correct the work and re-submit at our own cost.
7. Your Cooperation
7.1. So that we can deliver on time, we ask you to:
- provide accurate, complete and current information about your product and your business;
- supply requested documents by email, or originals by post where an authority requires them;
- tell us promptly if any information you have given us changes;
- give feedback and approvals within 5 working days of our request, or tell us if you need more time;
- nominate one contact person authorised to approve documents and changes.
7.2. If information turns out to be inaccurate or incomplete, we will tell you what this changes and agree a revised plan with you. We will not treat the engagement as failed without giving you the opportunity to correct it.
7.3. If a delay on your side affects the timeline, we will tell you promptly and agree revised dates.
8. Fees and Payment
8.1. Fees are those stated in the Order. Unless stated otherwise, fees are exclusive of VAT and of official fees charged by third parties.
8.2. Unless the Order provides otherwise, payment is made in stages: 30% on commencement and 70% on delivery. We do not require full payment before work begins.
8.3. Payment is made by bank transfer against an invoice issued by the Company. Any other payment method must be agreed in writing in advance, and will be invoiced and receipted in the same way. We do not accept cash payments and we do not operate undocumented arrangements.
8.4. Official fees, laboratory charges, translations and similar third-party costs are passed on at cost, with supporting documentation, and only after your prior written approval.
8.5. Invoices are payable within 14 days. If an invoice remains unpaid, we send a reminder and allow at least 10 further days before taking any other step.
8.6. If you dispute an invoice in good faith, tell us within 10 days of receipt. We will suspend collection of the disputed amount while we resolve it with you. Undisputed amounts remain payable.
8.7. We may suspend work only if an undisputed invoice remains unpaid for more than 15 days after a written reminder, and only after a further 7 days' notice.
8.8. Each Party is responsible for its own taxes, duties and bank charges arising in its own jurisdiction.
9. Delivery, Review and Corrections
9.1. We deliver in the format and by the dates set out in the Order.
9.2. You have 10 working days from delivery to review what we have delivered and tell us in writing about anything that does not match what was agreed.
9.3. We correct any such issue promptly and at no additional cost.
9.4. If we do not hear from you within the review period, the delivery is treated as accepted. This does not affect your rights in respect of defects that were not reasonably discoverable during review.
9.5. Payment of an invoice confirms that the invoice is not disputed. It does not waive your rights in respect of defects, and it does not prevent you from raising an issue afterwards.
10. Cancellation and Refunds
10.1. Either Party may terminate an ongoing engagement by giving 30 days' written notice.
10.2. If you cancel before we have started work, we refund what you have paid, less any costs already reasonably and unavoidably incurred, which we will evidence.
10.3. If you cancel after work has started, you pay for work properly performed and for third-party costs already committed. Any balance is refunded within 14 days.
10.4. If we fail to deliver what was agreed and cannot correct it within a reasonable period, you are entitled to a refund of the fees paid for the affected part of the work.
10.5. Either Party may terminate with immediate effect if the other commits a material breach and does not remedy it within 30 days of written notice, or becomes insolvent.
10.6. On termination we hand over completed and paid-for work and, at your request, provide a reasonable handover.
11. Referrals
11.1. If you introduce new clients to us, we may agree a discount on your own fees. The amount and the conditions are agreed in writing in advance, on each occasion.
11.2. Any such arrangement is documented, invoiced and reflected in our accounts in the ordinary way.
12. Confidentiality
12.1. Each Party keeps the other Party's confidential information secret, uses it only for the purposes of the engagement, and discloses it only to personnel and advisers who need it and are bound by equivalent obligations.
12.2. These obligations are mutual and continue for 3 years after the engagement ends.
12.3. They do not apply to information that is or becomes public through no breach, was already lawfully known, or must be disclosed by law or by an authority handling your application. Where disclosure is legally required, we notify you in advance where we are permitted to do so.
12.4. Where you learn information about another client of ours in the course of our work, the same obligation applies to you.
12.5. We name you as a client or describe the work publicly only with your prior written consent.
13. Correspondence, Records and Personal Data
13.1. We retain correspondence, documents and records of the work for as long as we are required to do so by law and for the period needed to defend or establish legal claims. We do not use them for unrelated purposes and we do not disclose them except as permitted by clause 12.
13.2. Each Party complies with applicable data protection law, including the GDPR where it applies.
13.3. Where we process personal data on your behalf, we act on your documented instructions, apply appropriate technical and organisational security measures, and enter into a data processing agreement where one is required.
13.4. We do not sell client data.
13.5. You may ask us at any time what personal data we hold, ask us to correct it, and ask us to delete it where we are not required to keep it. Write to office@silk-solutions.com and we will respond within a reasonable period.
14. Documents and Intellectual Property
14.1. Materials you supply to us remain yours. You grant us a licence to use them only for the purpose of delivering the services.
14.2. On receipt of payment in full, the reports, applications and documents we prepare specifically for you are yours to use.
14.3. We retain ownership of our general methods, know-how and templates. Where these are embedded in a deliverable, you have a perpetual, non-exclusive, royalty-free licence to use them as part of that deliverable.
14.4. Certificates and official documents issued by third parties are governed by the terms of the issuing body.
15. Warranties and Liability
15.1. We warrant that the services will be performed with reasonable care and skill and will conform in material respects to what was agreed.
15.2. We warrant that, to the best of our knowledge, our work does not infringe the intellectual property rights of any third party.
15.3. We do not warrant outcomes that depend on decisions of authorities or other third parties, as described in clause 6.
15.4. Each Party is liable to the other for loss caused by its breach of this Agreement, subject to the limits below.
15.5. Except as set out in clause 15.7, each Party's total liability arising out of an engagement is limited to the fees paid and payable under the relevant Order in the 12 months preceding the event giving rise to the claim.
15.6. Neither Party is liable for indirect or consequential loss, or for loss of profit, revenue or anticipated savings, unless the law provides otherwise.
15.7. Nothing in this Agreement limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for wilful misconduct or gross negligence, or for any other liability that cannot lawfully be limited.
15.8. This clause applies equally to both Parties.
16. Events Outside Our Control
16.1. Neither Party is in breach if performance is prevented by an event beyond its reasonable control, such as natural disaster, armed conflict, epidemic, general strike, failure of public infrastructure, or an act of a public authority.
16.2. The affected Party notifies the other without undue delay, and both Parties agree a reasonable adjustment to the timeline.
16.3. If the event continues for more than 60 days, either Party may terminate the affected engagement. You pay only for work performed up to that point.
17. Changes to These Terms
17.1. We may update these terms from time to time, for example to reflect changes in law or in our services.
17.2. We publish each new version with its effective date and notify clients by email at least 30 days before it takes effect. You are not expected to monitor the website for changes.
17.3. Engagements already in progress continue under the version in force when the Order was accepted, unless both Parties agree otherwise. Previous versions remain available on request.
17.4. If you do not accept a change, you may terminate the affected engagement before the new version takes effect, without penalty.
18. Resolving Disagreements
18.1. If something is not right, please write to office@silk-solutions.com. We aim to acknowledge within 5 working days.
18.2. The Parties will attempt in good faith to resolve the matter through discussion between senior representatives within 30 days.
18.3. If discussion does not resolve it, the Parties may agree to mediation before commencing proceedings.
18.4. This Agreement is governed by the law of the country in which the Company is registered, and the courts of that country have jurisdiction. This is without prejudice to any mandatory right you may have to bring proceedings in the courts of your own place of establishment.
19. General
19.1. If a clause is found to be invalid, the rest of the Agreement remains in force and the Parties will replace that clause with a valid one of similar effect.
19.2. Neither Party may transfer this Agreement without the other's written consent, which will not be unreasonably withheld.
19.3. The Order and these terms form the entire agreement between the Parties on their subject matter.
19.4. These terms are published in English. Translations are provided for convenience only; the English version prevails.
19.5. No failure or delay by either Party in exercising a right operates as a waiver of that right.
20. Contact
Questions about these terms are welcome before you commit to anything. Write to office@silk-solutions.com and a member of our team will respond.
SILK RD Limited · Registration number 75089889 · silk-solutions.com