Understanding Outlets – from the point of view of the of the developer, operator, brand and customer neil.thompson@tlc-assetmanagement.com

TLC Standard Terms & Conditions

TLC Property Asset Management Ltd
Terms & Conditions

These conditions shall apply to all contracts entered into by TLC Property Asset Management Ltd. (TLC) including any work commissioned and carried out by TLC. In the event that any one or more of these conditions proves to be unenforceable the remaining conditions shall continue to have full force and effect. No variation of these conditions shall be valid and binding unless authorised in writing by a director of TLC. These conditions with any properly authorised variations constitute the entire agreement between parties.

All reports and other material prepared and supplied by TLC to the client or their consultants are for the sole use of the client. It must not be disclosed to any third party without the prior written consent of TLC. All ideas, concepts, and designs proposed by TLC will remain the intellectual property of TLC. The client agrees to keep the same confidential and not to disclose, reproduce, or sell the same to any third party. TLC may at its discretion, use any such ideas, concepts and designs not accepted by the client for any other purpose, including work for other clients, photography, artwork, illustrations, or plans commissioned or produced by TLC will remain the copyright of TLC unless otherwise agreed; and unless agreed otherwise may only be used for the purposes it was commissioned.

Client Property
All materials and property belonging to the client but held by TLC or where TLC may be considered responsible, are held, managed or controlled at the client’s risk. It is therefore the client’s responsibility to ensure that all such materials and property is appropriately insured.

TLC shall not be liable or held responsible for accidental loss or theft or for any consequential loss including economic loss or damage. TLC’s liability shall be limited to the amount of the contract price provided that all fees have been paid in full at the time the claim is made.

Unless otherwise agreed in a written agreement and signed by both parties, TLC will be paid a fee of £250 per hour or part hour, or £1,600 per day for any work undertaken on verbal instructions, confirmed by email or fax, plus all expenses and costs. The figure is payable based on an invoice from TLC, recording time by the hour as soon as TLC commence any work including planning, reports, feasibility studies and travel, in respect of undertaking the client’s aims and instructions. In the event of leasing, fees are paid at 15% of the annual rent or three months’ rent plus 3% of any premium achieved or paid, whether through turnover rent or any other means. TLC’s acquisition fees are 1.5% of sale price or 2% of the transaction as an arrangement fee in the event of any financial transaction where TLC has made a properly recorded introduction. Fees are payable as disbursements on exchange of contracts. A sum equal to six months’ salary is payable for any individual in relation to that person’s recruitment following any introduction, whether formal or informal by TLC or TLC personnel. Marketing fees are 5% of the managed budget, Asset Management 10% of the headline rent, discounting rent free and concessionary terms. Invoices will be issued on the first day of each calendar month and will be payable by credit transfer to the nominated Bank account within 14 days. Non-payment will automatically incur a £50 penalty and invoices outstanding after 28 days will incur a further £100 penalty, after which TLC reserves the right to charge interest on the full amount plus penalties at 5% per month above Bank of England base rate. The cost of any transfers from other currencies to Sterling shall be borne by the client. Fees will be payable including any local taxes, and UK VAT at the prevailing rate.

TLC shall on request set out a detailed schedule of all expenses and disbursements. Travel will be by the most cost effective means where possible but should circumstances dictate or for long-haul travel, First/Business Class travel will be used. Car travel will be at 0.50p per mile. Subsistence will be charged at £25 per day. Hotels, accommodation will be charged at a minimum of the standard rate of Hilton Group in any given City or its nearest location plus the cost of evening meal and breakfast.

Copyright & IPR
The client warrants that all material supplied to TLC will not breach the copyright, design, trademark, patent or any other Intellectual Property Right (IPR’s) of any third party and the client agrees to indemnify TLC against all damages costs and claims incurred by TLC as a result of a claim brought against it by a third party.

Marketing & PR
TLC shall be responsible and entitled to use all information and ideas generated by the company whilst undertaking client’s projects in order to promote the business. The client will not allow any third party to claim credit for work undertaken by or to use ideas created by TLC. TLC will invoice for the cost of any mail shots relating to instructions. All International telephone calls will also be charged at cost.

Each party agrees to keep confidential all information received by it from the other party which relates to this or any other business being undertaken in accordance with the instruction with the exception of that information required to be made available by law, or shared with professional advisors for the purposes of valuation or business management.

In appointing TLC as leasing agents for any UK project the landlord is obliged to provide the company with EPC certificates for each premises.

TLC shall agree with the client on request at the start of any project, if any gift, token or hospitality is to be declared as received whilst undertaking business connected with or associated with the project.

The laws relating to these terms and conditions and all work carried out by TLC shall be governed and determined in accordance with the laws of England and Wales.