Contract Advice

boomer_ie

Mods move if in the wrong place, I tried placing in Legal Discussion but got asked for a password for the two forums there.

I got back from work on the road today (not literally btw) to find an email in my inbox from a client who basically is trying to walk away from a €12,000 contract claiming inability to pay.

The contract is for the teaching of 4 First Aid courses. The courses were to be paid for in advance. The first weekend was not paid for in advance because I basically fell for their sob stories and then of course the first weekend was cancelled by them at the last minute (after I arrived on site in Galway when I live in Dublin) because of insufficient numbers and a Cancellation (I was of the opinion that It was a postphonement fee and that they wanted to rerun the course another day). The fee was for €650 and I was supposed to be given a cheque for it and for payment of the rest of the contract the next day. Needless to say this didnt happen and I was forced to wait around for hours until finally being told 8 hours later that the person signing the cheques would not be in for the day. I then added a fee for the time spent sitting around (€240) which they never queried.

At the same time dates for the remaining three weekends were confirmed and again an agreement was made to pay outstanding amounts in advance of the courses. The cancellation fee was eventually paid two weeks later without the waiting around fee and no further payment was recieved. As a result I refused to go to Galway to teach the courses as I could not be guaranteed payment after the courses.

Subsquently I ended up sending a Solicitors letter demanding full payment of the outstanding amount and a meeting was agreed to take place during which dates were set for running the courses in September and that a payment schedule would be sent to me for the courses. The payment schedule was never sent.

They have now got back to me claiming that they cancelled the courses and that the terms and conditions that we have made available on our website "refer only to items purchased on the website" despite the same terms and conditions saying "These terms and conditions apply to all contracts for the sale of Goods to, or provision of work for, the Customer to the exclusion of any terms and conditions specified by the Customer." They are also claiming that because they didnt purchase the courses through the website that the terms and conditions dont apply to them because of that and "because we were never at any stage made aware of any terms and conditions".

Would I be right in saying that ignorance is not a defence? (similar to the mantra that ignorance of the law is not a defence?). Part of the T&C that they are disputing is the reference to the Prompt Payments Act which has seen interest levied on their account for non payment on the agreed date (3rd February....)

Because of the non payment and the T&C applying to the contract they were sent an invoice for €15,000 (was originally ment to be €12,000 after discounts etc). They now want to cancel the contract and pay me a paltry €1,950. They have cost me at least €10,000 in lost business because I could not cover other work committments on the weekends that were agreed (6 separate weekends in the end).

I am consulting a solicitor on tuesday (Appointment has been made) but would like any similar experiences from any board members in the meantime

antoinolachtnai

First thing is that you should take the eur 1950 from them and then go from there.

I really don't think you have much hope of getting the money. If you do end up in court, they will turn on the same sob story for the judge. Worse still, they will go bankrupt.

Your story doesn't add up to me. On the face of it, I can't see how you could be owed is EUR 650 x 6 = 3900.

Ignorance is no defence is what lawyers say. But they are referring to ignorance of laws. This is a matter of contract and contracts are not laws. If you never drew the client's attention to the terms at the very least, you have no chance of imposing it upon them.

boomer_ie

antoinolachtnai wrote:

First thing is that you should take the eur 1950 from them and then go from there.

I really don't think you have much hope of getting the money. If you do end up in court, they will turn on the same sob story for the judge. Worse still, they will go bankrupt.

Your story doesn't add up to me. On the face of it, I can't see how you could be owed is EUR 650 x 6 = 3900.

Ignorance is no defence is what lawyers say. But they are referring to ignorance of laws. This is a matter of contract and contracts are not laws. If you never drew the client's attention to the terms at the very least, you have no chance of imposing it upon them.

Its €650 x 4 which is €2600 and they have already paid me €650 many moons ago.

They have basically taken the €650 agreed from the first cancellation and multiplied it by 4. The first cancellation was agreed, the subsquent ones were not.

And would I not be right in saying that once the client says "I agree to the terms and conditions" that they should have read them beforehand.....

antoinolachtnai

Sorry, I mistyped - I could see how they could owe you EUR 3900, but how can they owe you 15k?

boomer_ie

antoinolachtnai wrote:

Sorry, I mistyped - I could see how they could owe you EUR 3900, but how can they owe you 15k?

€15 k (less about €100) was the list value of the 4 weekends of courses that I agreed to run for them, I gave them discounts which brought the invoice total down to €12k. The invoice was issued on the 3rd of Jan with a message attached indicating payment was due within 30 days or 2 weeks prior to the first course WHICHEVER came first.

Needless to say they didnt pay in time at all and the clauses of the T&C were invoked

Nuttzz

what did they sign? I cant see this being sorted out by anything other than legal means, cant see the "waiting around fee" being enforced by a judge. mind you 12k sounds like a lot for 4 first aid courses

antoinolachtnai

But the first weekend of courses was only EUR650, no? (according to the third paragraph)

information

antoinolachtnai wrote:

First thing is that you should take the eur 1950 from them and then go from there.

do not accept the payment for 1950, this could be seen as accepting there offer.

What evidence do you have to show the solicitor ?

--amadeus--

Am I right in thinking that you only actually went up for one weekend (for which canx fee was paid) and didn't go up again?

I work in the training business as well and I rarely enforce canx fees, they are a great way to ensure that your competitors get your clients. Also, like the other poster I can't see how you are working up €12K for 4 weekends when 1 weekend was only €650 Personally I would write it off to experience and move on.

boomer_ie

Nuttzz wrote:

what did they sign? I cant see this being sorted out by anything other than legal means, cant see the "waiting around fee" being enforced by a judge. mind you 12k sounds like a lot for 4 first aid courses

It was an online contract for courses of 24 people per weekend (2 Instructors per weekend and 2 examiners)

boomer_ie

antoinolachtnai wrote:

But the first weekend of courses was only EUR650, no? (according to the third paragraph)

The Cancellation fee (which I mentioned was to be a postphonement fee) was €650

boomer_ie

information wrote:

do not accept the payment for 1950, this could be seen as accepting there offer.

What evidence do you have to show the solicitor ?

I have the nastiest of feelings that the solicitor will advise me to accept the payment because of who the client is (A part of a well known Third Level College)

The "evidence" has already been sent to the solicitor, as he requested everything before he wrote the initial letter.

boomer_ie

--amadeus-- wrote:

Am I right in thinking that you only actually went up for one weekend (for which canx fee was paid) and didn't go up again?

Correct, because of their failure to stick to the terms of the contract to pay in advance of going to their site for the weekends as mentioned previously.

--amadeus-- wrote:

I work in the training business as well and I rarely enforce canx fees, they are a great way to ensure that your competitors get your clients. Also, like the other poster I can't see how you are working up €12K for 4 weekends when 1 weekend was only €650 Personally I would write it off to experience and move on.

Think of the €650 as a % of the revenues if the course had gone ahead. This was demanded because they didnt cancel the course until 11pm on the Thursday night (Coruse was to start at 9am Friday) In hindsight I should have demanded full payment but you live and learn.

Nuttzz

boomer_ie wrote:

I have the nastiest of feelings that the solicitor will advise me to accept the payment because of who the client is (A part of a well known Third Level College)

The "evidence" has already been sent to the solicitor, as he requested everything before he wrote the initial letter.

i think you are right, it will take a good while for this to come to court (12-18 months) do you want to be seen as the company that brings customers to court, you lost business because of these guys, you should really have got a deposit for the course (if they ordered online could they not pay this online) it might nearly be worth you while to take the 2k and move on with your business