Terms and Conditions for Training Services (incl. Policies)
1.1 The following terms and conditions apply to the Contract (see definitions paragraph below) and each future request for the supply of services and/or materials received by the Company from the Client (see definitions paragraph below) unless otherwise agreed in writing. The communication of a request by the Client to the Company for the supply of services and/or materials shall amount to the Client’s acceptance of these terms. These terms shall take precedence over any terms and conditions of the Client, whether attached to, enclosed with or referred to in any purchase order of the Client or elsewhere. They may not be varied except by written agreement between the Company and the Client.
“Agreement” means these terms and conditions and (depending on the type of Training Services) the Booking Form and PROSEC’s acceptance of the Booking Form.
“Booking Form” means the booking form issued to the Client by PROSEC or obtained by the Client from PROSEC’s website (which is applicable only for standard Training Services).
“Joining Instructions” means the joining instructions issued to the client by PROSEC.
“Charges” means the charges for the Training Course set out in the Booking Form.
“The Client” means the client, Company or Firm identified in the Booking Form.
“Clause” means a clause in these terms and conditions.
“The Date(s) for the Training Services” means the date(s) upon which the Training Course are to take place as set out in the Booking Form and or Joining Instructions.
“Delegates” means the numbers of the Client’s who are to receive the Training Course as set out in the Booking Form.
“Personal Data” means the data which relates to a living individual who can be identified from that data or from that data and other information and which is provided to PROSEC by the Client.
“The Trainer” means the person delivering the Training Course.
“The Training Location” means the place at which the Training Course are to be provided by PROSEC as set out in the Booking Form or the joining instructions.
“Training Course” means the training services set out in the Booking Form or the Joining Instructions.
“The Company” means PROSEC Consultancy Limited, a company registered in England.
“Contract” means the contract consisting of the front and back of this form and concluded by either the Client signing overleaf and returning it to the Company or the Company starting work on the Training Course.
“Cost” means the fee to be charged by the Company for the Training Course and specified on the front of this form.
“Mandatory Requirements” are elements of the Project required by any awarding body or other body in order to provide accreditation or qualification to the Client on successful completion of the Project.
“Rights” means all copyright and related rights (whether registered or unregistered), patents, rights in trade marks (whether registered or unregistered), database rights and any other intellectual property rights (including all similar or equivalent rights or forms of protection in any part of the world) in or relating to the Project.
3. THE COMPANY’S OBLIGATIONS
3.1 The Company will use its reasonable care and skill in the delivery to the Client of the Training Course as per the Contract and any other requirements identified overleaf.
3.2 The Company makes no guarantee that the Client or any member of the Client’s Company will successfully complete the Training Course and gain and relevant qualification or accreditation.
3.3 The Company makes no guarantee that the Client or any Member of the Client’s Company will obtain employment of any nature if a Training Course is successfully completed.
3.4 Where Accommodation is advertised as part of the Training Course, the Company will make reasonable endeavours to accommodate that Client in the advertised Accommodation. If for any reason this is not possible the Company reserves the right to accommodate the Client in any alternative Accommodation as deemed suitable by the Company.
3.5 Certificates that are earned by the Delegates belong solely to the Delegate and not the Client regardless of who covers the Cost.
4. TRAINING SERVICES AND LOCATION
4.1 PROSEC shall endeavour provide the Training Course on the Date(s) stated and in accordance with these terms and conditions.
4.2 Up until 72 hours before the Training Services are due to commence, PROSEC may by notice via email and or telephone alter the Training Location provided that the new location is within 5 miles of the original location.
4.3 PROSEC have the right to cancel any Training Service. The CLIENT will be offered a full refund or the opportunity to transfer to another TRAINING SERVICES if desired.
5. DELEGATES BEHAVIOUR DURING THE DELIVERY OF THE PROJECT
5.1 Delegates shall act reasonably throughout the training. PROSEC may remove a Delegate from a course, where, in the opinion of the Trainer, which shall be final, the Delegate is behaving unreasonably.
5.2 If the Delegate or any servant, agent or employee thereof behaves in a manner that is deemed to be unacceptable or disruptive that person may be asked to leave the venue in which the Training Course is being delivered for the remainder of the Training Course.
5.3 If the Delegate or any servant, agent or employee thereof is deemed to have failed a mandatory part of the Training Course, that person may be asked to leave the venue in which the Training Course is being delivered for the remainder of the Training Course.
5.4 No refunds will be made in circumstances stated in 5.1 to 5.3 above.
6. CHARGES AND PAYMENT
6.1 The Charges for Training Course which are subject to a Booking Form shall be due upon booking and shall be paid within 7 days of the date of booking.
6.2 Sums due under this Agreement are inclusive of VAT which shall be payable by the Client.
6.3 In the event the Client fails to make payment in accordance with this Agreement, PROSEC may:
6.3.1 Remove the client from the Training Course.
6.3.2 By notice via email/telephone call suspend supply of the Training Course.
6.4 In return for the Company’s delivery of the Training Course, the Client shall pay the Cost in accordance with the payment schedule set out above. Without prejudice to any other right or remedy that it may have, if the Client fails to pay the Company on the due date, the Company may charge the Client interest at 10% per year above the base rate of NATWEST Plc from time to time accruing daily and compounded annually on every invoice overdue for payment calculated from the date of the invoice until the date of payment whether before or after judgment, and may suspend all of its obligations hereunder until payment has been made in full. The Company reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.
6.5 The Company reserves the right to require the Client to pay the total Cost up front before the Company commences any work. If a final Cost has not been agreed at the time of concluding the Contract, the Company will require the Client to pay a percentage of the estimated total Cost in advance to cover the Company’s time attending meetings and/or producing Training Course in advance of a final sign-off by the Client of the budget.
7. CANCELLATION / NON ATTENDANCE
7.1 The Company has a strict Cancellation/Non –attendance policy, which shall not be varied unless expressly agreed in writing and signed by or on behalf of both parties.
7.2 Paid Deposits are non-refundable.
7.3 The Cost will not be repaid either partially or in full (less deposit) unless the Client serves on the Company written notice of non-attendance. In the event that written notice is served the Company will refund the Cost (less the deposit) on the following basis;
7.3.1 Notice received 3 or more weeks before the Training Course is delivered – 75% of Cost (less deposit) is refunded or transferred to a future project at the discretion of the Company;
7.3.2 Notice received 1 to 3 weeks before the Training Course is delivered – 50% Cost (less deposit) is refunded, or transferred to a future project at the discretion of the Company.
7.3.3 Notice received less than 1 week before the Training Course is delivered – No refund but we may at our discretion transfer the Client to a future Training Course. However there will be an additional administration charge of 25% of the Cost.
7.4 Any client who fails to attend, in the trainers opinion, any significant part of any course, thereafter attending the initial unit/s, will be liable for the full cost of the course unless the Client serves on the Company written notice of non-attendance.
7.5 Notification of any cancellation, non attendance or transfer must be made in writing to the Director of Training at PROSEC Consultancy Ltd, 10 Oakfield Business Centre, Westbury Wiltshire, BA13 4WF.
8.1 PROSEC may make reference to a Client’s contract within any proposal to further Clients, provided only fundamental facts are divulged and not proprietary and confidential information.
8.2 PROSEC may store the names of the Delegates for the purpose of advising them of the availability of further courses in the future.
9. DATA PROTECTION
9.1. PROSEC warrants to the Client that it will only use the Personal Data for the purpose of carrying out its obligations hereunder and that it will ensure that all reasonable and appropriate security measures are in place to protect the Personal
Data and that it will destroy or deliver up the Personal Data upon written demand from the Client, and further, that it has in all respects complied with its obligations under the Data Protection Act 1998 and any amendments to or re-enactments thereof.
10. INTELLECTUAL PROPERTY
10.1 All intellectual property rights, including copyright, patents and design arising in connection with this Agreement shall belong to and remain vested in PROSEC and the Client shall execute any document necessary for this purpose.
11.1 PROSEC warrants that in carrying out the Training Course it has and will exercise all reasonable skill and care to be expected of a professional, experienced in such work.
12. HEALTH AND SAFETY
12.1 The parties shall comply with all applicable health and safety legislation and codes of practice.
12.2 Nothing in these terms and conditions shall exclude or restrict the Company’s liability for death or personal injury resulting from its negligence, liability for fraudulent misrepresentation or any other liability which cannot be excluded or limited under applicable law. Subject to this:
12.3 The Company’s total liability to the Client in contract law or in tort or otherwise howsoever arising in relation to this Contract is limited to the Company’s charges for the Training Course;
12.4 the Company shall not be liable in any way in respect of any failure, delay or defect in the supply of the Training Course caused by the supply or specification by the Client of unsuitable material or content or by the reproduction of the Training Course by a third party; and:
12.5 The Company will not be liable to the Client for economic loss including loss of profits, business, contracts, revenues, goodwill, production and anticipated savings of any description howsoever caused and even if foreseeable by the Company.
12.6 All warranties, conditions and other terms implied by statute, common law or otherwise are hereby excluded from the Contract to the fullest extent permitted by law.
13. FORCE MAJEURE
13.1 Neither party shall be responsible for any failure or delay in performance of its obligations under this Agreement (other than the obligation to make payments of money) due to any force majeure event including, Act of God, refusal of licence (other than as a result of any act or omission of PROSEC) or other Government act, fire explosion, embargo, terrorism, civil disturbance, accident, epidemics, lightning damage, electromagnetic interference, radio interference, strikes, industrial dispute, or any other cause beyond its reasonable control.
14. AGREEMENT AMENDMENTS
14.1 Any amendments to this Agreement shall be in writing.
15.1 This Agreement shall be effective upon signature by the client, or by acceptance of these terms and conditions on the booking form.
16.1 This Agreement shall be construed in accordance with English law and the English courts shall have sole jurisdiction.