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Terms and Conditions
Aardvark Training’s terms and conditions of business
1. Definitions and interpretation
“Agreement“: these terms and conditions of business (”T&Cs“) and any other document entered into by the parties pertaining to Services;
“Client“: person, firm or company to whom Services are provided;
“Company”: Sensation World Ltd Trading As Aardvark Training & Consulting (company number 07264825) with registered office at Lakeside House, 1 Furzeground Way, Heathrow, UB11 1BD;
“Booking Form“ or “BF“: booking form to be executed by the parties with respect to Services;
“Proforma Agreement“ or “PA“: proforma agreement consisting of offer by Company for provision of Services which shall be capable of acceptance by Client as agreed in writing between the parties;
“Services“: services to be provided by Company to Client under the Agreement which include public scheduled courses, on-site training courses, consultancy training development, project management and administration, provision of equipment or systems; conduct of examinations, venue hire, courseware;
“Working Day“: every weekday apart from Saturday, Sunday, statutory holidays in place where Services are provided;
Use of words ‘includes‘, ‘including‘, or similar expression will be construed as illustrative and without limitation to the generality of related words. No provision of this Agreement shall be construed adversely to a party solely on ground that such party was responsible for preparation of this Agreement.
2. Fees and costs
2.1 Fees for Services: Fees payable by Client for Services shall, unless otherwise stated in the Agreement, be the fees chargeable by Company for such Services current at date of provision and in case of provision of Services over a period, fees payable shall, at Company’s option, be either:
i. Fees current at date of Service provision unless fees are expressly stated to be fixed or firm for a period; or
ii. Fees current at date of invoice for relevant Services; or
iii. Where agreed by the parties, fees calculated on a time and materials basis pursuant to rates agreed between the parties in writing.
For clarification, examinations are not discountable.
2.2 Expenses: Fees are exclusive of travel, meals or other expenses which shall be payable by Client upon presentation of invoices by Company.
2.3 Value added tax: Fees are exclusive of VAT which shall be charged at applicable rate.
3. Terms of payment
Except where otherwise agreed in writing fees for Services shall be due and payable by Client as follows:
i. where Services relate to provision of training Services fees shall be paid in full no later than 15 Working Days prior to training commencement;
ii. where Services relate to provision of consultancy Services 50% of fees shall be paid no later than 15 Working Days prior to date upon which consultancy Services are to be provided and balance shall be payable pursuant to milestones agreed between the parties;
iii. if Services are provided over a period of time Company shall be entitled to invoice Client at regular intervals during that period and fees shall be payable by Client within 30 days of date of such invoice notwithstanding that subsequent Services are not provided or any other alleged default on the part of Company;
Without prejudice to any other rights, Company shall be entitled to charge interest of 3% over base rate of Bank of England per month or part thereon on overdue payments; such interest to run from payment due date until full payment receipt.
4. Cancellations, Substitutions and Transfers.
If the Consumer Protection (Distant Selling) Regulations 2000 apply, Client shall have the right to cancel this Agreement without any liability within 14 days of date of Agreement provided that Services have not commenced and are not due to commence in this period. Cancellation and/or re-scheduling fees below shall apply to cancellation or re-scheduling of any course by Client. Company shall issue a supplementary fee invoice to Client for such cancellation and/or re-scheduling fees and Client shall make full payment to Company within 15 Working Days of date of that invoice:
Public scheduled courses
Confirmed booking with agreed dates
15-11 working days before course commencement
10-6 working days before course commencement
5-0 working days before course commencement
All services other than public scheduled courses
Confirmed bookingwith agreed dates
20-11 working days before course commencement
10-6 working days before course commencement
5-0 working days before course commencement
4.1 Where possible the Client shall be entitled to replace a Delegate with a Substitute at no charge subject to new course participants complying with course requirements (including pre-requisites, and pre-course reading) as notified by Company to Client, or as detailed in course outline.
4.2 The Company reserves the right to cancel or arrange an alternative date for the Course for any reason. In such circumstances, the Company will endeavour to provide reasonable notice of cancellation or change to the Client, emergencies excepting.
5. Provision of Services
5.1 Client should provide a valid purchase order number to Company. Company’s catalogues, brochures, leaflets or other correspondence including information published on Company’s website are not binding and reasonable variations may be made to Services without notice, and Services so varied shall be accepted as complying with Agreement. Company reserves the right to cancel, curtail or re-schedule training courses or events without notice to Client and in such instance, Company’s total aggregate liability to Client shall be limited to refund of 100% of course fees already paid by Client in advance. Company reserves right to refuse Services or provide reduced Services if course participants attending on Client’s behalf fail to satisfy course requirements/prerequisites.
5.2 Receipt of either a purchase order or a completed booking form is considered acceptance of these terms and conditions.
6. Term and termination
Company may at its discretion terminate or suspend this Agreement upon 10 days notice to Client if
(i) Client ceases to do business, or otherwise terminates business operations;
(ii) becomes insolvent or seeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition or comparable proceeding or any proceeding is instituted against Client;
(iii) undergoes a change or similar arrangement; and/or
(iv) fails to make timely payments as required under Agreement.
Company may at its discretion immediately terminate or suspend this Agreement if Client commits a material breach, or a series of breaches the combination of which constitutes a material breach and Client fails to remedy the breach(es) within 10 days after receipt of notice giving particulars of breach(es) and requiring them to be remedied.
7. Limitation of liability
Limitation of liability: Nothing in this Agreement limits either party’s liability for death or personal injury due to negligence or fraudulent misrepresentation. Except as set out in this clause, Company shall not be liable for lost profits, loss of business, lost or corrupted data or software, loss caused by supply of inaccurate information or any omitted information by Client, any consequential, punitive, incidental or indirect loss or damages, whether any claims for such damages are based on tort, contract, or other theories, and whether Company knew or should have known the possibility of such damages. Except as set out in this clause and clause 7, Company’s total aggregate liability under this Agreement for any losses or damages shall not exceed total price payable for Services.
8. Other terms
8.1 These terms of business shall be deemed to be accepted by the Client by virtue of the Company’s receipt of a signed Booking Form or written instructions from the Client to supply the Course or if the Course is provided sooner, the date the Course begins.
8.2 The client shall not assign or transfer this contract or any interest in it without the Company’s prior written consent.
8.3 If any part of these Conditions shall be held to be unenforceable at law it shall be severed from these Conditions and the remainder shall continue to be enforceable.
8.4 These Conditions shall be construed and enforced in accordance with the laws of England and Wales.
8.5 No variation to these Conditions shall be effective unless approved in writing by an authorised representative of the Company.
8.6 Force majeure: Company shall be entitled to delay or cancel delivery of Services or to reduce the amount of Services delivered if it is prevented from or hindered in or delayed in the provision of Services through any circumstances beyond its reasonable control including strike, lock-out, accident, war, government action, national emergency, act of terrorism, protest, riot, civil commotion, explosion, flood, epidemic, fire.
8.7 Assignment: Company may assign or sub-contract its obligations or rights under this Agreement to a competent third party in whole or in part. Client may not assign this Agreement in whole or in part except with Company’s express written consent.
8.8 These Conditions expressly exclude any right afforded to any third party pursuant to the Contracts (Rights of Third Parties) Act 1999.