STANDARD TERMS AND CONDITIONS FOR BOOKING OF COURSES & OTHER SERVICES
This page (together with the documents referred to on it) sets out the Terms and Conditions upon which we supply any of the Courses (as defined below) and Services (as defined below) and as listed on our website www.guardianangelstraining.co.uk (“the Website”) to you. Please read these Terms and Conditions carefully before ordering or booking any Courses or Services from us and you should understand that by ordering or booking any of our Courses or Services, you agree to be bound by these Terms and Conditions. You should print a copy of these Terms and Conditions for future reference.
In this document the following words shall have the following meanings: “Supplier” means Guardian Angels Training "We" means Guardian Angels Training and "us and "our" should be construed accordingly; "You" means our customer or prospective customer under these terms and conditions and "your" should be construed accordingly; “Consumer” means a natural person who is acting wholly or mainly for purposes which are outside his business, trade, craft or profession; “Contract” means these Terms and Conditions for booking and use, as amended from time to time, together with the terms of any applicable Customer Agreement; “Courses” means courses supplied by the Supplier, together with relevant Course Materials (where applicable) as more particularly described on the Website; “Course Materials” means the supporting materials and documentation supplied with the Courses (where applicable); “Customer” means the organisation or person who purchases services from the Supplier; “Intellectual Property Rights” means patents, rights to Inventions, copyright and related rights, trademarks, trade names and domain names, rights in get-up, rights in goodwill or to sue for passing off, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which may now or in the future subsist in any part of the world; “Services” mean the services to be provided by the Supplier to the Customer in connection with the Courses, as more particularly described on the Website; “Customer Agreement” means a statement of work, order confirmation, booking confirmation or other similar document describing the Services to be provided by the Supplier. “Website” means www.guardianangelstraining.co.uk
2. INFORMATION ABOUT US
2.1 We operate under the trading name of Guardian Angels Training. You can contact us:
- by post, using the postal address given above;
- using our website contact form;
- by telephone, on the contact number published on our website from time to time; or
- by email, firstname.lastname@example.org
3.1 These Terms and Conditions shall apply to all contracts for the supply of Courses and/or Services by the Supplier to the Customer. 3.2 The Supplier shall use all reasonable endeavours to complete the Services or deliver the Courses within estimated time frames, but time shall not be of the essence in the performance of any Services and/or delivery of the Courses. 3.3 The Supplier may, in addition to its own employees, engage sub-contractors to provide all or part of the Courses/Services being provided to the Customer and such engagement shall not relieve the Supplier of its obligations under the Contract. 3.4 In the event that the Customer or any third party, not being a sub-contractor of the Supplier, shall omit to do or do anything which prevents or delays the Supplier from undertaking or complying with any of its obligations under these Terms and Conditions, the Supplier shall not be held liable for any delay caused in respect of the completion of any Services. 3.5 The Supplier shall notify the Customer of any such delay as in Clause 3.4 and where necessary modify the timetable for the delivery of the Services and also inform the Customer of any additional charges.
4. CUSTOMER WARRANTY
4.1 By placing an order with us, you warrant that: 4.1.1 you are legally capable of entering into binding contracts; 4.1.2 you are at least 18 years old. 4.1.3 all the information that you provide to us in connection with your order is true, accurate, complete, current and non-misleading.
5. HOW THE CONTRACT IS FORMED
5.1 The advertising of courses on our website constitutes an "invitation to treat" rather than a contractual offer. 5.2 No contract will come into force between you and us unless and until we accept your order in accordance with the procedure set out in this Clause 5. 5.3 To make an order or booking, the Customer must place an order or booking for one of our courses via telephone or email. 5.4 After an order or booking is made with the Supplier either by email, telephone, letter, fax or via the Supplier’s Website, the Customer will receive an e-mail acknowledgment from the Supplier confirming the receipt of the Customer’s order. Please note that the Supplier’s acknowledgment does not constitute an acceptance of the Customer’s order. The Customer’s order merely constitutes an offer to the Supplier to provide the Courses/Services. 5.5 All orders are subject to acceptance by the Supplier and the Supplier will confirm such acceptance to the Customer by sending to the Customer an order confirmation by email together with a quote for the courses/services, a copy of our Customer Agreement specifying the Services to be performed by the Supplier or the Course description, together with the fees payable for those Courses/Services and a set of these Terms and Conditions. However, if the Supplier is unable to meet your order it will confirm this by email or telephone. A binding Contract between the Supplier and the Customer (“the Contract”) will only be formed at the point the Supplier sends the order confirmation and booking form and the Customer accepts the terms of the Customer Agreement and/or Course description by signing same. 5.6 If the Customer does not agree with the contents of the Customer Agreement or the Course description, the Customer will have the opportunity to identify and correct any input errors by notifying the Supplier of any error immediately within two (2) days of the date of the order confirmation either by email, telephone, letter, fax or via the Supplier’s Website. The Supplier will correct any errors in the Customer Agreement and/or description of the Courses and will email the amended Customer Agreement and/or Course description to the Customer to confirm agreement with its contents. 5.7 The Supplier reserves the right to withdraw any of the courses/services advertised for sale on its Website.
6. Distance contracts: cancellation right
6.1 This Clause 6 applies if and only if you offer to contract with us, or contract with us, as a consumer via telephone or our website - that is, as an individual acting wholly or mainly outside your trade, business, craft or profession. 6.2 You may withdraw an offer to enter into a contract with us through our website, or cancel a contract entered into with us through our website, at any time within the period:
beginning upon the submission of your offer; and
ending at the end of 14 days after the day on which the contract is entered into,
subject to Clause 6.3. You do not have to give any reason for your withdrawal or cancellation. 6.3 You agree that we may begin the provision of services or courses before the expiry of the period referred to in Clause 6.2, and you acknowledge that, if we do begin the provision of services before the end of that period, then:
if the services are fully performed, you will lose the right to cancel referred to in Clause 6.2;
if the services are partially performed at the time of cancellation, you must pay to us an amount proportional to the services supplied or we may deduct such amount from any refund due to you in accordance with this Clause 6.
6.4 In order to withdraw an offer to contract or cancel a contract on the basis described in this Clause 6, you must inform us of your decision to withdraw or cancel (as the case may be). You may inform us by means of any clear statement in writing setting out the decision. In the case of cancellation, you may inform us using the cancellation form that we will make available to you. To meet the cancellation deadline, it is sufficient for you to send your communication concerning the exercise of the right to cancel before the cancellation period has expired. 6.5 The Customer must also return any Course Materials to the Supplier as soon as reasonably practicable and at the Customer’s own cost. The Customer has a legal obligation to take reasonable care of any Course Materials while in their possession. If the Customer fails to comply with this obligation, the Supplier may have a right of action against them for compensation. In addition, any cancellation by the Customer shall entitle the Supplier to de-activate any log-in or password details provided by the Supplier to the Customer for accessing Courses. 6.6 If you withdraw an offer to contract, or cancel a contract, on the basis described in this Clause 6, you will receive a full refund of any amount you paid to us in respect of the offer or contract, except as specified in this Clause 6. 6.7 We will refund money using the same method used to make the payment, unless you have expressly agreed otherwise. In any case, you will not incur any fees as a result of the refund. 6.8 We will process the refund due to you as a result of a cancellation on the basis described in this Clause 6 without undue delay and, in any case, within the period of 30 days after the day on which we are informed of the cancellation. 6.3 The provisions of this Clause do not affect your other statutory rights as a consumer.
7. AVAILABILITY AND DELIVERY
7.1 All quotations are valid for a maximum period of 28 days from offer. 7.2 The Customer’s order shall be fulfilled by the Supplier when the Supplier either: 7.2.1 provides the Services and/or Courses in accordance with the Customer Service Agreement and/or Course description; or 7.2.2 delivers the Course Materials
8. FEES AND PAYMENT
8.1 By accepting your Offer in accordance with Clause 5.4, and you confirming acceptance of the Customer Agreement and/or Course description(s), you agree to pay the Fees for the Course(s) and/or Services prior to course start date or within 7 days if a course is booked to start within 7 days from date of order or booking. 8.2 The provision of the Course(s) and/or Services is contingent upon the Supplier having received cleared funds from the Customer. 8.3 The fees for the performance of the Services and/or Courses are as set out in the Customer Agreement and/or description of the Courses. 8.4 Subject to clause 6, once the Customer has confirmed their agreement with the Customer Agreement and/or description of the Courses in accordance with clause 5.5, the Customer will be liable for the whole fee unless the Supplier receives written notification of cancellation in accordance with Clause 6. 8.2 All Invoices shall become due for payment immediately upon the Customer’s receipt of invoice unless otherwise agreed. The Supplier reserves the right to charge late payment interest on any sums that are due and payable by the Customer, at a rate of 8% per year above the Bank of England’s base rate from time to time. In addition, any invoice that is not paid within our payment terms shall incur an administration charge of £90.00 plus VAT. 8.3 In the event that the Customer’s procedures require that an invoice be submitted against a purchase order for payment, the Customer shall be responsible for issuing such purchase order before the Services are performed by the Supplier and/or Courses provided and/or Course Materials delivered. 8.4 Subject to clause 6, should the Contract be cancelled prior to the Services commencing and/or Courses being provided and/or Course Materials being delivered, the Customer will be liable to pay 100% of the fees. 8.5 For all courses, the full fee is payable prior to the delivery of the Course Materials or Courses as set out in the Customer Agreement
9. CUSTOMER’S OBLIGATIONS
9.1 To enable the Supplier to perform its obligations under the Contract, the Customer shall: 9.1.1 co-operate with the Supplier; 9.1.2 provide the Supplier with any information reasonably required by the Supplier; 9.1.3 obtain all necessary permissions and consents which may be required before the commencement of the Services and/or provision of the Courses; and 9.1.4 comply with such requirements as may be set out in the Customer Agreement or Course description, or as may be otherwise agreed between the parties. 9.2 The Customer shall be liable to compensate the Supplier for any expenses incurred by the Supplier as a result of the Customer’s failure to comply with Clause 9.1. 9.3 Subject to clause 6 and to clause 16, should the Customer unlawfully terminate or cancel the Services as set out in the Customer Agreement and/or description of Courses, the Customer shall be required to reimburse the Supplier for all third party costs incurred by the Supplier in anticipation of performance of the Services and/or Courses under the Contract. 9.4 For the avoidance of doubt, the Customer’s failure to comply with any obligations under Clause 9.1 shall be deemed to be a material breach liable to render an automatic cancellation of the Services by the Supplier as set out in the Customer Agreement and/or Course description and subject to the payments as set out in this contract. 9.5 With regards to corporate bookings, the Customer must provide suitable and sufficient training facilities including a large enough space to accommodate all candidates/delegates, for the Course(s) being undertaken, power point facilities and other required equipment for the execution of the training course(s) or services. The Supplier reserves the right to cancel the course if the training facilities are found to be inadequate without any liability to refund any fees to the Customer.
10. CANCELLATION & REFUND
10.1 The Customer may cancel a course booking within 14 days of order confirmation by the Supplier. 10.2 Except as provided in this Clause 10, specified elsewhere in these terms and conditions or mandated by law, the Customer will not receive any refund upon the cancellation of a contract under these terms and conditions. 10.3 Subject to Clause 6, should the Contract be cancelled after order confirmation but prior to the Services commencing and/or Courses being provided and/or Course Materials being delivered, the full invoice amount shall be payable by the Customer. For the avoidance of doubt, the cancellation period will expire after 14 days from the date of the order confirmation. 10.4 If the Customer is contracting as a Consumer and cancels the Contract with the Supplier within the 14 day cooling-off period (see clause 6.1 above), the Supplier will process the refund due to the Customer as soon as possible and, in any case, within 30 days of the day on which the Customer gave the Supplier notice of cancellation. In this case, the Supplier will refund the price/fees paid for the Services and/or Courses (including Course Materials) in full. However, the Customer will be responsible for the cost of returning Course Materials to the Supplier. 10.5 To cancel the Contract, the Customer must inform the Supplier by telephone, email to email@example.com. The Customer may also use the model cancellation form although it is not obligatory to use it. Once completed submit it electronically to the email address above or post it to the postal address above marked for Refund and Cancellation. If the Customer does not use the model cancellation form the Customer must clearly state its intention to cancel the Contract. To meet the cancellation deadline it is sufficient for you to send your communication concerning exercising the right to cancel before the cancellation period has expired. 10.6 The Supplier will make the refund using the same means of payment as used by the Customer for the initial payment, unless expressly agreed otherwise. In any event the Customer will not incur any fees as a result of the refund. 10.7 If the Customer requested to begin performance of the contract during the cancellation period (i.e. if the course/service commences during the 14 day cancellation period or if the Customer accesses the course materials via our e-learning platforms/virtual learning environment, the Customer shall pay us an amount which is in proportion to what has been performed up until the Customer has communicated the cancellation of the Contract to the Supplier, in comparison to full coverage of the contract. 10.7 if the Customer wishes to start the Supplier’s services during the cancellation period, the Customer must make an express request to do so in writing and If the Customer subsequently decides to cancel the contract, the Customer will be liable to pay the Supplier an amount that is in proportion to the services performed until the Customer has communicated the decision to cancel. 10.8 The Customer will not have the right to cancel the Contract where the services have been fully performed. 10.9 The Supplier shall not be liable to refund to the Customer any portion of the fees paid where there is non-attendance by the Customer on any Course or if the course is unable to proceed due to a fault of the Customer. 10.10 The Supplier reserves the right to cancel the Contract by giving the Customer notice in writing at any time up to the day before the course start date. If the Supplier cancels a course before the course start date, the Customer will be eligible for a full refund of the course fee(s) paid. The Supplier may also offer a transfer to another course as an alternative if possible, subject to payment or refund of any difference in fees. 10.11 The Supplier will process any refund due to the Customer as soon as possible and, in any case, within 30 days of the day notice of cancellation is given. The refund will be made using the same method of payment that originally used by the Customer to make the initial payment unless otherwise expressly agreed. In any event the Customer will not incur any fees as a result of this reimbursement. 10.12 The Supplier will make all reasonable efforts to deliver the course and or services as outlined on our website and in any course descriptions. However the Supplier reserves the right to:
Make any reasonable changes to the syllabus and/or content of a course where necessary;
Change the timetable, location or tutors specified for a course
10.13 The Supplier reserves the right to cancel the Contract in their absolute discretion, and refund all fees paid by the Customer, irrespective of whether any particular course is to proceed, without any further liability on the Supplier.
12. VARIATION OF CONTRACT
12.1 After the Supplier has confirmed the Customer’s order and subject to the full course fees having been paid in full by the Customer, the Customer may request to change the start date of a course by giving at least 7 days’ notice to the Supplier prior to the Course start date. The Supplier reserves the right to grant this request and where this request is granted, the Customer shall be liable to pay an administration fee of £90.00 plus VAT to the Supplier. The Customer shall be liable to pay the administration fee whenever a request to change the start date of a course is made and granted. 12.2 The Supplier has the right to revise and amend these Terms and Conditions from time to time to reflect changes in market conditions affecting the Supplier’s business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system’s capabilities. The Supplier shall notify the Customer of any such changes.
13.1 The Supplier warrants that the Services performed under or in connection with the Contract shall be performed using reasonable skill and care. 13.2 Without prejudice to clause 13.1, and except as expressly stated in these Terms and Conditions, all warranties, whether express or implied by operation of law or otherwise, are hereby excluded in relation to the Services to be provided by the Supplier.
The Customer hereby indemnifies and undertakes to keep the Supplier indemnified, against any and all losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by the Supplier to a third party in settlement of a claim or dispute) incurred or suffered by the Supplier and arising directly or indirectly out of any breach by the Customer of these terms and conditions.
15. LIMITATION OF LIABILITY
15.1 Nothing in these terms and conditions will: (a) limit or exclude any liability for death or personal injury resulting from negligence; (b) limit or exclude any liability for fraud or fraudulent misrepresentation; (c) limit any liabilities in any way that is not permitted under applicable law; or (d) exclude any liabilities that may not be excluded under applicable law, and, if you are a consumer, your statutory rights will not be excluded or limited by these terms and conditions, except to the extent permitted by law. 15.2 The limitations and exclusions of liability set out in this Clause 15 and elsewhere in these terms and conditions: (a) are subject to Clause 15.1; and (b) govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions. 15.3 The Supplier will not be liable to the Customer in respect of any losses arising out of any event or events beyond its reasonable control. 15.4 The Supplier will not be liable to the Customer in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill. 15.5 The Supplier will not be liable to the Customer in respect of any loss or corruption of any data, database or software. 15.6 The Supplier will not be liable to the Customer in respect of any special, indirect or consequential loss or damage. 15.7 Subject to clause 15.1, if the Supplier fails to comply with these Terms and Conditions, the Supplier shall only be liable to the Customer for the price of the Services and/or Courses paid by the Customer and, subject to clause 15.1, any losses that the Customer suffers as a result of the Supplier’s failure to comply (whether arising in contract, tort (including negligence), breach of statutory duty or otherwise) which are a foreseeable consequence of such failure.
16.1 Either party may terminate the Contract forthwith by notice in writing to the other if: 16.1.1 the other party commits a material breach of the Contract and, in the case of a breach capable of being remedied, fails to remedy it within 30 calendar days of being given written notice from the other party to do so; 16.1.2 the other party commits a material breach of the Contract which cannot be remedied under any circumstances; 16.2 Without prejudice to any other rights or remedies to which the parties may be entitled, either party may terminate the contract without liability to the other if: 16.2.1 an order is made or a resolution is passed for the winding up of the other party; an order is made for the appointment of an administrator to manage the affairs, business and property of the other party, or documents are filed with a court of competent jurisdiction for the appointment of an administrator of the other party, or notice of intention to appoint an administrator is given by the other party or its directors or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986); a receiver is appointed of any of the other party’s assets or undertaking, or if circumstances arise which entitle a court of competent jurisdiction or a creditor to appoint a receiver or manager of the other party, or if any other person takes possession of or sells the other party’s assets; or the other party makes any arrangement or composition with its creditors, or makes an application to a court of competent jurisdiction for the protection of its creditors in any way, or becomes bankrupt; or 16.2.2 the other party ceases, or threatens to cease, to trade; or 16.2.3 the other party takes or suffers any similar or analogous action in any jurisdiction in consequence of debt.
17. INTELLECTUAL PROPERTY
17.1 Any Intellectual Property Rights produced from or arising as a result of the performance of the Contract/Services (including the Courses and Course Materials) shall remain the absolute property of the Supplier. Nothing in these terms and conditions shall give the Customer any right or other licence to use copy or otherwise use or exploit in any way any intellectual property contained in the content of any course provided to the Customer in accordance with these terms and conditions, unless expressly specified prior to order. 17.2 Our courses are carefully structured and based on up to date research and best practice and are tailored to be context and environment specific to meet the needs of delegates and the training objectives of the customer organisation. The copyright of all course materials including Course Notes, Exercise Sheets, Visual Teaching Aids and Power Point presentations remains at all times the property of the Supplier - Guardian Angels Training. 17.3 All teaching and delegate material produced for use within our courses will be supplied by the Supplier - Guardian Angels Training unless otherwise agreed. If course notes are printed by the customer organisation, the copyright still remains that of Guardian Angels Training and the author. Supporting course notes and material for delegates is supplied for use as a personal reference and revision aid. They must not be used for commercial training purposes or reproduced for wider distribution within the organisation or externally without the explicit agreement of the Supplier-Guardian Angels Training. 17.3 The Customer shall have no intellectual property rights in connection with these Services and/or Courses and/or Course Materials unless set out in these Terms and Conditions.
20. FORCE MAJEURE
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to, strikes, lock outs, accidents, war, fire, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, or the delay or failure in manufacture or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature and extent of such events. If the force majeure event continues for a period of longer than three (3) months, then either party shall be entitled to terminate the Contract without liability to the other.
21. NO PARTNERSHIP OR AGENCY
Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, nor authorise any party to make or enter into any commitments for or on behalf of any other party.
22.1 The Customer hereby agrees that the Supplier may assign, transfer, sub-contract or otherwise deal with its rights and/or obligations under these terms and conditions. 22.2 The Customer shall not be entitled to assign its rights or obligations or delegate its duties under the Contract without the prior written consent of the Supplier.
23.1 If any provision of the Contract is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions herein shall continue in full force and effect as if the Contract had been agreed with the invalid illegal unenforceable provision eliminated. 23.2 If any unlawful and/or unenforceable provision of these terms and conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
24.1 The failure by either party to enforce at any time or for any period any one or more of the Contract herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of the Contract. 24.2 No breach of any provision of a contract under these terms and conditions will be waived except with the express written consent of the party not in breach. 24.3 No waiver of any breach of any provision of a contract under these terms and conditions shall be construed as a further or continuing waiver of any other breach of that provision or any breach of any other provision of that contract.
Any notice to be given by either party to the other may be served by email, fax, personal service or by post to the address of the other party given in the Customer Agreement or such other address as such party may from time to time have communicated to the other in writing, and if sent by email shall unless the contrary is proved be deemed to be received on the day it was sent, if sent by fax shall be deemed to be served on receipt of an error free transmission report, if given by letter shall be deemed to have been served at the time at which the letter was delivered personally or if sent by post shall be deemed to have been delivered in the ordinary course of post.
26. ENTIRE AGREEMENT
These Terms and Conditions and any document expressly referred to in them constitute the whole agreement between the parties relating to the subject matter and supersedes any previous discussions, correspondence, negotiations, agreements, previous arrangements, understanding or proposals, oral or written. Nothing in this Contract shall limit or exclude liability for fraud or fraudulent misrepresentation.
27. THIRD PARTY RIGHTS
Nothing in these Terms & Conditions shall confer on any third party the right to enforce any provision of these Terms & Conditions.
28. GOVERNING LAW AND JURISDICTION
These Terms and Conditions shall be governed by and constructed in accordance with the laws of England & Wales and the parties hereby submit to the exclusive jurisdiction of the English courts for the resolution of any disputes relating to these terms and conditions.