TERMS and CONDITIONS
1.These terms and conditions (the Terms and Conditions) shall apply to the provision of the Training by Quiz Training to the Customer.
2.1. In these Terms and Conditions, unless the context otherwise requires, the following expressions shall have the following meanings:
Agreement: these Terms and Conditions and completed Booking Process.
Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Quiz Training the Quiz Training entity stated in the Proposal.
Charges: the charges payable by the Customer for the Training in accordance with clause 6 (Charges and payment).
Delegate(s): an individual or representative scheduled by the Customer to attend the training.
Customer: the person or firm who purchases the Training from Quiz Training
Customer Data: the data provided by the Customer for the purpose of facilitating the Training.
Data Protection Legislation: means:
(a) The General Data Protection Regulation (GDPR), the Data Protection Act 2018, the Privacy and Electronic Communications (EC Directive) Regulations 2003; and
(b) any other legislation in force from time to time relating to privacy and/or the Processing of Personal Data and applicable to the provision and receipt of Training under these Terms and Conditions; and any statutory codes of practice issued by the Information Commissioner in relation to such legislation.
Personal Data: has the meaning given to it in the Data Protection Legislation.
Proposal: The proposal document sent by Quiz Training to Customer, following an indication by Customer that it wishes to obtain training services from Quiz Training, setting out the details of the Training to be provided and the basis upon which Quiz Training proposes to provide them.
Processing: has the meaning given to it in the Data Protection Legislation.
Training: the training to be supplied by Quiz Training to the Customer as described in the Proposal or as part of the Online Booking Process.
Training Materials: any materials or documents provided by Quiz Training as part of the Training.
2.2 A reference to a statute or statutory provision is a reference to it as amended or re-enacted. A reference to a statute or statutory provision includes all subordinate legislation made under that statute or statutory provision.
3. BASIS OF THESE TERMS AND CONDITIONS
3.1 These Terms and Conditions shall come into effect upon receipt by Quiz Training of an electronic or hard copy of the Proposal signed by the Customer, at which point these Terms and Conditions shall be deemed incorporated into the Proposal.
3.2 Any descriptive matter or advertising issued by Quiz Training and any descriptions contained in Quiz Training’s catalogues, brochures or on their website www.quiztraining.co.uk are issued or published for the sole purpose of giving an approximate idea of the Training described in them. They shall not form part of these Terms and Conditions nor have any contractual force.
3.3 These Terms and Conditions apply to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
3.4 Any Proposal is only valid for acceptance for a period of 30 calendar days from its date of issue.
4. SUPPLY OF THE TRAINING
4.1 Quiz Training shall use reasonable endeavours to supply the Training to the Customer in accordance with these Terms and Conditions in all material respects but reserves the right to change the course content of any Training Course at any time and without notice.
4.2 Quiz Training shall use reasonable endeavours to meet any specified training dates, but any such dates shall be anticipated dates only and may be subject to alteration.
4.3 Quiz Training reserves the right to amend the Agreement if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Training, and Quiz Training shall notify the Customer in any such event.
4.4 Notwithstanding the above sub-clauses, Quiz Training reserves the right to cancel Training at any time, without incurring additional liability to the Customer or any Delegates. In such circumstances, Quiz Training will offer (at its sole discretion) alternative dates, a full refund, or a credit note.
5. CUSTOMER’S OBLIGATIONS
5.1 The Customer shall:
5.1.1 co-operate with Quiz Training in all matters relating to the Training;
5.1.2 provide Quiz Training, its employees, agents, consultants and subcontractors, with any information which may reasonably be required by Quiz Training in the organisation of the Training, including, but not limited to, details in respect of the Delegate(s) and ensure that such information is complete and accurate in all material respects; and
5.1.3 where Training is being delivered at its premises, provide Quiz Training with
(i) access, training space and any equipment necessary for the delivery of the Training; and
(ii) such facilities as are reasonably notified to the Customer in advance.
6. CHARGES AND PAYMENT
6.1 Unless otherwise stated in the Proposal, the Charges for the Training shall be calculated on a per session per Delegate basis.
6.2 The Customer shall pay any invoice submitted by Quiz Training within 30 calendar days of the date of the invoice, and in any event prior to the Training taking place, to a bank account provided on the invoice by Quiz Training.
6.3 Failure by the Customer to pay any Charges when they fall due may (at Quiz Training’s discretion) result in:
6.3.1 the Delegates’ place on the Training being withdrawn;
6.3.2 Quiz Training ceasing to provide the Training; and/or
6.3.3 Quiz Training withholding any certification due to the Delegates from the Training.
6.4 Without prejudice to any other right or remedy that it may have if the Customer fails to pay Quiz Training any sum due under this Agreement on the due date:
6.4.1 the Customer shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause will accrue each day at 4% a year above the Bank of England’s base rate from time to time.
6.5 All sums payable to Quiz Training under this agreement:
6.5.1 are exclusive of VAT, and the Customer shall in addition pay an amount equal to any VAT chargeable on those sums on delivery of a VAT invoice; and
6.5.2 shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
7.1 The Customer may cancel Training on 30 calendar days’ notice to Quiz Training. Cancellations must be provided in writing to [email protected] Training may not be canceled within 30 days of the start date of the training.
7.2 Training may only be canceled by the Customer in accordance with clause 7.1. If a Customer or Delegates fail to attend all or part of any Training, full payment of the Charges shall be required.
7.3 If a refund is approved by Quiz Training, it will be made through the original mode of payment only.
8. INTELLECTUAL PROPERTY RIGHTS
8.1 All intellectual property rights in or arising out of or in connection with the Training, including any associated Training Materials shall be owned by Quiz Training.
8.2 No reproductions, scans or copies (wholly or in part) shall be made of the Training Material without the prior written consent of Quiz Training.
9.1 Without affecting any other right or remedy available to it, either party to the Agreement may terminate it with immediate effect by giving written notice to the other party if:
9.1.1 the other party commits a material breach of any term of the Agreement which breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 30 calendar days after being notified in writing to do so;
9.1.2 the other party takes any step or action in connection with its entering administration, provisional liquidation, bankruptcy or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
9.1.3 the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
9.1.4 the other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Agreement has been placed in jeopardy.
9.2 Without affecting any other right or remedy available to it, Quiz Training may terminate the Agreement with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under the Agreement on the due date for payment
10. CONSEQUENCES OF TERMINATION
10.1 On termination of the Agreement:
10.1.1 the Customer shall return any of the Training Materials which have not been fully paid for; and
10.1.2 any provision of the Agreement that expressly or by implication is intended to come into or continue in force on or after termination of the Agreement shall remain in full force and effect.
10.2 Termination of the Agreement shall not affect any of the rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination.
11. FORCE MAJEURE
Quiz Training shall have no liability to the Customer under the Agreement if it is prevented from or delayed in performing its obligations under the Agreement, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Quiz Training or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors, provided that the Customer is notified of such an event and its expected duration.
Subject to clause 4.3, no variation of the Agreement shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
No failure or delay by a party to exercise any right or remedy provided under the Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
If any provision or part-provision of the Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the Agreement.
15. ENTIRE AGREEMENT
15.1 The Agreement shall constitute the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
15.2 Each party acknowledges that in entering into the Agreement it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Agreement.
16. ASSIGNMENT AND SUBCONTRACTING
16.1 The Customer shall not, without the prior written consent of Quiz Training, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Agreement, such consent may be withheld in Quiz training’s sole discretion.
16.2 Quiz Training may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Agreement.
17. NO PARTNERSHIP OR AGENCY
Nothing in the Agreement is intended to or shall operate to create a partnership between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
18. THIRD PARTY RIGHTS
The Agreement does not confer any rights on any person or party (other than the parties to the Agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
19.1 Any notice required to be given under the Agreement shall be in writing and shall be delivered by hand or sent by post or email to the other party at its address set out in the Agreement, or such other address as may have been notified by that party for such purposes.
19.2 A correctly addressed notice sent by pre-paid first-class post or recorded delivery post shall be deemed to have been received at the time at which it would have been delivered in the normal course of post. A notice sent email shall be deemed to have been received at the time of transmission (as shown by the time sent in respect of an email).
20. GOVERNING LAW
The Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Agreement or its subject matter or formation (including non-contractual disputes or claims).