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Training, elearning, International Safety Award applications, Audit and Advisory - Terms and Conditions

1. These Terms and Conditions shall apply to the provision of the Services (“Service(s)”) detailed overleaf by the British Safety Council (“Supplier”) whose registered office is at 70 Chancellors Road, London and whose company registration number is 04618713 to you (“Client”) and shall be subject to change at any time without prior written notice. No other terms and conditions shall apply to the provision of Services unless agreed upon in writing between the Supplier and the Client.

2. Interpretation

2.1. A “business day” means any day other than a Saturday, Sunday or bank holiday in the UK.

2.2. The headings in these Terms and Conditions are for convenience only and shall not affect their interpretation.

2.3. Words imparting the singular number shall include the plural and vice-versa.

3. Services

3.1. With effect from the commencement date stated in this quotation and in consideration of the Fees being paid in accordance with these Terms and Conditions, the Supplier shall provide the Service to the Client.

3.2. The Supplier shall use reasonable care and skill in its performance of the Service and shall ensure compliance with any and all relevant codes of practice.

3.3. The Supplier shall use its best and reasonable endeavours to complete its performance of the Service within the time agreed as set out in this quotation; however time will not be of the essence in the performance of these obligations.

3.4. The Supplier reserves the right to feedback to the Client where any student is found not suitable for the course due to academic abilities determined through the Student Registration process.

3.5. The Supplier also reserves the right to refuse any student (continued) entry to the course where there is any inappropriate behaviour towards the Tutor or fellow students. The Client paying the course fee will be notified in writing stating reasons. No fees will be reimbursed except at the discretion of the Supplier.

3.6. Distance Learning: Support for candidates will remain in place for three years from the date of receipt of course materials. The Supplier reserves the right to extend the support services at its discretion.

3.7. e-Learning: Courses purchased are saved within the Client’s user account for allocation to learners. Purchased courses must be allocated to learners within 1 year of purchase. Access to the course by the learner is for a period specified below from the date that the learner is allocated to the course. Courses purchased cannot be transferred or substituted for other courses. Incorrect learner details submitted by the Client will attract a £50 + VAT charge for correction, payable to the Supplier.

3.7.1. IOSH e-learning: Access to e-learning services is for a period of 5 months with no option to renew. Students must complete all learning materials, any applicable tests, assessments or projects within this period. The Supplier reserves the right to change suppliers or provide alternate sources of information without notice. An additional fee of £50.00 + VAT will be payable by the Client for any subsequent assessment following failure of two assessments.

3.7.2. IEMA e-learning: Access to e-learning services is for a period of 6 months with no option to renew. Students must complete all learning materials, any applicable tests, assessments or projects within this period. The Supplier reserves the right to change suppliers or provide alternate sources of information without notice. An additional fee of £49.00 + VAT will be payable by the Client should the student need to re-sit any examinations. The Client is responsible for booking any further re-sits directly with IEMA and pay any applicable charges.

3.7.3. NEBOSH e-learning: Access to e-learning services is for a period of 12 months with no option to renew. Students must complete all learning materials, any applicable practice examinations, activities or projects within this period. . The Supplier reserves the right to change suppliers or provide alternate sources of information without notice. Students are responsible for making their own arrangements to undertake the NEBOSH assessments. Any practical assessment must be undertaken with the same provider used for examination assessments.

3.7.4. Instant Access e-learning: Access to the course by the learner is for a period of 3 months from the date that the learner is allocated to the course. When the course includes a quiz, knowledge check or assessment, three attempts are given to the learner to pass. An additional course will be required to be purchased at the prevailing rate by the Client following three failed attempts by the learner should the Client wish the learner to complete the course. Incorrect learner details submitted by the Client cannot be corrected after purchase and a further course will be required to be purchased by the Client.

3.8. International Attendance Requirements: Candidates are expected to attend a minimum of 90% of the tuition hours. Where attendance falls below 80%, the Supplier reserves the right to inform the Home Office. Rules of conduct during the course and examination can be found in the Candidate Joining Pack.

3.9. Discounted Course Reservations: Bookings are subject to availability, payment of the Fees is due at the time of booking and name changes are not permitted. No refunds are applicable for cancellation or non-attendance.

3.10. In-Company Course and In-Company Qualification Delegate Numbers: The Supplier reserves the right to
curtail the program or refuse delivery to more than the stated number of delegates per session without liability unless it has given prior written agreement.

Audits (including OHSAS 18001 and Five Star Audit)

3.11. A surveillance visit of agreed duration must take place 12 and 24 months after the initial audit to maintain certification for the 3 year period, to be charged at the prevailing rate. Where a major non-conformance or 10 or more minor non-conformances are raised, an additional surveillance day will be added to the next scheduled visit, to be charged at the prevailing day rate at time of delivery.

3.12. The Supplier reserves the right to move agreed delivery dates to accommodate any additional surveillance days.

3.13. The Supplier reserves the right to revoke an OHSAS 18001 registration if the required number of surveillance visits are not carried out.

3.14. OHSAS 18001 and Five Star Audit Certificates remain the property of the Supplier at all times and must be returned to the Supplier where the Client’s certification is cancelled by either party.

3.15. The Supplier reserves the right to make a reasonable charge for duplicate or replacement certificates.

3.16. Both parties agree that the scope of the audit will be determined with the auditor at the time of the audit and that the accuracy of the audit report will be reliant upon up to date, accurate and complete information being supplied by the Client.

3.17. The contents of the audit report are limited to areas identified at the date of the audit and may cease to be entirely accurate after that date due to ongoing organisational activity.

3.18. International Safety Awards: Clients applying for an International Safety Award are purchasing the right to apply regardless of whether they actually submit an application. Once an application form has been issued to the Client the Client may not cancel the purchase.

3.19. Level 3 CertOSH and NEBOSH NGC qualifications booked with the Supplier after 18/08/08 only entitle non-member organisations only to one free subscription to British Safety Council Core Membership for a period of 12 calendar months, which can be renewed at the end of the term at the then prevailing rate. This is for a nominated site only and standard terms and conditions for British Safety Council membership apply, including the use of the Members’ logo. These can be found at http://www.britsafe.org/terms-conditions. The free membership is not transferable to another site or in relation to any candidate other than the one on the original booking. Additional sites can be added at the published rate. If the qualification booking is cancelled at any time, the free membership will also be terminated, although the organisation will have the option of becoming a member at the then prevailing membership rate. This offer can be cancelled at any time by the Supplier at its discretion without prejudice to potential candidates/members.

4. Client Obligations

4.1. The Client shall use its best and reasonable endeavours to provide the Supplier with access to any and all relevant information, materials, properties and other matters which are required to enable the Supplier to provide the Service.

4.2. The Client shall use its best and reasonable endeavours to acquire any permissions, consents, licences or other matters which are required to enable the Supplier to provide the Service.

4.3. The Supplier shall not be liable for any delay or failure to provide the Services where such delay or failure is due to the Client’s failure to comply with the provisions of this Clause 4.

5. Fees

5.1. The fees (“Fees”) for the Services are set out in this quotation.

5.2. In addition to the Fees, the Supplier shall be entitled to recover from the Client reasonable incidental expenses for materials used and for third party goods and / or services supplied in connection with the Services.

5.3. The Client shall pay the Supplier for any additional services provided by the Supplier that are not specified in this quotation in accordance with the Supplier’s then current, applicable daily rate in effect at the time of performance or such other rate as may be agreed between the Supplier and the Client. The provisions of subClause shall also apply to such additional services.

5.4. The Fees are exclusive of any applicable VAT and other taxes or levies which are imposed or charged by any competent authority.

5.5. International and Cultural Change Projects: In addition to the Fees, the Supplier shall be entitled to recover from the Client reasonable expenses for travel, accommodation and subsistence.

6. Quotation, Contract and Variation

6.1. The Supplier is not obliged to accept an order for Services from the Client unless the Client has supplied references which are requested by, and satisfactory to, the Supplier.

6.2. This quotation constitutes written acceptance and confirmation by the Supplier of the Client’s order for the Services (as agreed between the Supplier and the Client).

6.3. Having issued this quotation which is a contractual offer to provide the Services, the Supplier agrees to enter into a contract for the provision of Services upon the Client’s written acceptance of this quotation and of these Terms and Conditions.

6.4. This quotation is valid for a period of 30 days from the date shown overleaf unless expressly withdrawn by the Supplier at an earlier time and subject to Clause 6.5.

6.5. Should any information or data supplied to the Supplier by the Client for the preparation of the quotation prove to be insufficient or inaccurate the Supplier reserves the right to amend the quotation to cover any cost difference.

6.6. Either the Supplier or the Client may cancel the order for any reason prior to the Client’s acceptance
(or rejection) of this quotation.

6.7. If the Client wishes to vary any details of the Services it must notify the Supplier in writing as soon as possible. The Supplier shall endeavour to make any required changes and additional costs shall be invoiced to the Client.

6.8. If, due to circumstances beyond its control, the Supplier has to make any change in the Services or the
arrangements relating to the provision thereof, it shall notify the Client immediately. The supplier shall endeavour to keep any such changes to a minimum and shall seek to offer the Client arrangements as close to the original as is reasonably possible in the circumstances.

6.9. The Supplier reserves the right to vary the course content from that advertised in the Supplier’s
promotional materials without liability.

6.10. The Supplier reserves the right to curtail the program or refuse delivery to more than the stated number of attendees per session without liability unless there is prior written agreement from the Supplier.

7. Payment

7.1. Following the Client’s acceptance of this quotation, the Supplier shall invoice the Client for the Fee.

7.2. Payment is due in advance of the service commencement date or delivery date and 30 days from invoice
date. No materials will be sent without payment being received. In certain circumstances, a non-refundable deposit may be required. Where the service delivery date is within 30 days of booking, payment is due upon booking. The Supplier reserves the right to withhold service delivery where cleared funds are not received prior to the service commencement date.

7.3. Cultural Change Projects: Payment is due 30 days from invoice date. Invoices will be issued monthly in
arrears.

7.4. Time for payment shall be of the essence of the Contract between the Supplier and the Client.

7.5. If the Client fails to make payment within the period in sub-Clause 7.2, the Supplier shall charge the Client interest at the rate of 3% per annum above the Barclays Bank plc base rate from time to time on the amount outstanding until payment is received in full.

7.6. If the Client fails to make payment within the period in sub-Clause 7.2 or 7.3 respectively, the Supplier shall have the right to suspend any further provision of the Services and to cancel any future services which may have been ordered by, or otherwise arranged with, the Client.

7.7. Receipts for payment will be issued by the Supplier only at the Client’s request.

7.8. All payments must be made in sterling unless otherwise agreed in writing between the Supplier and the Client.

8. Sub-Contracting

8.1. The Supplier shall be free to sub-contract the provision of the Services (or any part thereof).

8.2. Where the Supplier sub-contracts the provision of the Services or any part thereof it shall ensure that any and all sub-contractors are reasonably skilled in the relevant practices.

9. Cancellation

9.1. All cancellations incur a 30% cancellation fee (VAT excluded) and must be in writing.

9.2. Full fees are payable by the Client where notice is given fewer than 14 days prior to Service delivery or in the event of non-attendance.

9.3. The Supplier reserves the right to cancel the Service or move the date at any time without liability. In these circumstances the Supplier will offer at its discretion alternative options, a credit note or a refund of fees paid.

9.4. The Supplier may terminate the provision of the Services immediately if:

  • (a) the Client commits a material breach of its obligations under these Terms and Conditions; or
  • (b) the venue or accommodation provided by the Client are of an unacceptable standard
  • (c) the Client is or becomes the subject of a bankruptcy order or takes advantage of any other statutory provision for the relief of insolvent debtors ; or
  • (d) the Client enters into a voluntary arrangement under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with its creditors; or
  • (e) the Client convenes any meeting of its creditors, enters into voluntary or compulsory liquidation, has a receiver, manager, administrator or administrative receiver appointed in respect of its assets or undertakings or any part thereof, any documents are filed with the court for the appointment of an administrator in respect of the Client, notice of intention to appoint an administrator is given by the Client or any of its directors or by a qualifying floating charge holder (as defined in para. 14 of Schedule B1 of the Insolvency Act 1986), a resolution is passed or petition presented to any court for the winding up of the Client or for the granting of an administration order in respect of the Client, or any proceedings are commenced relating to the insolvency or possible insolvency of the Client; or
  • (f) the Client does anything improper to influence the Supplier to provide the Services or commits an offence under the Prevention of Corruption Acts or the Bribery Act 2010.

9.5. Consumers: The Client has the right to cancel the contract for the delivery of the Services (with the exception of e-learning) within 7 days of the Service contract being agreed, in accordance with the Consumer Protection (Distance Selling) Regulations 2000. To cancel such a contract the Client must inform the Supplier in writing (by post, fax or email) whereupon the Supplier will refund the Fees paid for the relevant Services. Fees will be nonrefundable outside of this period. When ordering e-learning Services the Client is agreeing to the immediate provision of this Service and therefore the Consumer Protection (Distance Selling) Regulations 2000 do not apply.

10. Transfer

10.1. Written notification is required and where received 28 days or more prior to Service commencement a 10% transfer fee is payable by the Client.

10.2. Where written notification is received between 27 and 14 days prior to Service commencement, a 25% transfer fee is payable by the Client.

10.3. Where written notification is received fewer than 14 days prior to Service commencement, full Fees are payable by the Client.

11. Intellectual Property

The Supplier reserves all copyright and any other intellectual property rights (if any) which may subsist in the products of, or in connection with, the provision of the Services. The Supplier reserves the right to take such action as may be appropriate to restrain or prevent the infringement of such intellectual property rights.

12. Data Protection

All personal data provided by the Client will be used in accordance with the requirements of the Data Protection Act. Data may be shared with relevant awarding bodies if appropriate and used for the purposes of taking payment, administering and delivering the Supplier Services.

13. Liability and Indemnity

13.1. The Supplier will not by reason of any representation, implied warranty, condition or other term, or any duty at common law or under these Terms and Conditions, be liable for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by the Supplier’s employees, agents or otherwise) in connection with its provision of the Services or the performance of any of its other obligations under these Terms and Conditions or this quotation or with the use by the Client of the Services supplied, except to the extent that any such loss does not exceed the Fees for the Service purchased or for Audit services only (including OHSAS 18001 and Five Star Audit), 10 times the Fees for the Service purchased.

13.2. The Supplier shall not be liable to the Client or be deemed to be in breach of these Terms and Conditions by reason of any delay in performing, or any failure to perform, any of the Supplier’s obligations if such delay or failure is due to any cause beyond the Supplier’s reasonable control.

13.3. The Client shall indemnify the Supplier against all damages, costs, claims and expenses suffered by the Supplier arising from any loss or damage to any equipment (including that belonging to third parties) caused by the Client or its agents or employees.

13.4. Nothing in these Terms and Conditions shall limit or exclude the Supplier’s liability for death or personal injury caused by its negligence or for any other matters for which it would be unlawful to exclude or limit liability.

14. Force Majeure

Neither party shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: power failure, Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the party in question.

15. Communications

15.1. All notices under these Terms and Conditions shall be in writing and signed by, or on behalf of, the party giving notice (or a duly authorised officer of that party).
15.2. Notices shall be deemed to have been duly given:

  • (a) when delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient;
  • (b) when sent, if transmitted by fax or email and a successful transmission report or return receipt is generated;
  • (c) on the fifth business day following mailing, if mailed by national ordinary mail; or
  • (d) on the tenth business day following mailing, if mailed by airmail.

15.3. All notices under these Terms and Conditions shall be addressed to the most recent address, email address or fax number notified to the other party.

16. No Waiver

16.1. No waiver by the Supplier of any breach of these Terms and Conditions by the Client shall be considered as a waiver of any subsequent breach of the same or any other provision.

16.2. No failure or delay on the part of either the Supplier or the Client to exercise any right, power or privilege under these Terms and Conditions shall operate as a waiver of, nor shall any single or partial exercise of any such right, power or privilege preclude, any other or further exercise of any other right, power or privilege.

17. Severance

In the event that one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms and Conditions (which shall remain valid and enforceable).

18. Law and Jurisdiction

18.1. These Terms and Conditions (including any non-contractual matters and obligations arising therefrom or associated therewith, any dispute, controversy, proceedings or claim between the Supplier and the Client relating to these Terms and Conditions) shall be governed by, and construed in accordance with, the laws of England and Wales.

18.2. A person who is not party to these Terms and Conditions has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of these Terms or Conditions, but this does not affect any right or remedy of a third party which exists or is available apart from that Act.