Terms & conditions of service

Agreed terms

  1. Supply of services
    • 1.1  In supplying the Services, the Supplier shall:
      • (a)  perform the Services with reasonable care and skill;
      • (b)  observe all reasonable safeguarding, health and safety rules and regulations and security requirements that apply to the School and have been communicated to the Supplier; and
      • (c)  maintain up to date training and DBS certification.
    • 1.2  Associates – If the Services are provided by one of our Associates the School agrees that it will not seek to engage the Associate to provide additional or further services without booking through the Supplier.
  2. School’s obligations
    • 2.1  To provide suitable safe premises and to provide all equipment requested by the Supplier to facilitate the delivery of the Services. Equipment will be requested via email prior to the event.
    • 2.2  To maintain its own public liability insurances.
  3. Fees and payment
    • 3.1  In consideration for the provision of the Services, the School shall pay the Supplier the Fee in accordance with this clause 3.
    • 3.2  The Supplier shall submit invoices for the Fees.
    • 3.3  The School shall pay each invoice due and submitted to it by the Supplier, within 14 days of receipt, to our bank account as indicated on the Invoice.
    • 3.4  If the School fails to make any payment due to the Supplier under the Contract by the due date for payment, then:
      • (a)  the School 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, but at 4% a year for any period when that base rate is below 0%.
      • (b)  the Supplier may suspend all Services until payment has been made in full.
    • 3.5  All amounts due under the Contract from the School to the Supplier shall be paid by in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
    • 3.6  If the Supplier’s performance of its obligations under the Contract is cancelled or prevented or delayed by any act or omission of the School, its agents, subcontractors, consultants or employees, the Supplier shall:
      • (a)  not be liable for any costs, fees or losses sustained or incurred by the School that arise directly or indirectly from such prevention or delay;
      • (b)  be entitled to payment of the Fee despite any such cancellation, prevention or delay; and
      • (c)  be entitled to recover any additional costs, Fees or losses the Supplier sustains or incurs that arise directly or indirectly from such prevention or delay.
  4. Limitation of liability
    • 4.1  The Supplier has insurance cover in respect of its own public liability and the Supplier’s total liability to the School in respect of all breaches of duty shall not exceed the Fee.
    • 4.2  Nothing in this clause limits any liability which cannot legally be limited.
  5. Intellectual property
    • 5.1  The Supplier shall retain ownership of intellectual property rights in the content of the Services.
    • 5.2  If requested by the School the Supplier may grant the School permission to use materials such as handouts, recordings and live-streamings, produced by the Supplier in connection with the Services. This will be for a limited period on a case by case basis and for a period to be agreed by the Supplier and the School.
  6. General
    • 6.1  Force majeure
      Neither party shall be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.
    • 6.2  Confidentiality
      • (a)  Each party undertakes that it shall not disclose to any person any confidential information concerning the business, affairs, students, clients of the other party, except as may be required by law.
      • (b)  Neither party shall use any other party’s confidential information for any purpose other than to perform its obligations under the Contract.
    • 6.3  Governing law
      The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be governed by, and construed in accordance with the law of England and Wales.