TERMS AND CONDITIONS FOR TRAINING AND/OR MEDIA SERVICES
(i) “Agreement” means these terms and conditions and the Client’s acceptance of the Proposal.
“Charges” means the charges for the Training and Media Services set out in the Proposal.
“the Client” means the client identified in the Booking Form or the Proposal.
“Clause” means a clause in these terms and conditions.
“the Date(s) for the Training and/or Media Services” means the date(s) upon which the Training and/or Media Services are to take place as set out in the Proposal or accompanying letter.
“Delegates” means the numbers of the Client’s staff who are to receive the Training and/or Media Services as set out in the Proposal.
“Expenses” means expenses incurred in respect of travel and accommodation wholly and necessarily for the purposes of the Agreement as may be identified in a Proposal.
“Hand Made Productions” means Handmade Productions (Media) Limited.
“Personal Data” means the data which relates to a living individual who can be identified from that data or from that data and other information and which is provided to Hand Made Productions by the Client.
“Proposal” means the proposal for Training Services accompanying these terms and conditions (which is applicable only for bespoke Training and/or Media Services).
“the Media Professional” means the person delivering the Training and/or Media Services.
“the Location” means the place at which the Training and/or Media Services are to be provided by Hand Made Productions as set out in the Proposal.
“Training and/or Media Services” means the Training and/or Media services set out in the Proposal.
2. TRAINING AND/OR MEDIA SERVICES AND LOCATION
2.1 Hand Made Productions shall provide the Training and/or Media Services on the Date(s) for the Training Services and in accordance with these terms and conditions.
3. TRANSFERS, CANCELLATION AND POSTPONEMENT
3.1 If the Client identified in a Proposal wishes to cancel or postpone, the following fees shall be due:
Once confirmed (by email, telephone or letter) – 50%
10 working days or fewer – 100%
3.2 A substitute delegate may be provided at no cost.
3.3 Notification of any cancellation or transfer must be made in writing or by email to Hand Made Productions.
Delegates shall act reasonably throughout the training. Hand Made Productions may remove a Delegate from a course, where, in the opinion of the Media Professional, which shall be final, the Delegate is behaving unreasonably.
5. CHARGES AND PAYMENT
5.1 The Charges for Training and/or Media Services which are subject to a Proposal and related Expenses shall be due upon completion of the Training and/or Media Services and payable within 30 days of the date of Hand Made Production’s invoice.
5.3 The Client shall pay the Charges without deduction or set-off.
5.4 Sums due under this Agreement are exclusive of VAT which shall be payable by the Client.
5.5 In the event the Client fails to make payment in accordance with this Agreement, Hand Made Productions may:
5.5.1 charge interest at the statutory interest rate specified in the Late Payment of Commercial Debts (Interest) Act 1998 and amendments thereto per month or part thereof on the unpaid sum for that period the sum remained properly due before and after any court judgement; and/or
5.5.2 by notice in writing suspend supply of the Training Services.
6.1 Hand Made Productions may make reference to a Client’s contract within any proposal to further Clients, provided only fundamental facts are divulged and not proprietary and confidential information.
6.2 Hand Made Productions may store the names of the Delegates for the purpose of advising them of the availability of further courses in the future.
The parties shall treat as and keep confidential all information whether of a technical, commercial or any other nature relating to the other party and shall not, during the period of this Agreement, or at any time after its termination, divulge any such information to any person not authorised by the divulging party to receive it and shall not utilise any secret or confidential knowledge or information acquired in connection with this Agreement to the detriment or prejudice of the other party or use the same for any purposes save for the purposes of this Agreement.
8. INTELLECTUAL PROPERTY
All intellectual property rights, including copyright, patents and design arising in connection with this Agreement shall belong to and remain vested in Hand Made Productions and the Client shall execute any document necessary for this purpose.
Hand Made Productions warrants that in carrying out the Training and/or Media Services it has and will exercise all reasonable skill and care to be expected of a professional, experienced in such work.
10. HEALTH AND SAFETY
The parties shall comply with all applicable health and safety legislation and codes of practice.
11.1 Either party may terminate this Agreement by written notice:
11.1.1 if the other party fails to remedy a material breach of this Agreement within 30 days of written notice identifying the breach and notifying of an intention to terminate; and/or
11.1.2 if the other party makes any voluntary arrangement with its creditors or enters into administration (whether or not pursuant to a court order) or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation or is deemed under Section 123 of the Insolvency Act 1986 to be unable to pay its debts or is dissolved; and/or
11.1.3 if an encumbrancer takes possession, or a receiver or administrative receiver is appointed, of any of the property or assets of the other party;
11.1.4 the other party threatens to cease to carry on business.
This Agreement is personal to the Client and may not be assigned by the Client in whole or in part.
13. FORCE MAJEURE
Neither party shall be responsible for any failure or delay in performance of its obligations under this Agreement (other than the obligation to make payments of money) due to any force majeure event including, Act of God, refusal of licence (other than as a result of any act or omission of Insight) or other Government act, fire explosion, embargo, terrorism, civil disturbance, accident, epidemics, lightning damage, electromagnetic interference, radio interference, strikes, industrial dispute, or any other cause beyond its reasonable control.
The Client shall not during the term of this Agreement and for 6 months thereafter, entice or solicit for employment with it or any other entity any Trainer who has been engaged to provide the Training Services.
15. ENTIRE AGREEMENT
This Agreement sets out the entire agreement between the parties in relation to the subject matter hereof and supersedes all previous arrangements, agreements and representations whether written, oral or implied between the Client and Hand Made Productions relating to the Training Services.
16. AGREEMENT AMENDMENTS
Any amendments to this Agreement shall be in writing.
This Agreement shall be effective upon signature by the parties.
18. THIRD PARTIES
Third parties have no rights under the Contracts (Rights of Third Parties) Act 1999 or any amendment to or re-enactment of it to enforce any provision of this Agreement.
This Agreement shall be construed in accordance with English law and the English courts shall have sole jurisdiction.