Terms and Conditions – Booking a Course

Policy Updated May 16

These Terms and Conditions apply to bespoke services provided by Beyond the Edge (BtE).

For the purposes of these Terms and Conditions, ‘bespoke services’ shall mean bespoke courses, private coaching and/or other services supplied by BtE to a client as set out in an agreed quotation or estimate prepared by BtE.

Basis of Contract

BtE shall prepare a quotation or estimate setting out the bespoke services required by a client. On receipt by BtE of the client’s written acceptance of the quotation or estimate (and any supporting specification) a contract for bespoke services will be deemed to have been formed on these Terms and Conditions.

Any quotation or estimate given by BtE to a client shall be valid for a period of 30 calendar days.

These Terms and Conditions shall apply to the contract to the exclusion of any terms or conditions that the client seeks to impose or incorporate, or that are implied by trade, custom, practice or course of dealing.

Supply of Services

BtE shall deliver the services to the client in accordance with the agreed quotation or estimate (including any specification) in all material respects.

BtE may make changes to the services that are necessary to comply with any safety requirement or applicable law, or to deal with any Force Majeure event (see below), or which do not materially affect the nature and quality of the services to be provided. BtE will notify the client of any changes and any cost implications.

BtE shall use its reasonable endeavours to meet any performance dates set out in the agreed quotation or estimate, though time shall not be of the essence in the performance of BtE’s obligations.

Client’s Obligations

The client shall:

  • ensure that the agreed quotation or estimate is complete and accurate
  • ensure that any service specification or other information they provide to BtE in connection with the quotation or estimate or services is complete and accurate
  • co-operate with BtE in all matters relating to the services
  • provide BtE, its employees, agents and sub-contractors with access to the client’s premises and / or any other premises that they require access to in order to provide the services and, if requested by BtE, prepare any such premises in advance for the supply of the services
  • provide BtE with all information (including (if necessary) personal and medical information), equipment and materials it needs to provide the services
  • obtain and maintain all necessary licenses, permissions and consents which may be required in connection with the services before the date the services are to be provided and no later than the date (if any) specified in the quotation or estimate
  • keep and maintain all materials, equipments, documents and other property of BtE at the client’s premises (or any other premises that are being used in connection with the provision of the services) in safe custody and ensure that nothing is damaged, nor used or disposed of other than in accordance with BtE’s written instructions or authorisation

    • Fees & Payment

    The fees for BtE’s services shall be as set out in the agreed quotation or estimate.

    BtE shall also be entitled to charge the client for:

  • any expenses reasonably incurred by BtE, its employees, agents and subcontractors, including (but not limited to) travelling expenses, hotel costs, subsistence, and any associated expenses
  • the cost of services provided by third parties and required by BtE for the performance of the services
  • the cost of any materials or equipment supplied by BtE
    An estimate of any expenses and costs will be set out in the agreed quotation or estimate.

    • If payment terms are not set out in the agreed quotation or estimate, BtE shall invoice its fees and any expenses and third party costs to the client monthly in arrears or on completion of the contract . The client must pay each invoice by bank transfer in sterling in cleared funds within 14 calendar days of the invoice date.

    All amounts payable by the client under the contract are exclusive of VAT. Where VAT is payable the client shall, on receipt of a VAT invoice from BtE, pay to BtE the additional amounts in respect of VAT at the same time as payment for the supply of the services is due.

    If a client fails to make any payment due to BtE by the due date, the client shall pay BtE interest on the overdue amount at the rate of 4% above Lloyds Bank’s base rate from time to time. Such interest shall accrue daily until the overdue amount is paid, whether before or after judgment. The client will pay the interest together with the overdue amount.

    All payments due under these Terms and Conditions must be made in full without any set-off, deduction or withholding except as required by law.

    Changes to Services

    If after accepting a quotation or estimate, a client wishes to change or add to the services to be provided it must inform BtE as soon as possible. BtE will use its reasonable endeavours to make the necessary changes: any additional fees (and related expenses and costs) will be agreed with, and invoiced to, the client.

    If, due to an event of Client Default (see below) or Force Majeure (see below), BtE has to make changes to the services (including how, when or where they are delivered), it will notify the client as soon as reasonably practicable, together with any cost implications.

    Equipment

    The client is responsible at all times for any personal property and equipment they use in connection with the contract and for ensuring that such property and equipment is suitable and safe for its intended use. BtE will not be responsible for any loss or damage to a client’s personal property or equipment used in connection with the contract.

    If a client is issued with any materials, property or equipment by BtE, its employees, agents or sub-contractors for use in connection with the contract, the client will at all times be responsible for its safekeeping and proper use. BtE reserves the right to charge the client for any materials, property or equipment that is lost, damaged or misused by the client or any of its employees, agents or sub-contractors.

    Client Default

    If BtE’s performance of any of its obligations under the contract is prevented or delayed by an act or omission of the client or by the client not performing any of if its obligations under the contract (Client Default) then:

  • BtE shall (without limiting its others rights or remedies) have the right to suspend performance of the services and any of its obligations under the contract until the client remedies the Client Default
  • the client shall reimburse BtE for any costs and for any direct losses and indirect losses sustained or incurred by BtE arising from the Client Default

    • Intellectual Property Rights

    All intellectual property rights (if any) arising out of or in connection with the services are owned by BtE and the client agrees that it will not use or exploit BtE’s intellectual property in any manner at any time.

    All materials, equipment, documents and other property of BtE used by it in the provision of the services are the exclusive property of BtE.

    Confidentiality

    BtE and the client shall keep confidential any technical or commercial know-how, specifications, processes or initiatives which are of a confidential nature and have been disclosed by one to the other, or to any of their respective employees, agents or sub-contractors, and any confidential information concerning each other’s business, products and services which the other party may obtain.

    The party receiving the confidential information shall only disclose it to those employees, agents or sub-contractors who need to know it for the purpose of discharging the receiving party’s obligations under the contract for bespoke services and shall ensure that such persons comply with the confidentiality obligations above.

    Either party may disclose such of the disclosing party’s confidential information as is required by law, any governmental or regulatory authority or by a court of competent jurisdiction.

    Data Protection

    BtE is registered with the Information Commissioner for data protection purposes. Please see BtE’s Privacy & Cookies Policy for details on how BtE collects, uses and safeguards client’s personal information.

    Limitation of Liability

    Except to the extent expressly stated in these Terms and Conditions, BtE will not be liable where any failure or delay in the provision of the services is due to:

  • the client
  • a Force Majeure event described in these Terms and Conditions
  • a third party unconnected with the provision of the services where the failure is unforeseeable or unavoidable
  • any other unusual and / or unforeseeable circumstances or event beyond BtE’s control or which BtE could not have foreseen

    • BtE will not be liable for any damage to or loss of a client’s property or equipment.

    BtE’s liability in tort (including negligence), breach of contract, breach of statutory duty or otherwise shall be limited to direct losses arising from its breach of a legal duty of care or a breach of these Terms and Conditions and shall not exceed the total amount of fees paid by the client under the contract. BtE accepts no liability for any direct loss of profits or any indirect loss.

    Nothing in these Terms and Conditions shall limit or exclude BtE’s liability for death or personal injury caused by BtE’s negligence, or the negligence of its employees, agents or sub-contractors, or for fraud or fraudulent misrepresentation.

    Termination

    BtE or the client may terminate the contract by giving the other not less than 90 calendar days’ written notice.

    BtE may terminate the contract with immediate effect if:

  • the client commits a material breach of their obligations under the contract
  • the client fails to pay an amount due under the contract on or by the due date
  • the client suspends or threatens to suspend payment of its debts or is unable to pay its debts as they fall due
  • the client commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts or makes a proposal for, or enters, into a compromise or arrangement with its creditors
  • a petition is filed, a notice given or a resolution is passed, or an order is made for the winding up of the client, or if the client is an individual the client is subject to a bankruptcy petition or order
  • a creditor of the client takes possession of the whole or any part of a client’s assets
  • an application is made to court, a notice is given, or an order is made, to appoint an administrator over the client
  • a receiver is appointed over the assets of the client
  • the client suspends, threatens to suspend, ceases or threatens to cease to carry on all or the substantially the whole of its business
  • there is a change of control or ownership of the client

    • Without limiting its other rights and remedies, BtE may suspend the supply of services under the contract if any of the above events occur or BtE suspects that the client may be about to become subject to any of the above events.

    On termination of the contract for any reason:

  • the client shall immediately pay any outstanding invoices together with any interest due
  • BtE shall submit an invoice for any services supplied but not yet invoiced and the client shall pay that invoice on receipt
  • the client shall return all information, equipment, materials and documents belonging to BtE (or its agents and sub-contractors) and if the client fails to do so, BtE may enter the client’s premises to recover those items
  • the accrued rights and remedies of the parties at termination shall not be affected
  • the provisions on Limitation of Liability and Confidentiality shall survive termination of the contract

    • Force Majeure

    If an event beyond the reasonable control of BtE occurs, which shall include but not be limited to:

  • war, civil unrest, strikes, accident, incapacitating illness, fire, flood or travel disruption
  • dangerous and / or unsuitable conditions being present or forecast
  • compliance with any law or government order

    • BtE shall not be liable to the client for any delay or failure to perform its obligations under the contract as a result of that event.

    If the event prevents BtE from supplying its services for more than 60 calendar days, BtE may, without limiting its other rights or remedies, terminate the contract by giving written notice to the client.

    Assignment & Sub-Contracting

    BtE may at any time assign, transfer, subcontract or otherwise deal in any other manner with all or any of its rights and obligations under the contract to a third party.

    The client shall not, without the prior written consent of BtE, assign, transfer, subcontract or otherwise deal in any other manner with all or any of its rights or obligations under the contract.

    Insurance

    BtE holds employers liability, public liability and professional indemnity insurance.

    Notices

    All notices given under these Terms and Conditions must be in writing and sent to the other party either by letter to the registered office address (if a company) or home address (if an individual) by first class post (or using a next working day delivery service) or by email. If by email, the notice shall be sent to:

  • BtE at office@beyondtheedge.co.uk
  • the client at the email address of BtE’s client contact (if a company) or the email address the client has used to correspond with BtE (if an individual)

    • A notice shall be deemed to have been given:

  • when delivered, if using next working day delivery service
  • on the second working day following posting, if sent by first class post
  • when sent, if transmitted by email

    • General

    The contract constitutes the entire agreement between BtE and the client. No representation, promise, statement, assurance or warranty made or given by or on behalf of BtE not set out in the contract applies.

    These Terms and Conditions may only be varied, waived or amended in writing by a Director of BtE.

    If any of these Terms and Conditions is found to be unlawful, invalid or unenforceable, they shall be deemed modified to the extent necessary to make it valid, legal or enforceable. If such modification is not possible, the relevant provision or part of it will be deemed severed from the remainder of these Terms and Conditions which will remain legal, valid and enforceable.

    No third party rights are granted.

    Law & Jurisdiction

    These Terms and Conditions and all contracts made with BtE shall be subject to and governed by English law and the Courts of England and Wales shall have exclusive jurisdiction over any dispute.