Standard Digital Service TERMS AND CONDITIONs

BACKGROUND:

These Terms and Conditions are the standard terms for the provision of services by Gym Instructor Online Ltd, a company registered in England under 08965423 of PO Box 983, Cambridge, CB24 3WF.

1.The Contract

    1. These Terms and Conditions govern the sale and provision of Services by Us and will form the basis of the Contract between Us and you.  Before submitting an Order, please ensure that you have read these Terms and Conditions carefully.  If you are unsure about any part of these Terms and Conditions, please contact Us for clarification.
    2. Nothing provided by us including, but not limited to, sales and marketing literature, price lists and other documents constitutes a contractual offer capable of acceptance.  Your Order constitutes a contractual offer that We may, at our discretion, accept.
    3. A legally binding contract between Us and you will be created upon our acceptance of your Order, indicated by Our Order Confirmation.  Order Confirmations will be provided in writing/email.

2.Definitions and Interpretation

    1. In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:
      “Business Day” means any day other than a Saturday, Sunday or bank holiday;
      “Calendar Day” means any day of the year;
      “Contract” means the contract for the provision of Services, as explained in Clause 2;
      “Deposit” means an advance payment made to Us under sub-Clause 4.5;
      “Month” means a calendar month;
      “Price” means the price payable for the Services;
      “Services” means the Digital content and delivery of Training and Assessment in relation to the qualifications and digital access/resources online for study purposes;
      “Special Price” means a special offer price payable for Services which We may offer from time to time;
      “Order” means your order for the Services;
      “Order Confirmation” means Our acceptance and confirmation of your Order as described in Clause 2;
      “We/Us/Our” means Gym Instructor Online Ltd a company registered in England under 08965423 of PO Box 983, Cambridge, CB24 3WF and includes all employees and agents of Gym Instructor Online Ltd.
      1. Each reference in these Terms and Conditions to “writing” and any similar expression includes electronic communications whether sent by e-mail, fax or other means.

3.Orders

    1. All Orders for Services made by you will be subject to these Terms and Conditions.
    2. You may change your Order at the time of booking before We begin providing the Services by contacting Us.  [Your Online Login request governs the start of our provision of service]
    3. If your Order is changed We will inform you of any change to the Price in writing.
    4. By accepting these Terms and Conditions you understand that our services are considered Digital Services and therefore lose your usual 14 day right to cancel. However; You may cancel your Order within 7 days of placing it.  If you have already made any payments to Us under Clause 4 (including, but not limited to the Deposit), the payment(s) will be refunded to you within 30 days less your Initial Login fees of £100.00.  If you request that your Order be cancelled, you must confirm this in writing.  If you wish to cancel the Services after this time period, or once We have begun providing the Services, please refer to Clause 9.
    5. We may cancel your Order at any time before We begin providing the Services in the following circumstances:
        1. The required personnel and/or required materials necessary for the provision of the Services are not available; or
        2. An event outside of Our control continues for more than 30 calendar days (please see Clause 8 for events outside of Our control).
    6. If We cancel your Order before We begin providing the Services under sub-Clause 3.5 and you have already made any payments to Us under Clause 4 (including, but not limited to the Deposit), the payment(s) will be refunded to you within 30 days.  If We cancel your Order, the cancellation will be confirmed by Us in writing.

4.Price and Payment

    1. The Price of the Services will be that shown on the website in place at the time of your Order.  If the Price shown in your Order differs from Our current Price We will inform you upon receipt of your Order.
    2. If We quote a Special Price which is different to the Price shown in Our current website, if the Special Price is part of an advertised special offer, for the period shown in the advertisement.  Orders placed during this period will be accepted at the Special Price even if We do not accept the Order until after the period has expired.
    3. Our Prices may change at any time but these changes will not affect Orders that We have already accepted.
    4. All Prices include VAT.  If the rate of VAT changes between the date of your Order and the date of your payment, We will adjust the rate of VAT that you must pay.  Changes in VAT will not affect any Prices where We have already received payment in full from you.
    5. Course bookings made online or over the phone must be paid for in full immediately at the time of booking otherwise your place will be lost.
    6. Missed Training and Assessment days will incur an additional fee of £90.00 per day if the required notice of seven working days is not given to the company.
    7. In certain circumstances, if your Order is cancelled, your Deposit will be refunded in full or in part.  The amount due will be calculated based upon the Price for the Services, Our website price, and the amount of work (if any) already undertaken by Us.  Please refer to sub-Clause 3.4 if you cancel your Order, to sub-Clauses 3.5 and 3.6 if We cancel your Order, or to Clause 9 if the Services are cancelled after they have begun.
    8. The balance of the Price will be payable on basis in [advance] of the provision of the Services.
    9. We accept the following methods of payment:
        1. Credit or debit card;
        2. Cheque;
        3. BAC’s transfer;
    10. Credit and/or debit cards will be charged at the point of sale and to confirm your booking.
    11. If you do not make payment to Us by the due date [as shown in/on Invoice] We may charge you interest on the overdue sum at the rate of 2% per annum above the base lending rate of Santander Bank from time to time.  Interest will accrue on a daily basis from the due date for payment until the actual date of payment of the overdue sum, whether before or after judgment.  You must pay any interest due when paying an overdue sum.
    12. The provisions of sub-Clause 4.10 will not apply if you have promptly contacted Us to dispute an invoice in good faith.  No interest will accrue while such a dispute is ongoing.

5.Providing the Services

    1. We will begin providing the Services at your time of booking or on the date specified in your Order (and confirmed in Our Order Confirmation). You online tutor will contact you once your booking has been processed.
    2. We will continue providing the Services for 215 Calendar Days.
    3. We will make every reasonable effort to complete the Services on time (and in accordance with your Order).  We cannot, however, be held responsible for any delays if an event outside of Our control occurs.  Please see Clause 8 for events outside of Our control.
    4. If We require any information from you in order to provide the Services, We will inform you of this as soon as is reasonably possible.
    5. If the information you provide under sub-Clause 5.4 is delayed, incomplete or otherwise incorrect, We will not be responsible for any delay caused as a result.  If additional work is required from Us to correct or compensate for a mistake made as a result of incomplete or otherwise incorrect information that you have provided We may charge you a reasonable additional sum for that work.
    6. In certain circumstances, for example where there is a delay in you sending Us information required under sub-Clause 5.4, We may suspend the Services (and will inform you of that suspension in writing).
    7. In certain circumstances, for example where We encounter a technical problem, We may need to suspend the Services in order to resolve the issue.  Unless the issue is an emergency and requires immediate attention We will inform you in advance in writing before suspending the Services.
    8. If the Services are suspended under sub-Clauses 5.6 or 5.7, you will not be required to pay for them during the period of suspension.  You must, however, pay any invoices that you have already received from Us by their due date(s).
    9. If you do not pay Us for the Services as required by Clause 4, We may suspend the Services until you have paid all outstanding sums due.  If this happens, We will inform you in writing.  This does not affect Our right to charge you interest under sub-Clause 4.10.

6.Problems with the Services

    1. We always use reasonable efforts to ensure that Our provision of the Services is trouble-free.  If, however, there is a problem with the Services we request that you inform Us as soon as is reasonably possible [(you do not need to contact Us in writing)].
    2. We will use reasonable efforts to remedy problems with the Services as quickly as is reasonably possible and practical.
    3. We will not charge you for remedying problems under this Clause 6 where the problems have been caused by Us, any of our agents or employees or sub-contractors or where nobody is at fault.  If We determine that a problem has been caused by incorrect or incomplete information provided by you, sub-Clause 5.5 will apply and We may charge you for remedial work.
    4. As a consumer, you have certain legal rights with respect to the purchase of services.  We are, for example, required to provide the Services with reasonable care and skill.  You also have remedies if We use materials that are faulty or incorrectly described.  More information on your rights as a consumer can be obtained from your local Citizens Advice Bureau or from the Office of Fair Trading.

7.Our Liability

    1. We will be responsible for any foreseeable loss or damage that you may suffer as a result of Our breach of these Terms and Conditions or as a result of Our negligence.  Loss or damage is foreseeable if it is an obvious consequence of Our breach or negligence or if it is contemplated by you and Us when the Contract is created.  We will not be responsible for any loss or damage that is not foreseeable.
    2. We provide Education and Training Services Public and Private use (or purposes).  The Qualifications are accredited by the Awarding Body YMCA Awards and at Industry Standard. We will not be liable to you for any loss of profit, loss of business, interruption to business or for any loss of business opportunity.
    3. You are responsible for your own health and fitness to participate in taking part in these qualifications. If you are concerned then you should consult your doctor for advice. We will not be held liable for your non-suitability to complete the qualification due to health, fitness or additional Learning support.
    4. Nothing in these Terms and Conditions seeks to exclude or limit Our liability for death or personal injury caused by Our negligence (including that of Our employees, agents or sub-contractors); or for fraud or fraudulent misrepresentation.
    5. Your successful achievement is only confirmed by the issue of your certificate from the awarding body, we will not be held liable for any loss of profit, loss of business, interruption of business or for any loss of business opportunity due to you setting up or entering into employment before the issue of your certification.
    6. Furthermore, nothing in these Terms and Conditions seeks to exclude or limit Our liability for the following with respect to your rights as a consumer:
        1. Breach of your right to title and quiet possession as implied by section 2 of the Supply of Goods and Services Act 1982;
        2. Breach of terms relating to description, satisfactory quality, fitness for purpose and samples as implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982; and
        3. Our liability relating to defective products as set out in the Consumer Protection Act 1987.

8.Events Outside of Our Control (Force Majeure)

    1. We will not be liable for any failure or delay in performing Our obligations where that failure or delay results from any cause that is beyond Our reasonable control.  Such causes include, but are not limited to: Trainer Illness, Venue Closure, Online Portal Failure, power failure, internet service provider failure, industrial action, civil unrest, fire, explosion, flood, storms, earthquakes, subsidence, acts of terrorism, acts of war, governmental action, epidemic or other natural disaster, or any other event that is beyond Our control.
    2. If any event described under this Clause 8 occurs that is likely to adversely affect Our performance of any of Our obligations under these Terms and Conditions:
        1. We will inform you as soon as is reasonably possible;
        2. Our obligations under these Terms and Conditions will be suspended and any time limits that We are bound by will be extended accordingly;
        3. We will inform you when the event outside of Our control is over and provide details of any new dates, times or availability of Services as necessary;
        4. If the event outside of Our control continues for more than 215 Calendar Days that you have access to the E Learning Portal We will cancel the Contract and inform you of the cancellation.  Any refunds due to you as a result of that cancellation will be paid to you as soon as is reasonably possible;
        5. If an event outside of Our control occurs and you wish to cancel the Contract, you may do so in accordance with your right to Cancel under sub-Clause 9.1.

9.Cancellation

    1. As a Provider of Digital Services your usual statutory rights to cancel within 14 days is waived. If you wish to cancel your Order for the Services before the Services begin, you may do so under sub-Clause 3.4.
    2. Once We have begun providing the Services, you will not be able to cancel the Services and the Contract.  We do offer the opportunity to change your Training dates and/ or Assessment dates providing you give Us 7 days written notice.
    3. We may cancel your Order for the Services before the Services begin under sub-Clause 3.5.
    4. Once We have begun providing the Services, We may cancel/change the dates and/or venues for Training and Assessment Days. We require a minimum number of Learners on each Date and therefore reserve the right to cancel/amend these dates and/or venues. As much notice as possible will always be given by Us.
    5. If any of the following occur, We may cancel the Services and the Contract immediately by giving you written notice.  If you have made any payment to Us for any Services We have not yet provided, these sums will be refunded to you [within 30 Calendar Days].  If We have provided Services that you have not yet paid for, the sums due will be deducted from any refund due to you or, if no refund is due, We will invoice you for those sums and you will be required to make payment in accordance with Clause 4.  We will not be required to give 30 Calendar Days notice in these circumstances:
        1. You fail to make a payment on time as required under Clause 4 (this does not affect our right to charge interest on overdue sums under sub-Clause 4.10); or
        2. You have breached the Contract in any material way and have failed to remedy that breach within 30 Calendar Days of Us asking you to do so in writing; or
        3. We are unable to provide the Services due to an event outside of Our control (for a period longer than that in sub-Clause 8.2.4).
    6. For the purposes of this Clause 9 (and in particular, sub-Clauses 9.3 and 9.6.2) a breach of the Contract will be considered ‘material’ if it is not minimal or trivial in its consequences to the terminating party (i.e. you under sub-Clause 9.3 and Us under sub-Clause 9.6.2).  In deciding whether or not a breach is material no regard will be had to whether it was caused by any accident, mishap, mistake or misunderstanding.

10.Communication and Contact Details

    1. If you wish to contact Us with questions or complaints, you may contact Us by  email at team@gyminstructoronline.co.uk.
    2. In certain circumstances you must contact Us in writing (when cancelling an Order, for example, or exercising your right to cancel the Services).  When contacting Us in writing you may use the following methods:
        1. Contact Us by email at team@gyminstructoronline.co.uk; or
        2. Contact Us at Gym Instructor Online Ltd, PO Box 983, Cambridge, CB24 3WF.

11.How We Use Your Personal Information (Data Protection)

    1. All personal information that We may collect (including, but not limited to, your name and address) will be collected, used and held in accordance with the provisions of the Data Protection Act 1998 and your rights under that Act.
    2. We may use your personal information to:
        1. Provide Our Services to you.
        2. Process your payment for the Services.
        3. Register you with the Awarding Body Central YMCA Qualifications
        4. Inform you of new products and services available from Us.  You may request that We stop sending you this information at any time.
        5. We will not pass on your personal information to any other third parties [without first obtaining your express permission].

12.Other Important Terms

    1. We may transfer (assign) Our obligations and rights under these Terms and Conditions (and under the Contract, as applicable) to a third party (this may happen, for example, if We sell Our business).  If this occurs you will be informed by Us in writing.  Your rights under these Terms and Conditions will not be affected and Our obligations under these Terms and Conditions will be transferred to the third party who will remain bound by them.
    2. You may not transfer (assign) your obligations and rights under these Terms and Conditions (and under the Contract, as applicable) without Our express written permission.
    3. The Contract is between you and Us.  It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of these Terms and Conditions.
    4. If any of the provisions of these Terms and Conditions are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that / those provision(s) shall be deemed severed from the remainder of these Terms and Conditions.  The remainder of these Terms and Conditions shall be valid and enforceable.
    5. No failure or delay by Us in exercising any of Our rights under these Terms and Conditions means that We have waived that right, and no waiver by Us of a breach of any provision of these Terms and Conditions means that We will waive any subsequent breach of the same or any other provision.

13.Governing Law and Jurisdiction

    1. These Terms and Conditions (and the Contract) (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.
    2. Any dispute, controversy, proceedings or claim between Us and you relating to these Terms and Conditions (or the Contract) (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the non-exclusive jurisdiction of the courts of England and Wales.