Terms & Conditions for supply of Educational Services
1.1 These terms and conditions constitute the contract between the Parties for the Educational Services (“the contract”.)
1.2 The contract constitutes the entire agreement between the parties relating to the
Educational Services and replaces all previous negotiations, agreements, understandings and representations, whether oral or written.
By “Client” we mean any person retaining the services of this Educational Consultancy from
Time to time.
By “Educational Consultant” we mean Schools Peer Exchange Limited, whose registered office is at 6 Maple Grove Business Centre, Lawrence Road, Hounslow, Middlesex, TW4 6DR
By “Party” we mean The Client and/or the Educational Consultants
By “Educational Services” we mean the provision of School’s Peer Exchange Limited’s Consultancy services.
By “Completion date” we mean any such date as the Parties may agree.
By “Fee” we mean such fee as agreed between the Parties.
By “Payment Terms” we mean the time and method of payment requested by the
By “Reports” we mean all Educational Materials including reports, documents, presentations, data, tables and graphs, and analysis in whatever format the Educational Consultants shall or may create or deliver to the Client as part of the Educational Consultancy Services provided by the Educational Consultants.
Educational Services – general
3.1 The Educational Consultants shall provide the Educational Services to the Client subject to the provisions of these terms.
3.2 At the commencement of the Educational Services the Educational Consultants agree with the school/client the specific details the Educational Services. This specification shall contain a description of the Educational Services to be undertaken and fees payable together with BACs payment details.
3.3 The Client will return one signed copy of the services specification to the Educational Consultant to signify the Client’s agreement as to the Educational Services provided and the fees payable.
3.4 The Educational Consultants shall supply the Client with a current valid CRB form for each one of their staff members who will be on site.
Educational Services – Training and Workshops
3.5 Where the Client is requesting a specified workshop, or training programme as requested by the school, the completed booking form must be sent electronically to the Education consultant
3.6 On the booking form, the Client shall specify which workshop/training is required and give at least possible two dates for the workshop.
3.7 During term-time, workshops are offered after the school day, between 4.30 pm and 6.30pm, Mondays to Fridays. During the vacations, workshops and training dates shall be by agreement by both parties.
3.8 Variation: The fees charged may be varied to reflect the Client’s specific or amended requirements, signed by both Parties. The changes and fees will be listed clearly.
Educational Services – In-School Days
3.9 Where the Client requests an In-School Day, the client completes the booking form and sends this electronically to The Educational Consultant.
3.10 An In-School Visit would be charged based on each school’s specific requirements and costs will be agreed prior to school visit.
4. Calculation of time
4.1 Fees calculated on a daily rate: by a “day” we mean a period of 6 hours exclusive of travel time to the Client’s site (but not from the Client’s site) for training and workshops. For advisory visits a day is 3 hours advisory visit with report writing time which is usually completed offsite.
5. Performance of Educational Services
5.1 The Parties shall agree the time and place for performance of the Educational Services.
5.2 The Educational Consultant shall provide services set out in the agreement with both parties
5.3 The Educational Consultant shall perform the services
a) With all reasonable care and diligence;
b) With staff who are well-qualified, possess expert knowledge, and who have appropriate skills and experience;
c) In accordance with good practice in the education framework evaluating the quality of Early Years’ Primary, Secondary and Post 16 Education provision.
5.4 The Educational Consultant shall use all reasonable endeavours to complete the Educational Services by the Completion Date, or delivery date of a workshop/training event or meet other dates as agreed by the Parties.
5.5 The Educational Consultancy and its staff shall abide by any Health and Safety measures in place at the time of delivering the Educational Services, and any other reasonable instructions, including security and safety checks (and CRB checks).
6. Fee and Payment
6.1 Workshops and Training: Fees are payable at least 7 days in advance. We supply an invoice with
14 day Payment Terms. Payment for Advisory/Consultancy visits are payable after a maximum of 30 days of undertaking the visit
6.2 In the event that the Client wishes to re-arrange the date of a booked workshop, and a new date for the workshop can be mutually arranged, neither a refund is due nor is any extra charge due. The Educational Consultant shall always endeavour to find a mutually convenient time to re-book a missed workshop, in the rare event that we are unable to meet our commitments.
6.3 In the event that a Client cancels a booked workshop, training or visits, the Client is liable for the full fees for advisory visits. For booked workshops and training events, the refund of half the fee shall be given if a notice period of at least 7 days prior to the date of the workshop is given. Cancellations of less than 7 days may result in no refund as materials will have been prepared and printed.
See the booking form for payment details.
6.4 In-School Days: In-School days are payable at least 7 days in advance. We supply an invoice with 14 day Payment Terms. Clauses 6.2 and 6.3 also apply for re-arranging or cancelling In-School Days (with “workshop” replaced by “In-School Day”).
6.5 Other Educational Services: 14 day Payment Terms
6.6 Where the supply of Educational Services are on-going, Clients will be issued with an invoice at regular intervals, and usually monthly. Payment of the Fee for Educational Services shall be made within 14 days of the date of the invoice.
6.7 Where the supply of Educational Services are of a more finite nature, towards the completion of delivering the Educational Services, the Educational Consultant/s shall issue the Client with an invoice. Payment of the Fee for the Educational Services shall be made within 14 days of the date of the invoice.
6.8 All payments shall be made via a BACs payment or cheques made payable to Schools Peer Exchange’s Bank account number 10858753, Sort code 161027 and details will be on the invoice.
6.9 All amounts stated are exclusive of VAT and/or any other applicable taxes (or other levies which shall be charged in addition) at the rate in force at the time the invoice is issued.
6.10 Late Payments: if the Fee (or part of the fee) is not received by any due date, the
Educational Consultant/s shall be entitled (without prejudice) to any other remedy or right to
a) Charge interest on the outstanding amount at the rate of 5% per annum above the base rate
b) Not provide any further services,
c) Not provide any Reports due on completion of the Educational Services until such payment is made.
6.11 All Bacs payments shall quote Schools Peer Exchange unique invoice number
7. The Client’s Obligations
The Client acknowledges and agrees that for the Educational Consultant/s to be able to supply the Educational Services, the Client shall:
7.1 Provide the Educational Consultant/s such information, documentation as necessary and instruct the Client’s relevant staff to co-operate with the Educational Consultant as reasonably required;
7.2 Make available to the Educational Consultant/s facilities, resources and working space (not necessarily exclusively) as outlined in the Action Plan.
7.3 In the exceptional case that additional reasonable expenses are incurred by the Educational Consultant, these may be charged to the Client, for example expenses caused by the Client’s instructions or failure to provide instructions or failure to comply with 7.1 above.
7.4 Health and Safety: a Copy of the Client’s Health and Safety policy shall be made available to Educational Consultant/s at the time of booking. Details of Security requirements shall also be made available at this time, and CRB checks undertaken, as required (until a national transferable system is in place).
8. Reporting Requirements
8.1 Reports of consultancy/advisory visits shall be produced during or on completion of the
8.2 One copy of said Reports shall be delivered to the Client. The Educational Consultant permits the Client a non-exclusive license (without the right to sub-license) to use the Report for the purpose. The Educational Consultant shall retain the copyright and Intellectual Property Rights of all such materials and Reports produced.
8.3 The Educational Consultant is committed to continuous improvement of all the services provided. Clients and any attendees at workshops will be asked to complete a questionnaire to rate the quality, the benefits, and the educational value of services they have received.
8.4 Any supportive statements/testimonials which the Client may wish to make for the Educational Consultant’s web site would be welcomed.
9. Protection of Confidential Information
9.1 Each Party (“the Receiving Party”) shall keep the confidential information of the other Party
(“The Supplying Party”) private, confidential and secret, whether disclosed to or received by the Receiving Party. The Receiving Party shall only use the Confidential Information of the Supplying Party for the purpose of performing the Receiving Party’s obligations under these Terms & Conditions. The Receiving Party shall inform all necessary officers/staff/agents of its obligations under the Provisions of clause 9 and take reasonable steps to ensure that the Receiving Party’s officers/staff/agents meet the obligations.
9.2 Care of all personal information shall meet the Conditions of the Data Protection Act in force at the current time.
9.3 The obligation of clause 9.1 does not apply to information which:
a) Was known or in the possession of the Receiving Party prior to being provided to the
Receiving Party by the Supplying Party;
b) Is or becomes publicly available through no fault of the Receiving Party;
c) Is provided to the Receiving Party without restriction or disclosure by a third party, who did not breach confidential obligations by the discloser;
d) Was deduced by the Receiving Party (or on its behalf) who had no direct access to or use of the Confidential Information supplied by the Supplying Party;
e) Is required to be disclosed by an order of a court of competent jurisdiction.
9.4 Clause 9 shall survive termination of this agreement for a period of 6 years.
10. Warranties, Liabilities and Indemnities
10.1 The Educational Consultant warrants that it will use reasonable care, skill and intellect in performing the Educational Services (and to a standard which conforms to the required
standards for evaluating the quality of Early Years, Primary Secondary and post 16 Education framework and practice
10.2 The Educational Consultant carries all necessary Professional Indemnity & Public Liability
10.3 Save where the Reports uses documentation supplied by the Client, Reports issued by the
Educational Consultant may cite published data or other copyright material, but warrants that no infringement of any Copyright or other Intellectual Property Rights shall be knowingly and intentionally undertaken.
10.4 The Educational Consultant expressly does not warranty that any result or objective whether stated in the Agreement or not, shall be achieved, be achievable, or attained, either by the Completion date or any other date.
10.6 If any part of the Educational Service is performed negligently or in breach of these Terms, then at the request of the Client (and if the request is given within 3 months of the
Completion Date) the Educational Consultant will re-perform the relevant part of the
Educational Services, always subject to Clauses 10.7 and 10.8 below.
10.7 Except in the case of death or personal injury caused by the Educational Consultant’s negligence, the Educational Consultant’s Liability under or in connection with these Terms &
Conditions whether arising in contract, tort, negligence, breach of statutory duty or otherwise howsoever, shall not exceed the Fee paid to the Educational Consultant
under these Terms & Conditions. The provisions of this clause, clause 10.7, does not apply to clause 10.8.
10.8 Neither Party shall be liable to the other Party in contract, tort negligence, and breach of statutory duty nor otherwise for any loss, damage, costs or expenses of any nature whatsoever incurred or suffered by that Party of an indirect or consequential nature including without limitation, any economic loss or other financial loss. The provisions of Clause 10.8 does not apply to clause 10.9.
10.9 The Client shall indemnify and hold harmless the Educational Consultant from and against all
Claims and Losses arising from loss, damage, liability injury to the Educational Consultant employees and third parties , infringement of third party intellectual property or third party losses by reason of or arising out of any information supplied by the Client to the Educational Consultant within or without the scope of these terms. [“Claims” shall mean all demands, claims, proceedings, penalty fines, and liabilities (whether criminal or civil in contract or tort or otherwise). “Losses” shall mean all losses including without limitation, financial losses, damages, legal costs and other expenses of any nature or otherwise.
10.10 Each of the Parties acknowledges that in agreeing to these Terms & Conditions, it does not do so in reliance on any representation, warranty or other provision except as expressly provided in these Terms & Conditions.
11.1 Either party may terminate these Terms & Conditions by giving 7 days written notice if the
Named Educational Consultant becomes unavailable to carry out the Educational Services and the Parties cannot agree on another mutually convenient time or replacement.
11.2 Without prejudice to other remedies or rights, either Party may terminate these Terms & Conditions (in the manner stated in clause 11.1) with a notice period, if
a) The other Party is in material breach of these Terms & conditions and agreement cannot be reached within 7 days;
b) If the other Party becomes insolvent, appoints an administrator or receiver.
12.1 Force Majeure: neither Party shall be liable or deemed to have breached these Terms if delays or failures in performance occur which are beyond the control of the Parties.
12.2 These Terms & Conditions shall not constitute or imply a Partnership or joint venture.
12.3 Severance: if any provision in these Terms & Conditions is prohibited by law or judged by a court to be unlawful, void or unenforceable, the provision shall to the extent required be severed from these Terms & Conditions, in as far as is possible without modifying the remaining Terms, and shall not in any way affect any other provision of or validity or enforcement of these Terms.
12.4 Neither Party shall make any public announcement or disclose any information regarding this contract, unless both Parties agree a statement. (This does not exclude complying with laws, statutes or regulations).
USE OF COMMUNICATION SERVICES
The website may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”), you agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will not:
Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information.
Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.
Upload files that contain viruses, corrupted files, or any other similar software orprograms that may damage the operation of another’s computer.
Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
Restrict or inhibit any other user from using and enjoying the Communication Services.
Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
Harvest or otherwise collect information about others, including e-mail addresses, without their consent.
Violate any applicable laws or regulations.
Schools Peer Exchange Limited has no obligation to monitor the Communication Services. However, Schools Peer Exchange reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Schools Peer Exchange reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
Schools Peer Exchange reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, Schools Peer Exchange Limited’s sole discretion.
Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Schools Peer Exchange Limited does not control or endorse the content, messages or information found in any Communication Service and, therefore, Schools Peer Exchange specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized Schools Peer Exchange spokespersons, and their views do not necessarily reflect those of Schools Peer Exchange Limited
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you download the materials.
MATERIALS PROVIDED TO Schools Peer Exchange Limited OR POSTED AT any Schools Peer Exchange Limited website are owned by Schools Peer Exchange Limited.
CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. Schools Peer Exchange AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE Schools Peer Exchange website AT ANY TIME. ADVICE RECEIVED VIA THE Schools Peer Exchange Limited’s website SHOULD NOT BE RELIED UPON FOR PERSONAL, MEDICAL, and LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.
Schools Peer Exchange Limited and the group of EDUCATIONAL CONSULTANTS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE Schools Peer Exchange Limited’s website FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. Schools Peer Exchange Limited AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL Schools Peer Exchange Limited AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY
DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE Schools Peer
Schools Peer Exchange Limited reserves the right, in its sole discretion, to terminate your access to the Schools Peer Exchange Limited Web Site and the related services or any portion thereof at any time, without notice. General use of the Schools Peer Exchange Limited’s website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation to this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Schools Peer Exchange Limited as a result of this agreement or use of the Schools Peer Exchange Limited’s website. Schools Peer Exchange Limited’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Schools Peer Exchange Limited’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Schools Peer Exchange Limited’s website or information provided to or gathered by Schools Peer Exchange Limited’s website with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and Schools Peer Exchange Limited with respect to the Schools Peer Exchange Limited’s website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Schools Peer Exchange Limited’s website with respect to the Schools Peer Exchange Limited’s website. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent an d subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be drawn up in English.
COPYRIGHT AND TRADEMARK NOTICES:
All contents of the Schools Peer Exchange Limited are: Copyright 2015 by Schools Peer Exchange Limited and/or its suppliers. All rights reserved.
The names of actual companies and products mentioned herein may be the trademarks of their respective owners. No association with other companies, organization, product, person, or event is intended or should be inferred.
Any rights not expressly granted herein are reserved.