These Terms will apply to any contract between us for the sale of Goods and/or Services to you (the Contract). Please read these Terms carefully and make sure that you understand them, before ordering any Goods or Services from our Sites. Please note that before placing an order you will be asked to agree to these Terms. If you refuse to accept these Terms, you will not be able to order any Goods or Services from our Site.
Our Goods and Services are only provided to professionals and businesses and not to consumers. Accordingly, as part of these Terms, you represent, warrant and undertake that you are entering this Contract in the course of and for the purpose of your profession or business and not as a consumer.
We amend these Terms from time to time as set out in clause 13.1. Every time you wish to make an order, please check these Terms to ensure you understand the terms which will apply at that time. These Terms were most recently updated in January 2018.
- Our Site pages will guide you through the steps you need to take to place an order with us. Our online order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order at each page before submitting your order.
- After you place an order, you will receive an email from us acknowledging that we have received your order. However, please note that this does not mean that your order has been accepted.
- We will confirm our acceptance to you by sending you an email confirming that your order has been accepted (Order Acceptance Email). The Contract between us will only be formed when we send you the Order Acceptance Email.
- Any descriptions or illustrations of the Goods or descriptions of the Services contained in our catalogues or on our Site are issued or published for the sole purpose of giving an approximate idea of the Services and/or Goods described in them. They shall not form part of the Contract or have any contractual force.
- These Terms apply to the Contract to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
- These terms shall apply to the supply of both Goods and Services except where application to one or the other is specified.
- The Goods are described on our Site or in our catalogues (if available).
- We reserve the right to amend the specification of the Goods if required by any applicable statutory or regulatory requirements or where we deem it necessary to do so.
Delivery of Goods
- We shall ensure that each delivery of the Goods is accompanied by a delivery note which shows the date of the order, all relevant reference numbers, the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the order is being delivered by instalments, the outstanding balance of Goods remaining to be delivered.
- We will deliver the Goods to the location set out in the order (Delivery Location). Delivery of an order shall be completed when we deliver the Goods to the Delivery Location. Title and risk in the Goods will transfer to you on completion of delivery.
- Please allow 1-3 working days for delivery within the UK and 28 days for overseas delivery. Any dates quoted for delivery of the Goods are approximate only, and the time of delivery is not of the essence.
- We shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event (see clause 12) or a failure by you to provide us with adequate delivery instructions. We shall not be liable in any circumstances for Goods that are lost or damaged in transit. Claims in these circumstances should be made against the carrier.
- If you fail to accept or take delivery of the Goods, then except where such failure or delay is caused by a Force Majeure Event or by our failure to comply with the obligations under the Contract, we shall store the Goods until delivery takes place, and charge you for all related costs and expenses (including insurance).
- If you order Goods from our Site for delivery outside the UK, your order may be subject to import duties and taxes which are applied when the delivery reaches that destination. Please note that we have no control over these charges and we cannot predict their amount.
- You will be responsible for payment of any such import duties and taxes. Please contact your local customs office for further information before placing your order.
- You must comply with all applicable laws and regulations of the country for which the Goods are destined. We will not be liable or responsible if you break any such law.
Money back Guarantee
- Subject to clause 5.2, should you be unsatisfied with the delivered Goods, items can be returned to the address specified in invoice or Order Confirmation E-mail within 10 days of receipt of the Goods for a full refund.
- The refund will only be payable if the Goods are returned: (a) in a resalable condition; and (b) by recorded delivery.
- Delivery costs are not refundable.
Our warranty for the Goods
- For Goods which do not have a manufacturer’s guarantee, we provide a warranty that on delivery and for a period of 12 months from delivery, the Goods shall be free from material defects. However, this warranty does not apply in the circumstances described in clause 6.2.
- The warranty in clause 6.1 does not apply to any defect in the Goods arising from:
(a) fair wear and tear;
(b) willful damage, abnormal storage or working conditions, accident, negligence by you or by any third party;
(c) if you fail to operate or use the Goods in accordance with the user instructions;
(d) any alteration or repair by you or by a third party who is not one of our authorized repairers; or
(e) any specification provided by you.
- Should the Goods do not comply with clause 6.1, we will replace the rejected Goods, or provide a full refund of the price of the rejected Goods (if paid).
Supply of Services – General
- We shall provide the Services in accordance with the descriptions provided on our Site in all material respects.
- We have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services, and we shall notify you in any such event.
- We warrant to you that the Services will be provided using reasonable care and skill.
Classroom Courses And Training
- To ensure that classroom courses are effective and are not interrupted, we operate a strict ‘shut door policy’ at 10 a.m. For the avoidance of doubt, if you arrive on or after 10 a.m., you will not be permitted to participate in the course.
- If you miss your training course without providing the required notice (see clauses 8.2, 8.4, 8.6), you will not be entitled to a refund and you or your organization will need to pay again for any rebooked place. You will be allowed to rebook your course once, free of charge, provided you have given the required notice and the reschedule has been confirmed by Head Office. Should you need to rebook more than once, you will need to pay again for the rebooked place.
- Delegates must attend and participate fully throughout the entire content of the course to obtain a certificate. Certificates for completion of a course (in either electronic or paper format) will only be provided to delegates once full payment has been received for such course.
- We reserve the right to cancel any course and in such cases any fees already paid will be refunded in full.
- Whilst every attempt will be made to hold fees at the levels advertised, we reserve the right to change fees from time to time without prior notice. Any changes will not affect any order you have already placed.
- Any sound or video recording by delegates during classroom courses is strictly prohibited. Any delegates who are caught recording a classroom course will be asked to delete the recording pursuant to clause 11.7 and may be asked to leave the course. At our sole discretion, delegates who breach this clause may not be entitled to a refund for such course.
- We advise that any delegate attending Hutano Associates training courses whilst pregnant, has acquired sufficient clearance from their GP. If a delegate is not able to complete the training course due to physical restrictions, the delegate will not receive their training certificate or a refund.
- In order to protect the welfare of the staff of Hutano Associates, we have a zero-tolerance approach to any forms of aggression or disruption. Any delegates who disrupt the class or are rude or abusive to any staff will be asked to leave the training course and will not be refunded for such course.
- All delegates who attend Hutano Associates training courses (which are delivered in English) need to have sufficient knowledge and understanding of the English language in order to receive a certificate of attendance. No refunds will be provided if a delegate is found to not have an adequate understanding of the English language.
8.2 Individual Delegates
- All training bookings must be made online via our Site.
- Cancellations will only be accepted for individual online bookings if at least two weeks’ notice is provided. In such cases, all fees will be refunded, otherwise payment will be charged in full. The 2-week notice period does not apply to rescheduled bookings, the cancellation period will be 2 weeks prior to the original training date only.
- You will be allowed to rebook your course once free of charge, provided you have given at least 2 business days’ notice (see clause 8.3 on calculating notice periods), and the reschedule has been confirmed by Head Office. Should you need to rebook more than once, you will need to pay again for the rebooked place.
8.3 Individual Delegate notice periods for cancellation or reschedule
- The required reschedule notice under clause 8.2c is stipulated in business days, this excludes weekends and bank holidays. In addition, notice must be given by 5p.m. Two business days prior to the commencement of the training course. For example:
(i) For training courses that start at 9.30am on a Monday, places can be rescheduled (as applicable) up until 5.00pm the previous Thursday;
(ii) For training courses that start at 9.30am on a Tuesday, places can be rescheduled (as applicable) up until 5.00pm the previous Friday;
(iii) For training courses that start at 9.30am on a Wednesday, places can be rescheduled (as applicable) up until 5.00pm the previous Monday;
(iv) For training courses that start at 9.30am on a Thursday, places can be rescheduled up (as applicable) until 5.00pm the previous Tuesday;
(v) For training courses that start at 9.30am on a Friday, places can be rescheduled (as applicable) up until 5.00pm the previous Wednesday before.
- The required cancellation notice under clause 9.2b is stipulated in weeks, this will include weekends and bank holidays. For example:
(i) For training courses which start on a Monday at 9:30, places can be cancelled 5 p.m. on the Monday 2 weeks before.
8.4 Corporate Customers and In-house Training
- Corporate customers (customers who book in-house courses) will be responsible for their employees and all obligations under these Terms, including but without limitation payment for Services. Corporate customers shall use all reasonable efforts to procure that any employees booked on training courses attend such courses.
- Invoices are raised when the training course is booked and confirmed. These invoices must be settled within 30 days of the date of the invoice month regardless of when the training courses take place (unless otherwise agreed).
- Due to unforeseen circumstances, we may need to cancel booked courses, in such cases we offer the replacement future booking free of charge. We do not provide compensation packages for courses that do not proceed.
- The course price quoted is the price that will be invoiced regardless of the number of delegates placed on the course. We do not offer discounts for fewer delegates attending.
- Hutano Associates reserve the right to invoice an additional amount for courses where the agreed maximum number has been exceeded, unless agreed upon prior to the course date.
- Cancellations for training courses require 4 weeks’ notice for full refund, otherwise payment will be charged in full. At their discretion, the course administrator may consider the request for postponement of a training course under exceptional circumstances.
- Corporate customers shall not during the contract or at any time thereafter directly or indirectly canvass, solicit, endeavor to entice away, employ, engage or otherwise facilitate the employment or engagement of any person who is employed or engaged by Hutano Associates ( in particular but without limitation its trainers ), for the purpose of providing goods or services of a kind or similar to those which are provided by Hutano Associates, whether or not such person would be in breach of contract or any other obligation as a result. Hutano Associates reserves the right to suspend Services to any corporate customer who it has reasonable grounds to believe may have acted in breach of this clause at any time.
- Any sound or video recording by delegates during classroom courses is strictly prohibited. Any delegates who are observed recording a classroom course will be asked to delete the recording and will be asked to leave the course. Delegates who breach this clause will not be entitled to a refund.
- Delegates must attend and participate fully throughout the entire content of the course to obtain a certificate. Certificates for completion of a course (in either electronic or paper format) will only be provided once full payment has been received for that course.
- For the certificate to be awarded, the delegate must display a good level of understanding of the subject and be able to communicate well in English. The trainer has the right to refuse certification if in their opinion either an understanding of either subject matter or the use of English is deemed below the required standard.
8.5 Bookings by Agencies
- Agencies are bound by these Terms and will be responsible for payment for Services on behalf of their delegates and will also procure (to the extent relevant) that their delegates comply with, and are bound by, these Terms. Agencies shall use all reasonable efforts to procure that any delegates booked on training courses attend such courses.
- Agencies may cancel or amend any booking by 5 p.m. up to 2 business days prior to commencement of the training course with no additional charge.
- Training courses can only be rebooked or cancelled via the agency portal.
- If agencies cancel the booking in the 2 business days prior to commencement of the training course, the full course fees will be payable by the agency. If a course is rebooked, the agency must pay the fees for any new booking.
- If a delegate does not attend a course, the agency will be charged for the place on the course the delegate missed. If the delegate’s place is rebooked, the agency must pay the fees for any new booking.
- Agencies will be invoiced monthly in arrears. Invoices will be raised on the first of every month. Such invoices will be payable in accordance with clause 10.5. Without prejudice to any other right or remedy that we may have, if an agency fails to pay us on the due date in the invoice, the following will apply:
(i) The agency’s account will be locked, thereby suspending the agency’s access to delegate bookings and certificates.
(ii) The agency’s account will remain locked until all outstanding invoices are paid in full or in cleared funds.
(iii) If an agency’s account has been locked more than twice and such agency is making bookings for 5 delegates or less per month, we reserve the right to suspend or withdraw such agency’s account until further notice.
(iv) We also reserve the right to charge interest on any outstanding invoice in accordance with clause 10.6
- Agencies shall not during the Contract or at any time thereafter directly or indirectly canvass, solicit, endeavor to entice away, employ, engage or otherwise facilitate the employment or engagement of any person who is employed or engaged by Hutano Associates (in particular but without limitation its trainers), for the purpose of providing goods or services of a kind or similar to those which are provided by Hutano Associates, whether or not such person would be in breach of contract or any other obligation as a result. Hutano Associates reserves the right to remove or suspend access to its online resources and/or portal, or to refuse to provide Goods or Services to any agency who it has reasonable grounds to believe may have acted in breach of this clause at any time.
8.6 Agency notice periods for cancellations or reschedules
- The required cancellation and reschedule notice under clause 8.5 is stipulated in business days, this excludes weekends and bank holidays. In addition, notice must be given by 5p.m. 2 business days prior to the commencement of the training course. For example:
(i) for training courses that start at 9.30am on a Monday, places can be cancelled or rescheduled up until 5.00pm the previous Thursday;
(ii) for training courses that start at 9.30am on a Tuesday, places can be cancelled or rescheduled up until 5.00pm the previous Friday;
(iii) for training courses that start at 9.30am on a Wednesday, places can be cancelled or rescheduled up until 5.00pm the previous Monday;
(iv) for training courses that start at 9.30am on a Thursday, places can be cancelled or rescheduled until 5.00pm the previous Tuesday;
(v) for training courses that start at 9.30am on a Friday, places can be cancelled or rescheduled up until 5.00pm the previous Wednesday before.
Fees And Payment
- The price for Goods or Services will be as quoted on our Site at the time you submit your order or as set out in an invoice.
- The price of the Goods does not include delivery charges. Our delivery charges are confirmed during the ordering process. If you are resident outside the UK, there may be extra charges for postage and packaging. Please check the relevant delivery charges before you confirm your order.
- All prices for the Goods or Services shall be exclusive of VAT unless otherwise indicated.
- You can pay for Goods or Services online using a debit card or credit card. Payment for the Goods or Services and all applicable delivery charges is in advance, unless an invoice has been provided or requested.
- If an invoice for Goods or Services is submitted, you shall pay each invoice within 30 days of the date of the invoice and in full by debit, credit card or in cleared funds to a bank account set out in the invoice.
- Without prejudice to any other right or remedy that we may have, if you fail to pay us on the due date in the invoice:
(a) you shall pay interest on the overdue amount at the rate of 4% per annum above the Bank of England’s base rate from time to time. Such interest shall accrue daily from the due date until actual payment of the overdue amount, whether before or after judgment. You shall pay the interest together with the overdue amount; and
(b) we may suspend all Services until payment has been made in full.
Intellectual Property Rights
- We are the owner or the licensee of all intellectual property rights:
(a) in our Site, and in the material published on it; and
(b) in any documentation or materials provided as part of our Services.
- Those works outlined in clause 10.1 are protected by copyright laws and treaties around the world. All such rights are reserved.
- You may print off one copy, and may download extracts, of any page(s) from our Site for your personal use and you may draw the attention of others within your organization to content posted on our Sites.
- You must not modify the paper or digital copies of any materials you have or been provided, printed off, or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
- Our status (and that of any identified contributors) as the authors of content on our Site must always be acknowledged.
- You must not use any part of the content on our Site or any of our documents or materials for commercial purposes without obtaining a license to do so from us or our licensors.
- If you print off, copy or download any part of our Site or other materials in breach of this Contract, your right to use our Site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.
Limitation Of Liability
- Nothing in these Terms shall limit or exclude our liability for:
(a) death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors;
(b) fraud or fraudulent misrepresentation;
(c) or any other liability which cannot be limited or excluded by applicable law.
- Subject to clause 11.1, we will under no circumstances whatever be liable to you, your delegates, employees or agents, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
(a) any loss of profits, sales, business, or revenue;
(b) loss or corruption of data, information or software;
(c) loss of business opportunity;
(d) loss of anticipated savings;
(e) loss of goodwill; or
(f) any indirect or consequential loss.
- Subject to clause 11.1, our total liability to you, your delegates, employees or agents, in respect of all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the price of the Goods or Services.
- Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to the Goods or Services. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded fully permitted by law. But without limitation, we will not be responsible for ensuring that the Goods or Services are suitable for your purposes.
- For the purposes of this Contract, (Force Majeure Event) means an event that is beyond our control including but not limited to strikes, lock-outs or other industrial disputes (whether involving our workforce or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.
- We shall not be liable to you as a result of any delay or failure to perform our obligations under this Contract as a result of a Force Majeure Event.
- If the Force Majeure Event prevents us from providing any of the Services and/or Goods for more than 4 weeks, we shall, without limiting our other rights or remedies, have the right to terminate this Contract immediately by giving written notice to you.
Other Important Terms
- Our right to vary these terms. We reserve the right to vary these Terms from time to time. Please check the introduction to when these Terms were last updated.
- Agency warranty. If you are acting as agent for individual delegates, you warrant that you are authorized by such delegates to accept these Terms on their behalf.
- Assignment and other dealings. We may transfer our rights and obligations under a Contract to another organization, but this will not affect your rights or our obligations under these Terms. You may only transfer your rights or your obligations under these Terms to another person if we agree in writing.
- Communication between us. Any notice or other communication given by you to us, or by us to you, under or about the Contract shall be in writing and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service or e-mail. The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
- Severance. Each of the clauses of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
- Third parties. Subject to clause 13.2, this Contract is between you and us. No other person shall have any rights to enforce any of its terms.
- Governing law. This Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
- Jurisdiction. We both irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).