Engage ESM Terms and Conditions
By accessing this site, you agree to the following terms and conditions and other applicable laws. If you do not agree to be bound by these terms and conditions, please do not use this website.
All the information and material provided on this web site is solely for illustrative purposes. It is not intended to, and does not create any business, contractual or employment relationship with Engage. All the information, content, text, images, html code, photography and graphics are the property of Engage, and may not be copied, reproduced, republished, posted, transmitted, or distributed in any way without our express, advance, written consent. All trademarks used or referred to in this site are the property of their respective owners.
Links on this site may lead to services or external websites not operated by Engage. No judgement or warranty is made with respect to such other services or sites and Engage takes no responsibility for such other sites or services. A link to another site or service is not an endorsement of that site or service. Any use you make of the information provided on this site, or any site or service linked to by this site, is at your own risk. This site is provided "as is" and Engage expressly disclaims all warranties of any kind, whether express or implied, including the warranties of merchantability and fitness for a particular purpose.
In no event shall Engage, or any of its employees or contractors, be liable for any damages whatsoever in connection with the information or material on this web site, including but not limited to actual, consequential, direct, exemplary, incidental, indirect, punitive or special damages.
Engage ESM Terms and Conditions - Enablement Division
Consumer means a person dealing as a consumer as defined in the Unfair Terms in Consumer Contracts Regulations 1999
Course means the training provided by Engage ESM as set out on their website which takes place at the location and on the date specified in the confirmation of booking
Course Booking Form means Engage ESM standard course booking form from time to time in whatever medium
Course Content means the description and/or programme published by in relation to a Course
Commencement Date means the earlier of; date of issue by the Company
Delegate means the individual person named on the Course Booking Form for whom Engage ESM has agreed to provide the Course in accordance with these Terms
Engage ESM’s Website means http://www.engage-esm.com or such other page or pages published via the Internet as Engage ESM may operate from time to time
Materials means written or other materials used in the provision of the Course
Presenter means the employee of Engage ESMor subcontractor of Engage ESMwho will communicate the Course to the Delegate
Purchaser means the person, firm, or company obtaining the Course from Engage ESM Training
Terms means these Terms and conditions of Contract
Every offer, quotation, acceptance or contract for the supply of a Course by Engage ESM is subject to these Terms and these Terms shall constitute the entire understanding between the parties relating to the Course. The Purchaser’s additional or different terms and conditions shall not apply. No change of any of these Terms shall be valid unless in writing and signed by an authorised representative of Engage ESM
All bookings are subject to confirmation by Engage ESM in writing upon receipt of the Purchaser’s completed Course Booking Form and payment and no contract shall be concluded unless such confirmation is given by Engage ESM
(i) The Course shall be provided in accordance with the confirmation issued to the Purchaser and otherwise in accordance with Engage ESM’s current Course Content and subject to these Terms.
(ii) Further details about the Course which are not given in Engage ESM Training’s current Course Content may be made available on written request.
(iii) Engage ESM reserves the right to make such minor changes in the Course Content as circumstances require, or which will in the judgement of Engage ESM be improvements, or which are required by the provider of Materials and such changes shall not affect the validity of the contract for the Course.
(iv) Save to the extent provided for in clause 12 Engage ESM is not liable for any costs or damages suffered by the Purchaser or Delegates as a result of any delays in the delivery of courses or the cancellation or postponement of Courses.
(i) All prices quoted or agreed by Engage ESM for Courses are net of Value Added Tax for which the Purchaser shall be additionally liable at the applicable rate from time to time.
(ii) Payment of the Course fee must be made prior to the start of the Course. Payment of the Course fee can be made by:-
(a) Cheque made payable to Engage ESM Ltd; or
(b) Credit Card [ Visa, MasterCard - not AMEX ]; or
(c) Bank Transfer.
6. Force Majeure
Engage ESM shall not be liable for failure to supply or for delay in supplying the Course or damage resulting directly or indirectly from such failure due to any Act of God, war, invasion, riot, civil commotion, criminal damage, military or usurped power, and legislation, Government order, regulation or direction, fire, strike or lock-out or other labour difficulties affecting Engage ESM or Engage ESM’s suppliers or from any other cause whatsoever beyond Engage ESM’s control (“Force Majeure”), or any abnormal conditions arising from any of the foregoing causes.
(i) If Engage ESM agrees to grant credit to the Purchaser all invoices shall be due for payment 30 days after the date of invoice. Engage ESM shall be entitled to charge interest at 2% above the base rate from time to time of Barclays Bank plc or such other bank as Engage ESM shall nominate on all payments outstanding after due date.
(ii) Without prejudice to Engage ESM’s right to charge interest on outstanding amounts if the Purchaser fails to pay Engage ESM in accordance with these conditions or if any sum shall be due and remain unpaid by the Purchaser to Engage ESM under this or any other contract between the Purchaser and Engage ESM, Engage ESM may either suspend all further deliveries of any other goods or services until payment is made in full or cancel the booking and any other bookings or orders remaining to be fulfilled insofar as goods or services remain to be delivered there under.
8. Intellectual Property
(i) Copyright and any other intellectual property rights in all Materials and Engage ESM’s Website are reserved by Engage ESM as owner or licensee of the owner.
(ii) The Purchaser shall not and shall ensure that the Delegate shall not copy, publish, broadcast or otherwise disseminate the Materials or the content of the Engage ESM Website without permission of Engage ESM
(iii) The Purchaser agrees that it will defend, indemnify, and save harmless Engage ESM and its suppliers in any and all suits or proceedings brought for infringement of any intellectual property rights by reason of the use of any Materials or content of Engage ESM’s Website in breach of those Terms.
(i) The Purchaser agrees fully and promptly to indemnify Engage ESM against all costs, claims, demands, damages and expenses to which Engage ESM may become liable or which Engage ESM may suffer or incur arising from any act, default or neglect on the part of the Purchaser or its Delegate.
(i) The Purchaser warrants that the Delegate satisfies the current prerequisites for the Course as published on Engage ESM’s website. It is the Purchaser’s responsibility to assess the suitability of any Delegate for any Course.
(ii) Any conditions, warranties, guarantees, or other obligations whatsoever, either express or implied by common law, custom of the trade, course of dealing or otherwise as to any matter by Engage ESM shall be excluded.
(iii) Any conditions, warranties, guarantees, or other obligations whatsoever either express or implied by statute as to any matter shall be excluded provided that conditions imposed by the Sale of Goods Act 1979 (as amended) and the Supply of Goods and Services Act 1982 (as amended) shall not be excluded as against a person dealing as a Consumer.
(i) If the Purchaser cancels a booking it shall pay to Engage ESM or Engage ESM shall be entitled to retain from payments already made the following amounts (and for the purposes of this clause a cancellation by the Delegate shall be deemed to be a cancellation by the Purchaser and a request to transfer a booking to a different course may at Engage ESM’s discretion be deemed to be a cancellation):
(a) 12-20 working days from the Course date 50% of the Course fee
b) 11 or fewer working days from the Course date 100% of the Course fee
(ii) The Delegate as specified on the Course Booking Form may be changed by the Purchaser at any time prior to Course commencement.
Engage ESM reserves the right to cancel a Course at any time prior to the Course commencing and where Engage ESM cancels a Course otherwise than as a result of Force Majeure it shall provide to the Purchaser at Engage ESM’s discretion either:
(a) a replacement Course or
(b) a refund.
(i) Without prejudice to Clause 11 any liability of Engage ESM for any breach of contract shall be limited to provision of a replacement Course or a refund at Engage ESM’s discretion.
(ii) Engage ESM shall not be under any liability for the negligence of Engage ESM, its employees, servants, agents, sub-contractors or others including the Presenter except liability for death or personal injury resulting from negligence.
(iii) Engage ESM shall not be responsible in any circumstances for any direct indirect or consequential loss or damage whatsoever whether suffered by the Purchaser or Delegate or any third party and however arising out of the Course provided or not provided by Engage ESMor from any defects in the same or otherwise arising from any
13. Confidential Information
(i) The Purchaser shall maintain in strict confidence and shall not disclose to any person or entity, other than those employees or customers of Purchaser who have a need to know (subject to the same obligations of confidentiality), any confidential information of Engage ESM, whether written or oral, and including (but not limited to) information regarding prices, techniques, methods, equipment, personnel and know-how which the Purchaser or the Delegate may obtain from Engage ESM or the Presenter.
(ii) This clause shall not apply to confidential information of Engage ESM which becomes accessible in the public domain without expenditure of money otherwise than through a breach of these conditions.
(i) These Terms are considered to be fair and reasonable having regard to the circumstances known to and in the contemplation of the parties at the date hereof and shall apply insofar as they shall be held to be lawful and enforceable. It is hereby agreed that if any of these Terms shall be adjudged to be void, but would be valid if part of the wording thereof were deleted the affected terms shall be read with such modification as may be necessary to make it valid and effective.
(ii) Nothing in these Terms shall be construed as prejudicing the statutory rights of a Consumer.
(iii) These Terms shall be interpreted and governed in all respects with the laws of England. The Purchaser and Engage ESM hereby consent to the non-exclusive jurisdiction of the Courts of England.
(iv) Headings have been included for convenience only and shall not be used in construing any provision herein.
(i) These Terms together with the Course Content and Course Booking Form comprise the entire contract between the parties in relation to the Course and supersede all prior agreements. The Purchaser may not assign or transfer any rights or obligations herein without the prior written consent of Engage ESM
(ii) Any required notices shall be given in writing at the address of each party as specified on Engage ESM’s order confirmation or to such other address as either party may substitute by written notice to the other.
(iii) Engage ESM’s failure to exercise any of its rights hereunder shall not constitute or be deemed a waiver or forfeiture of such rights.
(iv) Any reference to any Act or other instrument shall be deemed a reference to that Act or instrument or any regulations or other instruments made under it as re-enacted, amended or replaced.
(v) The parties are not partners or joint ventures nor is the Purchaser able to act as agent of Engage ESM
(vi) The Purchaser does not accept these Terms in reliance on any representation, warranty or other statement of whatever sort not included in these Conditions
(vii) It is the intention of the parties that no person not a party to these Terms shall have any rights in relation to them under the Contracts (Rights of Third Parties) Act 1999.