1. Interpretation

    The following definitions and rules of interpretation apply in these Conditions.

    1. Definitions:

      Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
      : the charges payable by the Customer for the supply of the Services in accordance with clause 5
      (Charges and payment).
      Commencement Date: has the meaning given in clause 2.2.
      : these terms and conditions as amended from time to time in accordance with clause 11.5.
      : the contract between the Supplier and the Customer for the supply of Services in accordance with these Conditions.
      : shall be as defined in section 1124 of the Corporation Tax Act 2010, and the expression change of control shall be construed accordingly.
      : the person or firm who purchases Services from the Supplier.

      Customer Default: has the meaning set out in clause 4.2.
      : the provision of tailored training courses for dog owners and dog handlers produced by the Supplier for the Customer.
      Intellectual Property Rights
      : patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs,[rights in computer software database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
      Order: the Customer's order for Services as set out overleaf.

      Services: the services, including the Deliverables, supplied by the Supplier to the Customer as set out in the Specification.
      : the description or specification of the Services provided in writing by the Supplier to the Customer.
      : Aunties Doggie (Franchise) Limited registered in England and Wales with company number 09405796.
      Supplier Materials
      : has the meaning set out in clause 4.1(h).

    2. Interpretation:

    3. A reference to a statute or statutory provision is a reference to it as amended or re- enacted. A reference to a statute or statutory provision includes all subordinate legislation made under that statute or statutory provision.

    4. Any words following the terms including, include, in particular, for example or any similar expression, shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

    5. A reference to writing or written includes fax and email.

  2. Basis of contract
    1. The Order constitutes an offer by the Customer to purchase Services in accordance with these Conditions.

    2. The Order shall only be deemed to be accepted when the Supplier issues written acceptance of the Order at which point and on which date the Contract shall come into existence (Commencement Date).

    3. Any samples, drawings, descriptive matter or advertising issued by the Supplier, and any descriptions or illustrations contained in the Supplier's catalogues or brochures, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Contract or have any contractual force.

    4. These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

    5. Any quotation given by the Supplier shall not constitute an offer, and is only valid at the time of the on line booking.

  3. Supply of Services
    1. The Supplier shall supply the Services to the Customer in accordance with the Specification in all material respects.

    2. The Supplier shall use all reasonable endeavours to meet any performance dates specified in our published courses dates, but time shall not be of the essence for performance of the Services.

    3. The Supplier reserves the right to amend the Specification if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Services, and the Supplier shall notify the Customer in any such event.

    4. The Supplier warrants to the Customer that the Services will be provided using reasonable care and skill.

  4. Customer's obligations
    1. The Customer shall:
      1. ensure that the terms of the Order and any information it provides are complete and accurate;
      2. co-operate with the Supplier in all matters relating to the Services;

      3. provide the Supplier with such information as the Supplier may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;
      4. comply with all applicable laws, including health and safety laws;

    2. If the Supplier's performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the Customer or failure by the Customer to perform any relevant obligation (Customer Default):
      1. without limiting or affecting any other right or remedy available to it, the Supplier shall have the right to suspend performance of the Services until the Customer remedies the Customer Default, and to rely on the Customer Default to relieve it from the performance of any of its obligations in each case to the extent the Customer Default prevents or delays the Supplier's performance of any of its obligations;

      2. the Supplier shall not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from the Supplier's failure or delay to perform any of its obligations as set out in this clause 4.2; and

  5. Charges and payment
    1. The Charges for the Services shall be in accordance with our published prices as amended from time to time. These can be found on our website http://doggiedaycaretraining.co.uk

    2. In order to secure a place on a course, the Customer must pay a deposit of 25% on the course fee at the time of booking on line. Except in exceptional circumstances, the deposit shall be non-refundable.

    3. The Customer shall pay for the Services in full at least 4 weeks before the course, the due date. If at the time of booking on line, the course is due to take place within 4 weeks all of the course fee must be paid to secure a place on the course.

    4. In the event of cancellation by the Supplier, the course fee will be refunded in full or the Customer will be offered a place on an alternative course.

    5. In the event of cancellation by the Customer, the course fees will not normally be refunded. Any refund is entirely at the discretion of the Supplier.

    6. If the Customer fails to make a balancing payment due to the Supplier under the Contract by the due date the Customers deposit will not be refunded and the booking cancelled.

  6. Intellectual property rights
    1. All Intellectual Property Rights in or arising out of or in connection with the Services (other than Intellectual Property Rights in any materials provided by the Customer) shall be owned by the Supplier.

  7. Data protection and data processing
    1. The Customer and the Supplier acknowledge that for the purposes of the Data Protection Act 1998, the Customer is the Data Controller and the Supplier is the data processor in respect of any Personal Data.

    2. The Supplier shall process the Personal Data only in accordance with the Customer's instructions from time to time and shall not process the Personal Data for any purposes other than those expressly authorised by the Customer.

    3. The Supplier shall take reasonable steps to ensure the reliability of all its employees who have access to the Personal Data.

    4. The Supplier will process the Personal Data in compliance with all applicable laws, enactments, regulations, orders, standards and other similar instruments.

    5. The Supplier warrants that, having regard to the state of technological development and the costs of implementing any measures, it will:
      1. take appropriate technical and organisational measures against the unauthorised or unlawful processing of Personal Data and against the accidental loss or destruction of, or damage to, Personal Data to ensure a level of security appropriate to:
        1. the harm that might result from such unauthorised or unlawful processing or accidental loss, destruction or damage; and
      2. take reasonable steps to ensure compliance with those measures.

    6. The Supplier may authorise a third party (subcontractor) to process the Personal Data provided that the subcontractor's contract:
      1. is on terms which are substantially the same as those set out in the Contract; and
      2. terminates automatically on termination of the Contract for any reason.

  8. Limitation of liability:
    1. Nothing in the Contract shall limit or exclude the Supplier's liability for:
      1. death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
      2. fraud or fraudulent misrepresentation; or

      3. breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession) or any other liability which cannot be limited or excluded by applicable law.

    2. Subject to clause 8.1, the Supplier shall not be liable to the Customer, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for any indirect or consequential loss.

    3. Subject to clause 8.1, the Supplier's total liability to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract shall be limited to the total Charges paid under the Contract.

    4. The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.

    5. This clause 8 shall survive termination of the Contract.

  9. General
    1. Force majeure. Neither party shall be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.

    2. Entire agreement.
      1. The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
      2. Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.
      3. Nothing in this clause shall limit or exclude any liability for fraud.

    3. Governing law. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by, and construed in accordance with the law of England and Wales.