Terms & Conditions

1 Interpretation

1.1 The definitions and rules of interpretation in this clause apply in these Terms and Conditions.

“Business Day” means Monday to Friday (inclusive) except bank or public holidays in England;

“Client” means any person or person from an organisation undergoing the Training;

“Completion” means the completion of the Training by the Client;

“Training Documentation” means the documentation provided by the Supplier as part of the Training including the Pre-Training Materials;

“Fee” means the fee for the relevant Training;

“Intellectual Property” means any and all copyright and related rights, trade marks, trade names and domain names, rights in get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (and rights to apply) for, and renewals or extensions of, 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;

“Training” means the training as referenced on this www.workpraxis.com website only (not on the Fulcrium website) to be provided by the Supplier and would include but is not limited to management techniques, improv, provocative interventions, comedy and acting.

“Pre-Training Material” means the materials sent to the Client prior to the Training;

“Supplier” means Workpraxis which is a division of Fulcrium Limited.

1.2 Clause headings do not affect the interpretation of these Terms and Conditions.

1.3 Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.

1.4 A reference to a law is a reference to it as it is in force for the time being, taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it.

1.5 Words in the singular include the plural and in the plural include the singular.

1.6 Any words following the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.

2 Training

2.1 The Supplier shall use reasonable endeavours to provide the Training.

2.2 The Supplier shall use reasonable endeavours to meet any dates specified in the Training, but any such dates shall be estimates only and time shall not be of the essence of these Terms and Conditions.

2.3 Client accepts that at all times, any statements and claims about the Training made by Supplier are to be interpreted within the context of the Training and that no absolute guarantees or outcomes are being promised by Supplier at any time before, during or after the Training.

2.4 The Training is not a substitute for any medical attention that clients may require. Clients must be physically and mentally fit to withstand the rigours of Training. If there are any doubts relating to the physical or mental fitness of clients to undertake Training, reference should be made to a medical doctor. The onus is entirely with the client to ensure his or her physical and mental fitness to undergo Training and the Supplier cannot and will not accept any responsibility in this regard.

2.5 Some of the Training such as improv exercises does not primarily rely on accepted methods of interacting and communicating with clients in a supportive manner. Clients should be aware that sometimes instead of calmly listening and supporting the “good” impulses clients have, and helping them overcome the bad, the Supplier may adopt a provocative, humorous devil’s advocate stance that specifically supports the “negative” impulses of the client, so that the client must try to defend against these impulses when voiced.

2.6 The Training also incorporates improv brainstorming elements of the absurd, with trainers sometimes making bizarre assertions and suggestions. Trainers may use vast amounts of exaggeration and this really has the specific goal of letting clients fight the negatives brought to light, while often shocking them with statements so absurd, they begin to abandon their usual patterns of thinking and set off in new directions. Those unappreciative of improv, standup comedy, brainstorming extreme humour or tongue in cheek statements and assertions might find this form of training challenging and counterproductive. The onus is entirely with the client to accept and embrace any unconventional aspects of the Training and the Supplier cannot and will not accept any responsibility in this regard. If client feels he or she might get offended or take issue with any unconventional aspects of this training, then client should not sign-up for and attend any of the Supplier’s Training.

3 Intellectual Property

3.1 The Client acknowledges and agrees that any and all Intellectual Property in and relating to the Training and the Training Documentation and any other information or materials supplied by the Supplier belongs and shall belong to the Supplier, and the Client shall have no rights in or to such rights other than the right to use it in accordance with the terms of these Terms and Conditions.

3.2 Delegates attending training programmes sessions are expected to switch off their mobile phones (or turn on to silence) during sessions, lectures and workshops. Normal rules of confidentiality apply to all of the courses therefore recording of the sessions, lectures and workshops is not permitted.

3.3 Copyright
Workpraxis is a division of Fulcrium Ltd which retains copyright of all materials, techniques, ideas and programme design. Delegates are given permission to photocopy handouts and worksheets strictly for individual personal use only. Material and manuals and ideas and techniques taught are not licensed for sharing, distribution, electronic distribution or re-sale or for teaching our programmes or for coaching other individuals.

4 Confidentiality

4.1 The Client shall at all times keep secret and confidential all technical or commercial know-how, specifications, methods, techniques, inventions, processes, initiatives, Intellectual Property, business and trade secrets relating to the Training and the Training Documentation. It shall also keep confidential any information of a confidential nature disclosed to the Client by the Supplier, its employees, agents or sub-contractors and any other confidential information concerning the Supplier’s business which the Client may obtain.

4.2 The above 4.1 shall not apply to confidential information which:

(a) is in the public domain;

(b) subsequently enters the public domain otherwise than as a result of unauthorised disclosure by the Client or any other person; or

(c) is required to be disclosed as a matter of law.

4.3 This clause 4 shall survive the expiry or termination of the Agreement, however arising.

5 Delivery

5.1 Any dates specified by the Supplier for delivery of the Training may be changed by the Supplier giving reasonable notice and the Training may be cancelled by the Supplier at any time. The Client’s sole remedy for cancellation will be the return of any Fees paid in advance except for training that is classified as “customised”.

5.2 The training may be delivered through electronic means including but not limited to email, phone, mobile communications, Skype and social media.

6 Cancellation

6.1 The Client may cancel its order for the Training or Coaching in writing within five (5) working days after the Client has placed the order unless the training / coaching is “customised” or part or all of the Training has been delivered to the Client before that date. To cancel the order the Client must inform the Supplier in writing of such decision.

6.2 In the event the Client cancels the training in accordance with clause 6.1 if it has received any Pre-Training Materials prior to such cancellation it must return them at its expense to the Supplier.

6.3 The Supplier will reimburse any Fees paid within 30 days of the date of cancellation less any credit card or other payment processing charges.

6.4 Other than in accordance with clause 6.1 you may not cancel your order for the Training or Coaching.

6.5 It is a pre-condition that the Client complete ALL assigned pre-work and post-course work to the standard specified by the Trainer including but not limited to “length” of required responses and quality such as the level of “self disclosure” required for the training exercises.  If Client continues to participate on any Workpraxis Training without fully completing the pre-work and in addition does not complete post-course work to the required standard, then Workpraxis will not be liable to the refund of any fees in connection to any guarantees that may have been specified.

7 Fees

7.1 The Client undertakes to pay the Supplier the Fee prior to the date the Training is to be delivered.

7.2 All amounts payable under these Terms and Conditions are exclusive of value added (or like) tax which may be payable on them and shall be paid gross without any deduction of any withholding or other income taxes.

7.3 No payment shall be deemed to have been received until the Supplier has received cleared funds.

7.4 Time for payment by the Client shall be of the essence of these Terms and Conditions.

7.5 The provisions of this clause 6 shall remain in effect notwithstanding termination or expiry of these Terms and Conditions until the settlement of all subsisting claims by the Supplier.

8 Limitation of Liability

8.1 This clause 8 sets out the entire financial liability of the Supplier (including any liability for the acts or omissions of its employees, agents, consultants, and subcontractors) to the Client in respect of:

(a) any breach of these Terms and Conditions;

(b) any use made by the Client of the Training and the Documentation in whole or in part; and

(c) any representation, statement or tortious act or omission (including negligence) arising under or in connection with these Terms and Conditions.

8.2 Nothing in these Terms and Conditions limits or excludes either party’s liability for:

(a) death or personal injury including from either party’s negligence; or

(b) for any damages or liability incurred by either party as a result of fraud or fraudulent misrepresentation by the other party; or

(c) for any sort of liability that, by law, cannot be limited or excluded.

8.3 The express undertakings and warranties given by the Supplier in these Terms and Conditions are in lieu of all other warranties, conditions, terms, undertakings and obligations, whether express or implied by statute, common law, custom, trade usage, training of dealing or in any other way and all warranties, conditions and other terms implied by statute or common law are excluded from these Terms and Conditions to the fullest extent permitted by law.

8.4 Subject to clause 8.2:

(a) the Supplier shall not be liable for loss of profits; or loss of business; or depletion of goodwill and/or similar losses; or loss of anticipated savings; or loss of goods; or loss of contract; or loss of use; or loss or corruption of data or information; or any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses; and

(b) the Supplier’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise shall be limited to the actual Fee paid (cleared funds) for the Training.

8.5 The Supplier does not guarantee that the use of the Training techniques by the Client will lead to any particular results or that the use of the techniques will be successful on the Client.

8.6 The provisions of this clause 8 shall remain in effect notwithstanding the expiry or termination of these Terms and Conditions, howsoever caused.

9 Force Majeure

9.1 If the performance by the Supplier of any of its obligations under these Terms and Conditions is delayed or prevented by circumstances beyond its reasonable control, the Supplier will not be in breach of these Terms and Conditions because of that delay in performance. However, if the delay in performance is more than six (6) months, the Client may terminate these Terms and Conditions with immediate effect by giving written notice to the Supplier.

10 General

10.1 Assignment: The Client shall not assign, transfer, charge, encumber or otherwise deal with the whole or any part of these Terms and Conditions or its obligations under it. The Supplier may assign, transfer, charge, encumber or otherwise deal with the whole or any part of these Terms and Conditions or any obligation under it.

10.2 Illegal/unenforceable provisions: If the whole or any part of any provision of these Terms and Conditions is void or unenforceable in any jurisdiction, the other provisions of these Terms and Conditions, and the rest of the void or unenforceable provision, will continue in force in that jurisdiction, and the validity and enforceability of that provision in any other jurisdiction will not be affected.

10.3 Waiver of rights: If a party fails to enforce, or delays in enforcing, an obligation of the other party, or fails to exercise, or delays in exercising, a right under these Terms and Conditions, that failure or delay will not affect its right to enforce that obligation or constitute a waiver of that right. Any waiver of any provision of these Terms and Conditions will not, unless expressly stated to the contrary, constitute a waiver of that provision on a future occasion.

10.4 No agency: Nothing in these Terms and Conditions creates, implies or evidences any partnership or joint venture between the parties, or the relationship between them of principal and agent. Neither party has any authority to make any representation or commitment, or to incur any liability, on behalf of the other.

10.5 Entire Agreement: These Terms and Conditions constitute the entire agreement between the parties relating to its subject matter. Each party acknowledges that it has not entered into these Terms and Conditions on the basis of any warranty, representation, statement, agreement or undertaking except those expressly set out in these Terms and Conditions. Each party waives any claim for breach of these Terms and Conditions, or any right to rescind these Terms and Conditions in respect of any representation which is not an express provision of these Terms and Conditions. However, this clause does not exclude any liability which either party may have to the other (or any right which either party may have to rescind these Terms and Conditions) in respect of any fraud or fraudulent misrepresentation.

10.6 Amendments: These Terms and Conditions may be subject to amendment from time to time. If these terms and conditions are altered you will be notified by email, letter or other appropriate medium. If you have any uncertainties about these conditions as they might apply to you or your training, it is your responsibility to clarify the situation by contacting us before your training commences.

10.7 Third Parties: A person who is not a party to these Terms and Conditions has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any terms of these Terms and Conditions and no one except a party to these Terms and Conditions may enforce any benefit conferred by these Terms and Conditions, unless these Terms and Conditions expressly provides otherwise.

10.8 Governing law: These Terms and Conditions is governed by, and is to be construed in accordance with English law and the English Courts will have exclusive jurisdiction to deal with any dispute which has arisen or may arise out of, or in connection with, these Terms and Conditions.

10.9 Photo & Video Release: We may capture photos and videos for promotional and marketing purposes. Your participation in any events or activity or benchmarking or training indicates consent for your image and/or video to be used in these materials.