1. These terms and conditions
1.1 These terms will apply to all rowing and training services (“the Services”) provided by Invictus International Limited (Previously X Row Limited) (“we”, “us” or “CIL”) to the client (“you” or “the Client”).
1.2 These terms and conditions along with the Booking Form and Contract Summary will together form the agreement between you and us (“the Agreement”).
1.3 Any defined terms used in these terms and conditions shall have the meaning as set out in the Booking Form and Contract Summary unless expressly stated otherwise.
1.4 These terms and conditions may not be released discharged supplemented interpreted varied or modified in any manner except as agreed and put in writing signed by both parties.
1.5 You (or someone on behalf of the Client) may sign the Booking Form and Contract Summary where indicated to confirm your acceptance of the terms of the Agreement. Alternatively, if you do not sign and we begin providing the Services you will be deemed to have accepted these terms in any event and will be bound by such terms.
2. The Services
2.1 We will provide the Services to you as set out in the Booking Form and Contract Summary.
2.2 We will carry out the Services with reasonable care and skill.
2.3 We shall 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.
2.4 If we are required to make changes to the Services or the training session due to circumstances beyond our control, then we shall notify you as soon as possible and use our reasonable endeavours to ensure that such changes are kept to a minimum or cause as little disruption as possible.
2.5 You agree to supply us with all necessary information which we will reasonably require for us to be able to perform the Services. If you do not provide us with such information we will not be liable to you for any failure to carry out the Services as a result.
3. Clients
3.1 You warrant and undertake to us that:
3.1.1 each of the Clients is participating in the service of his or her own free choice and that no undue pressure has been put on any client to participate in the service;
3.1.2 you are not aware of any reason why any client should not participate in the Service.
3.2 You acknowledge that each client shall participate in the services provided at his or her own risk. It is for each client to ensure that he/she has the appropriate level of fitness and skill to participate in the service provided.
3.3 You must ensure that each client will have to fill out a provided copy of the Waiver and Medical Form as set out in Schedule 1 prior to booking the service date. If we do not obtain a completed and signed Waiver and Medical Form from a client he or she will not be permitted to participate in the Service. See clause 5.1.1
3.4 You shall, and shall procure that each Client shall, comply with any reasonable request we may make in connection with the provision of the Services.
3.5 You shall, and shall procure that each Client shall, comply with all instructions given by us or somebody on our behalf during the Service, including all instructions given by our trainers or rowing instructors.
3.6 You agree that if at any time in our opinion (including the opinion of any trainer or instructor engaged by us) there is a risk that any individual Client is unable to participate in the Service without endangering his or her own the health and safety or the health and safety of the other Clients or any other third party then we shall have the right to require the individual Client in question to withdraw from the Service. In such circumstances, you will not be entitled to be refunded any amount in respect of that Client.
3.7 Clients shall be invited by to complete a photographic release form (as set out in Schedule 2) allowing us to publish photographs and video featuring the relevant Client but no Client shall be obliged to complete such form or shall be pressured to give their consent. For the avoidance of doubt the parties agree that failure to sign the photographic release form shall not prohibit us from publishing any image or video featuring the relevant Client but we shall use reasonable endeavours to limit such publication.
4. Price and payment
4.1 The Price payable by you to us in respect of the Services will be those set out in the Booking Form and Contract Summary.
4.2 You must make payment of our fees (British Pound Stirling) in accordance with the payment terms in the Booking Form and Contract Summary.
4.3 If any sums are outstanding and due for payment to us we reserve the right to immediately suspend the provision of any further Services without further recourse to you and, for the avoidance of doubt, this may result in us not providing or putting on the service itself.
4.4 You will be liable to pay additional fees to us in such circumstances where we are required to provide alternative or additional Services as described in clause 2.
4.5 In the absence of any contrary terms in the Contract Summary, all invoices and payments of services or any other item not included in the Price must be settled before the service is conducted.
4.6 We shall be entitled to charge interest on any overdue sum at the rate of 4% over the base rate of Barclays plc from time to time (such interest to accrue and to compound with the principle sum on a weekly basis).
4.7 All prices quoted are exclusive of VAT.
4.8 Payment shall be made without any set-off, deduction or counter-claim.
4.8.1 Details of services prices are available on our website or shall be such prices as determined by the company from time to time.
5. Cancellation and termination
5.1 You may cancel the 1-1 service by logging on to the online booking system no less than 48 hours before the service starts .
5.1.1 We (Invictus international Limited) reserve the right to cancel the event if they client fails to submit all the client medical and wavier forms 5 days before the event. In doing so the client will be charged an admin fee of 1/3 the cost of the event. The remainder of the costs that has already been paid will be refunded to the client.
5.2 If you cancel the Event in accordance with clause 5.1, you will be able to rearrange the service at a later date
5.3 We will be entitled to cancel the Service and terminate this Agreement on notice to you in the event that:
5.5.1 you fail to pay any invoice when due; or
5.5.2 you fail to co-operate with us in the performance of the Services; or
5.5.3 you are in material breach of any other provision of the Agreement and, if the breach is capable of remedy, have failed to remedy that breach within 30 days.
5.6 We reserve the right to postpone the Service:
5.6.1 due to bad weather or poor conditions on the Service Date; or
5.6.2 for any other reason where we believe that the health and safety of the Client might be put at risk should the Service take place; or
5.6.3 due to any circumstances beyond our reasonable control.
The decision to postpone the Service shall be at our absolute discretion. If the Service is postponed then we shall endeavour to rearrange the Service for an alternative date convenient to both parties but if no such date can be found within one month of the original Service Date then this Agreement shall terminate and we shall refund you the Price in full.
5.7 All terms of this Agreement which are capable of surviving termination will continue in full force and effect following termination of this Agreement.
6. Liability
6.1 You will be liable to us for any loss or damage we may suffer or incur in respect of any breach by you of the terms of this Agreement howsoever caused. Furthermore, you agree to indemnify us against any loss or damage we may incur due to damage to our property or equipment or the property or equipment of a third party as a result of your acts or omissions.
6.2 You agree that our liability in respect of any loss under the Agreement with you shall be limited in accordance with these terms and conditions.
6.3 Nothing in these terms will limit or exclude our liability to you for death or personal injury, fraud or fraudulent misrepresentation arising as a result of our negligence or the negligence of our employees, agents or sub- contractors.
6.4 Subject to clause 6.3, Invictus International Limited will not be liable to you for any property damage (and we recommend that you and the Clients do not take or wear any valuables to or during the Service) loss of profit, indirect or consequential loss or damage such as loss of anticipated savings, data loss, lost opportunity, lost bargain, lost reputation or otherwise whether such loss or damage arises from breach of contract, our negligence, the negligence of our employees, agents, sub-contractors or otherwise, any tort other than negligence, breach of statutory duty or otherwise.
6.5 The aggregate liability of Invictus International Limited including the liability of our employees, agents, sub-contractors in relation to the Services will (except in relation to liability as set out in clause 6.3) be limited to the amount paid to us by you under this Agreement.
6.6 No claim may be brought against Invictus International Limited in relation to any Services more than 12 months following the Service Date.
6.7 You accept that the limitations of our liability set out above are reasonable in all the circumstances.
6.8 Without prejudice to clause 5.6, if a party (the "Affected Party") is prevented, hindered or delayed from or in performing any of its obligations under this Agreement by a Force Majeure Event the Affected Party's obligations under this Agreement are suspended while the Force Majeure Event continues and to the extent that it is prevented, hindered or delayed, provided that as soon as reasonably possible after the start of the Force Majeure Event the Affected Party notifies the other party of the Force Majeure Event, the date on which the Force Majeure Event started and the effects of the Force Majeure Event on its ability to perform its obligations under this Agreement. The Affected Party will use its best endeavours to mitigate the effects of the Force Majeure Event on the performance of its obligations under this Agreement. For these purposes "Force Majeure Event" means an act of God, storm, fire, flood, civil commotion or war or act of terrorism or any other event which is outside the reasonable control of the Affected Party.
7. Data Protection
Each party warrants to the other that it will duly observe all its obligations under the Data Protection Act 1998. In particular, TLD confirms that it shall process the personal information of any Guests fairly and lawfully and will only use such personal information for purposes connected to the Event and the Services.
8. Confidential Information
8.1 Each party agrees with the other not to divulge or allow to be divulged any confidential information relating to the other’s business or affairs other than to its employees, associates or contractors who are subject to appropriate non-disclosure undertakings (if required), or where the other party has consented to such disclosure or where required by law to make such disclosure. Either party may upon termination of this Agreement require by notice in writing to the other party the destruction or return of any confidential material in that party’s possession.
8.2 We shall be entitled to refer to the provision of Services to you for any purpose in connection with our business provided that we notify you prior to any such published reference.
9. General
9.1 No term of the Agreement will be enforceable by virtue of the Contract (Rights of Third Parties) Act 1999 by any person that is not a party to it.
9.2 Each of the parties warrants its power to enter into the Agreement and has obtained all necessary approvals to do so.
9.3 Each party acknowledges that these terms and conditions and the Booking Form online and Contract Summary contain the whole agreement between the parties and that it has not relied upon any oral or written representations made to it by the other or its employees or agents and has made its own independent investigations into all matters relevant to it.
9.4 Any notice to be served on either of the parties by the other shall be sent by pre-paid recorded delivery, registered post, fax or email to the address of the relevant party shown in the Booking Form online and Contract Summary at the start of this Agreement or such other physical or electronic address as may be notified by one party to the other.
9.5 This Agreement may be executed in any number of counterparts and by the parties to it on separate counterparts, each of which will be an original and all of which together shall constitute one instrument. This Agreement shall not be effective until each of the parties has executed at least one counterpart.
9.6 If any provision of this Agreement is, or is found to be, illegal, invalid or unenforceable, the remaining provisions shall continue in full force and effect and shall not be affected by such illegality, invalidity or unenforceability.
9.7 Failure by us to enforce at any time or for any period any one or more of the terms or conditions of this Agreement shall not be a waiver by us of them or the right at any time subsequently to enforce all terms and conditions of this Agreement.
9.8 This Agreement shall be governed by English law in every particular including formation and interpretation and shall be deemed to have been made in England.
9.9 Any proceedings arising out of or in connection with this Agreement may be brought in any court of competent jurisdiction in England or Wales.
