Xi Training Ltd. Terms & Conditions of Contract

Definitions:

In this contract:-

"Xi” means Xi Training Limited;

“the Customer” means the delegate, his agent or his customer and

“Supplies” means the services and or materials supplied by Xi to the customer.

1 PRICES:

I. All prices quoted are in pounds sterling and subject to VAT at current rates. Where a fixed price quotation has been offered, Xi reserves the right to increase this fixed price quotation before or after a contract is issued to the extent that the cost to Xi of procuring or manufacturing the services or materials has increased due to any circumstances beyond its reasonable control. Notice will be given to the Customer in writing. (The customer shall be bound by such notified increase unless the Customer shall give counter notice within 3 days to terminate the contract)

II. Unless stated to the contrary in the quotation, Xi price quoted does not include delivery of materials/equipment which if required by the Customer in its purchase order shall be charged at an extra cost.

2 ACCEPTANCE:

I. All quotations are given and all orders accepted by Xi only upon these conditions to the exclusion of all other terms and conditions including the Customer’s terms and conditions of purchase contained in any order, letter, email or form of contract or any other communication between Xi and the customer.

II. Xi will at the request of the Customer make a visit to the Customers site prior to the start date of work to ascertain what, if any problems or extra costs may be incurred. The cost of this visit will be borne by the Customer.

III. On the issue of an invoice or acknowledgement of order form by Xi, the Customer will be deemed to have accepted these conditions. No variation will be accepted to these conditions unless stated on the face of the order form or invoice or as otherwise agreed in writing by a Director of Xi.

3 PAYMENT AND CANCELLATION:

I. Bookings are regarded as confirmed only upon receipt of a 10% deposit per individual or a company purchase order.

II. Bookings placed by purchase order are binding. Payment will be required in full for the number of candidates and duration of training specified on the order.

III. Payment for courses is required in full at least 10 working days before the first day of the course unless a company account is set in place. Time of payment shall be of the essence in every contract. If there is a query by the Customer, this must be received at the registered office of Xi within 7 days of the invoice date.

Xi reserves the right to refuse attendance to participants who do not meet this requirement.

IV. You will be charged your deposit of 10% for cancellations in writing if less than 9 days notice is given.

V. You will be charged 50% of the total cost if a cancellation is made less than 48hours before the date of training and 75% of the total cost if cancelled less than 24hours before the day.

VI. Please note that if delegates do not arrive on the day you will be subject to 100% of the costs.

All notices of cancellation must be in writing.

VII. Inability to attend the course due to illness must be substantiated with appropriate medical evidence. In such circumstances XI reserve the right to offer an alternative course date or a full / part refund.

VIII. If course demand is insufficient Xi reserve the right to offer participants an alternative course date or a full refund.

IX. The course fees which include an element for accommodation cannot be refunded if accommodation is not taken on arrival on the course.

X. Payment shall be made in sterling.

XI. Payment for ‘Total Solution’ is payable in full at the beginning of the contract.

XII. Failure to pay invoices by the due date will attract interest of 2% above National Westminster Bank Plc lending rate calculated on a daily basis on all overdue amounts until the amount due including the interest is paid in full, irrespective of whether payment has been formally demanded or judgment entered. The Customer shall not be entitled to set off any claim against payment of any amounts owing to Xi.

XIII. If the Customer is in arrears in making any payment due to Xi under any contract or Xi has reason to believe that any payment (whether or not any agreed credit limit has expired) will not be met by the Customer when due then Xi may without incurring any liability to the Customer for failure to deliver or complete contracted works, suspend further work and/or delivery under any contract with the Customer and require immediate payment for all work done and materials supplied or obtained for the contract to date and further payment in advance before continuing work or making a delivery of materials/equipment.

4 MEDICAL CONDITIONS:

I. Xi Training Ltd will not accept bookings for courses involving exposure to height from candidates with medical contra-indications against working at height. A non-exhaustive list of such conditions is given below.

• Heart disease / chest pain
• High blood pressure
• Epilepsy, fits, blackouts
• Fear of heights / vertigo
• Giddiness / difficulty with balance
• Impaired limb function
• Alcohol or drug dependence
• Psychiatric illness / counselling
• Diabetes

II. It is the responsibility of the individual or organisation making the booking to ensure that candidates attending the courses are free of any of the conditions described above or any other medical condition that could impair their ability on the training course to which they have subscribed.

III. By submitting a course booking form, the applicant asserts that candidates are physically fit for the intended course.

It is unlikely that applicants can be certain of being free of contra-indications without a proper examination by a GP.

5 NOTICES:

I. Any notices to be given shall be in writing and be deemed to be given if left as the last known address of Xi or as the case may be (marked for attention of Company Secretary or the individual(s) carrying on the business as appropriate or sent to the same by first class post, email, or facsimile and shall be deemed to have been received five days after dispatch if by post, or six hours after receipt of a transmission in legible form, or after delivery if by hand.

6 GOVERNING LAW:

I. In any case where the Customer is domiciled outside the UK and has no place of business there, and performance of the contract is entirely outside the UK then the construction validity and performance of there Conditions shall be governed by the Law of England and the Customer submits to the non-exclusive jurisdiction of the courts of England.