Welcome to Klozers!
These terms and conditions outline the rules and regulations for the use of the Klozers Website, located at https://www.klozers.com/.
By accessing this website we assume you accept these terms and conditions. Do not continue to use Klozers if you do not agree to take all of the terms and conditions stated on this page.
The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice and all Agreements: “Client”, “You” and “Your” refers to you, the person log on this website and compliant to the Company’s terms and conditions. “The Company”, “Ourselves”, “We”, “Our” and “Us”, refers to our Company. “Party”, “Parties”, or “Us”, refers to both the Client and ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner for the express purpose of meeting the Client’s needs in respect of provision of the Company’s stated services, in accordance with and subject to, prevailing law of GB. Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable and therefore as referring to same.
Cookies
We employ the use of cookies. By accessing Klozers, you agreed to use cookies in agreement with the Klozers’s Privacy Policy.
Most interactive websites use cookies to let us retrieve the user’s details for each visit. Cookies are used by our website to enable the functionality of certain areas to make it easier for people visiting our website. Some of our affiliate/advertising partners may also use cookies.
License
Unless otherwise stated, Klozers and/or its licensors own the intellectual property rights for all material on Klozers. All intellectual property rights are reserved. You may access this from Klozers for your own personal use subjected to restrictions set in these terms and conditions.
You must not:
*Republish material from Klozers
*Sell, rent or sub-license material from Klozers
*Reproduce, duplicate or copy material from Klozers
*Redistribute content from Klozers
This Agreement shall begin on the date hereof.
Parts of this website offer an opportunity for users to post and exchange opinions and information in certain areas of the website. Klozers does not filter, edit, publish or review Comments prior to their presence on the website. Comments do not reflect the views and opinions of Klozers, its agents and/or affiliates.
Comments reflect the views and opinions of the person who post their views and opinions. To the extent permitted by applicable laws, Klozers shall not be liable for the Comments or for any liability, damages or expenses caused and/or suffered as a result of any use of and/or posting of and/or appearance of the Comments on this website.
Klozers reserves the right to monitor all Comments and to remove any Comments which can be considered inappropriate, offensive or causes breach of these Terms and Conditions.
You warrant and represent that:
* You are entitled to post the Comments on our website and have all necessary licenses and consents to do so;
*The Comments do not invade any intellectual property right, including without limitation copyright, patent or trademark of any third party;
*The Comments do not contain any defamatory, libelous, offensive, indecent or otherwise unlawful material which is an invasion of privacy.
*The Comments will not be used to solicit or promote business or custom or present commercial activities or unlawful activity.
*You hereby grant Klozers a non-exclusive license to use, reproduce, edit and authorize others to use, reproduce and edit any of your Comments in any and all forms, formats or media.
*Hyperlinking to our Content:
The following organizations may link to our Website without prior written approval:
*Government agencies;
*Search engines;
*News organizations;
*Online directory distributors may link to our Website in the same manner as they hyperlink to the Websites of other listed businesses; and
*System wide Accredited Businesses except soliciting non-profit organizations, charity shopping malls, and charity fundraising groups which may not hyperlink to our Web site.
These organizations may link to our home page, to publications or to other Website information so long as the link: (a) is not in any way deceptive; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products and/or services; and (c) fits within the context of the linking party’s site.
We may consider and approve other link requests from the following types of organizations:
*commonly-known consumer and/or business information sources;
*dot.com community sites;
*associations or other groups representing charities;
*online directory distributors;
*internet portals;
*accounting, law and consulting firms; and
*educational institutions and trade associations.
*Affiliates and Partners registered and approved by Klozers.
We will approve link requests from these organizations if we decide that: (a) the link would not make us look unfavorably to ourselves or to our accredited businesses; (b) the organization does not have any negative records with us; (c) the benefit to us from the visibility of the hyperlink compensates the absence of Klozers; and (d) the link is in the context of general resource information.
These organizations may link to our home page so long as the link: (a) is not in any way deceptive; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products or services; and (c) fits within the context of the linking party’s site.
If you are one of the organizations listed in paragraph 2 above and are interested in linking to our website, you must inform us by sending an e-mail to Klozers.
Please include your name, your organization name, contact information as well as the URL of your site, a list of any URLs from which you intend to link to our Website, and a list of the URLs on our site to which you would like to link. Wait 2-3 weeks for a response.
Approved organizations may hyperlink to our Website as follows:
By use of our corporate name; or
By use of the uniform resource locator being linked to; or
By use of any other description of our Website being linked to that makes sense within the context and format of content on the linking party’s site.
No use of Klozers’s logo or other artwork will be allowed for linking absent a trademark license agreement.
Affiliate Links
Affiliate links are subject to the following disclaimer: Please remember that we may receive a commission when you click on our links to make a purchase. This, however, has no bearing on our reviews and comparisons. We will do our best to keep things fair and balanced to assist you in making the best decision for you.
iFrames
Without prior approval and written permission, you may not create frames around our Webpages that alter in any way the visual presentation or appearance of our Website.
Content Liability
We shall not be hold responsible for any content that appears on your Website. You agree to protect and defend us against all claims that is rising on your Website. No link(s) should appear on any Website that may be interpreted as libelous, obscene or criminal, or which infringes, otherwise violates, or advocates the infringement or other violation of, any third party rights.
Reservation of Rights
We reserve the right to request that you remove all links or any particular link to our Website. You approve to immediately remove all links to our Website upon request. We also reserve the right to amen these terms and conditions and it’s linking policy at any time. By continuously linking to our Website, you agree to be bound to and follow these linking terms and conditions.
Removal of links from our website
If you find any link on our Website that is offensive for any reason, you are free to contact and inform us any moment. We will consider requests to remove links but we are not obligated to or so or to respond to you directly.
We do not ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we promise to ensure that the website remains available or that the material on the website is kept up to date.
Disclaimer
To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website. Nothing in this disclaimer will:
limit or exclude our or your liability for death or personal injury;
limit or exclude our or your liability for fraud or fraudulent misrepresentation;
limit any of our or your liabilities in any way that is not permitted under applicable law; or
exclude any of our or your liabilities that may not be excluded under applicable law.
The limitations and prohibitions of liability set in this Section and elsewhere in this disclaimer: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer, including liabilities arising in contract, in tort and for breach of statutory duty.
As long as the website and the information and services on the website are provided free of charge, we will not be liable for any loss or damage of any nature.
SALES TRAINING & COACHING SERVICES – TERMS & CONDITIONS
1. DEFINITIONS AND INTERPRETATION
1.1 In this Agreement, unless the context otherwise requires, the following expressions shall have the following meanings:
“Agreement” means this agreement including any schedules, annexes, or statements of work;
“Business Day” means any day other than a Saturday, Sunday, or public holiday in Scotland;
“Confidential Information” means any information disclosed by one Party to the other under this Agreement which is marked as confidential or which would reasonably be considered confidential;
“Deliverables” means all materials, documents, and deliverables to be produced by the Service Provider as part of the Services;
“Fees” means the fees payable by the Client for the Services as set out in Schedule 1 or applicable Statement of Work;
“Intellectual Property Rights” means patents, utility models, rights to inventions, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database rights, topography rights, moral rights, 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 for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world:
“Services” means the services to be provided by the Service Provider as described in the Quotation, Schedule 1 or applicable Statement of Work:
“Statement of Work” or “SOW” means a document agreed between the Parties that describes specific Services to be performed, Deliverables to be provided, timelines, Fees, and other relevant details.
2. SERVICES
2.1 The Service Provider shall provide the Services to the Client in accordance with the terms of this Agreement and the applicable Statement of Work.
2.2 The Service Provider shall: (a) perform the Services with reasonable skill and care; (b) use suitably skilled and experienced personnel; (c) comply with all applicable laws and regulations; and (d) meet any performance dates specified in the SOW, subject to clause 2.3.
2.3 The Service Provider reserves the right to amend or modify the content, structure, or delivery method of any Services or Deliverables at its discretion and without prior notice to the Client, provided that such changes do not materially affect the nature or quality of the Services.
3. CLIENT OBLIGATIONS
3.1 The Client shall: (a) cooperate with the Service Provider in all matters relating to the Services; (b) provide, in a timely manner, such information as the Service Provider may reasonably require for the provision of the Services; (c) ensure that all information provided is accurate and complete; (d) obtain and maintain all necessary licences and consents required for the provision of the Services; and (e) comply with all applicable laws and regulations.
4. FEES AND PAYMENT
4.1 In consideration of the provision of the Services, the Client shall pay the Fees to the Service Provider as set out in the applicable Statement of Work.
4.2 Unless otherwise specified in the applicable Quotation, the following payment terms shall apply: (a) For engagements lasting less than three months: 50% of the Fees shall be payable in advance upon execution of this Agreement or applicable Statement of Work, with the remaining 50% payable upon completion of the Services. (b) For engagements lasting three months or longer: Fees shall be invoiced monthly in advance.
4.3 The Client shall pay each invoice submitted by the Service Provider within 30 days of the date of the invoice in full and in cleared funds to the bank account nominated in writing by the Service Provider.
4.4 All amounts payable by the Client under this Agreement are exclusive of value added tax (VAT) or similar sales taxes, which shall, where applicable, be paid by the Client at the rate and in the manner prescribed by law.
4.5 For Services provided outside the United Kingdom: (a) Fees will be invoiced in the Client’s local currency as specified in the applicable Statement of Work; (b) The Client shall be responsible for all applicable taxes, duties, levies, and similar charges in the Client’s jurisdiction; and (c) The Client shall make all payments without deduction or withholding except as required by law.
4.6 If the Client fails to make any payment due to the Service Provider under this Agreement by the due date, then, without limiting the Service Provider’s remedies: (a) the Client shall pay interest on the overdue amount in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, accruing daily from the due date until payment of the overdue amount is made in full; and (b) the Service Provider may suspend all Services until payment has been made in full.
5. CANCELLATION AND RESCHEDULING
5.1 For in-person training and coaching sessions: (a) The Client may cancel or reschedule a session without charge if notice is given to the Service Provider at least 15 Business Days prior to the scheduled session. (b) If the Client cancels or reschedules a session between 5 and 14 Business Days (inclusive) prior to the scheduled session, the Client shall pay 50% of the Fees for that session. (c) If the Client cancels or reschedules a session less than 5 Business Days prior to the scheduled session, the Client shall pay 100% of the Fees for that session.
5.2 For online training and coaching sessions: (a) The Client may cancel or reschedule a session without charge if notice is given to the Service Provider at least 10 Business Days prior to the scheduled session. (b) If the Client cancels or reschedules a session between 3 and 9 Business Days (inclusive) prior to the scheduled session, the Client shall pay 50% of the Fees for that session. (c) If the Client cancels or reschedules a session less than 3 Business Days prior to the scheduled session, the Client shall pay 100% of the Fees for that session.
5.3 For monthly billing arrangements, unless stated in the quotation the Client may terminate the Services at any time by providing at least 30 days’ written notice to the Service Provider. Any Fees due for Services rendered up to the date of termination shall remain payable.
5.4 Notwithstanding the above, if the Service Provider has incurred travel, accommodation, or other direct expenses in preparation for a session that is subsequently cancelled or rescheduled by the Client, the Client shall reimburse the Service Provider for all such expenses, regardless of when notice of cancellation or rescheduling is given.
5.5 All cancellations and requests for rescheduling must be made in writing to the Service Provider.
6. INTELLECTUAL PROPERTY RIGHTS
6.1 All Intellectual Property Rights in or arising out of or in connection with the Services and Deliverables (excluding any Client materials) shall be owned by the Service Provider.
6.2 The Service Provider grants to the Client a non-exclusive, non-transferable, non-sublicensable licence to use the Deliverables solely for the purpose of receiving and using the Services for the Client’s internal business operations.
6.3 The Client shall not: (a) reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the Deliverables, except as expressly permitted under this Agreement; (b) use the Deliverables for the purpose of developing or providing training to the Client’s own customers or other third parties; or (c) remove any copyright or other proprietary notices contained in the Deliverables.
6.4 The Client grants to the Service Provider a non-exclusive, worldwide, royalty-free licence to use, reproduce, and modify any Client materials provided to the Service Provider for the purpose of providing the Services.
7. CONFIDENTIALITY
7.1 Each Party undertakes that it shall not disclose to any person any Confidential Information of the other Party, except as permitted by clause 7.2.
7.2 Each Party may disclose the other Party’s Confidential Information: (a) to its employees, officers, representatives, or advisers who need to know such information for the purposes of carrying out the Party’s obligations under this Agreement; and (b) as may be required by law, court order, or any governmental or regulatory authority.
7.3 Each Party shall ensure that its employees, officers, representatives, or advisers to whom it discloses the other Party’s Confidential Information comply with this clause 7.
7.4 No Party shall use any other Party’s Confidential Information for any purpose other than to perform its obligations under this Agreement.
8. LIMITATION OF LIABILITY
8.1 Nothing in this Agreement limits or excludes the Service Provider’s liability for: (a) death or personal injury caused by its negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability which cannot be limited or excluded by applicable law.
8.2 Subject to clause 8.1, the Service Provider shall not be liable to the Client, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with this Agreement for: (a) loss of profits; (b) loss of sales or business; (c) loss of agreements or contracts; (d) loss of anticipated savings; (e) loss of use or corruption of software, data or information; (f) loss of or damage to goodwill; or (g) any indirect or consequential loss.
8.3 Subject to clauses 8.1 and 8.2, the Service Provider’s total liability to the Client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with this Agreement shall be limited to the total Fees paid by the Client under this Agreement in the 12 months preceding the event giving rise to the claim.
9. TERMINATION
9.1 Without affecting any other right or remedy available to it, either Party may terminate this Agreement with immediate effect by giving written notice to the other Party if: (a) the other Party commits a material breach of any term of this Agreement which breach is irremediable or (if such breach is remediable) fails to remedy that breach within 30 days after being notified in writing to do so; (b) the other Party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors, being wound up, having a receiver appointed to any of its assets or ceasing to carry on business; or (c) the other Party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business.
9.2 On termination of this Agreement for any reason: (a) the Client shall immediately pay to the Service Provider all of the Service Provider’s outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, the Service Provider shall submit an invoice, which shall be payable by the Client immediately on receipt; (b) the Client’s right to use the Deliverables shall immediately terminate; and (c) clauses that expressly or by implication are intended to continue in force on or after termination shall continue in full force and effect.
10. DATA PROTECTION
10.1 Both Parties will comply with all applicable requirements of data protection legislation. This clause 10 is in addition to, and does not relieve, remove, or replace, a Party’s obligations or rights under applicable data protection legislation.
11. FORCE MAJEURE
11.1 Neither Party shall be in breach of this Agreement nor liable for delay in performing, or failure to perform, any of its obligations under this Agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control.
12. GENERAL
12.1 Assignment and Subcontracting: The Service Provider may at any time assign, subcontract, or deal in any other manner with any or all of its rights and obligations under this Agreement. The Client shall not assign, transfer, subcontract, or deal in any other manner with any of its rights and obligations under this Agreement without the prior written consent of the Service Provider.
12.2 Entire Agreement: This Agreement constitutes the entire agreement between the Parties and supersedes all previous agreements, understandings, and arrangements between them, whether written or oral, in respect of its subject matter.
12.3 Variation: No variation of this Agreement shall be effective unless it is in writing and signed by the Parties (or their authorised representatives).
12.4 Waiver: A waiver of any right or remedy under this Agreement or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.
12.5 Severance: If any provision or part-provision of this Agreement is or becomes invalid, illegal, or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this Agreement.
12.6 Notices: Any notice given to a Party under or in connection with this Agreement shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office.
12.7 Third Party Rights: No one other than a Party to this Agreement shall have any right to enforce any of its terms.
12.8 Governing Law and Jurisdiction: This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with Scots law, and the Scottish courts shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement.