Terms

Terms and Conditions of Business

These Terms and Conditions of Business set out the basis on which AXERA Group Ltd provides services, works, training, assessments, documents and related deliverables. They apply to all quotations, bookings, instructions, orders and projects unless AXERA expressly agrees different terms in writing.

1. Parties and Interpretation

In these terms, “AXERA”, “we”, “us” and “our” means AXERA Group Ltd. “Client”, “customer”, “you” and “your” means the person, business, organisation or representative requesting or receiving services. “Services” includes consultancy, surveys, inspections, assessments, reports, installation, maintenance, training, compliance support and any related activity carried out by AXERA.

2. Basis of Contract

A contract is formed when AXERA accepts an instruction, confirms a booking, issues written acceptance, begins work, or otherwise confirms that services will proceed. Any client purchase order terms, procurement terms or standard terms are excluded unless AXERA expressly accepts them in writing.

3. Scope of Services

The scope of services will be set out in the quotation, proposal, booking confirmation, email confirmation or written agreement. Services are limited to the stated scope. Any assumptions, exclusions, access requirements, limitations or client responsibilities stated in those documents form part of the contract.

4. Quotations and Validity

Quotations are based on the information available to AXERA at the time of issue. Unless stated otherwise, quotations are valid for 30 days. AXERA may revise a quotation if information changes, if site conditions differ, if access is restricted, if the scope changes, if material or supplier costs change, or if additional work is required.

5. Prices, VAT and Expenses

Prices are exclusive of VAT unless stated otherwise. Expenses, travel, accommodation, parking, congestion charges, access equipment, specialist equipment, third-party fees, venue charges, materials and subcontractor costs may be charged where applicable or where not included in the quotation.

6. Client Responsibilities

The client must provide accurate information, safe access, relevant documents, clear instructions, site contacts, permissions, facilities and cooperation reasonably required for AXERA to provide the services. The client is responsible for ensuring that premises are safe and that any known risks are communicated before work starts.

7. Access, Attendance and Delays

If AXERA is delayed, prevented from working, required to wait, unable to access premises, unable to obtain required information, or required to make additional visits due to client action or omission, AXERA may charge for wasted time, additional visits, rearrangement, travel, materials or other reasonable costs.

8. Health and Safety

The client must ensure a safe working environment and comply with applicable health and safety duties. AXERA may refuse, suspend or rearrange work where conditions are unsafe, where information is incomplete, or where continuing would create unacceptable risk.

9. Training Services

Training services are subject to course availability, delegate eligibility, attendance, behaviour and any stated course requirements. AXERA may refuse admission or remove a delegate where safety, conduct, attendance, competence or course requirements are not met. Course certificates or records may be withheld until payment is received.

10. Cancellations, Postponements and Rearrangements

Where the client cancels, postpones or rearranges work, training, appointments or bookings, AXERA may charge for time, administration, committed resources, purchased materials, venue charges, subcontractor costs, travel costs or lost booking capacity. Specific cancellation terms stated in a quotation or booking confirmation will take priority.

11. Payment Terms

Invoices must be paid in accordance with the payment terms stated on the invoice, quotation or agreement. If no specific payment terms are stated, payment is due on receipt. AXERA may require a deposit, staged payment, payment in advance or cleared funds before releasing documents, certificates or training records.

12. Late Payment

If payment is overdue, AXERA may suspend work, cancel bookings, withhold reports or certificates, pause support, recover reasonable costs and charge interest or compensation where permitted by law. Suspension does not affect the client’s obligation to pay amounts due.

13. Reports, Certificates and Documents

Reports, certificates, assessments, risk documents, training records, drawings and other documents are produced for the client and purpose stated. They reflect information and conditions available at the time. They must not be altered, separated from assumptions or limitations, or relied upon for a different purpose without AXERA’s written agreement.

14. Compliance Responsibility

AXERA may provide compliance-related advice, inspections, risk assessments and recommendations. The client remains responsible for legal compliance, management decisions, implementation of recommendations, ongoing monitoring, maintenance and ensuring that premises and activities comply with applicable law unless AXERA expressly agrees otherwise in writing.

15. Recommendations and Remedial Work

Recommendations are based on available information and professional judgement at the time of service. Where remedial work is identified, the client is responsible for deciding whether to proceed and for arranging work within appropriate timescales. AXERA is not responsible for loss caused by failure to act on recommendations.

16. Materials, Equipment and Title

Materials, equipment and goods supplied by AXERA remain AXERA’s property until paid for in full. Risk may pass to the client on delivery, installation or handover. The client must not remove, sell, alter or dispose of unpaid goods without AXERA’s consent.

17. Warranties and Defects

Any warranty will be limited to the warranty expressly stated by AXERA or provided by the manufacturer. Warranties do not apply to misuse, accidental damage, unauthorised alteration, lack of maintenance, third-party interference, consumables, wear and tear, environmental conditions or faults caused by matters outside AXERA’s control.

18. Intellectual Property

All intellectual property in AXERA materials, reports, templates, documents, training content, designs, methods and know-how remains owned by AXERA or its licensors. The client receives a limited right to use deliverables for the purpose for which they were supplied.

19. Confidentiality

Each party must keep confidential information received from the other party confidential and use it only for purposes connected with the services. Confidential information may be disclosed where required by law, regulation, insurers, professional advisers or where reasonably necessary to deliver the services.

20. Data Protection

Where AXERA processes personal data, it will do so in accordance with applicable data protection laws and the AXERA Privacy & Cookie Policy. The client must ensure that any personal data provided to AXERA is shared lawfully and that relevant individuals receive appropriate privacy information.

21. Limitation of Liability

Nothing in these terms limits liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation or any liability that cannot legally be limited. Subject to that, AXERA is not liable for indirect loss, consequential loss, loss of profit, loss of business, loss of opportunity, loss of goodwill or loss arising from failure to follow advice or recommendations.

22. Liability Cap

Subject to any liability that cannot legally be limited and unless otherwise agreed in writing, AXERA’s total liability in connection with the services is limited to the amount paid or payable for the specific services giving rise to the claim.

23. Events Outside AXERA’s Control

AXERA is not responsible for delay or failure caused by events outside its reasonable control, including severe weather, illness, access restrictions, supply disruption, utility failure, emergency incidents, industrial action, regulatory changes, acts of third parties or force majeure events.

24. Suspension and Termination

AXERA may suspend or terminate services where the client fails to pay, breaches these terms, provides unsafe conditions, fails to cooperate, becomes insolvent, or where continuing the services would create legal, safety, operational or reputational risk.

25. Complaints and Resolution

If the client is dissatisfied, the client should notify AXERA as soon as reasonably possible and provide sufficient information for review. AXERA will consider complaints in a reasonable manner and may offer corrective action where appropriate.

26. Severance

If any part of these terms is found to be invalid or unenforceable, the remaining terms will continue to apply.

27. Changes to These Terms

AXERA may update these terms from time to time. The terms applicable to a contract will usually be those in force when the relevant order, quotation or booking is accepted.

28. Governing Law and Jurisdiction

These terms are governed by the laws of England and Wales. The courts of England and Wales will have jurisdiction unless otherwise required by law.