Product terms & conditions

Seminar contract terms

You should read all of these Terms to check that you agree to them before making any booking. By making a booking, you agree to the Terms set out below. In these Terms, “we” means Sage (UK) Limited and “you” means the person or business that purchases delegate places on a Seminar. By delegate, it means the individuals that you have registered to attend the seminar. These Terms apply to all contracts for the provision of seminars to you to the exclusion of any other Terms specified by you or any of our previous Terms.

1. Provision of Seminars (a) Full details of the Seminar, including without limitation, date, time, location, topics and refreshments will be set out in your confirmation. (b) You are responsible for making your own suitable travel arrangements for delegates to attend the seminar and for notifying us of any relevant delegate requirements and otherwise complying with any of our reasonable instructions in relation to the seminar, including without limitation, providing us in advance with details of any delegates’ dietary or access requirements. (c) You will ensure that delegates comply with any instructions and notices given to you and/or the delegates directly in relation to the seminar, including without limitation, any health and safety notices and other local policies and procedures that apply to the seminar venue. (d) We may make changes to the seminar which are necessary to comply with any applicable safety or other statutory requirements, or which do not materially affect the nature or quality of the seminar. (e) We may, due to reasons beyond our control, have to provide substitute speakers or make other changes to the seminar from time to time. We will, if practicable, notify you in advance of any changes to speakers but cannot guarantee to do so.

2. Charges and Payment (a) All prices quoted in marketing materials, including on our websites and in any conversations with our staff are subject to confirmation in writing and are exclusive of VAT, which will be chargeable at the rate fixed by legislation at the date of supply. (b) Unless otherwise agreed, all invoices are due for payment in full within 30 days of the date of invoice. We may at our sole discretion extend the date for payment in full or allow you credit so that you can pay in installments. If we allow you credit, we may require you to enter into a credit agreement as a condition of our providing that credit. (c) We reserve the right to charge interest on any invoices which remain unpaid beyond the due date at the rate of 4% per annum over Lloyds Bank TSB plc base rate from time to time from the due date until the date of payment in full.

3. Rescheduling and/or cancellation of our seminars Please note that all bookings for our seminars are accepted on the basis that the following charges will apply to cancellations or requests for rescheduling. (a) Cancellation charges are as follows: If notification is received 28 working days or more in advance of the scheduled date of the seminar, 50% of the fee already paid will be refunded. In respect of notifications of cancellation received less than 28 working days in advance of the scheduled date of the seminar, there can be no refund. (b) Rescheduling charges are as follows: For requests received 28 working days or more in advance of the scheduled date of the seminar, there is no rescheduling charge. For notification given between 14 and 28 days inclusive before the seminar date, a charge of £25 (+ VAT) per course will be charged to reschedule. For requests to reschedule received less than 14 working days before the seminar date, there will be no refund of the fee already paid and the full rate will apply in relation to the rescheduled date. In the event of non-attendance where payment has been received, there shall be no refund and in the event of non-attendance where the fee has not been received, the fee will remain due and payable. (c) Our right to cancel We may cancel your booking and/or any seminar at any time by notifying you by email or in writing to your registered email or address details (as applicable) if: i. you fail to pay the fees on the due date; or ii. we have insufficient places at the seminar to accommodate your booking; or iii. we decide to cancel the seminar for any reason (including without limitation, reasons beyond our control, or due to lack of demand or unavailability of any speaker or facilities).

4. Our guarantees relating to the Seminar and Materials (a) We will use reasonable skill and care in providing the seminar and any materials which we present or make available to you or any delegate in connection with the seminar (material). You agree that the seminars and any materials are informative in nature based on our understanding of the subject matter at the time and are not advisory or intended to be relied upon by you or any delegate. You should, and should ensure any delegate, independently verifies any information provided in the seminar and/or any materials before relying on it. (b) Where we invite non-Sage speakers to take part in a seminar and/or to supply materials, you acknowledge that they are independent third parties and that the information they provide is based on their own understanding of the relevant subject matter at the time; their views do not necessarily represent the views of Sage. (c) We do not guarantee: i. that the seminar and/or any materials will meet your or delegates’ individual needs; ii. that there will be no interruptions in your or delegates’ use of the seminar and/or the materials; iii. that you or any delegate will get particular results from the seminar and/or any materials; and/or iv. the standard of the results you or any delegate will get from using the seminar and/or any materials. (d) These Terms describe all of our guarantees relating to the seminar and any materials. Unless these Terms state otherwise, we are not bound by any other contract Terms, warranties or any other type of promise relating to the seminar and any materials. If, by law, a particular term, warranty or other promise relating to the seminar or materials would automatically be included in these Terms, we will only be bound by that term, warranty or promise to the extent set by law.

5. Intellectual Property (a) Unless otherwise stated, the property and any copyright or other intellectual property rights in the seminar and any material will belong to us, or our licensors. (b) Except as permitted by law, you will not be entitled to re-use or reproduce material without the owner’s prior written consent. You are not permitted to make recordings of our seminars without our consent. No part of the materials may be reproduced in any form without our prior written consent.

6. Data protection (a) To the extent you provide us with any personal data (as defined in the Data Protection Act 1998) you acknowledge and agree to be bound by the terms of our privacy policy. (b) We will use any information (including without limitation any personal data) you give to us under these Terms to: i. manage, administer and fulfil your booking and the seminar; ii. meet our obligations under these Terms or any other agreement we have with anyone who provides licenses to us (our licensors), or our subcontractors; iii. subject to paragraph 6.d. below, contact you and/or delegates to see if you or they would like to take part in customer research and/or feedback; iv. subject to paragraph 6.d. below, contact you and/or delegates about other products and services which may be of interest to you or them; and v. otherwise in accordance with our privacy policy. (c) We may give information (including without limitation any personal data) to other companies in our group of companies, our licensors and contractors, and other organisations we work with. For example, we may give information to the following: i. our seminar providers; ii. companies we use to help us send communications (such as Seminar invitations); iii. research companies; iv. event organisers; and v. The Sage Group plc (which owns us). (d) If at any time you or a delegate does not want us to use information in the way described in paragraphs 6(b)(iii) (customer research) and 6(b)(iv) (other products and services) above, please contact us on 0845 111 5555 or at [email protected]. (e) You will ensure that (and you hereby promise to us that) delegates are aware of and consent to our and third party use of their information (including without limitation their personal data) in accordance with these Terms.

7. Ending these Terms (a) You may end these Terms at any time by writing to tell us. If you do this, we will not give you a refund of any fees already paid and you must immediately pay all amounts you owe to us by the date these Terms end. (b) We may end these Terms by giving you written notice at any time if you fail to pay the fees on the due date for payment. (c) These Terms will automatically and immediately end if you become bankrupt, insolvent or enter administration or liquidation (or something similar happens) or your business cannot pay its debts as they fall due or stops trading. In those circumstances, we will not give you a refund of any Fees already paid to us. (d) If you or we discover that the other has done something which is not allowed by these Terms, or has not done something that must be done, the one who discovered the situation can give the other notice that the matter must be put right within 30 days of the date of the notice. If the matter is put right in that time, no further action will be taken. If it is not put right in that time, the person who discovered the situation can end these Terms immediately by giving the other written notice. (e) Ending these Terms will not prejudice any paragraph which is expressed or by its nature implied to remain in effect after these Terms have been ended and will not prejudice any right of either party which has accrued on or before these Terms were ended.

8. Our liability and responsibility to you if something goes wrong (a) Our liability (including for negligence) under this agreement will be limited to paying you an amount equal to 125% of the value of the fees you paid for the seminar. (b) You are better placed to understand the risks to your business that may occur as a result of your use of the seminar and any materials. Accordingly, we will not be responsible for any of the following, even if we knew or should have known there was a possibility you could experience the problem: i. financial or similar loss of any kind, including, for example, loss of profits, business, estimated savings or goodwill, however the loss is caused; ii. any interruption to your business or loss of or damage to information, however that interruption, loss or damage is caused; iii. loss or damage which we could not have reasonably known about at the time you entered into this agreement; and we recommend that you consider obtaining insurance cover if you believe that you could experience anything that we have told you that we will not be responsible for. (c) Nothing in this agreement will prevent or limit your or our liability for fraud, death of or personal injury to any person as a result of our negligence, or any legally binding promise, automatically given by law that we cannot exclude. (d) Your and our responsibilities under these Terms are reasonable because they reflect that: i. we cannot control how, and for what purposes, you undertake the seminar and/or use the materials; and ii. we have not developed the seminar or the materials specifically for you.

9. General (a) Our failure at any time or for any period to enforce any one or more of these Terms shall not be a waiver of them or a waiver of our right to enforce such Terms in the future. (b) Each of the above and below Terms shall be read and construed independently of each other so that if one or more is held to be invalid for any reason whatsoever, then the remaining Terms shall be valid. Further, if any Term is found to be void, but would be valid if some part of it were deleted, then such Term shall apply with such modification as may be necessary to make it valid and effective. (c) We shall not be responsible for any failure to perform our obligations due to circumstances beyond our control. (d) No amendment or variation to these Terms shall be effective unless confirmed in writing by one of our authorised representatives. (e) These Terms are governed by English Law and we and you submit to the exclusive jurisdiction of the English courts.

Automatic Enrolment One-to-One Remote Training

In these Terms, “we” means Sage (UK) Limited and “you” means the person or business that purchases the HMRC RTI Submission 121 Training (the “Training”) from us.

1. These Terms apply to the provision of the Training to the exclusion of any other terms specified by you or any of our previous terms.

2. All prices quoted in marketing materials, including on our websites and in any conversations with our staff are subject to confirmation in writing and are exclusive of VAT, which will be chargeable at the rate fixed by legislation at the date of supply.

3. All invoices are due for payment in full within 30 days of the date of invoice. We may at our sole discretion extend the date for payment in full or allow you credit so that you can pay in instalments. If we allow you credit, we may require you to enter into a credit agreement as a condition of our providing that credit.

4. We reserve the right to charge interest on any invoices which remain unpaid beyond the due date at the rate of 4% per annum over Lloyds Bank TSB plc base rate from time to time from the due date until the date of payment in full.

5. Our failure at any time or for any period to enforce any one or more of these Terms shall not be a waiver of them or a waiver of our right to enforce such Terms in the future.

6. Each of the above and below Terms shall be read and construed independently of each other so that if one or more is held to be invalid for any reason whatsoever, then the remaining Terms shall be valid. Further, if any Term is found to be void, but would be valid if some part of it were deleted, then such Term shall apply with such modification as may be necessary to make it valid and effective.

7. We shall not be responsible for any failure to perform our obligations due to circumstances beyond our control.

8. No amendment or variation to these Terms shall be effective unless confirmed in writing by one of our authorised representatives.

9. These Terms are governed by English Law and we and you submit to the exclusive jurisdiction of the English courts.

10. We shall provide sample data (courseware) for the purposes of illustration and for the effective conduct of the Training. Under no circumstances will we load or utilise your own live, archived or dormant data.

11. Please note that all bookings for our Training are accepted on the basis that the following charges will apply to cancellations or requests for rescheduling:

a. Rescheduling charges are as follows:
Following confirmation of your Training appointment, you may change your appointment with us (subject to availability) at any time before your Training by calling us on 0800 336633, unfortunately, you can only make up to two changes to your appointment without charge and if you make any further requests to reschedule, there will be no refund of the fee already paid and the full rate will apply in relation to the rescheduled date.

b. Cancellation charges are as follows:
If notification is received 48 hours or more in advance of the scheduled date of the Training, 100% of the fee already paid will be refunded. In respect of notifications of cancellation received less than 48 hours in advance of the scheduled date of the Training, there can be no refund.
In the event of non-attendance where payment has been received, there shall be no refund and in the event of non-attendance where the fee has not been received, the fee will remain due and payable.

12. The Training will be delivered online and via teleconference, you need to ensure you have the relevant equipment and software to facilitate this. If as part of the initiation of the Training you are required to download any tools at our direction they may be from third parties. In the case of any conflict between these Terms and any other Sage terms you must agree to in order to download the tools, these Terms apply.

13. The Training is split into different options: education and preparation training to take you through Automatic Enrolment, and two product training options to go through the process of Automatic Enrolment from within Sage 50 Payroll, and the Sage Pensions Module. The contents of the training will vary with each course, and will provide general rather than specific guidance to assist all of our customers even though it is presented on a one-to-one basis. We always do our best to make sure that the information is correct but as it is general guidance, no guarantees can be made concerning its suitability for your particular needs. You should consider taking professional advice if you require specific guidance on your individual circumstances, for example to ensure that the results obtained from using our software comply with statutory or regulatory requirements.

Automatic Enrolment e-learning terms & conditions

1. What this agreement is about a. This agreement describes how you are allowed to use the self-study course materials (which includes any certification, e-learning information and other materials displayed on the website, the CD Rom, any software and any written materials that form part of the self-study course (the ‘materials’)) that relate to the self-study course for which you have paid the appropriate fee to undertake (the ‘course’). b. If we have supplied or otherwise provided you with access to any software as part of the course, your use of that software will also be governed by our standard software licence agreement for that software (the ‘software licence agreement’). If the terms of the software licence agreement and this agreement disagree (except in relation to paragraph 4d below), the terms of the software licence agreement will apply. c. If there is any difference between the paper copy of the agreement and any electronic version on our website, in the CD Rom or the software, the paper copy will apply. Please make sure you are happy with all the terms in this agreement before you start the course or undertake certification.

2. How you indicate that you accept this agreement, and when this agreement starts a. You accept every term of this agreement if you pay the appropriate fees and you do any of the following: • tick a box or click on a button (or something similar) when asked to confirm that you accept this agreement on our website or during the installation process of the software (as appropriate); or • open the sealed packaging of any materials; or • install the software and keep it installed for longer than 5 days; or • access the certification area of the website; or • insert the CD Rom into a computer. This agreement starts from the date you accept this agreement in any of these ways. b. If you accept this agreement, you can use the materials as described in this agreement and any relevant documents (such as the software licence agreement) we have provided with this agreement. By entering into this agreement, you and we agree to be bound by and to fully keep to it (and any relevant documents). c. If you do not want to enter into this agreement, you should not use the materials and immediately and permanently delete them from all computers they have been installed on. You should then return to us all physical materials unused within 10 days. Where you are undertaking the course via the e-learning route, you should leave the website and immediately inform us of your decision not to proceed (we will let you know how to do this when you contact us). d. If you are not satisfied with the course or have any other problem with it, please email our customer care team on [email protected] or call 0845 111 55 55.

3.Who this agreement is between This agreement is between: • us, Sage (UK) Limited (company registration number 1045967, registered office: North Park, Newcastle upon Tyne, NE13 9AA); and • you, the person or organisation authorised to undertake the course and use the materials and software.

4.Your rights to use the materials a. If you accept this agreement in one of the ways set out in 2 above we give you the right (called a licence) to use the materials in the way described in this agreement. You may not use the materials in any other way (however, please read paragraphs 1b and 5a about how you can use them as described in other documents from us). b. Your licence is not exclusive, which means that we may grant the same and similar rights to others. c. You must only use the materials for one person’s training requirements (the ‘student’). You must buy additional licences from us if more people wish to undertake the course. d. You can only use the software and access the e-learning materials (where applicable) for the limited period we told you about in the relevant documents or when you purchased your licence to undertake the course (where appropriate). After this time, you will not be able to use the software or access the e-learning materials without buying an additional licence from us. e. You cannot transfer any part of the materials to any other person or organisation. For example, you cannot sell the materials . If you become insolvent, an insolvency practitioner may not pass on the materials as part of your assets.

5.Limits on using the materials and software a. Materials owned by others The materials may be accompanied or include other material which we do not own (‘third-party material’). You cannot use the third-party material by itself – you can only use it as part of the course and you agree to keep to any licence agreement provided with that third-party material. If there is no licence agreement with that third-party material, this agreement will apply to how you use that material. b. Altering or copying the materials You must not alter the materials or copy (or in the case of e-learning download) any part of the materials or allow anyone else to do so, unless we tell you that you may in writing. c. How we use information about you We will use any information you give us under this agreement to: • manage how you use our software; • meet our obligations under this agreement or any other agreement we have with anyone who provides licenses to us (our licensors), or our subcontractors; • contact you to see if you would like to take part in our customer research; • contact you about our other products and services and those of others which we think you will be interested in. (If we do contact you in this way, we will try to speak to the relevant person in your organisation, and we may contact you directly, or use other organisations which we have hired to contact you for us.) d. We may give information to other companies in our group of companies, our licensors and contractors, and other organisations described in relevant documents. For example, we may give information to the following. - Your software supplier (if you have one) - The person or company (if any) providing you with finance - Our training providers - Companies which we use to help us send you post and other communications - Research companies - Event organisers - The owners of any third-party software - The Sage Group plc (which owns us) e. If you give us information which could give away the identity of a living person, you are agreeing that we can use it as described in paragraph’s 5c and d above. If at any time you do not want us to use such information in that way, please call us on 0845 111 55 55 or email us at [email protected]. For more information on how we use information about you, see the privacy policy on our website at www.sage.co.uk. f. Unauthorised use of the materials The following are examples of things you must not do (or allow any one else to do) with the materials. • You must not use the materials in any way other than as set out in this agreement, the relevant documents or as allowed by us in writing. • Only the student may use the materials. You must not allow anyone else to access, install or use the materials in any way, or give anyone else any right (of any kind) to access, distribute, use or benefit from them in any way. • You must not install the materials on more than one computer (including laptop, PC or other computing device) at any one time. • You may not use the materials to help you develop your own training course or materials. If we believe that the way you use the materials may break any part of this agreement, we will check by asking one of your directors, partners or similar senior managers to confirm to us in writing (using a form which we will provide to you) that you have kept to all parts of this agreement. g. Ownership of the materials Although you have rights to use the materials as described in paragraph 4, you do not own any of the intellectual property rights in the materials. Intellectual property rights are, in summary, the rights an owner has to say how certain things, like literature, films and software may be used. We, or the third party owners described in paragraph 5a above, continue to own the intellectual property rights in the materials. The only rights you have to the materials are the licence to use the materials as described in paragraph 4 and any other rights we give you under this agreement.

6.E-learning and certification a. This paragraph 6a applies to you if you have purchased a license to undertake certification or the e-learning course: • You must only undertake certification or the e-learning course and use the associated materials in a manner consistent with the terms of this agreement and any relevant documents. • From time to time we may change the material which forms part of certification or the e-learning course. • We will try to make sure that the sections of our website which contain certification or e-learning materials are free from viruses, however, we cannot guarantee this. We recommend that you use your own virus-protection software. • We cannot guarantee that our website will be compatible with your browser or computer set-up, or that your access to our website will not be interrupted (this may be beyond our control). • From time to time we may temporarily stop providing access to our website, for maintenance, repairs or other reasons. If possible, we will try to make sure this happens outside normal business hours.

7.Our guarantees relating to the materials a. We guarantee that, as far as we are aware, the materials do not infringe the rights of any third party. If, we do not meet this promise, then we will either provide replacement materials to correct the problem or refund the fee you paid for the course. If we give you a refund, this agreement will immediately end. b. We do not guarantee: • that the materials will meet your individual needs; • that there will be no interruptions in your use of the materials; • that you will get particular results from the materials; and • the standard of the results you will get from using the materials. The fact that you have told our representative about how you intend to use the materials will not affect this paragraph as the course been developed for many different types of participant. c. Except where paragraph 8c applies, this agreement describes all of our guarantees relating to the materials and the course. Unless this agreement says otherwise, we are not bound by any other contract terms, warranties or other type of promise. If, by law, a particular term, warranty or other promise relating to the materials or software would automatically be included in this agreement, we will only be bound by that term, warranty or promise to the extent set by law.

8.Our liability and responsibility to you if something goes wrong a. Our liability (including for negligence) under this agreement will be limited to paying you an amount equal to 125% of the value of the fees you paid for the licence to undertake the course. b. You are better placed to understand the risks to your business that may occur as a result of your use of the materials. Accordingly, we will not be responsible for any of the following, even if we knew or should have known there was a possibility you could experience the problem: • financial or similar loss of any kind, including, for example, loss of profits, business, estimated savings or goodwill, however the loss is caused; • any interruption to your business or loss of or damage to information, however that interruption, loss or damage is caused; • loss or damage which we could not have reasonably known about at the time you entered into this agreement; and we recommend that you consider obtaining insurance cover if you believe that you could experience anything that we have told you that we will not be responsible for. c. Nothing in this agreement will prevent or limit your or our liability for fraud, death of or personal injury to any person as a result of our negligence, or any legally binding promise, automatically given by law that we cannot exclude. d. Your and our responsibilities under this agreement are reasonable because they reflect that: • we cannot control how, and for what purposes, you undertake the course and/or use the materials; • we have not developed the course or materials specifically for you.

9.How you or we may end this agreement a. You may end this agreement at any time by writing to tell us. If you do this, we will not give you a refund, and you must immediately pay all amounts you owe us by the date this agreement ends. b. This agreement will automatically and immediately end if you become bankrupt (or something similar happens) or your business cannot pay its debts or stops trading, or if any finance arrangement relating to the software has ended for any reason without you paying the full amount of that finance. In those circumstances, we will not give you a refund and the licence for the software cannot be transferred by or to any person. For example, any firm (such as an insolvency practitioner) trying to sell your assets cannot pass on the materials or software. c. If you or we discover that the other has done something which is not allowed by this agreement, or has not done something that must be done, the one who discovered the situation can give the other notice that the matter must be put right within 30 days. If the matter is put right in that time, no further action will be taken. If it is not put right in that time, the person who discovered the situation can then end this agreement immediately by giving the other written notice. d. No matter how this agreement ends, the information you store in the software remains your information and you can take it off the software before the end of the agreement. If you don’t, this will not prevent this agreement from ending. In those circumstances, we do not have to remove your information from the software or help you to do so.

10.General terms a. If we quote you a price, on our website or by phone, for the course, that price will be confirmed when we issue our invoice. b. If a court or similar body decides that any wording in this agreement cannot be enforced, that decision will not affect the rest of this agreement, which will remain binding on both of us. However, if the wording that cannot be enforced could be enforced if part of it is deleted, we will both treat the relevant part of the wording as if it is deleted. c. This agreement is the entire agreement between you and us relating to the course and replaces all documents, information and other communications (whether spoken or written) between us for such use and you agree that you have not relied upon any such documents, information and other communications in entering into this agreement. d. You must not transfer this agreement to anyone else. We may transfer this agreement to another organisation which is part of our group of companies at any time. e. From time to time we may change this agreement by telling you that we have changed it. If you do not agree with those changes, please contact us as soon as possible. If you buy any other product or service relating to the materials or software from us after we have told you that we have changed this agreement, we will consider you to have accepted those changes. f. If circumstances beyond our reasonable control arise, we will not be liable for failing to meet our responsibilities in this agreement for as long as those circumstances continue. g. Nothing in this agreement gives anyone any right or benefit under the Contracts (Rights of Third Parties) Act 1999, except that the owners of third-party software can benefit from paragraphs 4, 5, 9 and any other part of this agreement that applies to third-party software. h. This agreement is governed by English law and you and we both agree that the English courts will be the only courts that can decide on legal disputes or claims about this agreement.

Please note that all bookings for our Training are accepted on the basis that the following charges will apply to cancellations or requests for rescheduling:

a. Rescheduling charges are as follows: Following confirmation of your Training appointment, you may change your appointment with us (subject to availability) 5 working days hours or more before your Training by calling us on 0800 336633. You can only make up to two changes to your appointment without charge and if you make any further requests to reschedule, there will be no refund of the fee already paid and the full rate will apply in relation to the rescheduled date.

b. Cancellation charges are as follows: If notification is received 5 working days or more in advance of the scheduled date of the Training, 100% of the fee already paid will be refunded. In respect of notifications of cancellation received less than 5 working days in advance of the scheduled date of the Training, there can be no refund. In the event of non-attendance where payment has been received, there shall be no refund and in the event of non-attendance where the fee has not been received, the fee will remain due and payable.

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