On-site Training Services Contract

1. Formation of the contract

This contract is between Rockwey Limited, a company registered in England and Wales under company number 09033078, whose registered office is at Level 30, The Leadenhall Building, 122 Leadenhall Street, City of London, EC3V 4AB ("Rockwey", "we", "us", "our"), and the business that engages us to deliver training at its premises ("you", "your").

Anything published on our website is an invitation to treat, not an offer. It does not oblige us to deliver a course, and rates and availability may change until a contract is formed.

Your order — whether by accepting our quote, sending a booking or issuing a purchase order — is an offer to buy on-site training from us. A contract is formed only when we accept your order in writing. Our written confirmation is the acceptance; until we send it, no contract exists and either of us may walk away.

The engagement is business-to-business. By ordering you confirm that you are buying in the course of a trade, business, craft or profession and not as a consumer.

2. These terms take precedence

This contract governs the engagement in full. It prevails over any terms you attach to, or reference in, a purchase order, vendor form or supplier portal, and over any terms you ask us to accept as a condition of registration on such a portal. No such terms apply to the engagement unless we agree to them specifically and in writing, referring to them by name.

Our acceptance of a purchase order is given on the basis of this contract only. Where we need to record that when accepting a purchase order, we may quote the following: "Accepted subject to and incorporating Rockwey's On-site Training Services Contract v1.0-2026-08-02, which prevails over any terms referenced in this purchase order."

Our starting delivery of a course, or your allowing it to proceed, is not acceptance of any terms of yours and does not vary this precedence.

3. Scope and your responsibilities

We will deliver the course, on the dates and at the venue, set out in the order we confirm. The course content, materials and lab content are as published for that course unless the order records an agreed variation.

You are responsible for providing, at your own cost and ready for the agreed start time: a suitable training room of adequate size, working power, and network and internet access sufficient for the course lab; and the delegates themselves. Your delegates must bring their own equipment meeting the requirements published for the course.

If any of these dependencies is missing, late or unsuitable, that does not reduce the fee. Time lost while we wait for a dependency to be put right, or while a problem with your room, power, network or equipment is resolved, is part of the delivery you have paid for and is chargeable. If lost time means the course cannot be completed within the booked days, any further days needed are chargeable at the day rate.

Our trainer will comply with your reasonable site and health-and-safety rules while at your premises, provided you tell us about them in advance.

4. Fees, expenses and payment

The fee is the day rate stated on the quote and confirmed on the order, multiplied by the number of days set out on the order. VAT is charged in addition at the prevailing rate.

Where the venue is outside the M25, your travel and accommodation costs are charged in addition, at cost. We will use reasonable travel and accommodation choices and can give you an estimate in advance on request.

We invoice as stated on the order. Invoices are payable by BACS transfer to the account shown on the invoice, within the period stated on it. We do not accept card payments. Please quote the invoice number with your payment.

If you pay late, we may claim statutory interest, fixed compensation and recoverable debt-recovery costs on the overdue amount under the Late Payment of Commercial Debts (Interest) Act 1998.

5. If you cancel or postpone

When we confirm a delivery date we reserve a trainer for those days and turn away other work for them. The charges below are a genuine pre-estimate of the loss we suffer if you cancel — they reflect trainer time reserved and work turned away — and are not a penalty.

If you cancel within 10 working days of the delivery date, 100% of the fee for the affected days is payable. If you cancel within 20 working days (but more than 10 working days) of the delivery date, 50% of the fee for the affected days is payable. If you cancel more than 20 working days before the delivery date, no cancellation charge applies.

Postponing a confirmed delivery is treated as a cancellation of the booked date and a fresh booking of the new date, and the same scale applies to the postponement by reference to the original delivery date.

Where the venue is outside the M25, any travel or accommodation costs we have already committed and cannot recover are also payable, in addition to the amounts above.

In these terms, "working days" means Monday to Friday, excluding bank holidays in England and Wales.

6. If we cancel

If we have to cancel or move a confirmed delivery — for example because a trainer is unwell or for reasons beyond our reasonable control — we will offer you an alternative date and, if you prefer, refund any fee you have paid for the affected days.

Subject to clause 7, a rescheduled date or a refund of the fee for the affected days is the full extent of what we owe you if we cancel. We are not liable for other costs you incur as a result, such as room hire, your staff's time or your own travel arrangements.

Nothing in this clause limits any remedy available to you where we have materially breached the contract or failed to provide the training with reasonable care and skill.

7. Our liability to you

Our total liability to you in connection with the engagement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the total fees paid or payable to us under that engagement.

We are not liable for any indirect or consequential loss, or for loss of profit, revenue, business, goodwill, anticipated savings or data, arising in connection with the engagement.

Nothing in this contract limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, for deliberate wrongdoing, or for any other liability that cannot lawfully be limited or excluded. Where such liability arises, this contract does not cap or remove it.

The limitations in this clause apply only to the fullest extent permitted by law and do not affect any express refund or rescheduling right set out in this contract.

8. Intellectual property

All course materials, including slides, exercises, lab content and handouts, remain our intellectual property. We do not transfer ownership of them to you or your delegates.

We grant each delegate a personal, non-exclusive, non-transferable licence to use the supplied course materials for their own learning and internal professional reference. A delegate may download, store and print a reasonable number of copies for their own use.

You and your delegates must not, without our written permission, distribute the materials to other people, publish or upload them to any shared or public system, remove proprietary notices, resell them, use them to teach or train others whether inside or outside your organisation, or make derivative training materials from them.

9. Confidentiality

Each of us may learn confidential information about the other during the engagement. In particular, delivering on your site means our trainer may see your network, systems and ways of working. Each of us will keep the other's confidential information confidential, use it only for the purposes of the engagement, and not disclose it to others except to people who need it for those purposes and are under similar obligations.

This does not apply to information that is or becomes public through no breach of this contract, that a party already lawfully held, or that a party is required to disclose by law or a regulator.

10. Data protection

For most of the engagement each of us acts as an independent controller of the limited personal data we hold about the other's staff for managing the contract.

For the delegate personal data you provide to us so that we can run the course — such as delegate names and email addresses — you are the controller and we act as your processor. In that role we will: process that data only on your documented instructions (including this contract and the order); ensure the people who process it are under a duty of confidence; apply appropriate technical and organisational security measures; not engage another processor without your prior specific or general written authorisation, and where we do, impose equivalent data-protection obligations on them; taking into account the nature of the processing, assist you by appropriate measures in responding to requests from individuals exercising their rights and in meeting your own security, breach-notification and impact-assessment duties; and, at the end of the engagement, delete or return that delegate data as you choose, save where the law requires us to keep it. We will make available the information reasonably needed to show we meet these obligations and allow for and contribute to audits you or your auditor carry out.

Where you or a delegate gives us dietary or accessibility information, we handle it in line with our privacy policy, keep it securely, and delete it shortly after the course.

11. Events beyond reasonable control

Neither of us is liable for failing or delaying to perform because of something beyond our reasonable control, including fire, flood, severe weather, war, terrorism, civil unrest, industrial action, failure of utilities or transport, and any epidemic or pandemic and any resulting law, guidance or restriction.

If such an event prevents a delivery, we will agree a new date in good faith. If it continues so that the delivery cannot reasonably go ahead, either of us may cancel the affected delivery and we will refund any fee paid for it, less any costs we have reasonably and unavoidably incurred.

12. Non-solicitation of personnel

Neither of us will, during the engagement and for 6 months after it is completed, solicit or entice away the other's employees or contractors who were involved in delivering or receiving the training, with a view to engaging them in a competing capacity. This does not prevent either of us from making general recruitment advertising not targeted at those individuals, or from engaging someone who responds to it.

13. Entire agreement

This contract, together with the order we confirm, is the entire agreement between us for the engagement and replaces any earlier discussions, proposals or arrangements.

Each of us confirms that in entering this contract it does not rely on, and has no remedy for, any statement or representation not set out in this contract, except that this does not exclude liability for fraud.

Except as expressly stated in this contract, a person who is not a party to it has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.

14. Anti-bribery and modern slavery

Each of us will comply with the Bribery Act 2010 and will not engage in any activity that would be an offence under it.

Each of us will comply with the Modern Slavery Act 2015 and take reasonable steps to ensure there is no slavery or human trafficking in its own business or supply chains connected with the engagement.

15. Governing law and jurisdiction

This contract and any dispute arising from it, whether contractual or not, are governed by the law of England and Wales.

The courts of England and Wales have exclusive jurisdiction to settle any such dispute.

NetBox trademark and non-affiliation

NetBox and any associated names, marks and logos are owned by their respective owners. Rockwey's use of those names is descriptive only, to identify the tooling our courses are taught with.

We are not affiliated with, endorsed by, sponsored by, or a partner of NetBox or NetBox Labs. Our courses teach network automation using NetBox as the tooling, and are our own courses.