Terms and Conditions
1. Online Courses
2. Other Services
1. Online Courses
These Terms and Conditions apply to the online courses provided by Duxinaroe Ltd. (Company number 08911653, of 4 Capricorn Centre, Cranes Farm Road, Basildon, Essex, SS14 3JJ UK). Please read these Terms and Conditions carefully before purchasing the BTFA Online Course and print off a copy for your records. Contact us ([email protected]) if you have any questions. By ordering an Online Course you agree to be bound by these 1. Terms and Conditions.
1. Definitions
“Agreement”: means the contract you have entered into by purchasing the BTFA Online Course to which these terms and conditions apply.
‘’Course materials’’ means the videos, branched scenarios and reading materials provided in the online course.
‘’We’’ means Duxinaroe Ltd.
‘’You’’ or ‘’Student’’ means the individual who is enrolled in the course providing his/her legal name and email.
‘’The website’’ means our website: https://duxacademy.duxinaroe.com/
‘’Course Schedule’’ means the document presented on the course landing page, when you select the course you want to enrol in, at https://duxacademy.duxinaroe.com/ , under the section ‘Schedule Details’.
‘’Course start date’’ means the date the course material becomes accessible to you. This date is indicated in the ‘’Course Schedule’’ as the opening date of ‘’Week 1’’.
2. Payment and Registration
2.1. To purchase an Online Course, you must provide the required information (your Email address, First name, and Last name.) It is your responsibility to ensure that all information provided is complete and accurate.
2.2. By clicking on the “I agree to the Terms of Usage and Privacy policy’’ button, you agree to be bound by these Terms and Conditions and the Privacy Policy.
2.3. When you complete the purchase, you should receive a receipt by email. You must check the details on the order confirmation email when you receive it. If there are any errors, please contact us immediately at [email protected].
2.4. After the purchase, you can access the course you are enrolled in. The course will commence on the date indicated in the ‘Course Schedule’ document presented on the course landing page, under the section ‘Schedule Details’. The course content will be delivered according to this schedule.
2.5. All amounts are payable in Pounds Sterling. The cost of currency conversions and other charges incurred during your purchasing process will be borne by you.
2.6. It is your responsibility to ensure that the information you provide for the payment is true, accurate and complete. Duxinaroe Ltd Is not responsible for any damage or loss that may occur due to false or inaccurate information.
2.7. When you purchase the course, you accept the course fee indicated at the time of the purchase. Course fees may change based on many factors and Duxinaroe Ltd. reserves the right to change both the course content and the course fee at any time at its sole discretion. You will not be asked for additional fees after you purchase the course.
3. Refunds
The BTFA Online Course comes with a 12-day money-back guarantee. You have the right to cancel your contract by sending your cancellation request to [email protected] within 12 days following the course start date. Your cancellation request should include the information about the course you purchased, and the name and email address you used during purchasing. If the course is purchased by your employer or sponsor, they should issue the cancellation request. Your payment for the course will be 100% refunded if you cancel your contract according to these terms. Should this 12-day period have expired we, Duxinaroe Ltd. have no obligation to return any monies paid for the course.
4. Course requirements
4.1. Language requirements: English is used for instructions, administration, communication, community discussions and support. Closed captions on videos may become available in different languages in the future, but the primary language of the course is English.
4.2. Basic knowledge: You should have a valid email account and be familiar with using a computer and the internet, and reading PDF, Microsoft PowerPoint and Word files.
4.3. Supported browsers: You can access the course content using Chrome, Firefox, Safari and Microsoft Edge on your desktop computer. On mobile phones, you can use İOS Safari, Chrome and Samsung Internet browsers to access the course content. Currently, the Learning Management System we use doesn’t support Internet Explorer. We cannot guarantee that the course is accessible by all types of mobile devices, including tablets or smartphones as they may be incompatible with our LMS platform. We have minimized the sizes of the video lessons in the course and optimized them for the best streaming performance, however, slow internet connections may cause streaming problems.
4.4. Communications from Duxinaroe Ltd: We may communicate with you regarding reminders, due payments, and similar subjects and you consent to receiving such communications.
5. Course Content and duration
5.1. Course content: General information about the course description is given at Duxinaroe Ltd.’s website: https://www.duxinaroe.com/. You are responsible for evaluating the relevance and appropriateness of this information to your expectations and needs before you decide to purchase the BTFA online course. Duxinaroe Ltd. Does not guarantee that purchasing and completing the BTFA Course will provide you with a qualification, an opportunity or any particular result.
Duxinaroe Ltd. is not responsible if you fail to meet the Online Course requirements and you should ensure that you allocate sufficient time to allow you to successfully complete the Online Course.
5.2. Content updates: Duxinaroe Ltd continuously improves the BTFA course and reserves the right to update, change, add or delete any part of the course content without notice.
5.3. Course enrolment period: The BTFA Course is delivered to cohorts of students and each cohort starts at the commencement date (indicated in item 2.4. above). The BTFA course material is drip-fed, by opening one chapter every week after the commencement date. Enrolled students can watch the video lessons, complete the branched scenarios, and do the assignments provided in the course lessons. The cohort schedule ends five weeks after the cohort commencement date and students can access the course for 7 weeks after the cohort commencement date. You will not be able to access the course at the end of this period.
5.4. Downloadable material: You can download any material in the course during your enrolment period, except the video lessons. Copying, downloading, or reproducing the video clips of the course by any means is strictly forbidden.
5.5. Certificates: A digital certificate of completion will be issued to the legal name that you provided during the registration process. We grant this certificate if you successfully complete all course requirements within your enrolment period (7 weeks). No certificates will be issued by Duxinaroe Ltd. after the enrolment period of 7 weeks ends.
6. Student Conduct
When you accept these terms and conditions during the purchasing process, you will be granted a limited personal licence to access the course material. This license is exclusive to you. By accepting these terms, you agree that:
6.1. You are responsible for keeping your profile on our website private. You shall not share your email address and password with any other person, or let any other person participate in the course using your login information. In case unauthorised persons participate in the course on your behalf, you will be responsible for the actions they take in the course, including interactive lessons and discussions in community spaces.
6.2. You shall notify us ([email protected]) immediately if you notice any unauthorised use of your username and password.
6.3. We will support you in case you forget your password or username.
6.4. You can download and use the articles, notes and course slides provided as PDF documents for private and professional purposes. However, you shall not share these materials by print or electronic means (on a web server, a website or email) with others. Distribution of these materials is prohibited. These materials are only for your personal use and they cannot be used for any commercial purpose.
6.5. Videos in the BTFA course are protected by copyrights and/or other proprietary rights that belong to Duxinaroe. Ltd. You shall not copy, reproduce, display, post, modify duplicate, sublicense, rent, resell, or donate any part of these videos.
6.6. You are responsible for the appropriateness of your communications while interacting with other people in the community discussions, office hours, webinars and email groups. You consent that these communications in the BTFA course shall not be used for the purpose of promoting any business. Considering another person may be harmed by your comments, Duxinaroe Ltd Shall not be responsible for your behaviour.
7. Warranties
We will deliver the course materials indicated in the ‘Course Schedule’ presented on the course landing page, under the section ‘Schedule Details’. We make no warranties that the course content is error-free or shall meet your needs. We expect you to consider the appropriateness of this course to your expectations before you decide to purchase it. We don’t warrant that the course will be compatible with the hardware or software you are using. All materials, content and services we deliver exclude any warranties to the extent permissible under applicable laws.
8. Limitation of Liability
Under any circumstances, we will not be liable:
- For any damages, including without limitation, any claims, costs, loss of profits, loss of business or profits, punitive damages that you or any third party may suffer as a result of your purchasing, registration, participation and cancellation of the online course,
- For the cases, you find the course does not meet your expectations and requirements
- For any content or conduct of any third party referred to or used in the course
- if your participation in this course does not help you satisfy your personal expectations including but not limited to obtaining any promotion, new employment, behavioural development or similar outcomes.
By accepting these terms and conditions you agree that, to the extent permitted by law, we don’t warrant any outcome from the course and the directors, partners, affiliates and employees will not be liable for concerns as listed above. In no event shall Duxinaroe Ltd.'s liability for any claims exceed the payment you made for purchasing the course. No claims can be issued more than 7 weeks after the date the purchased course commences.
9. Indemnification
You agree to indemnify and hold harmless Duxinaroe Ltd. Directors, employees, licensees and affiliates from all claims that may arise from your use, the use of a third party using your account or login information, and from any costs that may arise from legal claims.
10. Disclaimer
We provide online courses and services ‘’as is’’, without warranties of any kind., whether expressed or implied. We do not warrant that the online course and the service we provide will meet your requirements.
11. Intellectual property
We own the intellectual property of the BTFA™ Believe-Think-Feel-Act model (the Bovis Cycle) and all of the video clips provided in this course. The videos in this course cannot be copied, reproduced, shared, republished, stored or transmitted by any means or any form. Downloadable documents provided in this course can be used by the students who participated in the course, for non-commercial purposes only.
12. Governing Law
These terms constitute the agreement between you and us when you accept these terms before registering for the online course. You agree to submit to the exclusive jurisdiction of the English courts for any disputes. In case any of these terms are found to be invalid by a court, the rest of these terms will remain in force.
13. Miscellaneous
We reserve the right to make revisions, at our sole discretion, on these terms at any time. We will try to inform you about the material changes we make in these terms 7 days before the change will be in effect. We will determine which change constitutes a material change at our sole discretion. You agree to stop participating in the online course and inform us if you don’t agree to the new terms.
14. Contact us
You can contact us at [email protected] if you have any questions before accepting these terms.
2. Other Services
Definitions
“Agreement”: means the contract you have entered into by purchasing the services to which these terms and conditions apply.
“Customer”: person, firm or company to whom Services are provided
“Dux / Duxinaroe”: means Duxinaroe Limited, with registered office 4, The Capricorn Centre, Cranes Farm Road, Basildon, Essex. SS14 3JJ and any Third Party engaged to support the delivery of services.
“Services”: services to be provided by Duxinaroe to the Customer under the Agreement which include 'closed shop' online courses, on-site training courses and consultancy services. For public courses - See Terms and Conditions 1. Online Courses, above.
"Closed shop": means online courses provided exclusively to the customer and their employees in cohort quantities agreed between Duxinaroe and the customer, i.e. Not 'Public courses'.
“In-house training”: refers to training delivered by Duxinaroe on customer premises
“Public courses”: refers to training delivered by Duxinaroe to multiple customers at a Duxinaroe or alternative location from that of the Customer, including those events hosted virtually.
“Consultancy”: refers to bespoke advice and other assistance relating to a Customer’s specific requirements as agreed at the outset of the engagement.
“Engagement” / "Program of work": refers to each individual piece of bespoke In-house training or Consultancy work requested by the Customer.
“Bespoke training”: refers to training tailored to a Customer’s specific requirements including but not limited to creation of new and tailored training materials.
“Working Day”: every week-day apart from Saturday, Sunday, and United Kingdom statutory holidays
“Third Party”: refers to any outside party, contractor or consultant which Duxinaroe may choose to deliver the Services.
“Quote”: refers to the price quoted in a proposal document, contract, Letter of Engagement or any other form of formal communication.
2. General
2.1 These terms and conditions should be read and accepted by you prior to your purchase. You accept that by purchasing any of 2. Other Services, you agree to be bound by these terms and conditions.
2.2 By placing an order for 2. Other Services, from Duxinaroe you warrant that you are legally capable of entering into binding contracts on behalf of the Customer and acknowledge that where a purchase order is issued for the ordering of such services, these Terms and Conditions will prevail over any terms and conditions contained within any such purchase order.
2.3 Where a customer has a specific agreement or contract in place for alternative services provided by Duxinaroe, the Customer acknowledges that for any instances of training or consultancy, and/or where there is a conflict of terms and conditions, these Terms and Conditions will apply for any training or consultancy services unless expressly acknowledged in writing by Duxinaroe.
2.4 Duxinaroe reserves the right to modify these T&Cs without prior notice. When changes are made, Duxinaroe will notify the changes on the Company's website (www.duxinaroe.com). If the Customer does not accept any changes, the Customer shall promptly notify Duxinaroe of such non-acceptance and in such case, the old T&Cs shall govern for the remaining term of Agreement and the new T&Cs shall apply to any new Agreement.
2.5 Duxinaroe shall provide the Services requested, and as described in any Duxinaroe written proposal, exercising reasonable skill and care at all times.
2.6 The Agreement shall be governed by English Law. Any dispute under this Agreement shall be submitted to the exclusive jurisdiction of English courts.
2.7 The parties are each independent contractors. Nothing in this Agreement shall give rise to a partnership, joint venture, agency or any such other relationship between the parties. Neither party shall claim to be a legal representative, partner, agent, franchisee or employee of the other party.
2.8 Duxinaroe may assign or sub-contract its obligations or rights under this Agreement to a competent third party in whole or in part. The Customer may not assign this Agreement in whole or in part except with Duxinaroe’s express written consent.
2.9 By providing personal data relating to your employees or agents to us, you confirm that you are entitled to disclose that data to us under the terms of the Data Protection Act 2018 and related legislation and that we are entitled to process such data for the purposes of providing your contracted Services.
3. Customer Obligations
3.1 Where Duxinaroe are required to perform services on Customer premises, the Customer agrees to provide a full and safe working environment for Duxinaroe’s staff and contractors including any relevant safety wear and equipment as may be necessary in performing the required services.
3.2 The Customer agrees to ensure that Duxinaroe staff and any sub-contractors engaged by Duxinaroe are informed of all relevant health & safety requirements of the Customers site at the outset of any services performed.
3.3 The Customer agrees to have in place suitable employer’s liability and public liability insurance at all times that services are performed by Duxinaroe on the Customer’s premises.
4. Fees & Payment
Fees
4.1 Any prices quoted to the Customer for the provision of Online Courses will be based on prevailing price lists in force at that time. Such price lists are subject to change and amendment at any time.
4.2 Prices quoted for Courses which are run from a Duxinaroe Venue include day conference venue fees but exclude any required overnight accommodation where applicable which will be subject to a separate fee and terms and conditions, where the customer requires Duxinaroe make such arrangements on their behalf.
4.3 Prices quoted for the provision of In-house training or Consultancy are provided on a bespoke basis, dependent on the Customers’ requirements on a job-by-job basis and are only valid for 30 days from the date of any written quote.
4.4 Any discounts offered by Duxinaroe to the Customer for the provision of services are offered against published price lists or standard rates in force at the date of quote, and such discounts or offers are unable to be used in conjunction with any other offers available at that time.
4.5 All fees are quoted exclusive of VAT, which will be charged at the prevailing rate.
4.6 All fees quoted are for the provision of services only and exclude any travel or subsistence or other expenses which, other than mileage, will be payable by the Customer in accordance with Duxinaroe’s internal expenses policy. Such Travel and subsistence will be recharged to the Customer at cost. Mileage will be recharged to the Customer at 65 pence per mile.
4.7 All fees are subject to annual or other such periodic review and amendment in order to take into account the changing nature and variation of wages, materials and other costs in providing the services to the customer. Duxinaroe reserves the right to accordingly adjust fees at any time to take account of such increases in cost.
4.8 In no circumstance will Duxinaroe be liable for any administration costs the customer incurs as a result of approving Duxinaroe as a supplier, nor will Duxinaroe accept a reduction in fees for payment received in accordance with clauses 4.8 to 4.15 where those terms contradict any payment terms normally expected by the customer for other goods or services.
Payment terms
4.9 All training courses (both Public courses and In-house training) are billable in advance and are payable 15 days prior to the course delivery date, or in the case of bespoke training courses, the later of 15 days prior to the course delivery date or the customer approval of the course design, but in any event prior to the commencement of the course.
4.10 Duxinaroe reserve the right to refuse attendance on any Public course which has not been paid in advance. Duxinaroe further reserve the right to refuse to deliver any In-house training which isn’t paid in advance and will be subject to the cancellation terms as set out in clause 5.
4.11 Consultancy assignments will be invoiced either upon completion or in the case of longer assignments on a monthly frequency based on work completed at the point of billing. Such invoices are payable 30 days from the date of invoice.
4.12 Where a Consultancy assignment results in the production of a final report, such Consultancy assignment fees are payable in full in advance of the publication of any such report. Duxinaroe reserve the right to refrain from issuing any such report until such time that any outstanding debts relating to the assignment are settled.
4.13 Any fees outstanding beyond agreed terms are subject to a late payment interest charge of 5% above the Bank of England base rate prevailing at the end of each month that such debt is outstanding.
4.14 The Customer warrants in all instances that where a valid Customer purchase order is required to be quoted on any invoices, the Customer will provide such purchase order details as necessary in order to facilitate payment in good time and for the full value of any service provided.
4.15 Duxinaroe is not liable under any circumstances for the failure of the Customer to provide any necessary purchase order information as may be required, and the Customer accordingly acknowledges that all fees are due and payable according to Duxinaroe’s terms and conditions in the instances where a valid purchase order has failed to be provided.
5. Cancellation & Termination
Cancellation
5.1 Cancellation charges including those levied for transfers, deferrals or postponements of services are charged in accordance with the table of charges set out below. All charges are exclusive of VAT.
5.2 Charges are applied to the full list price of any course or standard day rates in force at the date of cancellation.
5.3 All cancellations, transfers, deferrals or postponements must be received in writing by Duxinaroe.
5.4 Duxinaroe reserves the right to cancel, defer or postpone any training or consultancy services at any time at its discretion with no liability to the Customer. In such circumstances Duxinaroe will offer the Customer an alternative date. Duxinaroe will not be liable for any expenses incurred by the Customer within 10 working days of the course date; thereafter Duxinaroe will reimburse the Customer the lower of the expense incurred or £100 in total on production of supporting receipts. Duxinaroe will not compensate the Customer for any time spent travelling or being away from the office as a result of such cancellation.
5.5 Where Duxinaroe cancels a course and is unable to offer an alternative date to the Customer, then the Customer will be refunded in full any fees paid. For the avoidance of doubt Duxinaroe is under no obligation to provide a refund where an alternative date is offered but is refused by the Customer.
5.6 The Customer may substitute course attendees as required as long as Duxinaroe is informed in writing with no less than 10 days’ notice. In such instances it is the Customers responsibility to ensure that the attendee has any prerequisite knowledge and/or, has undertaken any required pre-reading in order to attend the course. Duxinaroe reserve the right to charge an administration fee of £50 for each substituted attendee.
Termination of Agreement
5.7 This Agreement will continue to apply to all training and consultancy arrangements provided to the Customer until such time that terms and conditions are changed.
5.8 Duxinaroe may at its discretion terminate or suspend this Agreement upon 10 days’ notice to the Customer if:
a) the Customer ceases to trade or otherwise terminates business operations;
b) becomes insolvent or seeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition or comparable proceeding or any proceeding is instituted against the Customer;
c) fails to make payment in accordance with the terms and conditions of this Agreement.
5.9 Duxinaroe may at its discretion immediately terminate or suspend this Agreement if the Customer commits a material breach, or a series of breaches the combination of which constitutes a material breach and the Customer fails to remedy such breach(es) with 10 days after receipt of notice giving details of breach(es) and requiring them to be remedied.
6. Staff & Contractors
6.1 Duxinaroe shall be entitled to subcontract, delegate or assign the provision of any services or any of their rights or duties under these terms. Duxinaroe shall have discretion as to which of their employees or self-employed agents, contractors or third parties (“Third Party”) are assigned to perform the services.
6.2 The Customer agrees to pay Duxinaroe’s introduction fee as set out in clause 6.3 in the event that the Customer, any subsidiary, group or associated company or any person connected with the Customer (directly or indirectly) recruit as an employee or engage as self-employed contractor any employee or Third Party of Duxinaroe if that employee or Third Party was involved in the provision of services to the Customer by Duxinaroe in the 12 month period prior to their engagement by the Customer.
6.3 In the event that the Customer engages an employee or Third Party of Duxinaroe as set out in clause 6.2, the Customer agrees to pay an introduction fee (which shall be immediately due and payable) equal to 50% of the annual remuneration (including pay and benefits) payable by the Customer to the relevant individual in the year following the commencement of that individual’s employment.
7. Intellectual Property & Confidentiality
7.1 All intellectual property rights of any nature (including copyright) created or provided by Duxinaroe or its employees or Third Parties shall be and remain the property of Duxinaroe and any such materials shall be licensed to the Customer for internal use only.
7.2 The Customer undertakes to keep all Publications materials created by Duxinaroe confidential and not to copy, publish or distribute any such information, materials or documents to any third party without Duxinaroe’s prior written consent (save where such information is in the public domain or the Customer is required to disclose such information by law).
7.3 Each party agrees with the other not to divulge or allow to be divulged any confidential information relating to the other’s business or affairs other than to its employees or subcontractors who need to know such information or where the other party has consented to such disclosure.
8. Force Majeure
8.1 Duxinaroe shall be entitled to delay or cancel delivery of any services or to reduce the amount of services delivered if it is prevented from or hindered or delayed in the provision of services through any circumstances beyond its reasonable control including strike, lock-out, accident, war, pandemic, government action, national emergency, act of terrorism, protest, riot, civil commotion, explosion, flood, epidemic, fire.
9. Liability & Insurance
9.1 Duxinaroe’s aggregate liability including the liability of their partners, agents, subcontractors and employees in respect of any services provided to the Customer by Duxinaroe in connection with your service contract will be limited to the total fees payable by the Customer for the service.
9.2 Duxinaroe shall not be liable to the Customer in respect of any event of default for loss of profits, goodwill or any type of indirect or consequential loss, including the acts or omissions of the Customer, even if Duxinaroe had been advised of the possibility of the Customer incurring the same.
9.3 Nothing in these terms will limit or exclude Duxinaroe’s liability for death or personal injury arising as a result of Duxinaroe’s negligence.
9.4 The Customer shall to the fullest extent permitted in law, indemnify and hold harmless Duxinaroe and its Third Parties from and against any and all claims, damages, losses or expense, arising out of or resulting from any injury or damage sustained on the Customer’s premises or for which the Customer is responsible.
Version 2 August 2024