1 – Definitions
1.1 “The Centre International de Formation Ferroviaire de la Côte d’Opale (Côte d’Opale International Railway Training Centre)” ****is a Getlink company whose mission is to organise vocational training courses on railways and safety, hereinafter referred to as “CIFFCO”. CIFFCO is listed on the Boulogne-sur-Mer Trade and Companies Register under the number 528.531.338 and is located at 1 boulevard de l’Europe, 62231 Coquelles, France.
1.2 The “Contract” means the entire agreement between CIFFCO and the Customer, embodied by these Terms and Conditions of Sale (TCS), as well as the Training Agreement, which form an inseparable whole.
1.3 The “Training Agreement” is the contract defining the relationship between CIFFCO and the Customer in order to organise training actions. In the event of an online training order, the Training Agreement will be published by CIFFCO following the order made by the Customer and transferred to the latter by email.
1.4 The “Customer” means the training applicant(s) contracting with CIFFCO through the Contract.
2 – Purpose
2.1 The Contract is concluded between CIFFCO and the individual or legal entity whose identification appears on the Training Agreement, hereinafter referred to as the Customer.
2.2 The purpose of the Contract is to provide training services as defined in the Training Agreement and in accordance with the terms and conditions set out therein.
2.3 The Contract, as well as any amendments thereto, must be in writing. Neither CIFFCO nor the Customer may rely on any oral and/or written provision made prior to the signature/acceptance of these Terms and Conditions of Sale and the Training Agreement and only those documents expressly accepted by CIFFCO and the Customer shall be valid between the parties.
3 – Terms of registration
3.1 The price indicated on the commercial proposal sent to the Customer is valid throughout the validity period indicated on it. Beyond this date, the commercial proposal is considered to be invalid.
3.2 The training service may only be provided by CIFFCO after the signing of the Training Agreement and these Terms and Conditions of Sale.
3.3 CIFFCO will issue a copy of the finalised Training Agreement to the Customer who must return it to CIFFCO duly signed.
3.4 Only in the case where the Customer is an individual, he has a right of withdrawal within a period of 10 days from the signing of the Agreement/acceptance of the Terms and Conditions of Sale online. The Customer must inform CIFFCO by registered letter with acknowledgement of receipt. In this case, no amount shall be required from the Customer.
4 – Transfer of the contract
The Contract is non-transferable. The Customer is therefore prohibited from transferring the rights and obligations arising from the Contract to any third party whatsoever, without the prior written consent of CIFFCO.
5 – Level required and correlation
5.1 CIFFCO defines the level required to follow each of the training courses it offers.
5.2 It is up to the Customer to evaluate its training needs and verify whether the level of the future participant(s) corresponds to the level it requires.
5.3 Therefore, CIFFCO will in no event be held liable for the possible inadequacy of the training offered in response to the needs expressed by the Customer and/or the level of competence of the Customer’s staff.
6 – Terms of payment and prices
6.1 At the end of the training course or during its implementation, depending on the terms agreed with the Customer, an invoice will be sent to the latter.
6.2 The invoice is payable 30 days from the issuance thereof.
6.3 In accordance with Article L441-6 of the French Commercial Code, any late payment will be subject to penalties, the amount of which will be determined by applying three times the legal interest rate of the European Central Bank to the amounts remaining due, as well as an amount of 40 euros for the recovery costs.
7 – Terms of cancellation
7.1 After the withdrawal period provided for in Article 3 of these Terms and Conditions of Sale and in any event, any partial or total cancellation of the training service by the Customer, must be notified to CIFFCO in writing at least 15 working days before the start date of the training.
7.2 However, the Customer has the right to replace, up until the day before the training delivery date, a participant who is unable to take part, with another person who fulfils the same prerequisites, subject to prior written notice to CIFFCO.
7.3 In the event of termination of the Contract by the Customer within 15 working days of the start date of the training service, CIFFCO will invoice the Customer 80% of the total amount excluding VAT of the service, as fixed compensation.
7.4 If the termination by the Customer occurs within 10 working days of the start date of the training service, CIFFCO will invoice the Customer 100% of the total amount excluding VAT of the service, as fixed compensation.
7.5 The compensation will be the subject of an invoice payable in accordance with Article 6 of these Terms and Conditions of Sale.
7.6 In addition, if a participant does not attend on the day of the training course, the Customer will remain liable for one hundred percent of the price of the training course.
7.7 Any training course started will be due for payment in full.
7.8 In the event of cancellation or postponement of the course by CIFFCO, the Customer will be informed by telephone or any other means no later than 24 hours before the start of the training course, except in cases of force majeure. Confirmation of the cancellation will then be sent by post or email or by any other means. In this case, no payment will be due by the Customer and the latter waives any claim for damages from CIFFCO. In the event of postponement, CIFFCO shall contact the Customer as soon as possible to jointly determine another date.
7.9 In the event of unilateral amendment by CIFFCO, the Customer will have the facility to terminate this agreement and waive any claim for damages from CIFFCO.
8 – Intellectual property rights
8.1 CIFFCO declares that it holds the intellectual property rights relating to the training materials and other educational resources made available to the Customer or that it has obtained the right to regular use of thereof from a third-party owner.
8.2 The Customer undertakes to use the training materials and other educational resources, regardless of the nature of said materials, within the limits defined as follows: the Customer agrees not to reproduce, directly or indirectly, in whole or in part, adapt, modify, translate, represent, market or disseminate, to members of its staff not participating in the training courses provided by CIFFCO or to third parties, the training materials and other educational resources made available to it without CIFFCO’s prior and written agreement. The Customer only has a non-exclusive right to use the materials limited to the training followed.
8.3 The Customer accepts the materials and their contents as is on the day of the training and may not hold CIFFCO liable on the basis of a failure to update the training followed.
9 – Liability
9.1 The training participants remain under civil liability of the Customer ****throughout the duration of the training course.
9.2 In the event of direct material damage suffered by the Customer and/or the participant(s) during the training course, CIFFCO’s liability shall not exceed five million euros (€5,000,000), for any and all damage and causes. This limitation of liability also applies to damage caused within the premises, in the car parks, on the Eurotunnel site and/or outside the site. The Customer, the participant(s) and/or their insurers waive any recourse beyond this amount in advance.
9.3 After completion of the training course, CIFFCO excludes liability for any damage and/or the consequences thereof. This exclusion of liability also applies to direct or indirect property damage and direct or indirect consequential damages (operating losses, loss of profits, etc.).
9.4 CIFFCO accepts no liability in relation to the educational resources made available to the Customer and/or the participant(s).
9.5 Nothing in this Article seeks to exclude CIFFCO’s is liability for bodily injury caused to the participant(s) during the training course on its premises, provided that the accident is not the result of the negligence or intentional fault of the participant and/or the Customer, and/or that of a third party and/or circumstances beyond the control of CIFFCO.
9.6 The Customer and/or participant(s) shall be liable for any damage to property and consequential loss resulting from damage to the property, premises and materials made available by CIFFCO ****and used by the participant(s) during the duration of the training services.
10 – Confidentiality
10.1 The Customer expressly undertakes not to disclose information of any kind, including financial and commercial information, whatever the medium, which is transmitted by CIFFCO to the Customer as part of the training service. In the event that the Customer receives a request for information from a third party, it must immediately inform CIFFCO of this.
10.2 The Customer undertakes to inform its staff of the contents of this clause, of the obligation it imposes on them and the resulting consequences in the event of transgression.
10.3 Any breach of this clause will be a cause for immediate termination of the Contract, without compensation to the Customer. CIFFCO reserves the right to pursue the Customer for compensation for any direct or indirect damages incurred in relation to the breach.
11 – Termination and end of contract
11.1 Except in events of termination expressly provided for by law and by the Training Agreement, if one of the parties fails to fulfil all of the obligations incumbent upon it by virtue of this document, the other party may request termination on the grounds of the wrongful acts of the defaulting party.
11.2 In any event, and whatever the cause of the termination of the contractual relations, the Customer must immediately return to CIFFCO all documents, of any kind and on any medium whatever, that CIFFCO may have given it in the context of the execution of the Agreement.
12 – Applicable law and disputes
12.1 These Terms and Conditions of Sale are subject to French law.
12.2 Should the parties fail to reach an amicable agreement, the parties agree to submit any disputes to the Commercial Court of Boulogne-sur-Mer.
13 – General provisions
13.1 No failure or delay on the part of CIFFCO to exercise any right or privilege in accordance with these Terms and Conditions of Sale or the Training Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or privilege preclude other or further exercise therefore or of any other right of privilege.
13.2 These Terms and Conditions of Sale apply to all Training Agreements proposed by CIFFCO. Any commitment inherent to the Training Agreement implies the Customer’s full and unreserved acceptance of these Terms and Conditions of Sale. In the event of conflict between the provisions of the Training Agreement and the Terms and Conditions of Sale, the provisions of the Training Agreement shall prevail.
13.3 All online training orders must be subject to the express acceptance of these Terms and Conditions of Sale.