1.1 The definitions and rules of interpretation in this clause apply in this Agreement.
AGREEMENT: The Agreement as set out in this document and any attached covering letter.
EQUIPMENT: any Equipment belonging to Us and used in the supply of the Services, including but not limited to bicycles, safety helmets, water bottles, saddle bags and rain jackets.
ACCOMMODATION: All reasonable endeavours shall be used to ensure Accommodation is booked at the chosen quality B&Bs and hotels, however Cycle Tours UK Ltd reserves the right to book alternative Accommodation if the recommended lodgings are not available.
FEE: the Fees are set out in this Agreement.
TOUR: shall include the services as described in the Tour Registration Letter.
TOUR SERVICES: the cycle Tour Services to be provided by Us under this Agreement.
Us/We: Cycle Tours UK Ltd.
CLIENT: the participants in the Tour
GUIDE: the person in charge of the Tour
VAT: value added tax chargeable under English law for the time being and any similar additional tax.
1.2 Headings in these conditions shall not affect their interpretation.
1.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.4 The schedules form part of this Agreement.
1.5 A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension, or re-enactment and includes any subordinate legislation for the time being in force made under it.
1.6 A reference to writing or written includes faxes but not e-mail.
1.7 Any obligation in this Agreement on a person not to do something includes, without limitation, an obligation not to agree, allow, permit or acquiesce in that thing being done.
1.8 References to conditions and schedules are to the conditions and schedules of this Agreement.
2. OUR OBLIGATIONS
2.1 We shall use reasonable endeavours to provide the Services as described in this Agreement to you.
3. YOUR OBLIGATIONS
3.1 co-operate with Us in all matters relating to the Tour Services;
3.2 keep and maintain the Equipment in good condition, and shall not dispose of or use the Equipment other than in accordance with our instructions or authorisation;
3.3 ensure that you are of an appropriate level of fitness to participate in the Tour;
3.4 notify Us of any medical conditions you suffer from that may affect your ability to participate in the Tour;
3.5 familiarise yourself with and fully adhere to the UK Highway Code;
3.6 wear a safety helmet at all times when cycling;
3.7 only cycle between the hours of 9am and 5pm. If the recommended Accommodation cannot be reached before dark then you shall call the Guide for assistance;
3.8 ensure you have adequate subsistence to participate in the Tour;
3.9 ensure the Equipment is locked if it is left unattended at any time;
3.10 ensure the Equipment is returned in its original condition, subject to fair wear and tear;
3.11 ensure your luggage is locked with a padlock or similar locking device before transfer;
3.12 only deviate from the prescribed Tour route if agreed with the Guide ;
3.13 not cycle when under the influence of alcohol or otherwise similarly intoxicated;
3.14 immediately notify Us if your are involved in an accident and not admit liability to any third party;
3.15 ensure adequate travel insurance is in place before embarking on the Tour, to cover for any circumstances including but not limited to personal and material liability;
3.16 provide a copy of the relevant insurance policy pursuant to Clause 3.15, at our request.
4. FEES AND PAYMENT
4.1 In consideration of the provision of the Tour Services by Us, you shall pay the Fees as set out in this Agreement.
4.2 The Fees shall be payable by you to Us on or before the date of this Agreement.
4.3 Without prejudice to any other right or remedy that it may have, if you fail to pay Us on the due date, We may:
(a) charge interest on such sum from the due date for payment at the annual rate of 4% above the base lending rate from time to time of Barclays Bank, accruing on a daily basis and being compounded quarterly until payment is made, whether before or after any judgment and you shall pay the interest immediately on demand. We may claim interest under the Late Payment of Commercial Debts (Interest) Act 1998; and
(b) suspend your right to participate in the Tour until payment has been made in full.
4.4 Time for payment shall be of the essence of this Agreement.
4.5 All sums payable to Us under this Agreement shall become due immediately on its termination, despite any other provision. This condition 4.5 is without prejudice to any right to claim for interest under the law, or any such right under this Agreement.
5. LIMITATION OF LIABILITY - (YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CONDITION)
5.1 This condition 5 sets out our entire financial liability (including any liability for the acts or omissions of our employees, agents, consultants, and subcontractors) to you in respect of:
(a) any breach of this Agreement;
(b) any use made by you of the Tour Services; and
(c) any representation, statement or tortious act or omission (including negligence) arising under or in connection with this Agreement.
5.2 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from this Agreement.
5.3 Nothing in these Conditions limits or excludes our liability:
(a) for death or personal injury resulting from negligence; or
(b) for any damage or liability incurred by you as a result of fraud or fraudulent misrepresentation by Us.
5.4 We shall not be liable for:
(a) loss of your goods; or
(b) any claim for disappointment; or
(c) any claim for loss of enjoyment; or
(d) any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses; or
(e) any loss arising as a result of your failure to observe your obligations under this Agreement; or
(f) any act or mishap causing injury.
5.5 Our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance, or contemplated performance, of the Tour Services shall be limited to the price paid for the Tour Services.
6. DATA PROTECTION
You acknowledge and agree that details of your name, address and payment record may be submitted to a credit reference agency, and personal data may be processed by and on behalf of Us in connection with the Tour Services.
7.1 You may cancel your booking on the Tour by giving not less than 30 days' written notice to Us.
7.2 If you cancel in accordance with clause 7.1, at our sole discretion We may refund you the balance less the 50% non-refundable deposit, subject to any non-refundable expenses incurred by Us in respect of your place on the Tour (including but not limited to Accommodation Fees).
7.3 If, in the event you cancel in accordance with clause 7.1, at our sole discretion, you may rollover the balance of the Fee paid, less any non-refundable expenses incurred by Us in respect of your place on the Tour, when booking an alternative Tour with Us.
We strive to ensure all clients are satisfied with their Tour however should you wish to make a formal complaint this must be done in writing, within 14 days of the end of the Tour. All complaints will be considered and responses made in a timely fashion. On a day to day basis your Tour Guide will be available to help with any concerns or issues you might have.
9. FORCE MAJEURE
We shall have no liability to you under this Agreement if We are prevented from, or delayed in performing, our obligations under this Agreement or from carrying on our business by acts, events, omissions or accidents beyond our reasonable control, including (without limitation) terrorism, natural or technical disasters, robbery, illness, abnormal weather conditions, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.
10.1 We may, from time to time and without notice, change the Tour Services in order to comply with any applicable safety or statutory requirements, provided that such changes do not materially affect the nature, scope of, or the charges for the Tour Services.
10.2 Subject to condition 10.1, no variation of this Agreement shall be valid unless it is in writing and signed by or on behalf of each of the parties.
11.1 A waiver of any right under this Agreement is only effective if it is in writing and it applies only to the circumstances for which it is given. No failure or delay by a party in exercising any right or remedy under this Agreement or by law shall constitute a waiver of that (or any other) right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that (or any other) right or remedy.
11.2 Unless specifically provided otherwise, rights arising under this Agreement are cumulative and do not exclude rights provided by law.
12.1 If any provision of this Agreement (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of this Agreement, and the validity and enforceability of the other provisions of this Agreement shall not be affected.
12.2 If a provision of this Agreement (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
13. ENTIRE AGREEMENT
13.1 This Agreement constitutes the whole Agreement between the parties and supersedes all previous Agreements between the parties relating to its subject matter.
13.2 Each party acknowledges that, in entering into this Agreement, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) (other than for breach of contract).
13.3 Nothing in this condition shall limit or exclude any liability for fraud.
14.1 You shall not, without our prior written consent, assign, transfer, charge, mortgage, subcontract, or deal in any manner with all or any of your rights or obligations under this Agreement.
14.2 We may at any time assign, transfer, charge, mortgage, subcontract, declare a trust of or deal in any other manner with all or any of our rights under this Agreement and may subcontract or delegate in any manner any or all of our obligations under this Agreement to any third party or agent.
14.3 Each party that has rights under this Agreement is acting on its own behalf and not for the benefit of another person.
15. NO PARTNERSHIP OR AGENCY
Nothing in this Agreement is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way.
16. RIGHTS OF THIRD PARTIES
A person who is not a party to this Agreement shall not have any rights under or in connection with it.
17. GOVERNING LAW AND JURISDICTION
This Agreement, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales.
The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of, or in connection with, this Agreement or its subject matter or formation (including non-contractual disputes or claims).