TERMS AND CONDITIONS OF BUSINESS

ACUMEN SAFETY | Version 1.0 | Effective April 2026

These Terms and Conditions of Business (“Terms”) govern the supply of services by Acumen Safety (a trading name of Acumen Safety Ltd, registered in England and Wales) to its clients. By engaging Acumen Safety, you agree to be bound by these Terms.

These Terms supersede any earlier terms and conditions and take precedence over any terms submitted by a client unless otherwise agreed in writing by a Director of Acumen Safety.

Acumen Safety provides three categories of service: (A) Health and Safety Consultancy Services; (B) Training Services; and (C) Event Safety services. All categories are subject to the General Terms set out below. Additional specific terms apply to each service category as indicated.

PART A: HEALTH AND SAFETY CONSULTANCY SERVICES

This Part applies to the provision of event safety management consultancy, including but not limited to: Event Safety Management Plans (ESMPs), risk assessments, method statements, Safety Advisory Group (SAG) representation, onsite safety advisory and show cover, supplier compliance reviews, and retained health and safety consultancy arrangements.

A1. Engagement and Scope

A1.1 Services will be provided as described in a written quotation or engagement letter issued by Acumen Safety and accepted by the client. No variation to the agreed scope shall be binding unless confirmed in writing by a Director of Acumen Safety.

A1.2 The client is responsible for providing accurate, complete, and timely information required to enable Acumen Safety to perform the services. Acumen Safety shall not be liable for any deficiencies in services resulting from incomplete or inaccurate information provided by the client.

A1.3 Where Acumen Safety performs services using qualified freelance consultants, such consultants act on behalf of Acumen Safety and these Terms apply in full. Acumen Safety retains overall responsibility for the quality of services delivered.

A1.4 Any dates or timeframes given for the performance of services are estimates only. Acumen Safety shall use all reasonable endeavours to meet agreed deadlines but shall not be liable for delays beyond its reasonable control.

A2. Retained Consultancy Arrangements

A2.1 Where a retained consultancy arrangement is agreed, the scope, fee, and included service levels will be set out in a written agreement or schedule. Retained fees are payable monthly in advance unless otherwise agreed.

A2.2 Retained arrangements may be terminated by either party on not less than 30 days’ written notice, unless a longer notice period is stated in the relevant schedule. Work in progress at the point of termination remains payable at the agreed rate.

A3. Cancellation of Consultancy Engagements

A3.1 Once a consultancy engagement has been accepted by Acumen Safety, the following cancellation charges apply:

More than 8 weeks before the service commencement date: no charge
Between 4 and 8 weeks before commencement: 25% of the agreed fee
Between 2 and 4 weeks before commencement: 50% of the agreed fee
Less than 2 weeks before commencement: 100% of the agreed fee

A3.2 All cancellations must be confirmed in writing. The date of receipt of written notice shall determine the applicable cancellation charge.

A3.3 Where work has already commenced at the point of cancellation, all time reasonably spent to that point is payable at the agreed day rate or pro-rata fee, irrespective of the cancellation charge scale above.

A4. Fees and Payment

A4.1 Fees are as stated in the relevant quotation or schedule. All fees are exclusive of VAT, which will be charged at the prevailing rate.

A4.2 For event-based engagements, Acumen Safety reserves the right to require a deposit of up to 50% of the agreed fee at the time of booking. The balance is due no later than 10 working days before the service commencement date, unless otherwise agreed in writing.

A4.3 For all other consultancy work, invoices are payable within 30 days of the invoice date.

A4.4 If payment is not received by the due date, Acumen Safety reserves the right to charge interest at 8% per annum above the Bank of England base rate under the Late Payment of Commercial Debts (Interest) Act 1998 and the Late Payment of Commercial Debts Regulations 2013. Acumen Safety also reserves the right to suspend services pending payment.

PART B: TRAINING SERVICES

This Part applies to all training services provided by Acumen Safety, including face-to-face and blended delivery of the IOSH Managing Safely in Events course, and digital e-learning products including the Working Safely in Events course.

B1. Booking and Confirmation

B1.1 All training bookings must be confirmed in writing. A booking is not confirmed until Acumen Safety has issued a written booking confirmation and any required deposit has been received.

B1.2 Corporate bookings are subject to these Terms, which take precedence over any terms submitted by the purchasing organisation unless otherwise agreed in writing.

B2. Eligibility and Attendance

B2.1 It is the responsibility of the purchasing organisation (where booking on behalf of delegates) to ensure that delegates are suitable for their chosen course, including any prerequisite knowledge, literacy, or language requirements stated in the course description.

B2.2 Acumen Safety welcomes delegates with disabilities or additional learning needs. Any such requirements must be disclosed in advance of the course commencement date so that reasonable adjustments can be considered. Acumen Safety shall not be liable for any failure to accommodate needs that were not disclosed in advance.

B2.3 To satisfy IOSH requirements and any other applicable awarding body requirements, delegates must attend all scheduled sessions. If a delegate arrives late or is absent from any session, Acumen Safety reserves the right to refuse to assess that delegate or to exclude them from the course without refund.

B2.4 Assessment outcomes are determined by Acumen Safety and/or the relevant awarding body. Where a delegate is referred or does not achieve the required standard, a single reassessment opportunity will be offered at no additional charge, subject to availability. Further coaching or tutoring beyond that included in the course may incur an additional fee.

B3. E-Learning and Digital Product

B3.1 Access to e-learning courses is provided on a per-licence basis. A licence grants the named individual or organisation a non-transferable, non-exclusive right to access the relevant course content for the period specified at the time of purchase.

B3.2 Licence fees are non-refundable once access has been activated.

B3.3 The client and individual users must not share, copy, reproduce, distribute, or sublicense any e-learning content. All intellectual property rights in e-learning materials remain the property of Acumen Safety.

B3.4 Acumen Safety makes no warranty that e-learning platforms will be uninterrupted or error-free. Where disruption is caused by factors within Acumen Safety’s control, access periods will be extended accordingly.

B4. Cancellation and Transfer — Training Courses

B4.1 For face-to-face and blended training courses, the following cancellation charges apply:

More than 4 weeks before course commencement: full refund
Between 2 and 4 weeks before commencement: 50% of course fee
Less than 2 weeks before commencement: 100% of course fee (no refund)

B4.2 Delegate transfers to an alternative course date are permitted subject to availability and the following charges:

First transfer, more than 4 weeks before commencement: no charge
First transfer, 2 to 4 weeks before commencement: 25% of course fee
First transfer, less than 2 weeks before commencement: 50% of course fee
Subsequent transfers: 25% of course fee irrespective of notice

B4.3 Where a booking is made within 14 days of course commencement, the right to cancel without charge expires immediately upon booking.

B4.4 All cancellations and transfer requests must be confirmed in writing.

B5. Acumen Safety’s Right to Cancel or Reschedule

B5.1 Acumen Safety reserves the right to cancel or reschedule any course due to insufficient enrolment, tutor unavailability, or circumstances beyond its reasonable control. In such cases, delegates will be offered a full refund or transfer to an alternative date.

B5.2 Acumen Safety shall not be liable for any costs incurred by delegates or purchasing organisations as a result of course cancellation or rescheduling, including travel, accommodation, or loss of earnings.

B6. Payment — Training

B6.1 Course fees are payable in full within 30 days of invoice, or in advance of the course commencement date, whichever is earlier. Acumen Safety reserves the right to decline delegate entry where fees remain outstanding.

B6.2 All fees are exclusive of VAT, which will be charged at the prevailing rate.

PART C: ONSITE EVENT SAFETY SERVICES

This Part applies where Acumen Safety provides personnel to attend and perform safety advisory or management functions at a live event. This includes, but is not limited to: Event Safety Officer roles, show cover, crowd management advisory, production safety consultancy, and any other service requiring the physical presence of an Acumen Safety representative or appointed freelance consultant at an event site.

C1. Engagement and Briefing

C1.1 Onsite event safety engagements must be confirmed in writing no later than 10 working days before the event, unless otherwise agreed. Late bookings are accepted at Acumen Safety’s discretion and may be subject to a late booking surcharge.

C1.2 The client must provide Acumen Safety with accurate and complete event information in sufficient time to enable proper preparation. This includes, but is not limited to: expected attendance figures, site plans and layouts, production schedules, contractor and supplier lists, licensing conditions, any known site-specific hazards, and details of any relevant regulatory correspondence including SAG correspondence.

C1.3 Where the scope of an event changes materially after confirmation — including changes to site layout, attendance capacity, programme, or contractor arrangements — the client must notify Acumen Safety immediately. Acumen Safety reserves the right to revise its fee accordingly and, where changes are significant, to withdraw from the engagement if insufficient notice is given to enable safe and competent delivery.

C2. Client Responsibilities at Events

C2.1 The client, as event organiser, retains at all times the primary legal duty of care for the health and safety of all persons at the event, including members of the public, staff, contractors, and volunteers. Acumen Safety’s role is advisory; it does not and cannot assume the client’s statutory duties as event organiser.

C2.2 The client must ensure that Acumen Safety personnel are provided with:

Appropriate site access, including passes, credentials, and access to all relevant areas required to perform the agreed role
A suitable working environment, including access to welfare facilities, appropriate shelter, and means of communication
Timely access to all relevant personnel, including production management, security leads, medical providers, and local authority representatives
A clear briefing on-site prior to the commencement of the event, covering emergency procedures, radio channels, command and control structure, and relevant site-specific arrangements

C2.3 The client must not instruct Acumen Safety personnel to act in a manner that compromises their professional judgement, their personal safety, or compliance with applicable health and safety legislation. Acumen Safety personnel have the right to withdraw from an event or refuse to perform a specific task where they reasonably believe it presents a serious and imminent risk to life.

C2.4 The client is responsible for ensuring that all contractors, suppliers, and sub-contractors engaged by the client hold appropriate qualifications, insurance, and competence for their roles. Acumen Safety may advise on supplier compliance but is not responsible for the conduct or performance of third parties engaged by the client.

C3. Acumen Safety Personnel — Welfare and Safe Working

C3.1 Acumen Safety personnel attending events are entitled to reasonable rest periods, access to food and water, and appropriate welfare provision. Where an event extends beyond the agreed hours, additional fees and welfare provisions will apply.

C3.2 The client must ensure that the event site environment does not expose Acumen Safety personnel to unnecessary risk. Where a site presents conditions that are unsafe, unhealthy, or significantly different from those described at the time of engagement, Acumen Safety reserves the right to suspend performance until appropriate conditions are restored.

C3.3 Where Acumen Safety engages qualified freelance safety professionals to fulfil an onsite role, Acumen Safety is responsible for their briefing and quality of conduct. The client must treat freelance personnel engaged by Acumen Safety with the same duty of care as any other worker on site.

C4. Scope of Advisory Role

C4.1 Unless otherwise expressly agreed in writing, Acumen Safety’s onsite role is advisory. Acumen Safety personnel will monitor conditions, provide recommendations, support emergency response coordination, and liaise with relevant parties. They do not direct or control the operations of contractors, security, or medical providers engaged by the client.

C4.2 Where Acumen Safety identifies a safety concern during an event, it will communicate that concern to the client’s designated representative. It is for the client’s representative to act on that advice. Acumen Safety shall not be liable for any loss or harm arising from the client’s failure to act on safety advice given.

C4.3 Post-event, Acumen Safety may provide a written debrief or incident summary as agreed. Such documentation is prepared in good faith based on observations made during the event and is for the client’s internal use only. It does not constitute a formal accident investigation report unless expressly commissioned as such.

C5. Event Cancellation, Abandonment, and Curtailment

C5.1 Where an event is cancelled by the client, the cancellation charges set out in clause A3 of Part A shall apply, calculated against the total agreed onsite fee.

C5.2 Where an event is abandoned, curtailed, or suspended for reasons beyond the client’s reasonable control (including but not limited to severe weather, crowd safety incidents, licensing intervention, or venue failure), fees will be calculated on a pro-rata basis for time actually worked by Acumen Safety personnel, plus any reasonable travel and subsistence costs already incurred. No refund shall be due for time worked prior to curtailment.

C5.3 Where an event is cancelled, abandoned, or curtailed for reasons within the client’s control — including inadequate planning, failure to obtain required licences or permissions, or withdrawal of a key contractor — the full agreed fee shall remain payable.

C6. Travel, Subsistence, and Expenses

C6.1 Unless otherwise stated in the quotation, travel expenses are charged in addition to the agreed day rate. Acumen Safety will seek to use the most cost-effective means of travel. Any anticipated travel costs in excess of £100 will be agreed with the client in advance.

C6.2 Where overnight accommodation is required, Acumen Safety will agree arrangements and costs with the client prior to booking. Accommodation costs are payable by the client in addition to the agreed fee.

C6.3 Parking, tolls, and any site access charges are recoverable from the client as part of the engagement expenses.

C7. Insurance

C7.1 Acumen Safety holds professional indemnity insurance and public liability insurance appropriate to the nature of its services. Details of current cover are available on request.

C7.2 The client is responsible for ensuring that appropriate event insurance is in place, including public liability insurance covering the event operation. Acumen Safety’s insurance does not cover the client’s liabilities as event organiser.

GENERAL TERMS

The following terms apply to all services provided by Acumen Safety under both Part A and Part B above.

Intellectual Property

1.1 All intellectual property rights in materials, documents, training content, presentations, ESMPs, risk assessments, and any other deliverables produced by Acumen Safety remain the property of Acumen Safety unless otherwise agreed in writing.

1.2 The client is granted a non-exclusive licence to use deliverables for their intended purpose. The client must not reproduce, distribute, or adapt any Acumen Safety materials for commercial purposes without prior written consent.

1.3 The client warrants that any materials, information, or data provided to Acumen Safety for use in performing the services do not infringe the intellectual property rights of any third party, and agrees to indemnify Acumen Safety against any claims arising from such infringement.

Confidentiality

2.1 Each party agrees to keep confidential all information obtained about the other in connection with these Terms or the services, and not to disclose it to any third party without prior written consent, except where required by law or necessary for the performance of the services.

2.2 This obligation of confidentiality shall survive termination of the engagement.

Data Protection

3.1 Both parties agree to comply at all times with their respective obligations under the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018, and any other applicable data protection legislation.

3.2 Where Acumen Safety processes personal data on behalf of the client in the course of providing training services (such as delegate registration data), it does so as a data processor. Personal data will only be processed for the purposes of delivering the agreed services and will not be retained beyond the period necessary for those purposes.

3.3 Acumen Safety’s Privacy Policy (available on the Acumen Safety website) sets out how it handles personal data in its capacity as a data controller.

Liability

4.1 Nothing in these Terms excludes or limits either party’s liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability which cannot be excluded or limited by law.

4.2 Subject to clause 4.1, Acumen Safety’s total aggregate liability to the client in connection with any engagement (whether in contract, tort, breach of statutory duty, or otherwise) shall not exceed the total fees paid by the client for the relevant services in respect of which the claim arises.

4.3 Acumen Safety shall not be liable to the client for any indirect, consequential, or special loss including, without limitation, loss of profit, loss of revenue, loss of contracts, loss of anticipated savings, or damage to reputation, howsoever caused.

4.4 The client is responsible for implementing safety advice and recommendations provided by Acumen Safety. Acumen Safety provides consultancy and advisory services; it is for the client and its appointed duty holders to take final responsibility for compliance with applicable health and safety legislation.

Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from an event beyond its reasonable control, including but not limited to acts of God, pandemic, fire, flood, extreme weather, war, terrorism, industrial dispute, or action by any governmental authority. The affected party shall notify the other as soon as reasonably practicable and shall use reasonable endeavours to recommence performance as soon as possible.

Insolvency

If the client becomes subject to an administration order, enters liquidation, has a receiver appointed over its assets, or proposes any voluntary arrangement with creditors, Acumen Safety may terminate any outstanding engagement immediately on written notice. All outstanding fees become immediately due and payable.

Disputes

In the event of a dispute, both parties shall use reasonable endeavours to resolve it within 14 days of written notice. If no resolution is reached within that period, the parties may agree to refer the matter to mediation. If mediation is unsuccessful or not agreed, the dispute shall be subject to the exclusive jurisdiction of the courts of England and Wales.

Notices

Any formal notice required under these Terms must be given in writing and delivered by hand, sent by pre-paid first-class post, or sent by email with delivery confirmation. Notices shall be deemed received: on the day of delivery (hand); on the second business day after posting (post); or on the day of transmission (email, provided no delivery failure notification is received).

General Provisions

9.1 Entire Agreement. These Terms, together with any quotation, schedule, or engagement letter to which they are appended, constitute the entire agreement between the parties and supersede all prior discussions, representations, and agreements.

9.2 Variation. No variation to these Terms shall be effective unless agreed in writing and signed by a Director of Acumen Safety.

9.3 Waiver. Failure by either party to enforce any provision of these Terms shall not constitute a waiver of any subsequent right to do so.

9.4 Severability. If any provision of these Terms is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

9.5 Assignment. Neither party may assign or transfer its rights or obligations under these Terms without the prior written consent of the other, which shall not be unreasonably withheld.

9.6 Third Parties. These Terms do not confer any rights on any third party under the Contracts (Rights of Third Parties) Act 1999.

9.7 No Partnership. Nothing in these Terms creates a partnership, joint venture, or employment relationship between the parties.

9.8 Governing Law. These Terms and any dispute or claim arising out of or in connection with them shall be governed by the law of England and Wales.