General terms and conditions of sale

Preamble – Presentation and definitions:

Gesip is an approved continuing vocational training organization, registered under #11 75 03164 75, and located at 22 rue du Pont Neuf, 75001 Paris, France. Gesip designs, develops and provides inter-company and intra-company training at its Vernon and Roussillon sites in France and/or abroad.

Gesip also carries out studies and audits, and tests equipment and foam concentrates using strict protocols that meet industry standards.

In the following paragraphs, the following designations apply:

  • Client: Any natural person or legal entity who registers or orders a service with Gesip
  • Trainee: A natural person who attends a training.
  • Inter-company training: Training courses listed in the Gesip catalog that include trainees from different organizations.
  • Intra-company training : Custom Gesip training courses for a Client or a group of Clients.
  • Audits/Studies: Services provided by consultants (Gesip) for a Client
  • Tests: Services delivered on our sites to test equipment or foam concentrates
  • Terms and conditions : General terms and conditions of sale, detailed below.
  • OPCA : Approved joint collecting organizations responsible for collecting and managing training efforts.

Article 1 – Object

These General terms and conditions of sale apply to all training, audit, study and testing services provided by Gesip to a Client. Registering or placing an order implies the full and unreserved acceptance by Client of these General terms and conditions of sale.

These General terms and conditions of sale prevail over any other Client document, in particular all Client General terms and conditions of purchase.

Article 1 – Gesip training sessions

Article 1.1 – Training courses

Course content and conduct

Course content and conduct is defined by Gesip to meet the objectives defined for each course by the catalog or a customized request. Course content described in the catalog is given as an indication. It can be modified at any time by Gesip according to participants’ level, current events, and the evolution of techniques and regulations.

Conduct, supervision and content development of certain courses may result from a collaboration with a third party, to ensure the best level of training. Gesip guarantees the competence and qualification of such third party. Similarly, Gesip is committed to ensuring the competence and qualification of all instructors who will be involved during training courses provided to Client. All of Gesip instructors are professionals from the oil, gas and chemistry industries.

Accommodation and catering

In order to promote exchanges between trainees and instructors, as well as sharing experience, Gesip offers optional half-board accommodation services during residential training. Lunch will be taken together. Catering costs are billed in addition to the cost of training courses.

During non-residential training (one-day training session), Gesip provides catering services for lunch. When registering, Client is asked to inform Gesip about any specific diet followed by their trainees. Gesip will try to meet this requirement a much as possible.

Schedule and transportation

Trainees are required to reach the training location at the date and time specified in their invitation, and remain there during the whole duration of the training session, including residential courses. Any exception must be negotiated prior to booking training courses. As part of the training, it is also reminded that lunch is mandatory for trainees, to encourage the sharing of experience between trainees and instructors.

Safety instructions and rules

It is expressly agreed that registration implies acceptance of the safety instructions as issued by instructors during training courses and safety rules applicable in the training center.

Clients must ensure the physical fitness of their trainees before sending them for training. Gesip may deny or restrict access to any trainee who does not meet the criteria set out in the Gesip safety policy, available at www.gesip.com. Gesip will inform the Client, and this denial will not lead to any compensation or reimbursement from Gesip. Any training session started by trainees is entirely due.

Evaluation questionnaire

An electronic questionnaire is provided to each trainee during the last part of the training session to assess acquired knowledge.

Training certificate

At the end of the training session, a certificate is given to each trainee.

Article 1.2 – Registration

Registrations are essential for organizing and planning training sessions. Registrations will be sent as soon as possible by Client so as to plan and organize contract instructors.

Client will then inform Gesip if they wish to order accommodation services during residential training. These are billed in addition to training costs. This information must be provided during registration. Otherwise, Client will not be able to claim a partial or full refund for accommodation or catering costs. However, even if Client does not wish to order accommodation services, lunch is mandatory and will be charged in addition to training costs.

When registering a trainee, a purchase order must be drawn up and sent to Gesip for the reservation to be effective. This purchase order must mention Client billing contact details and VAT number.

When registering, Client must provide Gesip with the contact details of the department responsible for training.

Upon receipt of the purchase order, Gesip will provide a training agreement summarizing Client’s request with the associated costs. This agreement must be returned signed to Gesip.

Nominative invitations will be sent to the training department one month before training starts. The training department will verify their accuracy and will distribute them to trainees.

Original Gesip nominative invitations must be presented by trainees at the beginning of the training session. Otherwise, Gesip reserves the right to deny access to the training session.

Staff and adjournment

To achieve the best learning conditions, the size of each training session is limited. This size is determined, for each training, according to objectives and teaching methods. Inscriptions are processed based on their order of arrival. Issuance of a quotation does not indicate an actual registration. Only quotations or purchase orders, duly completed, dated, stamped, signed and bearing the mention “Agreed and signed”, returned to Gesip have contractual value. Once enrollment is complete, registrations are closed. Gesip can offer trainees to participate in a new session or go on a waiting list. In case the number of participants is insufficient to ensure a smooth running of a training session, Gesip reserves the right to postpone the training session no later than 30 days before the scheduled date without any compensation.

Article 1.3 – Cancellation – Postponing inter-company and intra-company training sessions

Given the limited number of trainees, any postponement by Client is considered a cancellation and requires a new registration. Any cancellation made by letter, fax or email, will only be valid if Gesip acknowledges receipt of the cancellation by email.

The following rules apply to cancellations:

  • cancellation requests received more than thirty (30) calendar days before the start of the training session: no fee will be charged.
  • cancellation requests received between thirty (30) calendar days and more than five (5) calendar days before the beginning of the training session: 20% of the cost of the training session excluding accommodation will be billed to Client.
  • cancellation requests received between five (5) calendar days and the start of the training session, and/or no shows: 100% of the cost of the training session and accommodation will be billed to Client.

An exception will be made if Client can justify a case of force majeure, per Article 1148 of the Civil Code. Proof of this event must be sent to Gesip by email or fax before training starts, so that Gesip’s General Delegate can take a decision as soon as possible. Strikes at the Client’s organization or transportation strikes/delays do not constitute a case of force majeure.

In case of force majeure, cancellation fees charged by Gesip will amount to 50% of the total cost of the training session, including accommodation.

In case of trainees failing to report, Client has the opportunity to replace them by trainees of the same level satisfying the training session’s prerequisites, to avoid any cancellation cost. Gesip must be notified of this substitution as soon as possible by telephone and confirmed by email.

Article 2 – Audits, studies and tests

Article 2.1 – Audits

Ordering an audit from Gesip

Any request for an audit by Client will result in a quotation prepared by the Technical Director, presenting the framework and objectives, as established in consultation with Client, as well as the limits, the cost of the service and its date of completion.

The service can be delivered once the quotation is accepted and returned by Client.

Cancellation or postponement of an audit

Any postponement by Client is considered a cancellation and requires a new purchase order. Any cancellation made by letter, fax or email, will only be valid if Gesip acknowledges receipt of the cancellation by email.

The following rules will apply in case of cancellation:

  • cancellation requests received more than thirty (30) calendar days before the start of the audit: no fee will be charged.
  • cancellation request received between thirty (30) calendar days and more than five (5) calendar days before the start of the audit: 20% of the cost of the service.
  • cancellation request received within five (5) calendar days of the start of the audit: 100% of the service will be billed to Client.

Article 2.2 – Studies and tests

Ordering a study or a test

Any request for a study or test by Client will result in a quotation prepared by the Technical Director, presenting the framework, test protocol and objectives, as established in consultation with Client, as well as the cost of the service and its date of completion.

The service can be delivered once the quotation is accepted and returned by Client.

Cancellation or postponement of a study or a test

Tests are performed outside Gesip training centers and can be canceled or postponed for reasons of force majeure, safety or weather. In case of cancellation or postponement due to Gesip, Client will not incur any penalty. Gesip will promptly notify Client of the possibility of a postponement or cancellation and provide a more appropriate date. In case of cancellation or postponement due to Client, the conditions applied are the same as for the cancellation of an audit.

Article 3 – Financial conditions, rules and payment methods

Prices and payment

All prices are quoted in Euros and exclude taxes. The current VAT rate will be added. Any training session started is entirely due.

Invoices are established at the end of the service period and are payable in Euros, thirty (30) days from invoicing date, without discount, and payable to Gesip.

Any amount not paid by the due date will result in late payment penalties at the interest rate applied by the European Central Bank to its most recent refinancing operation plus 10 percent. These penalties are automatically due upon receipt of the notice informing Client.

In addition to the penalties noted in case of late payment, Client will be liable for a fixed compensation of 40 Euros for collection costs in accordance with articles L441-6 c. com. and D. 441-5 c. com. Gesip nevertheless reserves the right to claim additional compensation, upon justification, when the costs actually incurred exceed this amount.

Payment by an OPCA organization

In case of a payment by an OPCA organization to which Client is affiliated, it is up to Client to request approval for this expense before the training starts. This financing agreement must be communicated at the time of registration and on the quotation Client returns duly completed, dated, stamped, signed and marked “Agreed and signed” to Gesip. In the event the OPCA organization is partially financing the training, the difference will be invoiced directly to Client. If Gesip does not receive Client’s agreement at least one month before training starts, Gesip reserves the right to deny access to the training session or to charge Client the full cost of the training session. Other general billing terms and conditions will apply to OPCA organizations.

Before placing any order with Gesip, Client will inquire with the organization to which they are affiliated about:

1/ The nature and specific methods for covering Client’s training (cost of accommodation/meal packages, invoice including the cost of training and/or accommodation costs to be established on behalf of the OPCA organization, etc.).

2/ The nature and specific administrative modalities and in particular the elements necessary for drafting and sending invoices. This information must be communicated to Gesip during registration.

Gesip will invoice Client directly for costs exceeding the amount of accommodation/meal packages covered by the OPCA organization.

Special rules concerning foreign companies and organizations:

For any service ordered by a foreign company, Gesip will request payment of the service by bank transfer one month before delivery of the service. In the absence of payment by the deadline provided, Gesip reserves the right to cancel the purchase order issued by the foreign Client. All administrative documents (invoices, certificates, diplomas…) will be automatically sent via a recognized international carrier.

Article 4 – Gesip obligations, liability and insurance

Obligations and force majeure

As part of its training services, Gesip is subject to an obligation of means and not of performance towards Clients and Trainees.

Gesip cannot be held responsible towards Clients or Trainees in case of non-fulfillment of its obligations resulting from a fortuitous event or force majeure. Besides those usually recognized by jurisprudence, fortuitous events or force majeure include (non-exhaustive list given for reference only) illness or accident of a speaker or an instructor, strikes or social conflicts external to Gesip, natural disasters, fires, interruption of telecommunications, energy supply, or transportation of any kind, or any other circumstance beyond Gesip’s reasonable control.

As part of audits and tests, it is expressly reminded that Gesip is bound only to an obligation of means regarding achieving the objectives set during the assessment of Client’s needs and validation of the order. Client will provide Gesip with all information required for the proper execution of audits, studies and tests.

Intellectual property

All presentation materials, content and teaching aids in any form (paper, electronic, oral…) used by Gesip to provide training or given to Trainees, are original works and are therefore protected by intellectual property and copyright laws.

As part of audits and tests, the methodology used by Gesip as well as the documents framing the procedure are protected by intellectual property laws.

As such, Clients and Trainees are prohibited from using, transmitting, reproducing, exploiting or transforming all or part of these materials, without Gesip’s express agreement. This restriction applies, in particular, to any use made by Clients and Trainees in order to organize or conduct training courses.

Confidentiality and communication

Gesip, Client and Trainee will maintain the confidentiality of documents and information they access during training sessions, audits and tests, or during exchanges prior to registration, including all elements contained in the proposal sent by Gesip to Client.

Gesip will not disclose information provided by Client, including information related to Trainees, to third parties, other than partners with whom the training courses are organized, and to OPCA organizations.

Similarly, Gesip will treat as confidential any information that would be brought to its knowledge as such by Client, related to audit, study or test services.

However, Client authorizes Gesip to be mentioned by name, with an objective and succinct description of the nature of the services purchased, in its lists of references and proposals for prospects and other clients, in business reports, and to comply with legal, regulatory or accounting requirements.

Protection and access to personal information

Each Gesip Trainee who provides information extend all transferable rights to Gesip and authorizes Gesip to use this information. Information provided by users will be considered as non-confidential. However, when personal data is provided, within the meaning of the applicable law, it is processed in accordance with protection of personal data and cookies policy applicable to this website.
Videos of the trainings, featuring Trainees, may be used for educational or advertising purposes by Gesip, providing Trainees have given their consent.

Waiver

Gesip’s failure to enforce any provision of this agreement will not constitute a waiver of future enforcement of that or any other provision.

Responsibility

As training tutor and test operator, Gesip will be responsible for direct or indirect material or corporal damages caused to third parties as a consequence of the behavior of trainees, consultants (audits or tests) or elements under its responsibility.

Exceptions will be made to the previous paragraph for trainings occurring on a site under Client’s responsibility, as well as audits carried out by Gesip on Client’s premises. In this case, Client would then be deemed custodian of the site as well as all products, materials and equipment used during service delivery.

Gesip will not be held liable for the behavior of trainees in the event they fail to comply with safety instructions given during training courses or as set forth in the internal regulations applicable to trainees. Likewise, it is expressly agreed between the parties that Gesip’s liability, due to trainee behavior , can only be incurred as a result of events occurring during training hours. Outside this period, Gesip declines any responsibility in relations with trainee behavior.

Client and Gesip shall be responsible for the consequences of bodily injury that may be suffered during the performance of the Agreement by persons whom they employ directly or indirectly or who are under their direction or responsibility, including during travel to or from the Sites, without prejudice to the provisions of Article R6342-3 of the French Labour Code. Accordingly, each of the Parties waives any recourse against the other Party for any damage caused to such persons, and undertakes to obtain such a waiver from its insurer, subject to the formal rights of the parties concerned or their successors and those of the Social Security Administration or any similar organization.

Notwithstanding the foregoing, Gesip will be liable for bodily injury caused to members of the Client’s staff or trainees present within the premises when such injury results from Gesip’s failure to fulfil its obligations as custodian of the premises, in particular regarding its health, safety and maintenance obligations. With respect to existing property, buildings, facilities made available to Gesip trainees for the performance of the Agreement, of which Gesip is responsible, Gesip will bear the burden of any damage, direct or indirect loss or damage it caused or caused by the trainees and more generally any person under Gesip’s responsibility.

An exception will be made to the previous paragraph and the responsibility of Gesip will be automatically waived in case of direct or indirect material damage caused by a trainee’s non-compliance with safety instructions or the provisions of the internal regulations applicable to trainees or in the event of direct or indirect material damage caused by a trainee outside training hours.

Each Party shall indemnify the other for immaterial damage suffered by the other Party as a result of the non-performance or improper performance of its obligations under the Agreement.

Intangible damage is understood to include loss of business and damage to intellectual property, know-how and confidentiality.

In all cases described above, Gesip will not be responsible for any damage and direct or indirect loss resulting from a hidden defect in the products and goods and means made available.

Insurance

Gesip has taken out liability insurance to cover training activities. Coverage amounts to € 6 million per claim for bodily injury excluding those from food poisoning or intoxication, and € 400,000 for damages resulting from food poisoning or intoxication.

Gesip does not insure risks associated with theft, so trainees are advised not to carry money or valuables.

This article only applies to trainings organized on Gesip sites (Vernon and Roussillon sites as well as headquarter premises).

Under this article, at the express request of Client, Gesip can provide a copy of the proof of insurance.

Applicable law and competent jurisdiction

Terms and conditions detailed in this document are governed by French law. Any dispute arising between Client and Gesip regarding their interpretation or the execution of the agreement, which could not be settled amicably, will be the exclusive jurisdiction of the Commercial Court of Paris, regardless of Client’s location or residence.