BUSINESS TERMS AND CONDITIONS
Rouxel Transport Management Limited
Transport management, consultancy, audit and training services
Effective date: 14 August 2026
Business and professional customers only
These Terms are intended for customers acquiring Services wholly or mainly for purposes relating to their trade, business, craft or profession. This includes an individual booking professional or vocational training for work-related purposes. We do not accept a booking from a person acting wholly or mainly as a consumer unless we expressly agree otherwise in writing and provide any additional consumer terms required by law.
1. About us and these Terms
1.1 Rouxel Transport Management Limited is a company registered in England and Wales under company number 15577704. Our registered and correspondence address is 83 Newgate Street, Bishop Auckland, County Durham, England, DL14 7EW. In these Terms, Company, we, us and our mean Rouxel Transport Management Limited.
1.2 National Transport Training Solutions is a trading style of Rouxel Transport Management Limited and is not a separate legal entity.
1.3 These Terms apply to all Services supplied by us, including training, e-learning, compliance audits, consultancy, retained consultancy, External Transport Manager services, internal transport-management support, investigations, incident reviews, policy and procedure writing, templates and other bespoke services.
1.4 These Terms apply to every booking or engagement made on or after the effective date, whether made through either website, by email, online booking, telephone confirmation followed by written confirmation, purchase order, payment or instruction to begin work.
2. Definitions
2.1 Client means the business, organisation, public body, sole trader, partnership or professional customer purchasing the Services.
2.2 Booking Confirmation means our written confirmation of the Services, date, price and other booking details.
2.3 Services means the services described in the accepted quotation, proposal, Booking Confirmation, service schedule or separate agreement.
2.4 Accrediting Body includes DVSA, FAIB, ALLMI, an awarding organisation and any other approval, certification or registration body relevant to a course.
2.5 Working Day means Monday to Friday, excluding public holidays in England.
3. Formation of the contract
3.1 A quotation is valid for 30 calendar days unless it states another period.
3.2 A binding contract is formed when the Client accepts our quotation or proposal, confirms a booking by email or other written communication, submits an online booking, provides a purchase order, makes any payment, signs an agreement, or instructs us to reserve a date or begin work.
3.3 By entering into the contract, the Client confirms that it has authority to do so and that it has had a reasonable opportunity to read these Terms before acceptance.
3.4 A purchase order is accepted for administrative and payment purposes only. Any terms printed on, attached to or linked from a Client purchase order do not apply unless a director of Rouxel Transport Management Limited expressly accepts them in writing.
3.5 If documents conflict, the following order of priority applies: a signed ETM or consultancy agreement; an expressly agreed service schedule or quotation; the Booking Confirmation; these Terms. A higher-ranking document overrides a lower-ranking document only to the extent of the conflict.
4. Our obligations
4.1 We will perform the Services with reasonable skill and care, using suitably competent personnel.
4.2 Dates and delivery periods are agreed in good faith. Unless expressly stated to be a guaranteed deadline, they are estimates and time is not of the essence.
4.3 We may use employees, associate trainers, associate consultants or subcontractors and remain responsible for the Services they perform on our behalf.
4.4 We may replace a proposed trainer or consultant with a suitably qualified and competent person. A named individual appointed as an External Transport Manager may only be changed through the separate ETM agreement and any required operator-licensing process.
4.5 Some Services may be provided remotely or entirely online where appropriate. Services requiring physical attendance, practical assessment or site access cannot be converted to remote delivery unless we agree.
5. Client obligations
5.1 The Client must cooperate with us and provide complete, accurate and timely information, records, instructions, access, facilities and personnel reasonably required to perform the Services.
5.2 The Client must tell us before delivery about relevant hazards, site rules, access restrictions, accessibility requirements, reasonable adjustments, confidentiality restrictions and PPE requirements.
5.3 The Client is responsible for decisions, operations and implementation of our advice, reports, recommendations, procedures and corrective actions unless a signed agreement expressly allocates a responsibility to us.
5.4 We are not responsible for delay, incomplete work or additional cost caused by the Client's failure to meet its obligations. We may charge for resulting additional work or wasted time at the agreed rate or, if none is agreed, our then-current rate.
6. Fees, VAT and payment
6.1 All fees are exclusive of VAT unless expressly stated otherwise. VAT will be added at the applicable rate.
6.2 Unless we have approved a credit account or agreed otherwise in writing, all fees must be paid in cleared funds before we reserve third-party resources, release e-learning access, travel to the Client or begin delivery.
6.3 Approved account Clients will normally be invoiced following completion and must pay within 30 calendar days of the invoice date, unless a quotation, Booking Confirmation or separate agreement states otherwise.
6.4 Recurring ETM and consultancy fees are invoiced monthly in advance in accordance with the applicable agreement.
6.5 The Client must pay invoices in full without set-off, counterclaim, deduction or withholding except where required by law.
6.6 If payment is late, we may withhold deliverables, certificates or access, suspend Services that may lawfully be suspended, cancel future bookings, terminate in accordance with the applicable agreement and recover reasonable costs incurred in pursuing payment. Suspension or termination does not remove the Client's obligation to pay sums already due.
6.7 Credit balances will be applied, retained for future work or refunded as agreed with the Client.
6.8 We may change recurring fees by giving at least three months' written notice. Where a change is required sooner because of taxation, law, regulation, Accrediting Body charges or unavoidable third-party costs, we will give as much notice as reasonably practicable.
7. Expenses, third-party costs and additional work
7.1 Travel, accommodation, mileage, parking, tolls, venue hire, materials, certification, registration, LMS licences and other expenses will be included in the quotation or agreed before they are incurred where reasonably practicable.
7.2 The Client must pay non-refundable third-party costs that we have committed or paid for the booking, including costs that remain payable following cancellation, postponement or termination.
7.3 Work outside the agreed scope requires the Client's approval and may be charged separately. Where immediate action is reasonably required to protect safety, legal compliance, an operator licence or professional repute, we may act first and explain the additional work and cost as soon as practicable.
8. Client cancellation
8.1 The Client may cancel by giving written notice. The cancellation charge is calculated by the number of calendar days between our receipt of the notice and the scheduled start of the Services.
8.2 The following charges apply: 28 calendar days or more - no cancellation fee; 15 to 27 calendar days - 25% of the total fee; 7 to 14 calendar days - 50% of the total fee; fewer than 7 calendar days - 100% of the total fee.
8.3 Any non-refundable third-party cost, completed work and expense already incurred remains payable in addition to the cancellation charge, but we will not recover the same loss twice.
8.4 A multi-day course scheduled as one programme is treated as a single booking. Cancellation is calculated from its first scheduled day and applies to the total programme fee.
8.5 For a consultancy project, cancellation of a scheduled visit or project stage is charged according to this section unless the quotation or separate agreement specifies another basis. All completed work and committed costs remain payable.
9. Postponement and transfer
9.1 Subject to our written agreement and availability, the Client may transfer a booking once without a transfer fee by giving at least seven calendar days' notice and completing the transferred Services within six months of the original date.
9.2 Non-refundable venue, travel, registration, LMS, Accrediting Body and other third-party costs remain payable and may have to be paid again for the new date.
9.3 A transfer requested with fewer than seven calendar days' notice, a second transfer, failure to agree a replacement date, or failure to complete within six months will be treated as a cancellation under section 8 unless we agree otherwise in writing.
10. Cancellation or changes by us
10.1 We may replace a trainer or consultant, adjust delivery arrangements or reschedule where reasonably necessary without cancelling the contract, provided the substitute or revised arrangement is suitable for the agreed Services.
10.2 If we cannot deliver, we will first use reasonable efforts to provide a replacement trainer or consultant or agree a replacement date. If neither is reasonably possible, the Client may choose a credit or refund of fees paid for the undelivered Services.
10.3 Except where caused by our breach and subject to section 21, we are not responsible for the Client's travel, accommodation, employee time, lost production or other consequential cost arising from a replacement, postponement or cancellation.
11. Training bookings and delegates
11.1 Minimum and maximum delegate numbers, prerequisites and course-specific requirements will be stated in the quotation, Booking Confirmation or joining instructions.
11.2 The Client may substitute a delegate without charge if the replacement meets every prerequisite and accurate details are supplied in time for registration.
11.3 A delegate who arrives late may be refused entry where required by course content, safety, assessment rules or an Accrediting Body. Permission to join late is at our reasonable discretion and does not guarantee that the course can be completed or accredited.
11.4 No refund or reduction is due for non-attendance, late arrival, early departure, failure to bring required identification or licence, failure to meet a prerequisite, or inability to complete the course for a reason attributable to the Client or delegate.
11.5 Where practicable, we may allow a short reasonable opportunity to remedy missing identification or documentation, but we are not required to delay the course or breach an Accrediting Body requirement.
11.6 We may warn, exclude or remove a delegate whose conduct is disruptive, abusive, dishonest or unsafe. We may remove a delegate immediately without a warning where the conduct creates a serious safety, welfare, integrity or compliance risk. The full fee remains payable.
12. Venues, vehicles, equipment and PPE
12.1 Unless agreed otherwise, the Client provides the venue and must ensure that it is safe, suitable, accessible, adequately lit, heated and ventilated, and has sufficient space, seating, power and welfare facilities.
12.2 Where we arrange a venue or facility at the Client's request, the Client must pay the agreed cost.
12.3 The Client must provide any agreed vehicle, lifting equipment, machinery, work area or operational equipment in a safe, serviceable and legally compliant condition, together with requested inspection, maintenance, insurance or certification records.
12.4 We may refuse, stop or modify practical training or other work where the venue, vehicle, equipment, conditions or activity is unsafe, unsuitable, unlawful or materially different from the information supplied. Where the cause is attributable to the Client, the full fee remains payable and no refund is due.
12.5 The Client provides suitable PPE for its delegates and tells us in advance what PPE our personnel must bring. Each party remains responsible for ensuring its personnel use PPE correctly.
13. E-learning, LMS and remote delivery
13.1 E-learning access is personal to the registered learner, must not be shared or transferred and may be subject to the LMS provider's acceptable-use and technical terms.
13.2 Where an LMS licence, registration or digital access is ordered or created for the Client, the associated fee and any third-party cost become non-refundable once we have incurred the cost or issued access credentials. We will make this clear in the quotation, online booking process or Booking Confirmation.
13.3 The Client is responsible for suitable devices, software, internet access and email access and for checking any published technical requirements before booking.
13.4 We are not responsible for interruption or failure of a third-party platform outside our reasonable control, but we will use reasonable efforts to obtain support or an alternative where practicable.
13.5 Remote sessions must not be recorded, copied, streamed or made available to another person without our prior written permission.
14. Assessment, certification and Driver CPC
14.1 Attendance does not guarantee a pass, certificate, qualification, registration, Driver CPC upload or other outcome. The Client and delegates must satisfy all attendance, identity, participation, assessment, payment and Accrediting Body requirements.
14.2 Certificates controlled directly by us will normally be emailed as PDF files within two Working Days after successful completion and receipt of all sums due.
14.3 Certificates, registrations and uploads involving an Accrediting Body are subject to that body's rules and processing times. ALLMI certificates may be withheld until all fees are paid in full.
14.4 The Client must provide and check accurate delegate details. We are not responsible for delay, rejection or incorrect certification caused by inaccurate or late information.
14.5 Replacement PDF certificates controlled by us will ordinarily be reissued without charge. Replacement certificates controlled by an Accrediting Body are charged at the fee imposed by that body plus any administration charge stated before ordering.
15. Audits, investigations and consultancy
15.1 An audit, investigation or review is a professional assessment based on the scope, sample, records, systems, people and conditions made available at the time. It is not a guarantee that every issue will be identified.
15.2 Unless another period is stated in the quotation, a written audit report will normally be supplied within five Working Days after completion of the audit and receipt of all required information.
15.3 Our Services are transport-management and compliance consultancy and do not constitute legal advice. The Client should obtain advice from a suitably qualified lawyer where legal interpretation or representation is required.
15.4 We do not guarantee legal or regulatory compliance, grant or continuation of an operator licence, acceptance by DVSA or the Traffic Commissioner, avoidance of enforcement action, or any particular commercial result.
15.5 The Client remains responsible for reviewing and implementing recommendations and corrective actions.
15.6 The Client may disclose a final audit or consultancy report supplied to it. No third party may rely on the report, and we accept no duty or liability to a third party, unless we expressly agree in writing.
16. ETM and retained transport-management services
16.1 An External Transport Manager appointment is only created by a separate written ETM agreement identifying the operator licence, operator, nominated individual, authorised vehicles, operating centres, time commitment, scope and fees.
16.2 Rouxel Transport Management Limited is the service provider. The individual nominated as ETM is identified separately and must personally satisfy the applicable statutory and regulatory requirements.
16.3 Unless the separate agreement states otherwise, an ETM or recurring consultancy engagement has a minimum term of six months. Either party may give three calendar months' written notice during the minimum term, but the agreement cannot end before the six-month anniversary.
16.4 The Client must provide the access, authority, cooperation and resources necessary for continuous and effective management and must promptly disclose relevant prohibitions, collisions, serious incidents, DVSA or police contact, maintenance failures, drivers' hours infringements, licence correspondence, changes in vehicles or operating centres, licence applications or variations, and changes in directors, ownership or control.
16.5 The operator, directors, employees and drivers retain their own legal duties and responsibility for day-to-day operation, conduct, maintenance and implementation of systems. Appointment of an ETM does not transfer those responsibilities to us.
16.6 The separate agreement may permit immediate termination or resignation where information is withheld or falsified, lawful access or authority is denied, compliance advice is repeatedly ignored, unlawful operation continues, fees remain unpaid, or continued involvement risks regulatory breach or the professional repute of the nominated ETM.
16.7 We and the nominated ETM may make any notification to the Traffic Commissioner, DVSA, police or other authority that is legally or professionally required. Non-statutory work may be suspended for non-payment; where an ETM appointment cannot lawfully be suspended, we may initiate termination or resignation and any required regulatory notification.
17. Intellectual property
17.1 All intellectual property rights in our pre-existing materials, course content, slides, handouts, assessment materials, methods, tools, templates, branding and know-how remain ours or the relevant licensor's.
17.2 After full payment, the Client may use supplied training materials internally and provide authorised copies to booked delegates for their personal learning. Materials must not be altered, sold, published, uploaded, used to deliver training or distributed outside the Client's organisation without our prior written permission.
17.3 After full payment, the Client may adapt policies, procedures and templates created specifically for it for its own internal operations. It must not sell, publish or supply them to another organisation without our prior written permission.
17.4 The Client may use and circulate its final audit or consultancy report, subject to the restriction on third-party reliance in clause 15.6. Our underlying methods, formats, working papers and know-how remain ours.
17.5 The Client grants us permission to use its information and materials only to the extent reasonably required to perform the Services and comply with legal, insurance and professional obligations.
18. Confidentiality
18.1 Each party must keep confidential information received from the other party secure and use it only for the contract.
18.2 Confidentiality does not apply to information that is public other than through breach, already lawfully known, lawfully received without restriction, or independently developed.
18.3 A party may disclose confidential information to personnel, associates, subcontractors, insurers and professional advisers who need it and are subject to confidentiality obligations, or where disclosure is required by law, court order, an Accrediting Body, DVSA, the Traffic Commissioner or another competent authority.
18.4 These confidentiality obligations continue after completion or termination.
19. Data protection and photographs
19.1 Each party must comply with applicable data-protection law, including the UK GDPR and Data Protection Act 2018.
19.2 We process personal data in accordance with our privacy notice and may share necessary information with DVSA, FAIB, ALLMI, awarding organisations, LMS providers and certificate providers for delivery, registration, verification, certification and record-keeping.
19.3 We will ask permission before taking any photograph. Where a photograph is optional and intended for marketing, a person may refuse without affecting their training or service. Where a photograph is required for attendance, identity, assessment or an Accrediting Body requirement, we will explain the requirement and the possible consequence of refusal before taking it.
20. Records
20.1 We may retain booking, attendance, assessment, certification, audit, consultancy and business records for the periods required by law, an Accrediting Body, insurance, quality-management requirements or our privacy notice. Different records may have different retention periods and relevant contractual and business records may ordinarily be kept for up to six years.
21. Liability
21.1 Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot lawfully be excluded or limited.
21.2 Subject to clause 21.1, we are responsible only for direct loss that was reasonably foreseeable when the contract was made and was caused by our breach of contract or negligence.
21.3 Subject to clause 21.1, we are not liable for loss of profit, revenue, business, contracts, opportunity, anticipated savings, goodwill, reputation, production or use, business interruption, or any indirect or consequential loss.
21.4 We are not liable to the extent loss results from inaccurate, incomplete, late, concealed or falsified information; restricted access; a Client or delegate act or omission; failure to follow or implement advice; operation outside the agreed scope; a third-party product or platform; or a decision or action of DVSA, the Traffic Commissioner, an Accrediting Body or another authority.
21.5 For a one-off Service, our total aggregate liability arising from that Service will not exceed the fees paid or payable for the affected Service. For recurring or retained Services, our total aggregate liability in any 12-month period will not exceed the fees paid or payable for those Services during the 12 months immediately preceding the event giving rise to the claim.
21.6 The limitations in this section apply to the fullest extent permitted by law and reflect the commercial allocation of risk between business and professional customers. The Client is responsible for maintaining insurance appropriate to its operations and potential losses.
22. Force majeure
22.1 Neither party is liable for delay or failure caused by an event beyond its reasonable control, including severe weather, flood, fire, epidemic, transport disruption, utility or telecommunications failure, industrial action, governmental action, civil emergency or failure of a critical third-party system.
22.2 The affected party must notify the other as soon as reasonably practicable and take reasonable steps to reduce the effect. We may provide a substitute, remote delivery or a replacement date. If performance remains impossible for more than 60 days, either party may terminate the affected Services, but completed work and non-refundable committed costs remain payable.
23. Suspension and termination
23.1 We may suspend Services on written notice where payment is overdue, the Client fails to cooperate, required access or information is withheld, conditions are unsafe, or continuing would create a legal, regulatory, professional-repute or welfare risk.
23.2 Either party may terminate immediately by written notice if the other commits a material breach that cannot be remedied, or fails to remedy a remediable material breach within 14 calendar days after written notice requiring it to do so.
23.3 Recurring consultancy and ETM services may also be terminated in accordance with section 16 and the applicable separate agreement.
23.4 Termination does not affect rights accrued before termination. The Client must pay for completed work, booked time subject to the cancellation provisions, and non-refundable committed costs.
24. Complaints
24.1 A Client should raise a complaint or disputed invoice promptly and normally within 14 calendar days after the relevant Service, report or invoice, providing enough information for us to investigate. This period does not remove a legal right that cannot be limited.
24.2 Complaints are handled under our ISO 9001-aligned complaints procedure. The parties will use reasonable efforts to resolve a dispute through senior representatives before starting court proceedings, except where urgent relief or debt recovery is reasonably required.
25. Notices
25.1 A notice under the contract must be in writing and may be delivered by hand or prepaid post to the registered or correspondence address, or by email to info@rouxeltm.co.uk or info@transporttraining.uk. The Client's notice details are those stated in its booking, quotation or agreement.
25.2 An email is treated as received when sent if sent between 09:00 and 17:00 on a Working Day and no delivery-failure message is received; otherwise, it is treated as received at 09:00 on the next Working Day. A hand-delivered notice is received when left at the correct address. A posted notice is received two Working Days after posting.
25.3 This section does not govern formal service of court proceedings or other documents where the law requires a different method.
26. General
26.1 The contract constitutes the entire agreement relating to the Services and supersedes earlier discussions and communications, but nothing excludes liability for fraud or fraudulent misrepresentation.
26.2 A variation is binding only if agreed in writing by authorised representatives of both parties, except for fee changes permitted by clause 6.8 and updates required by law, regulation or an Accrediting Body.
26.3 Changes to these website Terms apply to future bookings. They do not retrospectively change an existing contract unless that contract permits the change or the parties agree it in writing.
26.4 The Client may not assign or transfer the contract without our prior written consent. We may assign the contract as part of a genuine transfer of our business, provided this does not materially reduce the Client's rights.
26.5 A person who is not a party to the contract has no right to enforce it under the Contracts (Rights of Third Parties) Act 1999.
26.6 If any provision is invalid or unenforceable, it will be modified to the minimum extent necessary or removed, and the remaining provisions will continue in effect.
26.7 A delay or failure to enforce a right is not a waiver of that right.
26.8 The contract and any non-contractual obligations arising from it are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.
Contact details
Legal entity
Rouxel Transport Management Limited
Registered address
83 Newgate Street, Bishop Auckland, County Durham, England, DL14 7EW
Telephone
0191 367 0735
info@rouxeltm.co.uk | info@transporttraining.uk
Websites
rouxeltm.co.uk | transporttraining.uk