Organisational Membership Terms

These Organisational Membership Terms explain the terms of business purchases of Delibra ER from Aver Consultancy Ltd. They apply to purchases made for an organisation's business purposes, alongside an accepted written quotation or order and the applicable Delibra platform-use rules.

An enquiry or purchase-order request does not, by itself, create an order or a payment obligation. The parties become contractually bound only when they expressly accept a written order identifying the agreed commercial terms.

Where an accepted signed agreement expressly changes a provision in these terms, that agreed provision takes precedence. No term removes liability or other protections that cannot lawfully be excluded.

A business customer is bound only by an expressly accepted organisational order identifying the purchasing legal entity, licence quantity and fee, applicable VAT, start date, access term and payment schedule. Requests for quotes or invoice details do not themselves form an order.

Each accepted learner licence carries the agreed fixed-term fee, payable in accordance with the order, regardless of the learner's eventual level of usage or course completion.

The standard annual licence rate is £795 per learner for 12 months, unless a different price is accepted in writing. No volume discount, complimentary seat, refund guarantee, change-of-mind cancellation or credit is included unless expressly agreed in writing.

The purchaser must ensure the person accepting an order has authority to bind the organisation. The accepted commercial terms take precedence over inconsistent procurement boilerplate unless expressly agreed otherwise.

Each purchased licence is allocated to a single named learner and permits personal use only. It is not a floating, concurrent or organisation-wide licence, and sharing credentials or course materials is prohibited.

Licence seats are not transferable by default. Departure, resignation, extended absence or role change of the original learner does not entitle the purchaser to transfer the seat, replace the user without charge, receive a credit or obtain a refund.

Delibra may agree a specific seat reassignment in writing as a separate commercial exception, subject to any stated conditions and charges. No request for a reassignment changes the existing contract unless Delibra expressly accepts it.

The organisation is responsible for providing correct user invitation details, informing its learners of applicable terms and obtaining an appropriate basis for any personal data shared with Delibra.

The written order defines the start date, agreed membership duration and applicable access conditions. Unless the accepted order states otherwise, each licence runs for 12 months from its specified activation date.

Payment or agreed approved business credit arrangements may be required before activation. An unaccepted PO, pending payment or procurement enquiry does not create an entitlement to immediate access.

Delay caused by the purchaser's failure to provide learner information, procurement approvals or payment does not automatically extend the contracted licence term or entitle the purchaser to a reduction or refund, except where law or express agreement requires otherwise.

The purchasing organisation must pay accepted invoices by the due dates agreed in writing. An invoice request is not itself a binding purchase; acceptance of the written order is required.

The business quotation and invoice will identify applicable VAT and whether it is included or additional. No tax will be charged unless legally due.

The purchaser must identify and promptly communicate any genuine dispute concerning an invoice. A dispute about part of an invoice does not automatically suspend payment of undisputed amounts.

Submission of the purchaser's PO does not incorporate the purchaser's own standard terms without express acceptance by Delibra. Any departure from the accepted order must be confirmed in writing.

Where an accepted undisputed invoice is unpaid on its due date, Aver Consultancy Ltd reserves its contractual and statutory rights to seek payment, take permitted enforcement action and recover any interest or costs lawfully due.

Where authorised by the accepted terms and law, persistent non-payment may lead to proportionate suspension of access after any required notice. Suspension does not of itself discharge accrued payment obligations or entitle the purchaser to a refund for its own non-payment.

We will correct a demonstrated invoicing error or meet a remedy where the law or accepted order requires it. Merely raising a dispute does not automatically extinguish a valid contractual debt.

Any entitlement to statutory business late-payment interest or compensation depends on the legislation and facts of the transaction; no undisclosed penalty is created by this policy.

An invoice-funded organisational order ends at the end of its accepted term unless the order expressly provides for renewal or the parties agree a further term in writing.

No new invoiced term is created merely because Delibra sends a renewal quotation or reminder. Any additional seat, licence renewal or scope change requires acceptance of the corresponding charges and terms.

Failure to use one or more seats does not create an entitlement to carry them over into a later term or offset the value against a renewal.

An accepted fixed-term organisational order is binding for its agreed duration. The purchaser has no contractual change-of-mind right to cancel early or obtain a refund merely because it no longer requires the licences, a learner leaves employment or learning is not completed.

No unused-seat refunds, pro-rata refunds, transfers, credit notes or extensions are provided unless they are expressly agreed in writing or otherwise required by applicable law or an enforceable contractual remedy.

Either party retains a right to terminate for material breach where that right arises under the accepted agreement or law. Any required notice, cure opportunity or urgent security action will be governed by the relevant circumstances and terms.

If Delibra fails materially to perform a contractual duty, any refund, price reduction or other remedy arises from applicable law or the expressly agreed contract, not from a discretionary general guarantee.

Delibra ER delivers general professional learning and case simulations, not legal representation or bespoke legal advice on the organisation's real employment disputes.

We may make appropriate corrections and improvements as legislation, Acas material and professional practice develop. Material reductions in contracted access or functionality will be dealt with fairly and in accordance with the accepted terms.

Learners must not upload identifiable employee case records, protected health information, witness statements or other confidential third-party materials into learning exercises unless an expressly authorised and suitably protected feature allows it.

Each party's role as controller or processor depends on the actual personal-data operations and purposes, not merely on who pays the membership fee.

Any Article 28 data-processing agreement required by law will be put in place for processing carried out on the organisation's behalf. Delibra is not obliged to provide unrelated learner information simply because the purchaser funds access.

Employer reporting, if supplied, is limited to information, scope and lawful sharing stated in the accepted order and privacy documentation. The organisation has no general entitlement to private learner responses, free-text simulations or sensitive personal data.

The purchasing organisation must have appropriate authority and lawful basis for the employee data it supplies and must ensure its named learners are given appropriate data-protection information.

Delibra course text, exercises, simulations, software and original resources remain owned by or licensed to Aver Consultancy Ltd. A business membership permits only the agreed named learners to access protected content for professional development.

An order does not authorise copying substantial course content for company-wide distribution, commercial resale, creation of competing training materials or unauthorised technical extraction.

The purchaser should take reasonable steps to ensure its named learners understand applicable platform-use and security rules. No provision restricts uses permitted by law.

We will perform our contracted obligations with reasonable care and skill. Learners and organisations remain responsible for actual workplace decisions made using their independent judgement.

Neither party excludes liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence or any other liability that cannot lawfully be excluded. Any further negotiated business limitation must be expressly set out in a lawfully enforceable accepted agreement.

The intended governing law is England and Wales, subject to mandatory rules. Disputes should initially be raised through the agreed business contact routes so the parties have an opportunity to resolve them.

Delibra is a trading name of Aver Consultancy Ltd, company number 16727805, registered office 128 City Road, London, England, EC1V 2NX.