Fitness training instructor T&Cs

Terms and conditions for personal trainer and group fitness registration and use of the Park

Page sections
Interpretation Licence fee Equipment and property Modern slavery Discrimination Warranties General Disputes Agreement and declaration	Licence to occupy Duration Data protection Safeguarding Insurance and indemnity Termination of licence Changes Law and jurisdiction

Interpretation

1.1. In these terms and conditions: -

“Approval” and and “Approved” means the written acceptance by the Authority;

"Approved Use" means the use and activities to be undertaken by the Licensee in accordance with this License set out in Schedule 1 and as Approved by the Authority;

“appropriate technical and organisational measures” has the meanings ascribed to them in the Data Protection Legislation;

“Authority” means TRPTC and includes its Authorised Representative;

“Authority’s Property” means trees, shrubs, railings, fences, lampposts, tables, benches, signs and signposts footpaths and all other such items located within the Park;

“Authorised Representative” means the person or persons (together with any duly appointed deputies) appointed by TRPTC to act in such capacity in respect of this Licence, or any replacement notified by TRPTC to the Licensee;

“Charging Matrix” means the charging matrix setting out the methodology for calculating the Licence Fee set out in Schedule 2;

"Code of Conduct" means The Royal Parks Code of Conduct for Fitness Training and any other Code of Conduct adopted by The Royal Parks or the Authority from time to time;

“Competent Authority” means any statutory undertaker or any statutory public local or other authority or regulatory body or any court of law or government department or any of them or any of their duly authorised officers;

“Condition” means a condition within these Terms and Conditions;

“Controller” has the meanings ascribed to them in the Data Protection Legislation;

"Data Protection Legislation" means all applicable data protection and privacy legislation in force from time to time in the UK including the UK GDPR; the Data Protection Act 2018 (DPA 2018) (and regulations made thereunder) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended and the guidance and codes of practice issued by the Information Commissioner or other relevant regulatory authority and applicable to a party;

"DBS Check” means a criminal record check carried out by the Disclosure and Barring Service;

"Formal Garden Areas" means the areas set out in Schedule 1, if applicable;

"Fraud" means any offence in respect of fraudulent acts or at common law in respect of fraudulent acts in relation to the Approved Use, including any offence under the Criminal Finances Act 2017;

"Good Industry Practice" means standards, practices, methods and procedures conforming to the law and the degree of skill and care, diligence, prudence and foresight which would reasonably and ordinarily be expected from a skilled and experienced person or body engaged in a similar type of undertaking under the same or similar circumstances;

“Licence” means licence granted to the Licensee and governed by these terms and conditions;

“Licence Commencement Date” means the date set out in Schedule 1;

“Licence Expiry Date” means the date set out in Schedule 1;

"Licence Fee" means the fee payable by the Licensee to the Authority as set out in Schedule 2;

“Licence Termination Date” means the date of early termination of this Licence in accordance with its Conditions;

“Licensee” means the Licensee and all Related Persons, unless expressly stated otherwise;

“Licence Period” means the period from and including the Licence Commencement Date up to the Licence Expiry Date, or if earlier, the Licence Termination Date;

“Necessary Consents” “Necessary Consents”

“Park” means the Park or Parks named in the Schedule 1;

“Park Manager” means the park manager including the out of hours park manager for the Park;

"Park Regulations" means as at the date of this Licence the Royal Parks and Other Open Spaces Regulations 1997 (as amended);

“Personal Data” has the meanings ascribed to them in the Data Protection Legislation;

“Personal Data Breach” has the meanings ascribed to them in the Data Protection Legislation;

“Processing” has the meanings ascribed to them in the Data Protection Legislation;

“Processor” has the meanings ascribed to them in the Data Protection Legislation;

"Related Persons" means any person associated with the Licensee and involved in carrying out the Approved Use whether on an employed, voluntary or other basis;

“Required Approval Documentation” means the documents required by the Authority as part of the approval process and set out in Schedule 1;

“Required Cover Level” means the value set out in Schedule 1;

"Sensitive Park Areas" means the areas set out in Schedule 1, if applicable;

“Session Times” means the days and times as set out in Schedule 1 that the Licensee may carry out the Approved Use in the Park;

“The Royal Parks” means The Royal Parks Limited, Company Registration No: 10016100, Registered Charity No: 1172042; and

“Working Days” means any day of the week from Monday to Friday inclusive but excluding all public holidays in England and such other days if any as the Authorised Representative may notify to the Licensee in writing as days during which the Authority offices are closed to the public.

1.2. The interpretation and construction of the Licence shall be subject to the following provisions:

1.2.1. A reference to any statute, enactment, order, regulation or other similar instrument shall be construed as a reference to the statute, enactment, order, regulation or instrument as subsequently amended or re-enacted;

1.2.2. The headings to Conditions are for ease of reference only and shall not affect the interpretation or construction of the Conditions;

1.2.3. References to Conditions are references to Conditions in the section of the Terms and Conditions in which they appear, unless otherwise stated.

1.2.4. Where the context allows, the masculine includes the feminine and the neuter, and the singular includes the plural and vice versa.

1.2.5. Any notice to be served on the Licensee shall be sent be letter or email to the contact details set out in this Licence until the Authority receives written notification of different contact details

1.2.6. In the event of any inconsistency between the provisions of the body of these Conditions and Schedule 1 or between Schedule 1 the inconsistency shall be resolved according to the following descending order of priority;

these Conditions;
Schedule 1.

Licence to occupy

2.1. Subject to Condition 3 and Condition 11, the Authority permits the Licensee to occupy the Park for the Authorised Use for the Licence Period in common with the Authority and all others authorised by the Authority (so far as is not inconsistent with the rights given to the Licensee to use the Park for the Authorised Use).

2.2. The Licensee acknowledges that:

2.2.1. the Licensee shall occupy the Park as a licensee and that no relationship of landlord and tenant is created between the Authority and the Licensee by this licence;

2.2.2. the Authority retains control, possession and management of the Park and the Licensee has no right to exclude the Authority from the Park;

2.2.3. this Licence and/or the Authority does not guarantee that the Park will be open or that there will be space in the Park for the Licensee to carry out the Approved Use; and

2.2.4. this Licence does not grant the Licensee priority over any other lawful user of the Park. Any pitch bookings, events or booked group activities will take priority over Approved Use sessions and the Licensee is expected to relocate if a conflict of interest occurs.

2.3. Prior to the Licence Commencement Date, the Licensee must undertake the following:

2.3.1. provide to the Authority:

all Required Approval Documentation;
public liability insurance at the Required Cover Level;
current risk assessment;
First Aid provision and a process for accident reporting; and
Enhanced DBS Check if operation of the Approved Use involves contact with children or vulnerable adults.

2.4. The Licensee shall maintain and keep current the documents required under Condition 2.3.2 for the duration of the Licence Period.

2.5. Failure to comply with Conditions 2.3 and 2.4 shall entitle the Authority to terminate this Licence in accordance with Condition 12.

2.6. The Authority reserves the right at any time, by giving written notice to the Licensee, to limit the Licensee’s access to the Park.

2.7. Upon entry into this Licence the Authority will provide the Licensee with identification armband(s) which the Licensee must wear at all times whilst carrying out the Approved Use and produce upon request by any officer or staff of the Authority. It is the Licensee’s responsibility to ensure that its Related Persons carry and wear the identification issued at all times whilst carrying out Approved Use. In the event that a Related Person is not wearing an armband for any reason, such person must be able to provide clear written evidence to the Authority or police or any other relevant persons that that they are authorised to carry out the Approved Use in accordance with this Licence. The Authority will charge a replacement fee of £20 (Inc VAT) for each subsequent replacement of the identifying armband. At the end of the Licence the Licensee must return all identification armbands to the Authority.

2.8. During the Licence Period, the Licensee may carry out the Approved Use during the hours which the Park is open to members of the public or as specified in any direction issued by the Authority.

2.9. The Licensee shall at all times exercise the rights and duties under this Licence in a proper and responsible way, having regard to the safety of users of the Park, the Authority’s staff and other third parties.

Licence fee

3.1. The Licensee shall pay the Licence Fee in accordance with the Charging Matrix, together with VAT on such fee.

3.2. Unless another payment method is agreed with the Authority, the Licensee shall pay the Licence Fee by bank transfer via an online payment link. The Authority shall provide such payment link following receipt of the online application form completed by the Licensee in accordance with Condition 2.3.1.

3.3. If any payment of the Licence Fee is not made within 28 days of the date on which such payment was due, the Licensee shall immediately cease all operation of the Approved Use within the Parks. The Licensee may recommence the Approved Use when Approved by the Authority following full payment of all outstanding sums due to the Authority.

3.4. For the avoidance of doubt, the Licensee should enter into this Licence in respect of all Approved Use to be undertaken during its term and the Authority shall not enter into separate licences in respect of franchisees or with separate instructors of the Licensee or in respect of separate Parks in which the Approved Use is undertaken, and the Licence Fee shall be calculated accordingly.

Duration

4.1. Subject to Condition 11, this Licence shall continue until Licence Expiry Date. Upon expiry the Licensee may request that the Licence be extended for up to twelve (12) months but nothing in this Licence shall imply any obligation on the Authority to approve such extension. Any extension agreed by the Authority shall be on such terms and conditions as the Authority in its absolute discretion determine.

Equipment and property

5.1. The Licensee shall at its own risk and cost provide all equipment necessary for carrying out the Approved Use and the Authority shall have no liability for any loss of or damage to any such equipment.

5.2. Any equipment used must be handheld only; any equipment used or activities undertaken must not be hazardous or noxious or otherwise detrimental to the Park, the Authority’s Property or any wildlife.

5.3. The Licensee shall ensure that in connection with any equipment being brought into the Park for the duration of this Licence that portable electrical appliances are routinely tested and checked for safety (in accordance with any current requirements for a “PAT Inspection”).

5.4. The Licensee must not leave any equipment or rubbish in the Park following an Approved Use session or following termination or expiry of this Licence.

5.5. The Licensee shall ensure that the Authority’s Property is not used for the Approved Use without the Authority's prior written consent.

5.6. The Licensee shall ensure the Park is left in the same condition that it is found. The Authority reserves the right to charge the Licensee the cost of reinstating the Park to its original condition where substantial damage is caused as a result of the Approved Use.

Licensee Conduct

5.7. The Licensee must not cause an annoyance or nuisance or interfere with the reasonable enjoyment of other persons (including any other licensees of the Authority or The Royal Parks) using the Park. The Licensee agrees and acknowledges that it is not the sole fitness class provider licensed by the Authority or The Royal Parks to use the Parks and it shall be respectful to any other such licensees.

5.8. The Licensee must not play any music whilst within the Park.

5.9. No filming or photography or flying of unmanned aerial systems shall be permitted in the Park whether in connection with the Approved Use or otherwise without the prior written approval of the Authority.

5.10. The Licensee must not collect monies/fees from their clients whilst in the Park.

5.8. The Licensee must not play any music whilst within the Park.

5.10. The Licensee must not collect monies/fees from their clients whilst in the Park.

5.17. The Licensee acknowledges that, in respect of Parks that deer inhabit:

the deer rut begins September through to November. The Licensee agrees not to carry out the Approved Use in any area between a stag and female deer and procure that any Related Persons or their clients move to another location if they situated between a stag and a female deer.
deer birthing takes place in May, June and July. The Licensee shall procure that any Related Person or clients do not approach young deer and their mothers and acknowledge that any bracken areas are not to be entered as the young may be hidden.

Approved Use

5.18. The Licensee is not permitted to carry out any activities in the Park other than the Approved Use.

5.19. The Approved Use must only be undertaken in those areas of the Park Approved by the Authority. The Approved Use must not be undertaken in the Formal Garden Areas or the Sensitive Park Areas without the prior written permission of the Authority.

5.20. The Licensee shall comply with the Park Regulations and this Licence shall constitute the written permission of the Authority required under the Park Regulations for the Approved Use subject to the terms and conditions of this Licence.

5.21. The Authority may, in its absolute discretion, allow or permit vehicular access into the Park. This remains subject to vehicular permits being issued. The Licensee shall ensure that vehicles must be in agreed car parking areas and at no time seek alternative parking areas. Any cars or vans brought into the car parks by the Licensee to bring equipment cannot be left overnight or for extended periods of time to act as an equipment storage.

5.22. The Licensee shall not display, produce or distribute any sign or advertisement whilst within the Park except to individual customers or clients participating in the Approved Use. The restriction of advertising applies to all boards, hoardings, flags, posters etc. displaying any organisation, company or brand name of any goods, including those of the Licensee. The Licensee is permitted to wear branded clothing as part of a uniform.

5.23. The Licensee must be contactable by the Authority at all times that the Approved Use is being carried out and shall ensure that the Authority is provided with up-to-date contact details.

5.24. The Licensee shall carry out the Approved Use in accordance with all current relevant health and safety legislation and Good Industry Practice.

5.25. Each party shall notify the other of any health and safety hazards which may arise in connection with the performance of this Licence as soon as they become aware of them.

5.26. While on the Park, the Licensee shall comply with any health and safety measures implemented by the Authority in respect of users of the Park.

5.27. The Licensee shall notify the Authority immediately in the event of any incident occurring arising from the operation of the Approved Use where that incident causes any personal injury or damage to property and if requested by the Authority shall provide a copy of the incident investigation report if appropriate.

5.28. Whilst within the Park the Licensee shall comply with all security measures implemented by the Authority in respect of personnel and other persons within the Park. The Authority shall have the right to carry out any search of any individuals, vehicles or equipment connected with the Approved Use within the Park.

5.29. The Licensee shall ensure that the number of clients in any session of the Approved Use conducted by the Licensor does not exceed 20.

5.30. The Licensee will not hold more than one session at the same time within the same area of any Park on any given day, and sessions may only take place during the Session Times.

Data protection

6.1. With respect to Personal Data for which the Licensee acts as a Controller for the purposes of the Approved Use the Licensee undertakes to comply with the requirements of the Data Protection Legislation and not do anything to cause the Authority to be in breach of it.

6.2. The Licensee agrees to take account of any information issued by the Information Commissioner's Office and shall maintain a record of its processing activities and shall make the record available to the Authority upon reasonable request.

6.3. Personal Data shall not be retained or processed by the Licensee for longer than is necessary for the operation of the Approved Use.

Modern slavery

7.1. In performing its obligations under this Licence, the Licensee shall:

comply with all applicable anti-slavery and human trafficking laws, (including without limitation, the Modern Slavery Act 2015);
notify the Authority as soon as it becomes aware of any actual or suspected slavery or human trafficking in a supply chain which has a connection with this Licence; and
permit the Authority and its third party representatives to audit the Licensee’s compliance with its obligations under this Condition 7.

7.2. The Licensee represents and warrants that it not has been convicted of any offence involving slavery and human trafficking; nor has it been the subject of any investigation, inquiry or enforcement proceedings regarding any offence or alleged offence of or in connection with slavery and human trafficking.

7.3. Any violation of this Condition 7 by the Licensee will entitle the Authority to terminate this Licence pursuant to Condition 12.1 (Termination of Licence).

Safeguarding

8.1. The Licensee shall ensure where applicable that its safeguarding policy and procedures for children, young people and adults at risk comply with all relevant regulations and follow Government safeguarding guidelines as amended from time to time. The Licensee shall ensure copies are made available to the Authority on request for review.

Discrimination

9.1. When carrying out the Approved Use the Licensee shall not unlawfully discriminate either directly or indirectly on any grounds including in relation to protected characteristics under the Equality Act 2010, the Human Rights Act 1998 or other relevant or equivalent legislation.

Insurance and indemnity

10.1. The Licensee shall throughout the Licence Period maintain with a reputable insurance company public liability insurance and insurance policies which:

include death or personal injury, or loss of or damage to property;
are in existence throughout the duration of this Licence;
are for the Required Insurance Level;
do not exclude or limit liability to the other party for death illness or personal injury caused by its negligence.

10.2. Copies of insurance documents must be submitted prior to the Licence Commencement Date and must be for a minimum of three (3) months validity at the point of application but to be insured through the Licence Period.

10.3. It is the Licensee’s responsibility to ensure that they have valid insurance at all times and that this covers any Related Person. A copy of the current policy must be available for inspection by the Authority at any time during the Licence Period upon request.

10.4. The insurance referred to in Condition 10.1 above shall be maintained for a minimum of six (6) years following the expiration or earlier termination of this Licence.

10.5. If the Licensee fails to give effect to and maintain the insurance required by this Condition 10 the Authority shall be entitled to terminate this Licence in accordance with Condition 12.1.

10.6. The Licensee shall indemnify the Authority fully against all claims, proceedings, actions, damages, legal costs, expenses and any other liabilities in respect of any death or personal injury, loss of or damage to property, which is caused directly or indirectly by any act or omission.

10.7. The Licensee shall indemnify the Authority and keep the Authority indemnified fully against all claims, proceedings, actions, damages, costs, expenses and any other liabilities which may arise out of, or in consequence of, the carrying out of the Approved Use or the performance or non-performance by the Licensee of its obligations under the Conditions of this License or the presence of the Licensee in the Park, including in respect of any death or personal injury, loss of or damage to property, financial loss arising from any advice given or omitted to be given by the Licensee, or any other loss which is caused directly or indirectly by any act or omission of the Licensee.

10.8. Without prejudice to Condition 10.7 above, the Authority shall be at liberty to settle as it may think fit after consultation with the Licensee any such actions claims or demands by payment of such sum or sums as it in its discretion may consider reasonable and it may in its discretion after giving notice in writing to the Licensee cause any such damage to be made good and the expenses incurred by the Authority in doing or in making any such payment shall be repaid by the Licensee to the Authority on demand PROVIDED NEVERTHELESS that the Licensee shall not be required to pay by way of indemnity any sum greater than that which would be reasonably payable in settlement having regard to the circumstances of the case and in particular (where the payment is legally enforceable) to the damages which might be recoverable at common law.

10.9. Subject to Condition 10.10, the Authority is not liable for:

the death of, or injury to the Licensee, any Related Person, clients or invitees to the Park; or
damage to any property of the Licensee or that of any Related Person, clients or other invitees to the Park; or
any losses, claims, demands, actions, proceedings, damages, costs or expenses or other liability incurred by Licensee or any Related Person, clients or other invitees to the Park in the exercise or purported exercise of the rights granted by this Licence

10.10. Nothing in Condition 10.9 will limit or exclude the Authority’s liability for:

death or personal injury or damage to property caused by negligence or wilful misconduct on the part of the Authority or its employees or agents;
Fraud or fraudulent misrepresentation; or
any matter in respect of which it would be unlawful for the Authority to exclude or restrict liability.

Warranties

11.1. The Authority gives no warranty that the Park possesses the Necessary Consents for the Authorised Use.

11.2. The Authority gives no warranty that the Park is physically fit for the purposes specified in Condition 2.

11.3. The Licensee acknowledges that it does not rely on, and shall have no remedies in respect of, any representation or warranty (whether made innocently or negligently) that may have been made by or on behalf of the Authority before the date of this licence as to any of the matters mentioned in clause 11.1 or clause 11.2.

Termination of licence

12.1. The Authority may revoke this Licence with immediate effect where the Licensee:

Is in breach of its obligations under this Licence and, where the breach is capable of remedy, fails to remedy such breach to the satisfaction of the Authority within seven (7) calendar days of receipt of written notice to remedy the breach (except that Condition [3.4] applies in respect of late payment of the Licence Fees;
Is in breach of its obligations under Conditions 2 (Licence to Occupy), 5.13 (Corruption), 5.14 (Fraud), 7 (Modern Slavery) or 10.5 (Insurance); or
Acts in any way that is likely to bring the Authority into disrepute or damage its reputation or interests.

12.2. The Authority may terminate the Licence giving not less than one week’s written notice.

12.3. Where the Authority terminates this Licence under condition 12.1 the Licensee shall not be entitled to receive any refund of the Licence Fee or any compensation for any outlay made by the Licensee in connection with this Licence.

12.4. Where the Authority terminates this Licence under condition 12.2, the Authority shall reimburse the Licence Fee on a pro-rata basis for the remaining duration of the Licence Period but without paying any compensation for any outlay made by the Licensee in connection with this Licence.

12.5. The Licensee must give not less than one month’s written notice to terminate this Licence. No refund for termination of the Licence will be given in this instance and any monies outstanding by the Licensee to the Authority will be required to be paid in full.

12.6. For the avoidance of doubt, following termination of this Licence by either party, the Licensee shall no longer be licensed and therefore not permitted to run Approved Use sessions within the Park.

General

13.1. This Licence contains the entire understanding and agreement between the parties and supersedes all prior representations, documents (including any Memorandums of Understanding), negotiations or understandings in respect of use by the Licensee of any individual Park or otherwise. Nothing in this agreement shall be construed as creating a partnership, contract of employment or relationship of principal and agent between the Authority and the Licensee. The Licensee acknowledges that it has not entered into this Licence in reliance upon any representation by the Authority or anyone acting on its behalf.

13.2. Pursuant to the Freedom of Information Act 2000 ("FOIA") and the Environmental Information Regulations 2004 ("EIR") the Authority is subject to certain legal obligations in relation to public disclosure of information. The Licensee shall co-operate with and assist the authority in a timely manner with any requests for disclosure which the Authority receives under the FOIA or the EIR which relate to this Licence. The Licensee understands and agrees that the Authority may be required to provide information, including commercially sensitive information, relating to this Licence and the Licensee to a third party in order to comply with its obligations under these provisions.

13.3. The Licensee shall transfer to the Authority all requests for information that it receives as soon as reasonably practicable and in no event shall the Licensee respond directly to a request for information under FOIA or EIR related to this Licence unless expressly authorised to do so by the Authority.

13.4. The Licensee shall keep a record of any complaints made to them concerning or in connection with the operation of the Approved Use or these Conditions and shall immediately notify the Authority of any such complaint. The Licensee shall keep a record of complaints received by them and make it available for inspection by the Authority on reasonable notice.

13.5. Nothing in this Licence shall fetter the Authority in the exercise or discharge of its functions, powers and duties (including, without limitation, the power to close all or part of the Park either on a permanent or temporary basis or to temporarily use all or part of the Park for an event).

13.6. The Licensee shall not assign, sub-contract or in any other way dispose of this License or any part of it without the prior written approval of the Authority.

13.7. The Authority may, at its discretion, assign or otherwise dispose of any of its rights, obligations and liabilities under this Licence without the consent of the Licensee provided that such assignment or disposal shall not increase the burden of the Licensee’s obligations under the Licence.

Changes

14.1. No changes to the Approved Use shall be permitted unless any such changes have been requested in writing to the Authority. The Licensee shall make a request for any changes at least four (4) weeks prior to the date that the changes are to take effect and no changes shall be implemented by the Licensee until the Authority's written consent has been received.

Disputes

15.1. In the event that any dispute arises between the parties in connection with this Licence, the parties shall attempt in good faith to negotiate a settlement within thirty (30) Working Days of either Party notifying the other of the dispute.

15.2. Disputes remaining unresolved shall, if the parties agree, be referred to non-binding mediation.

15.3. In the event that the parties do not agree to non-binding mediation or if the dispute remains unresolved, the dispute shall be referred to the exclusive jurisdiction of the Courts of England pursuant to Condition 16 below.

15.4. The obligations of the parties under this Licence shall not cease or be suspended or delayed by the reference of a dispute to mediation.

Law and jurisdiction

16.1. This Licence shall be governed by and construed in accordance with English Law and the Authority and Licensee hereby submit to the exclusive jurisdiction of the English courts.

Agreement and declaration

17.1. The parties acknowledge and agree that this Licence does not nor is intended to confer any legal or other tenancy estate or interest in respect of the Park and that the Authority is not empowered to do so.

17.2. The benefit of this Licence is personal to the Licensee and is not capable of being claimed by any other person (including any Related Person) body of persons firm or corporation whatsoever and shall not be assignable in whole or in part by the Licensee to any such person body or persons firm or corporation and for the purposes hereof the parties agree that the Contract (Rights of Third Parties) Act 1999 shall not apply.

17.3. The Licensee will submit any proposals for marketing and promotion of its services in the Parks for approval by the Authority. Use of The Royal Parks logo is by permission only and can only be used in connection with the carrying out of the Approved Use in Parks. The parties acknowledge that The Royal Parks retains all intellectual property rights in its name and brand mark.

17.4. This Licence may be executed in counterparts, each of which when signed and delivered shall constitute an original but all counterparts together shall constitute one and the same instrument.