JAPANESE CULINARY TRAINING ACADEMY LTD - Terms of Service
Engagement
JAPANESE CULINARY TRAINING ACADEMY LTD operates a Japanese culinary school and teaches sushi practice and procedures. JAPANESE CULINARY TRAINING ACADEMY LTD offers three professional courses as described in Prospectus of Sushi Courses, enclosed as Exhibit “A1,” which is attached hereto and made part of this agreement for services and/or goods (hereinafter the “Agreement”) as applicable to services to be rendered and/or goods delivered to Client. JAPANESE CULINARY TRAINING ACADEMY LTD specializes in sales of Sushi Set, Japanese knives, Sushi robots, Sake Set, Kimono, Geta, Sushi Boats, and other Sushi Restaurant Supplies. JAPANESE CULINARY TRAINING ACADEMY LTD specializes in outsourcing of sushi chefs on a contract basis. JAPANESE CULINARY TRAINING ACADEMY LTD specializes in onsite catering services. JAPANESE CULINARY TRAINING ACADEMY LTD shall exercise its best efforts to complete those tasks described herein and otherwise reasonably contemplated and shall perform all functions and duties as specified herein according to ordinary business custom and according to all applicable laws. For purposes of this Agreement, “services” or “goods” shall be referred to such services or goods as indicated in this Agreement and related Exhibit. For purposes of this Agreement, “Exhibit” shall refer to Exhibit “A1,” “A2,” “A3” and/or “A4” as appropriate and related to services which are being rendered herein and/or goods being purchased as described herein. Any paragraph referring to another service for which JAPANESE CULINARY TRAINING ACADEMY LTD is not engaged or any mention of a product which is not being purchased by Client shall not be a binding paragraph for purposes of this transaction. JAPANESE CULINARY TRAINING ACADEMY LTD shall provide technical support, if required, by phone or by e-mail during the hours of 9am to 6pm GMT. If an issue occurs outside these hours the Client may e-mail JAPANESE CULINARY TRAINING ACADEMY LTD or leave a telephone message on the office number 07533830453. JAPANESE CULINARY TRAINING ACADEMY LTD will endeavour to respond to the Client by the start of the next business day. The service will take commence on the Client’s place or any place deemed appropriate by JAPANESE CULINARY TRAINING ACADEMY LTD and/or as agreed in Exhibit.Please indicate the appropriate boxes below by marking “X”:
Client has engaged JAPANESE CULINARY TRAINING ACADEMY LTD for the Sushi Course indicated below and described in Exhibit “A1.” Client expressly acknowledges that Client has read the Prospectus of Sushi Courses carefully and that Client agrees to all terms described in Exhibit “A1.”
Professional I Course
Professional II Course
Advanced Course
Client shall have the option of purchasing the products from JAPANESE CULINARY TRAINING ACADEMY LTD as described in Exhibit “A2,” which is attached hereto and made part of this Agreement.
Client has engaged JAPANESE CULINARY TRAINING ACADEMY LTD to outsource Sushi Chef(s) and the scope of services are described in Exhibit “A3.”
Client has engaged JAPANESE CULINARY TRAINING ACADEMY LTD for onsite catering services and the scope of services are described in Exhibit “A4.”
Compensation
The compensation for providing the services described as follows:
2.1. The price (inclusive of VAT and any other charges) for services or goods is stated in the related Exhibit as attached hereto and applicable to services rendered or product purchased by Client. The terms of both this Agreement and as stated in related Exhibit shall govern. Compensation must be made by the date shown on invoice or as indicated in Exhibit. JAPANESE CULINARY TRAINING ACADEMY LTD may withhold its services and/or terminate this Agreement if the price is not received from Client in full, on time, in cleared funds.
2.2. All direct costs and expenses including but not limited to transportation costs incurred by JAPANESE CULINARY TRAINING ACADEMY LTD in connection with the provision of the services shall be re¬charged at cost or according to standard charges as described in the Exhibit and are payable by the Client on production of the appropriate receipts.
2.3. The Client must settle all payments for services and/or goods within 21 days from the invoice date.
2.4. JAPANESE CULINARY TRAINING ACADEMY LTD understands and will exercise its statutory right to interest and compensation for debt recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998 if JAPANESE CULINARY TRAINING ACADEMY LTD is not paid according to agreed terms.
2.5. The Client shall pay interest on all late payments at a rate of 13.5% per annum above the base lending rate of The Bank of England + 8%.
2.6. JAPANESE CULINARY TRAINING ACADEMY LTD is also entitled to recover all reasonable expenses incurred in obtaining payment from the Client where any payment due to JAPANESE CULINARY TRAINING ACADEMY LTD is late.
2.7. The Client is not entitled to withhold any monies due to JAPANESE CULINARY TRAINING ACADEMY LTD.
2.8. JAPANESE CULINARY TRAINING ACADEMY LTD is entitled to vary the price to take account of:
2.8.1. any additional services requested by the Client which were not included in the original Exhibit or purchase of goods from JAPANESE CULINARY TRAINING ACADEMY LTD during the term of this Agreement;
2.8.2. any additional work required to complete the services which was not anticipated at the time of the Exhibit;
2.8.3. any reasonable increase in hourly rate, if applicable;
2.9. JAPANESE CULINARY TRAINING ACADEMY LTD shall notify any variation in prices to the Client in writing.
2.10. JAPANESE CULINARY TRAINING ACADEMY LTD shall be responsible for the payment of National Insurance contributions as a self-employed person and for the payment of any Income Tax, VAT or other liabilities arising out of remuneration for providing the services.
2.11. Client shall pay any and all shipping, handling costs, and taxes in connection with the sale of goods to JAPANESE CULINARY TRAINING ACADEMY LTD.
3. Duration. The services to be performed by JAPANESE CULINARY TRAINING ACADEMY LTD pursuant to this Agreement shall commence upon completion of services and/or delivery of product(s) and receipt of payment by JAPANESE CULINARY TRAINING ACADEMY LTD or as provided hereinbelow.
4. Assignment. The Client shall not be entitled to assign its rights or obligations or delegate its duties under this Agreement without the prior written consent of JAPANESE CULINARY TRAINING ACADEMY LTD.
5. Warranties and Representations of JAPANESE CULINARY TRAINING ACADEMY LTD. JAPANESE CULINARY TRAINING ACADEMY LTD warrants and represents the following:
5.1. JAPANESE CULINARY TRAINING ACADEMY LTD shall supply the services and/or goods as specified in the Exhibit.
5.2. JAPANESE CULINARY TRAINING ACADEMY LTD shall perform the services with reasonable skill and care and to a reasonable standard and in accordance with recognized codes of practice.
5.3. JAPANESE CULINARY TRAINING ACADEMY LTD shall take all reasonable steps to avoid mistakes when providing the services but shall incur no liability should errors be found.
5.4. JAPANESE CULINARY TRAINING ACADEMY LTD shall have the authority to delegate any obligations to other employees or subcontractors but undertakes to notify the Client of any significant changes to personnel.
5.5. JAPANESE CULINARY TRAINING ACADEMY LTD may give internship program to the Client if situation or circumstances permits upon completion of his/her course and as applicable to services which are being rendered herein.
5.5. JAPANESE CULINARY TRAINING ACADEMY LTD warrants that any product purchased in accordance with the terms of this Agreement shall be of satisfactory quality. JAPANESE CULINARY TRAINING ACADEMY LTD shall reasonable endeavor to deliver services and/or products on date agreed for delivery.
6. Warranties and Representations of Client.
6.1. The Client agrees to cooperate with JAPANESE CULINARY TRAINING ACADEMY LTD and shall provide any support, information and facilities to JAPANESE CULINARY TRAINING ACADEMY LTD as may be required.
6.2. The Client agrees to exercise due diligence in its direction to JAPANESE CULINARY TRAINING ACADEMY LTD regarding preparation of materials and must be able to substantiate all claims and representations.
6.3. The Client agrees to have an internship program if situation or circumstances permits upon completion of his/her course.
6.4. The Client agrees to refrain from directly or indirectly recruiting any person employed or engaged by the Consultant for the purpose of providing the services for a period of six months following completion of the services. The parties expressly agree and acknowledge that Client shall not circumvent or attempt to circumvent or bypass the activities of JAPANESE CULINARY TRAINING ACADEMY LTD. Any attempt by Client to circumvent or bypass the activities of the JAPANESE CULINARY TRAINING ACADEMY LTD shall be construed as a material breach of this Agreement and shall trigger the termination of this Agreement.
6.5. The Client warrants that individual executing this Agreement has full authority, power and capacity to enter into this Agreement and that all necessary actions have been taken to enable such individual to lawfully enter into this Agreement; Client and/or individual executing this Agreement on behalf of Client is legally capable of entering into binding contracts; Client and/or individual executing this Agreement on behalf of Client are resident in Scotland, England or Wales; Client and/or individual executing this Agreement on behalf of Client are at least 18 years old; the information provided in the Exhibit is accurate and complete as to Client’s satisfaction; and Client will be able to accept delivery of the products and/or services as contemplated in this Agreement.
7. Independent Contractor Relationship. It is expressly understood and agreed that the JAPANESE CULINARY TRAINING ACADEMY LTD is an independent contractor and shall not represent otherwise. JAPANESE CULINARY TRAINING ACADEMY LTD shall retain sole and absolute discretion in the manner and means of carrying out the services described herein. JAPANESE CULINARY TRAINING ACADEMY LTD has no authority (expressly and/or implied), to bind the Client to any obligation. This Agreement shall not be construed as constituting the Client and JAPANESE CULINARY TRAINING ACADEMY LTD as partners, or to create any other form of legal association agreement which would require the parties to file taxes jointly. As an Independent Contractor, the JAPANESE CULINARY TRAINING ACADEMY LTD shall be responsible for all of its liabilities, including but not limited to all income, franchise taxes and VAT on the compensation JAPANESE CULINARY TRAINING ACADEMY LTD receives, as well as all of its employees' employment taxes, insurance and fringe benefits. JAPANESE CULINARY TRAINING ACADEMY LTD shall hold the Client free and harmless from all such liabilities. JAPANESE CULINARY TRAINING ACADEMY LTD is responsible for any costs or damages as a result of its work.
8. Limitation of Liability.
8.1. Nothing in this Agreement shall limit or exclude Client or JAPANESE CULINARY TRAINING ACADEMY LTD’s liability for:
8.1.1. Death or personal injury caused by negligence;
8.1.2. Under section 12 of the Sale of Goods Act 1979, section 2 of the Supply of Goods and Services Act 1982, or section 2(3) of the Consumer Protection Act 1987;
8.1.3. For fraud or fraudulent misrepresentation;
8.1.4. For any matter for which it would be illegal for to limit or exclude, or attempt to limit or exclude, liability.
8.2. Subject to paragraph 8.1:
8.2.1. JAPANESE CULINARY TRAINING ACADEMY LTD’s liability in connection with any services or product purchased is strictly limited to the purchase price paid for the services or product;
8.2.2. JAPANESE CULINARY TRAINING ACADEMY LTD shall accept no liability for any loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of data, waste of management or office time or for any indirect or consequential loss or damage of any kind however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable;
8.2.3. JAPANESE CULINARY TRAINING ACADEMY LTD shall not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Agreement caused by events outside its reasonable control;
8.2.4. Notwithstanding any other provision of this Agreement, JAPANESE CULINARY TRAINING ACADEMY LTD shall accept no liability for any loss, damage or accident which occurs on the business premises of JAPANESE CULINARY TRAINING ACADEMY LTD or any other premises where the services are rendered or product is delivered.
9. Indemnification. Client shall indemnify and hold harmless JAPANESE CULINARY TRAINING ACADEMY LTD, its directors against all claims, obligations or liabilities including court costs and solicitors' fees, arising out of the Client's tortious or any unauthorized acts, misrepresentations, omissions, failure to perform obligations hereunder, or any acts not expressly authorized in writing, related to or beyond the scope of this Agreement.
10. Intellectual Property. For purposes of this Agreement “Intellectual Property” means any patent, trademark, service mark, registered design, copyright, design right, right to extract or exploit information from a database, database rights, know-how, confidential information or process, any application for any of the above, and any other Intellectual Property Right recognised in any part of the world whether or not presently existing or applied for by JAPANESE CULINARY TRAINING ACADEMY LTD.
10.1. The Client shall not distribute any Intellectual Property Rights belonging to JAPANESE CULINARY TRAINING ACADEMY LTD to any third party without the written consent of JAPANESE CULINARY TRAINING ACADEMY LTD.
10.2. Any Intellectual Property Rights created as a result of the services shall belong to JAPANESE CULINARY TRAINING ACADEMY LTD unless provisions, such as the granting of a royalty-free, world-wide, non-exclusive licence, have been made to the contrary in the Exhibit.
10.3. The Client warrants that any material belonging to the Client and its use by JAPANESE CULINARY TRAINING ACADEMY LTD for the purpose of providing the services will not infringe the copyright or other rights of any third party, and the Client shall indemnify JAPANESE CULINARY TRAINING ACADEMY LTD against any loss, damages, costs, expenses or other claims arising from any such infringement.
11. Termination. This Agreement and the relationship created hereby may be terminated by either party at any time without cause upon 10 days written notice given to the other. JAPANESE CULINARY TRAINING ACADEMY LTD shall have the additional right to terminate this Agreement immediately by notice to Client when such termination is for cause including, without limitation, dishonesty, fraud, misrepresentation to JAPANESE CULINARY TRAINING ACADEMY LTD or any third person or breach of this Agreement.
12. Other Activities. JAPANESE CULINARY TRAINING ACADEMY LTD may engage in other activities for compensation during the term of this Agreement so long as those activities do not conflict with the responsibilities or limitations agreed to by JAPANESE CULINARY TRAINING ACADEMY LTD herein.
13. Property and Risk. Risk in any property or materials used to provide the services shall pass from JAPANESE CULINARY TRAINING ACADEMY LTD to the Client when the property or materials leave the premises of JAPANESE CULINARY TRAINING ACADEMY LTD or on delivery if JAPANESE CULINARY TRAINING ACADEMY LTD is transporting the items. Adequate insurance should be held by both parties to protect any property or materials that are within their care. JAPANESE CULINARY TRAINING ACADEMY LTD provides no warranty or liability for any data either lost or damaged which is stored on any of the JAPANESE CULINARY TRAINING ACADEMY LTD’s or Clients equipment. It is the responsibility of the Client to keep secure copies of information. JAPANESE CULINARY TRAINING ACADEMY LTD may provide a chargeable service to the Client whereby secure copies of information will be made to recordable compact discs/DVD's which may be stored by JAPANESE CULINARY TRAINING ACADEMY LTD or sent to the Client to be stored at his/her premises or any other such third party appointed by the Client.
14. Alternate Dispute Resolution ("ADR").
14.1. If any dispute arises out of this Agreement, the parties will attempt to settle it by negotiation. A party may not serve an ADR notice or commence court proceedings/an arbitration until 21 days after it has made a written offer to the other party(ies) to negotiate a settlement to the dispute.
14.2. If any dispute arises out of this Agreement, the parties will attempt to settle it by mediation in accordance with the Centre for Dispute Resolution ("CEDR") Model Mediation Procedure.
14.3. If the parties have not settled the dispute by mediation within 42 days from the initiation of the mediation, the dispute shall be referred to, and finally be resolved by, arbitration under the Rules of the London Court of International Arbitration, UNCITRAL Rules, which Rules are deemed to be incorporated by reference into this clause.
15. Integration. The parties acknowledge that this Agreement is the product of mutual efforts by the parties and their respective agents. This Agreement shall be interpreted neither more favorable in favor of one party, nor less favorably in favor of another party.
16. Entire Agreement. This Agreement constitutes the entire understanding of the parties and supersedes all prior discussions, negotiations, Agreements and understandings, whether oral or written, with respect to its subject matter.
17. Modification. No change, modification or waiver of this Agreement shall be valid unless it is in writing and signed by all the parties who are bound by the terms of this Agreement.
18. Severability. If any provision of this Agreement is held invalid, unenforceable, or void by a court of competent jurisdiction, this Agreement shall be considered divisible as to such provision, and the remainder of the Agreement shall be valid and binding as though such provision were not included in this Agreement.
19. Benefits; Binding Effects. This Agreement shall be binding upon and shall operate for the benefit of the parties hereto and their respective executors, administrators, successors, and assigns.
20. Venue and Jurisdiction. Should a lawsuit be necessary to enforce this Agreement the parties agree that jurisdiction and venue are waived and suit shall be brought in the Courts of England and Wales.
21. Notices. Any notice, demand or other communication required or permitted by this Agreement must be in writing and shall be deemed to sufficiently given when sent by first class post or as follows:
21.1 delivered by overnight delivery service or messenger or personally, when delivered, or
21.2 if by first class post, 48 hours after posting, or
21.3 if faxed, at the time of transmission, or
21.4 if telexed or telegraphed, twenty-four hours after being dispatched by fax, telegram or telex; in every case addressed to the party to be notified.
22. No-Waivers. The written waiver by any party of any other party's breach of any provision of this Agreement shall not operate nor be construed as a waiver of any subsequent breach, and the written waiver by any party to exercise any right or remedy shall not operate nor be construed as a waiver or bar to the exercise of such right or remedy upon the occurrence of any subsequent breach. All waivers under this Agreement must be in writing and signed by the parties hereto.
23. Headings. Headings in this Agreement are for convenience only and shall not be used to interpret or construe its provisions.
24. Governing Law. This Agreement shall be governed by the laws of England as to all matters, including, but not limited to, matters of validity, construction, effect and performance.
25. Counterparts. This Agreement may be executed in two or more parts, each of which shall be deemed an original but all of which together shall be one and the same instrument.
26. Facsimile Copy. A facsimile copy of this Agreement and any signatures affixed hereto shall be considered for all purposes as originals.
Compensation and Prospectus of Sushi Courses
Compensation
The terms of both the attached Agreement and as stated in this Exhibit shall govern. A non refundable registration fee of £50 is payable and due immediately by booking online or by phone. The remaining outstanding balance shall be paid via Paypal Account on www.japs-sushi.co.uk or direct debit or any payment system as approved by JAPANESE CULINARY TRAINING ACADEMY LTD before the start of each course as stated below.
Sushi Tuition Class Tuition Fee +VAT Ingredients Cost
Professional I Class £60 + VAT £50
Professional II Class £60 + VAT £50
Advanced Class £60 + VAT £50
Pricing notes for above:
* Payments are all ONE OFF fees
* All students are required to wear a chef's uniform and use thier own knives and tools at the professional classes
Prospectus of Sushi Courses
Professional I Course
Our Professional I Class features instructions on basic ingredients and seasonings, Japanese knives (wa-bocho), sushi fundamental preparations, and the relationship between Japanese foods and nature's four seasons.
Who needs this class?
Anyone interested in gaining basic understandings of sushi and other Japanese foods.
Goals:
To understand the fundamentals of sushi and traditional Japanese cooking. By the end of this Professional I class, students will be able to prepare several basic sushi rolls.
Features:
• Introduction and the history of Japanese cooking
• Japanese ingredients, sauces, and stock
• Japanese cooking utensils and knives
• How to sharpen and maintain Japanese knives
• Preparing and cutting of vegetables for sushi
• Basic sushi rice preparation
• Basic traditional roll making
• Special rolls making (hosomaki, tekkamaki, kappamaki, uramaki)
• How to make katsuramuki for sashimi
• How to make Tamago (Japanese omelette)
• Basic preparation of Japanese salads
• How to make miso soup
Requirements to Pass:
• Attendance at least 75% of scheduled classes (2-3 days)
• Skill test grade, A or B
• Final test score, 80 or more
Class schedule:
• Monday through Friday
• 8:00 AM to 1:00 PM (5 hours a day)
Professional II Course
Our Professional II class builds on the fundaments acquired in our Sushi Chef Professional I Class. Students learn basic fish preparation, dish composition, sushi bar set up and other skills required by an Assistant Sushi Chef. The Chef Professional I class is a prerequisite to enrolment.
Who needs this class?
Students who intend to pursue a career as a sushi chef.
Goals:
To gain the skill and understanding equivalent to those of an Assistant Sushi Chef
Features:
• History and culture of sushi
• Sushi rice preparation
• Knife technique for sashimi
• Preparation of Roll-sushi, and its modern variations
• Preparation of Nigiri-sushi, essence of sushi skills
• Preparation of Tempura
• Set up sushi-bar and learn how to serve
• Visually effective sushi decoration and garnish
• Visually effective sashimi decoration and sauces
• New Style California Fusion Dishes
Requirements to Pass:
• Attendance at least 75% of scheduled classes (2-3 days)
• Skill test grade, A or B
• Final test score, 80 or more
Class schedule:
• Monday through Friday
• 8:00 AM to 1:00 PM (5 hours a day)
Advanced Course
Our Advanced professional class offers a deeper level of training in all areas: more techniques, including the handling of live fish, shrimps and octopus. Fusion dishes, sauces, decoration and many other subjects. Also covered are the fundamentals of sushi restaurant management. Students must have successfully completed Sushi Chef Professional 102 and have at least one-year experience as a chef.
Who needs this class?
Professional sushi chef who seek to improve their skills and develop their understanding of restaurant management.
Goals:
To gain a wider knowledge of sushi preparation and restaurant management.
Features:
• Live fish, shrimp and octopus preparation
• Preparation of traditional teriyaki sauce
• Preparation of Uburu
• New styles of Special rolls
• Sushi bar operation
• Food cost and restaurant management
Requirements to Pass:
• Attendance at least 75% of scheduled classes (2-3 days)
• Skill test grade, A or B
• Final test score, 80 or more
Class schedule:
• Monday through Friday
• 8:00 AM to 1:00 PM (5 hours a day)
