Terms of service
AURÉA LAW TERMS OF PURCHASE
By purchasing any template on www.aurea-law.com (the “Website”) (any such template and its accompanying user guide being collectively referred to as a “Template”), you agree to be bound by these Terms of Purchase (the “Terms”). This includes our Privacy Policy, so it is important that you read these Terms and the Policy carefully before placing an order on our Website.
The Website is operated by Baccon Ltd trading as Auréa Law. As used in these Terms, “Auréa Law”, “Supplier”, “us”, “we”, and “our” refer to Baccon Ltd, a company registered in England and Wales with company number 15070931
The “Customer”, “you” and “your” refer to you as the person purchasing any Template. For the avoidance of doubt, the Templates are for business purposes only and are intended to be used in a B2B context.
Together you and Auréa Law may be referred to as the parties, and separately each as a party.
1. Interpretation of these Terms
1.1. References to writing or written include email but not fax.
1.2. Any words following the terms including, include, in particular, for example or any similar expression, will be construed as illustrative and will not limit the sense of the words, description, definition, phrase or term preceding those terms.
2. The Contract
2.1. Any order you place on our Website (the “Order”) constitutes an offer by you to purchase the relevant Template(s) in accordance with these Terms.
2.2. Your Order will only be deemed to be accepted when we issue written acceptance of it, at which point and on which date a contract between the Supplier and the Customer will come into existence in accordance with these Terms (the “Contract”).
2.3. The Contract ends once the Templates have been delivered to the Customer in accordance with clause 4.
2.4. These Terms apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
2.5. Any provision of these Terms which expressly or by implication is intended to come into or continue in force on or after expiry of the Contract will remain in full force and effect.
2.6. Expiry of the Contract will not affect any of the rights, remedies, obligations or liabilities of the parties that have accrued up to the date of expiry.
3. The Templates
3.1. The Templates are as described on the relevant product pages of the Website at the time the Order is placed (the “Specification”).
3.2. The Supplier will supply the Template(s) to the Customer in accordance with the Specification.
3.3. Any samples, descriptive matter, screenshots, demonstrations, illustrations, advertising, marketing, or other materials issued or published by the Supplier (excluding the Specification), are issued or published for the sole purpose of giving an approximate idea of the Templates referred to in them. They do not form part of the Contract or have any contractual force.
3.4. Although the Templates have been prepared by Auréa Baccon, a solicitor of England and Wales authorised and regulated in her personal capacity by the Solicitors Regulation Authority, it is acknowledged and agreed by the Customer that:
3.4.1. the Templates have not been prepared with the Customer’s specific circumstances in mind, and do not constitute legal advice;
3.4.2. no solicitor-client relationship is created between the Customer and the Supplier; and
3.4.3. this authorisation and regulation does not apply to the Supplier (BACCON LTD), nor the Templates.
3.5. The Supplier warrants to the Customer that the Templates have been prepared using reasonable care and skill.
3.6. Except as expressly set out in this clause 2, all conditions, warranties and other terms implied by statute, law or otherwise are, to the fullest extent legally permitted, excluded from the Contract.
4. Payment and Delivery
4.1. The price for the Template(s) is as set out in the Specification (the “Price”). All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax, which the Customer will not be liable to pay to the Supplier.
4.2. The Price is due upon purchase and is required before delivery takes place.
4.3. Once the Customer has paid for their Order, the Customer will not be entitled to cancel it, and no refunds, returns, exchanges or credits will be given, regardless of whether the Templates have been accessed, downloaded or used.
4.4. The Supplier will make the Templates available to the Customer via a download link on the order confirmation page and/or by email to the email address provided by the Customer during purchase, together with an invoice.
4.5. Delivery is completed on the receipt of the Templates by the Customer.
4.6. The Templates will be deemed to have been received at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause, business hours means 9.00am to 5.00pm Monday to Friday and business day means any day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
4.7. Time for delivery is not of the essence and the Supplier will not be in breach of the Contract nor liable for any delay in delivering or failure to deliver the Templates if such delay or failure results from events, circumstances or causes beyond the Supplier’s reasonable control or from the Customer’s failure to provide the Supplier with the appropriate email address.
5. Intellectual property rights
5.1. In this clause, Intellectual Property Rights mean copyright and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
5.2. All Intellectual Property Rights in or arising out of or in connection with the Templates will be owned by the Supplier.
5.3. The Supplier grants to the Customer a fully paid-up, worldwide, non-exclusive, royalty-free and perpetual licence to copy and modify the Template(s) purchased by the Customer (and any updated versions) for the purpose of receiving and using them within the Customer’s own business only.
5.4. The Customer will not sub-license, assign or otherwise transfer the licence granted in clause 5.3.
5.5. The Customer will not sell, resell, distribute, share or otherwise make the Templates (whether in their original or modified form) available to any party outside the Customer’s own organisation.
5.6. The Supplier reserves the right to terminate the licence granted in clause 5.3 with immediate effect if, in the Supplier’s sole discretion, the Customer has breached clause 5.4 or 5.5.
5.7. This clause 5 will survive expiry of the Contract.
6. Data protection. We will use the personal data you give us as set out in our Privacy Policy.
7. Limitation of liability: THE CUSTOMER'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.
7.1. References to liability in this clause 7 include every kind of liability arising under or in connection with the Contract including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
7.2. Nothing in these Terms is intended to exclude or limit any liability which cannot legally be excluded or limited.
7.3. Subject to clause 7.2,
7.3.1. the Supplier's total liability to the Customer will not exceed the Price paid by the Customer for the Template(s); and
7.3.2. the Supplier will not be liable to the Customer for any loss of profit; loss of sales or business; loss of agreements or contracts; loss of anticipated savings; loss of use or corruption of software, data or information; loss of or damage to goodwill; or any indirect or consequential loss.
7.4. This clause 7 will survive expiry of the Contract.
8. General
8.1. Assignment and other dealings.
8.1.1. The Customer will not assign, transfer or deal in any other manner with any of its rights or obligations under the Contract without the prior written consent of the Supplier.
8.1.2. The Supplier may assign, transfer or deal in any other manner with any of its rights or obligations under the Contract.
8.2. Entire agreement.
8.2.1. The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
8.2.2. Each party acknowledges that in entering into the Contract it does not rely on, and will have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it will have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.
8.2.3. Nothing in this clause limits or excludes any liability for fraud.
8.3. Variation. Except as set out in these Terms, no variation of the Contract will be effective unless it is in writing and signed by the parties (or their authorised representatives).
8.4. Waiver. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and will not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law will not constitute a waiver of that or any other right or remedy, nor will it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law will prevent or restrict the further exercise of that or any other right or remedy.
8.5. Severance. If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it will be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision will be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause 8.5 will not affect the validity and enforceability of the rest of these Terms.
8.6. Governing law. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation will be governed by, and construed in accordance with the law of England and Wales.
8.7. Jurisdiction. Each party irrevocably agrees that the courts of England and Wales will have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.