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PROGRAM TERMS AND CONDITIONS

 

ONLINE COURSE TERMS & CONDITIONS

Effective date: 2022-02-16
Updated on: 2022-02-16

This page tells you the terms and conditions (Terms) on which we supply any of the courses (Courses) listed on our website emmabrooksdesign.com (our site) to you.

Please read these Terms carefully before ordering any Courses from our site.

You should print a copy of these terms and conditions for your future reference.

Please click on the button marked "I Accept" at the checkout if you accept them.

Please understand that if you refuse to accept these terms and conditions, you will not be able to order any Courses from our site.

INFORMATION ABOUT US
EMMABROOKSDESIGN.COM is a site operated by EMMA BROOKS ‘TRADING AS” EMMA BROOKS DESIGN] ("we" or “us”). Our address is Oakfield, Rock Lane, Stoke Gifford, South Gloucestershire BS34 8PF and our email address is [email protected].

YOUR STATUS
By placing an order through our site, you warrant and confirm that:

  • You are legally capable of entering into binding contracts;
  • You are at least 18 years old;

HOW THE CONTRACT IS FORMED BETWEEN YOU AND US

After placing an order, you will receive an e-mail from us acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. Your order is an offer to us to buy a Course. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an e-mail that confirms that the Course is available for access ). The Contract will relate only to those Courses available via an online platform.

AVAILABILITY
Your order will be fulfilled automatically on your receipt of the course access confirmation but in the event that our automated systems do not work immediately, please contact [email protected]. to advise us that the Course has not been made available for access or download. As our systems are automated, we shall not be liable for any delay in the access to or download of any Course.

LIFETIME ACCESS
You are responsible for ensuring all modules are downloaded to a safe and secure storage area.

TITLE AND INTELLECTUAL PROPERTY
You will only be entitled to use the online course when we receive full payment of all sums due in respect of the Course.
As between us and you, all Intellectual Property Rights and all other rights in any online course shall be owned by us. We license all such rights to you on a non-exclusive basis only to such extent as is necessary to enable you to make reasonable use of the online course.
We shall enforce our Intellectual Property Rights in the course to the fullest extent possible by law and DISTRIBUTING (WHETHER FOR PAYMENT OR OTHERWISE), PUBLISHING, SELLING OR DISCLOSING A COURSE IS STRICTLY PROHIBITED.

PRICE AND PAYMENT
The price of any Course will be as quoted on our site from time to time, except in cases of obvious error.
These prices include VAT except where expressly stated otherwise.
Prices are liable to change at any time, but changes will not affect orders in respect of which we have already sent you course access confirmation.
Payment for all Courses must be by such method of payment as is specified on our website. If you choose to pay by PayPal, you must have a valid PayPal account in order to purchase a Course.

REFUNDS
As you are able to access, make use of and copy the Course immediately, we will only offer refunds in limited circumstances at our discretion.
We will usually refund any money received from you using the same method originally used by you to pay for your purchase.

OUR LIABILITY
Our Courses are provided on an "as is" basis without any representations or endorsements made and without any warranty of any kind whether express or implied, other than where you are purchasing our Courses as a consumer in which case the implied warranties of fitness for purpose, merchantability and accuracy shall apply.
If for any reason, we are liable for any damages, other than those for death or personal injury caused by our negligence (or any other matter for which we are not able to limit or exclude our liability due to applicable law), our total liability shall be limited to the amount of the Course purchased.
By purchasing a Course, you agree that in no circumstance shall we be liable for any indirect, incidental, special or consequential damages, including, but not limited to:

  • loss of income or revenue
  • loss of business
  • loss of profits or contracts
  • loss of anticipated savings
  • loss of data
  • loss of data, or
  • waste of management or office time however arising and whether caused by tort (including negligence), breach of contract or otherwise , even if foreseeable.
    arising out of or in any way connected with the use of a Course, under any law or on any basis whatsoever whether contractual or otherwise, except in relation to death or personal injury caused by our negligence (or any other matter for which we are not able to limit or exclude our liability due to applicable law).

WRITTEN COMMUNICATIONS
You agree that our communication with you will be mainly electronic and via email. We may however also provide you with information by posting notices on our site. You agree that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

NOTICES
All notices given by you to us must be given to Emma Brooks, Oakfield, Rock Lane, Stoke Gifford, South Gloucestershire BS34 8PF. We may give notice to you at the e-mail address you provide to us when placing an order. Notice will be deemed received and properly served 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

TRANSFER OF RIGHTS AND OBLIGATIONS
You may not transfer, assign or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.
We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

EVENTS OUTSIDE OUR CONTROL
We will not be liable or responsible for any failure to perform or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control.

WAIVER
If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
A waiver by us of any default shall not constitute a waiver of any subsequent default.
No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 14 above.

SEVERABILITY
If any of these terms and Conditions or any provisions of a Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

ENTIRE AGREEMENT
These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
We each acknowledge that, in entering into a Contract, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such Contract except as expressly stated in these terms and conditions.
Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party's only remedy shall be for breach of contract as provided in these terms and conditions.

OUR RIGHT TO VARY THESE TERMS AND CONDITIONS
We have the right to revise and amend these terms and conditions from time to time.
You will be subject to the policies and terms and conditions in force at the time that you order Courses from us unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the course access Confirmation (in which case we have the right to assume that you have accepted the change to the terms and conditions unless you notify us to the contrary within seven working days of receipt by you of the Course).

LAW AND JURISDICTION
Contracts for the purchase of Courses through our site and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) will be governed by English law. Any dispute or claim arising out of or in connection with such Contracts or their formation (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the courts of England and Wales.

CONSULTANCY TERMS & CONDITIONS

Effective date: 2022-06-08
Updated on: 2022-06-08

CONSULTANCY

We’ll always do our best to fulfil your needs and meet your expectations. But it’s important to have things written down so both you and us know what’s what, who should do what and when, and what will happen if something goes wrong. In this contract, you won’t find any complicated legal terms or long passages of unreadable text. We’ve no desire to trick you into signing something that you might later regret. We want what’s best for both parties, now and in the future.

In short, you are hiring Emma Brooks Design to deliver a strategy session (as detailed in the product), and these terms explain how the consulting service will proceed.

 

  1. INTERPRETATION
    The definitions and rules of interpretation in this clause apply to these Terms.
    Contract: the contract between you and us for the supply of Services in accordance with these Terms.
    Intellectual Property Rights: patents, rights to inventions, copyright and related rights, moral rights, trademarks, trade names and domain names, rights in get-up, rights in goodwill or to sue for passing off, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which may now or in the future subsist in any part of the world.
    Services:  the services that we are providing to you on these Terms.
    Terms: the terms and conditions set out in this document.
    writing or written: includes email.
    1. The headings do not affect the interpretation of these Terms.
    2. A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, or re-enactment and includes any subordinate legislation for the time being in force made under it.
    3. Unless the context otherwise requires, words in the singular include the plural and in the plural include the singular.

  2. BASIS OF AGREEMENT
    1. These Terms constitute the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us that is not set out in these Terms.
    2. A contract shall be formed between us (“Contract”) upon you instructing us to commence work in relation to the Services (whether in writing, (including by email) or orally) and shall continue unless and until terminated in accordance with clause 9 below. 
    3. These Terms take precedence over any other terms and conditions (including your own terms of business) and any course of dealing or industry practice.

  3. THE SERVICES
    1. We shall provide the Services with all due care, skill and ability and shall use our reasonable endeavours to meet any timescales set out in the strategy session, but these dates are estimates only and if we fail to meet these dates you shall not have any legal rights in relation to this.
    2. We shall provide the following Services to you: strategy session.
    3. Any samples, drawings, descriptive matter or advertising issued by us, and any descriptions or illustrations contained in our catalogues or brochures do not form part of the contract and are for illustration purposes only.

  4. FEES AND BOOKING
    1. The charges for the Services are as set out in the strategy session
    2. Where the Services are provided for a fixed price, the total price for the Services shall be the amount set out in the strategy session. 
    3. For Services where fees are payable in one single payment, you will be taken to a checkout page to complete the transaction. 
    4. All charges are stated exclusive of VAT which shall be added to the charges at the applicable rate (where necessary).
    5. You must pay in full prior to each session.
    6. Without prejudice to any other right or remedy, if you fail to pay the balance on the due date, we may:
      1. suspend all Services until payment has been made in full.

  5. OTHER ACTIVITIES
    Nothing in these Terms shall prevent us from being involved in any way in any other as long as that does not cause us to breach any of our obligations under these Terms.

  6. CONFIDENTIAL INFORMATION AND OUR MATERIALS
    1. We acknowledge that we will have access to confidential information about your business, your suppliers and your customers in the course of providing the Services. We shall not use or disclose to any third party any such confidential information, except where we need to in order to properly perform the Services. 
    2. You will keep strictly confidential all information about our business, our suppliers and our customers.
    3. The restrictions in clauses 6a. and 6b. do not apply to:
      1. any use or disclosure required by law;
      2. any disclosure authorised by the party who owns the confidential information; or
      3. any information which is already public knowledge (otherwise than through unauthorised disclosure by the party to whom the information does not relate).
    4. All property of whatsoever nature that we supply to you (including any materials, equipment, drawings, specifications and data) shall, at all times, remain our exclusive property, but you agree to keep them safe and in good condition, until you return them to us, and you agree not to dispose of such property or use it other than in accordance with our written instructions or authorisation.

  7. DATA PROTECTION
    1. You consent to our holding and processing data relating to you for legal, personnel, administrative, management and marketing purposes.
    2. You consent to our making such information available to those who provide products or services to us such as advisers, regulatory authorities, governmental or quasi-governmental organisations and potential purchasers of us or any part of our business.
    3. You consent to the transfer of such information to our business contacts (such as server hosts) outside the European Economic Area.

  8. INTELLECTUAL PROPERTY
    1. We are the owner or the licensee of all Intellectual Property Rights and all other rights in the Services and any materials provided as part of the Services and nothing in these Terms or otherwise shall operate to transfer the ownership of the Intellectual Property Rights in the Services or such materials.
    2. You grant to us a non-exclusive perpetual, worldwide, royalty-free licence to use all or any of your Intellectual Property Rights in any materials or content you submit to us.
    3. You acknowledge that, where we do not own any of the materials or content that we submit to you, your use of rights in such materials or content is conditional on our obtaining a written licence (or sub-license) from the relevant licensor or licensors on such terms as will entitle us to license such rights to you.

  9. TERMINATION
    1. Subject to the provisions of clause 2, either of us may terminate this Contract with notice for any reason with no liability to the other (apart from liabilities that had already accrued and been incurred).
    2. You may terminate this Contract if we commit any serious or repeated breach or non-observance of any of the provisions of this Contract and such breach is not remedied within 14 days of notification of the breach.
    3. Notwithstanding the provisions of clause 2 or clause 9.1, we may terminate this Contract with immediate effect with no liability to provide any further services to you if at any time:
      1. you fail to make a payment when due and payable under this Contract;
      2. you commit any gross misconduct affecting our business;
      3. you commit any serious or repeated breach or non-observance of any of the provisions of this Contract;
      4. you are convicted of any criminal offence (other than an offence under any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed);
      5. you commit any fraud or dishonesty or carry out business or otherwise act in any manner which in our opinion brings or is likely to bring us into disrepute or is materially adverse to our interests.
      6. an order is made or a resolution is passed for your winding up; 
      7. an order is made for the appointment of an administrator to manage your affairs, business and property; 
      8. a receiver is appointed of any of your assets or undertaking; or
      9. you make any arrangement or composition with your creditors or become bankrupt; or
      10. you cease or threaten to cease, to trade.
    4. Our rights under clause 9 are without prejudice to any other rights that we might have at law to terminate the Contract. Any delay by us in exercising our rights to terminate shall not constitute a waiver of these rights. 
    5. We shall not be obliged to retain documents and information relating to you after the termination of this Contract.

  10. OBLIGATIONS ON TERMINATION
      On termination of this Contract, you shall immediately pay to us any unpaid fees or other sums payable under this Contract. Termination will not affect either of our outstanding rights or duties, including our right to recover from you any money you owe us under these Terms.

  11. STATUS
    Our relationship with you will be that of an independent consultant and nothing in these Terms shall make us your employee, worker, agent or partner.

  12. LIMITATION OF LIABILITY
    1. Other than (i) liability for death or personal injury to any person caused by our negligence, (ii) liability for any fraud or fraudulent misrepresentation made by us or (iii) liability for any other matter which we may not legally exclude or limit, we exclude all liability for any loss or damage suffered by you resulting from the Contract (including all consequential loss or damage howsoever caused and whether or not this was in your or our reasonable contemplation and including any loss or damage suffered by you as a result of advice or opinions given by us or by any of our employees, agents, consultants or subcontractors). 
    2. In the event that we are found liable to you for any loss or damage, this liability shall be limited to the amount of any fees you paid to us in accordance with these Terms in the 12 months preceding the date on which any claim is made. 
    3. If we are prevented from or delayed in performing our obligations by your act or omission or by any circumstance outside of our control, we shall not be liable for any costs, charges or losses incurred by you that arise from such prevention or delay.
    4. All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from these Terms.
    5. This clause 12 shall survive termination of the Contract.

  13. ERRORS AND OMISSIONS
    We will use our best efforts to prevent errors and omissions from occurring in web page information. If such errors or omissions occur, please notify us, and we will correct them for free, and that will be the limit of our responsibility and liability.
     
  14. FORCE MAJEURE
    Neither you nor us shall be liable for failure to perform our part of the contract if the failure is due to force majeure events (including fire, flood, earthquake, storm, hurricane, natural disaster, war, civil war, invasion, an act of foreign enemies, hostilities, rebellion, terrorist activity, government sanction, change of law, strike, lockout, industrial action, embargo, sabotage, interruption or failure of electricity service, interruption or failure of transport networks or other public utilities, interruption or failure of the Internet or other communication service).
     
  15. NOTICES
    All notices sent by you to us must be sent to Emma Brooks, Oakfield, Rock Lane, Stoke Gifford, Bristol, South Gloucestershire, BS34 8PF or by email to [email protected]. We may give notice to you at either the e-mail or postal address you provided to us. Notice will be deemed received and properly served 24 hours after an e-mail is sent or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that the letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that the e-mail was sent to the specified e-mail address of the addressee.
     
  16. ASSIGNMENT AND SUBCONTRACTING
    1. We may at any time assign, transfer, sub-contract or deal in any other manner with all or any of our rights under these Terms.
    2. You shall not, without our prior written consent, assign, transfer, sub-contract or deal in any other manner with all or any of your rights or obligations under these Terms.

  17. GENERAL
    1.  If any court or competent authority decides that any of the provisions of these Terms are invalid, unlawful or unenforceable to any extent, that term will (to that extent only) be ‘severed’ from the remaining terms, which will continue to be valid to the fullest extent permitted by law.
    2. If we delay in exercising any rights under these Terms or by law, that shall not constitute a waiver of such right or prevent us from exercising that right at a later date.
    3. We may vary these Terms at any time (other than in relation to the fee to be charged).
    4. A person who is not party to these Terms shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999.
    5. These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by English law and we both agree to the exclusive jurisdiction of the English court.
        

Emma Brooks Design may amend these terms and conditions at any time without prior notice.