Update Date: 1 June 2023

These Website Terms of Use are the terms and conditions that apply when you use the Website and Content (“Services”). By using the Services, you agree to these Terms of Use (“Terms”). The Terms constitute a legally binding agreement between you and us, so please read them carefully. If you do not agree to the Terms, you must not use our Services.

Legal Information

Terms of Use  /  Privacy Policy   /  Cookie Policy

Business: EA Accountancy Limited (trading as EA Accountancy) is a limited company registered in England & Wales, company number 12439451, registered office address Piccadilly Business Centre, Unit C Aldow Enterprise Park, Manchester, M12 6AE (‘Business’, ‘we’, ‘our’, and ‘us’). We are not presently registered for VAT.

Contact Details: EA Accountancy Limited, Piccadilly Business Centre, Unit C Aldow Enterprise Park, Manchester, M12 6AE, +44(0)7415051375, info@eaaccountancy.co.uk

Website: https://beautiful-morse.77-68-99-159.plesk.page/

Privacy. We respect your privacy and are committed to protecting your personal data. Our Privacy Policy provides information about your privacy rights and how the law protects you, how we look after your personal data, and the cookies we use.

Contact us. To contact us, please use our Contact Details. We are continually developing and improving our Services and strive to provide an exceptional customer experience. If you have any feedback, suggestions, ideas or proposals, we’d love to hear from you.

(1) Your agreement with us

(1) Agreement. These Terms are the terms and conditions that apply to your use of the Website and Content (“Services”), and the supply of Services by us to you (“Agreement”). The Terms apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing. By using our Services, you confirm that you accept the Terms and that you agree to comply with them. If you do not agree to the Terms, you must not use our Services.

(2) Separate terms may apply. Separate terms & conditions may apply to you, with different limitations and exclusions of liability, for other services that we offer you, which will be set out in our terms and conditions of supply.

(3) Creating a user account. We may permit you to create a user account with us via our Website or a third party Site that we use to deliver the Services. Please follow the on-screen instructions to do so.

(4) Your personal information. When you create a user account, we may request your business and contact information (“Contact Information”) and other personal data in accordance with our Privacy Policy.

(5) Additional Terms. We may provide specific Services to you subject to additional terms and conditions (as updated from time to time) which are supplemental to, and take precedence over, these Terms unless otherwise stated (“Additional Terms”).

(6) Updates to the Terms. We may amend the Terms from time to time by posting an updated version to our Website, which shall be accessible via the Legal Information. Updates are effective immediately upon posting to our Website or written notice to you by email or to your user account dashboard, whichever is sooner. If any update materially adversely affects your rights and obligations, we will provide written notice to you using your Contact Information or user account dashboard, and those changes will be effective no sooner than 30 days after we notify you. Your continued use of the Services means you agree to such changes. The Terms of Use were most recently updated on the Update Date above.

(7) Adherence with the Terms. You are responsible for ensuring that all persons who use our Services from your organisation are aware of the Terms and that they comply with them.

(8) Security. You must not make your account or credentials available to any other person and you accept responsibility for all activities on your account. If you choose, or you are provided with, a user identification code, password or any other piece of information, you must treat such information as confidential. You must not disclose it to any third party. If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us using our Contact Details. We have the right to disable your account, or any user identification code or password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of the Terms.

(9) Interpretation. The following applies to the Terms, unless expressly stated otherwise. (a) You are the person using the Services or the person who places an order; “customer”, “you”, “your” and “yours” shall be interpreted accordingly. We are the business providing the Services; “Business”, “we”, “our” and “us” shall be interpreted accordingly. You and us are each a “party”, together the “parties”. (b) A “person” includes a natural person, corporate or unincorporated body (whether or not having separate legal personality). (c) Everything in the Terms applies to consumers and businesses except where otherwise indicated. You are a consumer if you are an individual and use or purchase any Services wholly or mainly for your personal use and not in connection with a trade, business, craft or profession. (d) Any words following the terms “including”, “include”, “in particular”, “for example”, “such as” or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms. (e) A reference to “writing” or “written” in the Terms includes email and communication via your user account dashboard. (f) Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular. (g) The headings in the Terms are inserted for convenience only and shall not affect its construction. (h) A reference to these Terms or to any other Terms is a reference to these Terms or such other Terms, in each case as varied or novated from time to time in accordance with the Terms. (k) Capitalised terms not defined in the Additional Terms will have the meanings in these Terms, unless otherwise specified in the Additional Terms.

(2) Services

(1) Services. Our Services include the Website and Content (“Services”). You must be at least 18 years old to use the Services. If you use the Services on behalf of any person, you must have the authority to accept the Terms on their behalf, and if you do so you warrant that you have such authority.

(2) Content. We may publish multimedia content (“Content”) to the Sites and make it available to you subject to the Licenses.

(3) Services Tiers. The Services may consist of different tiers, including a free tier and paid tiers. The free tier includes certain Services that we may make available to you free of charge from time to time. You may not create more than one account to take advantage of the free tier. Free tier Services may not be free forever. Paid tiers include Services that you may need to pay to use or access in accordance with the Terms, either now or in the future.

(4) Sites. We use Sites to deliver the Services, including our website and its subdomains (“Website” or “our Site”) and third party platforms, websites, products and service providers, including social media sites (collectively, the “Sites”). The Terms apply to your interactions with us via our Website and those third party Sites. We are not responsible for third party Sites used by us to deliver the Services, and your use of those Sites are subject to their terms, conditions, privacy and cookie policies, and licenses.

(5) We may suspend or withdraw the Sites. We do not guarantee that the Sites, or any Content on them, will always be available or uninterrupted. We may suspend, withdraw or restrict the availability of all or any part of the Sites for business and operational reasons. We may give you reasonable notice of any suspension or withdrawal at our sole discretion.

(6) Updates to the Services. We may update the Services automatically and without notice to you, subject to the Terms. We may update and change our Website and other Sites from time to time to reflect changes to our Services, business priorities and our users’ needs.

(7) Affiliate disclosure. We may reference the products and services of third party providers in the Services, in some cases in return for a commission if you purchase their products or services. We may receive a commission if you do. These commissions are payable by third parties, there is no charge to you in relation to this, and this does not affect your Agreement with us.

(8) For the avoidance of doubt, the Services defined in these Terms are distinct from the professional services our Business offers, which are subject to separate terms and conditions.

(3) Commencement, duration and termination

(1) Terms. These Terms take effect when you first use the Services, including when you engage or interact with us or the Sites in any way, and remain in effect until terminated. You can terminate these Terms for any reason at any time by discontinuing the use of the free tier Services.

(2) Our suspension and termination rights. At our sole discretion we may suspend the Licenses and your access and use of the Services and terminate these Terms immediately, including by terminating your account, in each case without notice and for any reason at any time without liability, obligation, penalty or otherwise.

(3) Survival. Every provision of the Terms (including in any Additional Terms) that expressly or by implication is intended to, shall come into or continue in force on or after termination or expiry of Terms.

(4) For the purposes of the Terms, “material breach” means a breach (including an anticipatory breach) that is serious in the widest sense of having a serious effect on the benefit which the terminating party would otherwise derive from a substantial portion of the Terms over the term Terms. In deciding whether any breach is material no regard shall be had to whether it occurs by some accident, mishap, mistake or misunderstanding.

(4) Your obligations and warranties

(1) Your obligations. You shall: co-operate with us in all matters relating to the Services; (ii) use our Services in accordance with the Terms, as updated from time to time.

(2) Warranties. You warrant and undertake that: (i) you are fully entitled and have the authority to enter into the Agreement, either on your own behalf or for and on behalf another person, and have the legal capacity to do so freely; (ii) you shall keep confidential and shall not disclose to any third party any photographs or other material containing or relating to our Services, personnel or affairs.

(5) Licenses and intellectual property

(1) Intellectual Property Rights. We or our affiliates and licensors own all rights, title, and interest in the Intellectual Property Rights, including patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks 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, rights in computer software, 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 (“Intellectual Property Rights”).

(2) Ownership of the Intellectual Property Rights. We and our licensors shall retain ownership of all Intellectual Property Rights subsisting in the Services. You and your licensors shall retain ownership of all Intellectual Property Rights in content you upload to the Website or supply to us.

(3) The Licenses. We grant you the Free Content License, Content License and Standard License (collectively, “the Licenses”) to access and use the Sites and Services, in accordance with this clause 5. You may not sub-license, assign or otherwise transfer or deal in any or all of the rights granted to you under the Licenses in this clause 5 without our prior written consent.

(4) Free Content License. We grant you a non-exclusive limited license to access the free tier Content on the Sites or supplied to you for your personal and non-commercial use for the term of the Agreement or as long we choose to make it available to you at our sole discretion (“Free Content License”).

(5) Content License. We grant you a non-exclusive limited license to access the Website and Content on the Sites or supplied to you for your personal and non-commercial use for the term of the Agreement (“Content License”), unless otherwise agreed in writing.

(6) Rights you are giving us to use material you upload or supply to us. Unless otherwise specified in the Terms, when you upload or post content to the Sites, or supply it to us (for example for podcasts or other audio-visual or written publications and productions, or events, and related marketing materials, whether we are the organiser, host, featured guest or attendee, or otherwise), you grant us the following rights to use that content: a perpetual, worldwide, non-exclusive, royalty-free, transferable licence to use, reproduce, distribute, prepare derivative works of, display, publish and perform that content, in full or in part, including your name, voice, image, likeness and business trade mark(s) or service mark(s), in connection with our Business and Services, anywhere, including across different media, including to promote our Business and Services (“Customer License”).

(7) How you may use material on our Website. We or our affiliates are the owner or the licensee of all Intellectual Property Rights in our Website, and in the material published on it, and we are the owner or the licensee of all Intellectual Property Rights in the other Sites, and in the material published on them. Those works are protected by copyright laws and treaties around the world. All such rights are reserved. Except where you are expressly permitted to do so, you may not print off any copies, download extracts, of any page(s) from the Sites. If we grant you permission, you must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text. Our status (and that of any identified contributors) as the authors of Content on the Sites must always be acknowledged (except where content is user-generated). You must not use any part of the Content on the Sites for commercial purposes without obtaining a licence to do so from us or our licensors. If you print off, copy, download, share or repost any part of the Sites in breach of the Terms, your right to use the Sites will cease immediately and you must return or destroy any copies of the materials you have made.

(8) Our Trade Mark(s). You are not permitted to use our Trade Mark(s) or service mark(s), without our prior written consent. They are set out in the Legal Information and/or displayed on the Sites and materials.

(9) For the avoidance of doubt, this clause 5 shall survive termination or expiry of the Terms/Agreement and remain in full force and effect.

(6) Usage of the Sites

(1) Terms, conditions and policies apply. When using the Sites, you agree to adhere to the Terms, as updated from time to time.

(2) Uploading content to the Sites. If applicable, whenever you make use of a feature that allows you to upload content to the Sites, or to make contact with other users of the Sites, you must comply with the content standards set out in our Acceptable Use Policy in this clause 6. You warrant that any such contribution does comply with those standards, and you will be liable to us and indemnify us for any breach of that warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of warranty. Any content you upload to the Sites will be considered non-confidential, non-privileged and non-proprietary. You are solely responsible for securing and backing up your content. You retain all of your ownership rights in your content and grant us the Customer License.

(3) Infringement of third party rights. We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to the Sites constitutes a violation of their intellectual property rights or of their right to privacy. We have the right to remove any posting you make on the Sites if, in our opinion, you are in breach of these Terms or Additional Terms relating to your use of the Sites, or your post does not comply with the content standards set out in our Acceptable Use Policy in this clause 6.

(4) Third party content (user-generated content is not approved by us). The Sites may include information and materials uploaded by other users, including to social media pages, video-sharing sites, bulletin boards, forums, groups and chat rooms. This information and these materials have not been verified or approved by us. The views expressed by other users on the Sites do not represent our views or values.

(5) You must not upload any material that could incite a terrorist offence, solicit any person to participate in terrorist activities, provide instruction on any method or technique for committing a terrorist offence or threaten to commit a terrorist offence.

(6) We are not responsible for viruses and you must not introduce them. We do not guarantee that the Sites will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programmes and platform to access the Sites. You should use your own virus protection software. You must not misuse the Sites by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Sites, the server on which the Sites is stored or any server, computer or database connected to the Sites. You must not attack the Sites via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Sites will cease immediately.

(7) Rules about linking to our Website. You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link to the Sites in any website that is not owned by you. The Sites must not be framed on any other site, nor may you create a link to any part of our Website other than the home page. We reserve the right to withdraw linking permission without notice. The website in which you are linking must comply in all respects with the content standards set out in our Acceptable Use Policy in this clause 6. If you wish to link to or make any use of content on the Sites other than that set out above, please contact us via our Contact Details.

(8) No text or data mining, or web scraping. You shall not conduct, facilitate, authorise or permit any text or data mining or web scraping in relation to our Website or any services provided via, or in relation to, our Website. This includes using (or permitting, authorising or attempting the use of): any “robot”, “bot”, “spider”, “scraper” or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the Sites or any data, Content, information or services accessed via the same; or any automated analytical technique aimed at analysing text and data in digital form to generate information which includes but is not limited to patterns, trends and correlations. The provisions in this clause 6.8 should be treated as an express reservation of our rights in this regard, including for the purposes of Article 4(3) of Digital Copyright Directive ((EU) 2019/790). This clause 6.8 shall not apply insofar as (but only to the extent that) we are unable to exclude or limit text or data mining or web scraping activity by contract under the laws which are applicable to us.

(9) We are not responsible for websites we link to. Where the Services or Sites contain links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them. We have no control over the contents of those sites or resources.

(10) How to complain about or report content. If you become aware of any material that could comprise or be connected to abuse or exploitation or that could comprise terrorist content or be connected to terrorism, please contact us immediately via our Contact Details. If you wish to complain about any other content, please contact us on our Contact Details.

(11) If you wish to contact us in relation to content you have uploaded to the Sites and that we have taken down, please contact us via our Contact Details.

(12) Acceptable Use Policy

(a) Acceptance. By using the Sites you accept this Acceptable Use Policy and agree to adhere to its Terms: when using our Website; and when using any other Sites we use to deliver our Services, to the fullest extent possible without breaching the terms and conditions of any such third party Sites.

(b) Prohibited uses. You may not use the Sites: in any way that breaches any applicable local, national or international law or regulation; in any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect; for the purpose of harming or attempting to harm anyone in any way; to bully, insult, intimidate or humiliate any person; to send, knowingly receive, upload, download, use or re-use any material which does not comply with the Terms; to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam); or to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware. You also agree: not to reproduce, duplicate, copy or re-sell any part of the Sites in contravention of the provisions of the Terms. You also agree not to access without authority, interfere with, damage or disrupt: any part of the Sites, any equipment or network on which the Sites are stored, any software used in the provision of the Sites, or any equipment or network or software owned or used by any third party.

(c) Interactive services. We may from time to time provide interactive services on the Sites, including, without limitation: video-sharing facilities; chat rooms; bulletin boards; forums; or groups or any other interactive service (“interactive services”). Where we do moderate an interactive service, we will normally provide you with a means of contacting the moderator, should a concern or difficulty arise. However, we are under no obligation to oversee, monitor or moderate any interactive service we provide on the Sites, and we expressly exclude our liability for any loss or damage arising from the use of any interactive service by a user in contravention of our content standards, whether the service is moderated or not. We do not store terrorist content.

(d) Personal use, and prohibition on distribution. Content on the Sites is for your personal, non-commercial use only. Nothing contained on the Sites is intended for use or distribution in any way, or to any country or jurisdiction where doing so would be contrary to any laws or regulations or subject us to any registration or compliance requirements.

(e) Breach of this Acceptable Use Policy. When we consider that a breach of this acceptable use policy has occurred, we may take such action as we deem appropriate.  Failure to comply with this acceptable use policy constitutes a material breach of the Terms upon which you are permitted to use the Sites, and may result in our taking all or any of the following actions: immediate, temporary or permanent withdrawal of your right to use the Sites; immediate, temporary or permanent removal of any Contribution uploaded by you to the Sites; issue of a warning to you; legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach; further legal action against you; or disclosure of such information to law enforcement authorities as we reasonably feel is necessary or as required by law. We exclude our liability for all action we may take in response to breaches of this acceptable use policy. The actions we may take are not limited to those described above, and we may take any other action we reasonably deem appropriate.

(7) Disclaimers; indemnification; and limitation of liability

(1) Disclaimer. THE SERVICES ARE PROVIDED “AS IS”. TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATES AND LICENSORS EXCLUDE ALL CONDITIONS, WARRANTIES AND REPRESENTATIONS (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) WITH RESPECT TO THE SERVICES AND CONTENT ON THE SITES, AND DISCLAIM ALL WARRANTIES INCLUDING BUT NOT LIMITED TO WARRANTIES OF FITNESS FOR PURPOSE AND SATISFACTORY QUALITY. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ACCURATE OR FREE OF ERRORS. THESE TERMS WILL NOT LIMIT ANY NON-WAIVABLE WARRANTIES OR CONSUMER PROTECTION RIGHTS THAT YOU MAY BE ENTITLED TO UNDER APPLICABLE LAW.

(2) Limitation of liability.

(a) WE WILL NOT BE LIABLE TO YOU FOR ANY LOSS OR DAMAGE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, EVEN IF FORESEEABLE, ARISING UNDER OR IN CONNECTION WITH: USE OF, OR INABILITY TO USE, THE SITES; OR USE OF OR RELIANCE ON ANY CONTENT DISPLAYED ON THE SITES. IN PARTICULAR, WE WILL NOT BE LIABLE FOR: LOSS OF PROFITS, SALES, BUSINESS, OR REVENUE; BUSINESS INTERRUPTION; LOSS OF ANTICIPATED SAVINGS; LOSS OF BUSINESS OPPORTUNITY, GOODWILL OR REPUTATION; OR ANY INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE.

(b) IF YOU ARE A CONSUMER, YOU AGREE NOT TO USE THE SITES FOR ANY COMMERCIAL OR BUSINESS PURPOSES, AND WE HAVE NO LIABILITY TO YOU FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY. IF YOU ARE A CONSUMER, IF DEFECTIVE DIGITAL CONTENT THAT WE HAVE SUPPLIED DAMAGES A DEVICE OR DIGITAL CONTENT BELONGING TO YOU AND THIS IS CAUSED BY OUR FAILURE TO USE REASONABLE CARE AND SKILL, WE WILL EITHER REPAIR THE DAMAGE OR PAY YOU COMPENSATION. HOWEVER, WE WILL NOT BE LIABLE FOR DAMAGE THAT YOU COULD HAVE AVOIDED BY FOLLOWING OUR ADVICE TO APPLY AN UPDATE OFFERED TO YOU FREE OF CHARGE BY US OR A THIRD PARTY OR FOR DAMAGE THAT WAS CAUSED BY YOU FAILING TO CORRECTLY FOLLOW THE SECURITY PROVISION IN THE TERMS OR INSTALLATION INSTRUCTIONS OR TO HAVE IN PLACE THE MINIMUM SYSTEM REQUIREMENTS ADVISED BY US.

(c) WHETHER YOU ARE A CONSUMER OR A BUSINESS USER, WE DO NOT EXCLUDE OR LIMIT IN ANY WAY OUR LIABILITY TO YOU WHERE IT WOULD BE UNLAWFUL TO DO SO, WHICH INCLUDES: LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE; FRAUD OR FRAUDULENT MISREPRESENTATION; AND BREACH OF THE TERMS IMPLIED BY SECTION 2 OF THE SUPPLY OF GOODS AND SERVICES ACT 1982 (TITLE AND QUIET POSSESSION) (“liabilities which cannot legally be limited”).

(3) Cap on liability. Subject to the liabilities which cannot legally be limited, and except where otherwise expressly stated in Additional Terms: (a) OUR TOTAL AGGREGATE LIABILITY TO YOU ARISING UNDER OR IN CONNECTION WITH THE AGREEMENT OR TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, WILL BE LIMITED TO THE GREATER OF THE FOLLOWING: £50, OR 100% OF THE CHARGES PAID AND RECEIVED UNDER THE TERMS FOR THE SERVICES THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM AROSE; AND (b) OUR TOTAL LIABILITY TO YOU FOR LOSS ARISING FROM OUR FAILURE TO COMPLY WITH OUR DATA PROCESSING OBLIGATIONS UNDER THE AGREEMENT OR TERMS SHALL NOT EXCEED THE GREATER OF THE FOLLOWING: £50 OR 50% OF THE CHARGES PAID AND RECEIVED UNDER THE TERMS FOR THE SERVICES THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM AROSE.

(4) Intellectual Property Rights. Nothing in this agreement excludes your liability for any breach, infringement or misappropriation of our Intellectual Property Rights.

(5) Time limit. To the fullest extent permitted by law, unless you notify us that you intend to make a claim in respect of an event within the following notice period, we shall have no liability for that event. The notice period for an event shall start on the day on which you became, or ought reasonably to have become, aware of the event having occurred and shall expire 12 months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.

(6) Indemnification. You shall indemnify us and our affiliates and personnel against all liabilities, costs, expenses, damages and losses, including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other reasonable professional costs and expenses, suffered or incurred by us arising out of or in connection with your breach of the Terms or violation of applicable law.

(7) The Content on the Sites and in any Products are provided to you for informational purposes only. While we endeavour to keep Content on the Sites up-to-date, and while the information provided in Content and Products has been obtained from sources believed to be reliable, we do not make any representation, warranty (express or implied) or guarantee as to the completeness, accuracy, timeliness or suitability of any part of the Content or Products provided or that it is free from error or omission. No Content or Products constitute legal, financial, or investment advice, or any other form of professional advice or regulated services, and the Content and Products are not a substitute for such advice. You must not rely on any Content before making, or refraining from making any decisions, and doing so is entirely at your sole option and risk, which you acknowledge. You must obtain your own independent professional or specialist advice for your particular circumstances before taking, or refraining from taking, any action.

(8) If defective digital content that we have supplied, damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill, we will either repair the damage or pay you compensation. However, we will not be liable for damage that you could have avoided by following our advice to apply an update offered to you free of charge or for damage that was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us. We recommend that you always try to keep your browser up to date, as newer versions provide higher levels of security.

(8) Data protection

We will use any personal information you provide to us to: provide the Services; process your payment for the Services; and inform you about similar products or services that we provide, but you may stop receiving these at any time by contacting us. We will process your personal information in accordance with our Privacy Policy which is available on our Website and/or via the Legal Information, or in accordance with any Additional Terms applicable to the Services, the terms of which are incorporated into these Terms.

(9) Third party providers

You acknowledge that the Services may enable or assist you to access the website content of, correspond with, and purchase products and services from, third parties via third-party websites and that you do so solely at your own risk. We make no representation, warranty or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such third-party website, or any transactions completed, and any contract entered into by you, with any such third party. Any contract entered into and any transaction completed via any third-party website is between you and the relevant third party, and not us. We recommend that you refer to the third party’s website terms and conditions and privacy policy prior to using the relevant third-party website. We do not endorse or approve any third party provider that we introduce you to, their website nor the content of any of the third-party website made available via the Services.

(10) Assignment and other dealings

(a) The Agreement is personal to you, and you shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of your rights and obligations under the Agreement, without our prior written consent. (b) We may at any time assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of our rights and obligations under the Agreement. (c) We may novate the Terms (namely to transfer all our rights and obligations under them) at any time to any person, and you agree to give effect to any novation agreements that may be required promptly upon our request and in any event within 14 days and your failure to do so gives us the right to suspend the Services or any Licenses, or terminate the Agreement subject to the Terms.

(11) Entire agreement

(a) The Terms constitute the entire agreement between the parties and supersedes and extinguishes all previous and contemporaneous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. (b) Each party acknowledges that in entering into the Agreement it does not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Agreement. (c) This clause 11 applies in full to businesses and to the fullest extent permitted by law if you are a consumer.

(12) Variation

(a) No variation of the Terms by you shall be effective unless it is agreed in writing by the parties (or their authorised representatives). (b) We reserve the right to modify the Terms from time to time without notifying you. Modified Terms will be posted on our Website or sent to you and we recommend that you view them regularly to ensure you are aware of any changes. Changes to the Terms will be deemed to have been accepted by you if you continue to use our Services after they are published to our Website or sent to you. If any changes materially adversely affects your rights and obligations, we will provide written notice to you using your Contact Information or user account dashboard and those changes will be effective no sooner than one month after we notify you. Your continued use of the Services means you agree to such changes.

(13) Waiver

(a) A waiver of any right or remedy under the Agreement or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. (b) A failure or delay by a party to exercise any right or remedy provided under the Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall 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 Agreement or by law shall prevent or restrict the further exercise of that or any other right or remedy.

(14) Severance

If any provision or part-provision of the Terms or Agreement is or becomes invalid, illegal or unenforceable, it shall 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 shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause 14 shall not affect the validity and enforceability of the rest of the Agreement.

(15) Communication, notice and notifications

(a) A reference to “writing” or “written” in the Terms includes email, notifications from us posted to your user account dashboard, and communication via your user account dashboard. (b) Any notice or other communication given by one of us to the other under or in connection with the Terms must be in writing using our Contact Details and your Contact Information. (c) Electronic notice or other communication is deemed to have been received on transmission, including notifications to your user account dashboard. (d) Any notice or communication shall be deemed to have been received: if delivered personally, on signature of a delivery receipt, or at the time the notice is left at the proper address; if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second business day (a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business) after posting; or if sent by email or via the user account dashboard, at the time of transmission. (e) 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; in the case of an email, that the email address of the addressee was used, namely our Contact Details and your Contact Information respectively; in the case of communication via your user account dashboard, a record of such. (f) This clause 15 does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.

(16) Third party rights

(a) Unless it expressly states otherwise, the Agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Agreement. (b) The rights of the parties to rescind or vary the Agreement are not subject to the consent of any other person.

(17) No partnership

(a) Nothing in any of our materials or content on the Sites or in any Agreement between you and us is intended to, or shall be deemed to, establish any partnership or joint venture between you and us, constitute any party the agent of the other party, or authorise any party to make or enter into any commitments for or on behalf of any other party. (b) Nothing in any of our materials or content on the Sites or in communication with you or in any Agreement between you and us is intended to, or shall be deemed to, establish any partnership or joint venture between us and any third party provider or any other person, constitute us an agent of such providers or other persons or vice versa, or authorise us or such providers or other persons to make or enter into any commitments for or on behalf of each other. (c) For the avoidance of doubt, reference to the terms “partner” or “partnership” howsoever written in any content or materials on the Sites or stated in any Agreement or communication with you, in respect of any person, are simply terms used for marketing purposes and have no legal effect under the Partnership Act 1890, or otherwise, or analogous law in any jurisdiction.

(18) Governing law and jurisdiction

(a) The Agreement, 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, shall be governed by, and construed in accordance with the law of England and Wales. (b) If you are a business, each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Agreement or its subject matter or formation. If you are a consumer, the Agreement, its subject matter and formation, are governed by English law. You and we both agree that the courts of England and Wales will have exclusive jurisdiction except that if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of Scotland, you may also bring proceedings in Scotland.