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Website terms and conditions for sale of goods, services & digital content to consumers

Who are we and our contact details

We are YOUR BUSINESS NAME. We’re a company registered in England and Wales with company number INSERT REGISTERED NUMBER whose registered address is at INSERT ADDRESS.

You can get hold of us in any of the following ways:

  1. by telephoning us on TELEPHONE NUMBER;
  2. by emailing us at EMAIL ADDRESS; or
  3. by writing to us at ADDRESS.

In case you need it, our VAT number is VAT NUMBER.

What do these terms do, and why are they important?

Please read these terms and conditions carefully before you place an order with us via the website. They contain important information, including

  1. how we will provide you with the goods, services and/or digital content that you have ordered
  2. our payment terms and delivery times
  3. the situations in which this contract may be amended or cancelled by you or by us (including within a cooling-off period)
  4. what you should do if there is a fault with the goods, services and/or digital content that we have provided to you, and
  5. how we will use your personal details

as well as other matters.

If, in these terms and conditions, we say that either of us may contact the other in ‘writing’, then this means it can be by letter or by email.

We only sell goods, services and/or digital content in the UK.

Separate terms and conditions apply to the use of our website. You can find those terms and conditions here: LINK.

Your personal information

For information about how we collect and use your personal information, please see our general privacy notice, which is available here insert link to online version if available.

Order Process and the Contract between you and us

When you place an order with us, the legal contract between you and us will only come into existence when we tell you that we can provide the goods, services and/or digital content to you which we will usually communicate by email. If we tell you that we cannot provide the goods, services and/or digital content to you for whatever reason, then we will not charge you for them. If we tell you that we are unable to provide the goods, services and/or digital content, and we have already received payment from you, then we will promptly refund you for any goods, services and/or digital content that we cannot provide to you.

About the goods

Any descriptions or images of the goods, and the packaging in which they are provided, which are set out on our website, are for illustration only. While we endeavour to be as accurate and consistent as possible, the goods may be slightly different to those descriptions or images.

Many of our goods are handmade, which means that the size, dimensions or weight of the handmade goods may vary by up to 3% above or below the amounts quoted on our website.

If you place an order for goods that are to be made to measurements that you have given to us, then you must ensure that those measurements are accurate. You are responsible for them.

Changes to goods, services and/or digital content

If you would like to make a change to the goods, services and/or digital content for which you have already placed an order, please contact us as promptly as you canDESCRIBE YOUR PREFERRED MEANS OF BEING CONTACTED. We will always be willing to discuss with you whether the change you would like to make is possible, and whether there are likely to be any changes to price, times for delivery, any suspension period whilst any changes are made, or any other consequences or changes arising from your request. If your requested change is possible, we’ll ask you to confirm that you would like to continue with the change, to ensure that we’re both clear on how we need to fulfil your request.

In some circumstances, we may need to make minor changes to the goods, services and/or digital content that you ordered. As these are minor changes and will not affect your use of the goods, services and/or digital content, we will not usually contact you about these. These minor changes are likely to be:

  1. because we need update the goods, services and/or digital content to implement a change in the law, or a regulatory requirement; and/or
  2. because we need to make minor technical changes or enhancements that will not affect your use, handling or enjoyment of the goods, services and/or digital content.

It is possible that exceptionally, we may need to make a more major change to the goods, services and/or digital content. If these exceptional circumstances arise in relation to an order that you have placed with us, then we will contact you before we make the change to let you know. If you do not want to proceed with the change, you’ll be entitled to cancel the contract and section 16.1 (cancellation terms) of these terms and conditions will apply.

The changes that we expect to fall under this section are:

  1. EXPLAIN LIKELY CHANGES.

Digital content updates

From time to time, we may need to update, or we may ask you to update, our digital content. We will ensure that even after this update, the digital content continues to match the description of it that was provided to you during the order process.

Payment details

The price of the goods, services and/or digital content will be the price set out on our website at the time when you place your order. Our prices include VAT at the current rate.

We make all reasonable efforts to ensure that we do not make errors with the prices that we charge you. For example, before we accept your order, we usually try to check the website price against our price list in force at the time of your order. However, if an error has been made and the price in the price list is lower than the website price, then we will charge you the price on the price list (being the lower amount). If an error has been made and the price in the price list is higher than the website price, we will contact you to confirm how you would like to proceed (and if you want to cancel the contract, section 16.1 of these terms and conditions will apply).

Any costs for delivery of the goods, services and/or digital content and any costs for installation of the goods and other costs associated with the goods, services and or/digital content will be the amounts that were set out to you in the order process on our website.

When you need to pay us depends on whether what we provide you with is goods, services or digital content:

  1. For one-off goods, you must pay for them before we deliver them to you;
  2. For subscriptions to goods, you must pay weeklymonthly, in advancein arrears;
  3. For one-off services, you must make a prepayment of NUMBER% of the price£AMOUNT before we begin to supply the services. You must pay the remainder of the price on completion of the services.

    For one-off services, we will invoice you on completion of the services.

    For one-off services, we will invoice you weeklymonthly, in advancein arrears for the services until the services have been completed.

    You must pay theeach invoice within NUMBER days of the date of the invoice;

  4. For ongoing services, we will invoice you weeklymonthly, in advancein arrears for the services. You must pay theeach invoice within NUMBER days of the date of the invoice;
  5. For one-off digital content, you must pay for it before you download or stream it;
  6. For subscriptions to digital content, you must pay weeklymonthly, OR in advancein arrears.

We accept payment by EXPLAIN HOW YOU ACCEPT PAYMENT – FOR EXAMPLE CASH/CREDIT CARD/DEBIT CARD/CHEQUE.

If you do not pay us on time, we may charge you interest at the rate of 2% a year above the base rate of BANK from time to time. The interest will accrue each day from the date that the amount you owe us was due, until the date you make payment of the amount that is overdue. It will accrue whether or not it is before or after any court judgment. You must pay the interest to us when you make payment to us of the amount that is overdue. If you write to us and request it, we will send you a statement of the interest you owe us to date, and the additional amount being added each day.

Delivery and collection of goods and digital content and supply of services

Before you place your order , on our order pages, we will let you know when we will deliver the goods, services and/or digital content to you and when we will install goods.

Delivery and supply times will depend on whether you have ordered goods, services and/digital content and whether these are one-off, ongoing or subscriptions:

  1. For one-off goods, unless we have agreed another date with you, we will deliver and install them within 30 days of the date on which we accepted your order;
  2. For subscriptions to goods, we will provide the goods to you and install them during the times as told to you during the order process until the contract is cancelled by you (see section 16 - your rights to cancel) or by us (see section 17 - our rights to cancel) or until we withdraw the goods (see section 18);
  3. For one-off services, we will begin supplying the services on the date we agreed with you when you placed your order and the approximate date for completion of the services will be the date we advised you when you placed your order;
  4. For ongoing services, we will provide the services to you until the services have been completed or the contract is cancelled by you (see section 16) or by us (see section 17) or until we withdraw the services (see section 18);
  5. For one-off digital content, it will be available for download or streaming by you once your order has been accepted and you have made payment (see section 8 for information about payment) but please note that you will lose your cooling-off period cancellation rights (see section 15) once you begin to download or stream the digital content;
  6. For subscriptions to digital content, we will provide the digital content to you during the times as told to you during the order process until the contract is cancelled by you (see section 16) or by us (see section 17) or until we withdraw the digital content (see section 18).

We will contact you if we are delayed in delivering the goods, services and/or digital content to you or if we are delayed in installing the goods because of circumstances that are not within our control. If we contact you within a reasonable time to let you know about this, then we will not be responsible for any delays due to those circumstances. However, if the delay continues beyond a reasonable amount of time, then you can contact us to cancel the contract and we will provide you with a refund for any goods, services and/or digital content that you have paid for but not yet received.

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Website terms and conditions: sales of goods, services and digital content to consumers

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Standard employment contract

Date Date

The parties to this employment agreement

FULL COMPANY NAME incorporated and registered in England and Wales with company number NUMBER whose registered office is at REGISTERED OFFICE ADDRESS (‘us, the Employer, the Company’).

Insert name of address (‘you, your, the Employee’).

Definitions and interpretations

In this contract the following definitions shall apply:

Associated Employer: means the definition given within the section 231 of the Employment Rights Act 1996.

Confidential Information: means all information of a confidential or commercially sensitive nature and includes, but is not limited to, information in any format and however presented, stored or recorded, relating to the Company’s (or any Group Company’s) business, such as financial plans and all financial and accounting records, minutes of meetings and consequent action plans, business plans and strategic reviews, pricing, sales and costs information, discount programmes, surveys and statistical analysis, research and development projects and reports, lists of previous, current and prospective customers, suppliers, agents, distributors and/or licensees, personal data relating to workers, customers, suppliers and other third parties whose data is controlled or processed by the Company, customer accounts, proposals and negotiations, trade secrets, recipes and formulae, software code, inventions, all unpublished intellectual property, including designs, drawings and databases and know-how.

Intellectual Property: means all legally recognised intellectual property rights, including for example, any registered or unregistered, trade mark, copyright, design, patent, trading name, goodwill, get-up, or know-how, as well as the right to enforce those rights in law in order to protect their scope and the ownership of them. These rights include, but are not limited to, rights in software code and databases, to the protection of confidential information (e.g. know-how and trade secrets), to defend against passing off or unfair competition, as well as all rights to apply for protection of these and newly created, future rights, renewals and extensions, and to claim priority of rights where expansion of any of those rights is sought in other countries.

Inventions: means anything devised and/or created by the Company (or any Group Company’s), whether an idea, process, product, system, or programme, for example, and regardless of whether it is patented or patentable, or otherwise capable of protection by registration and/or whether it is devised or created in the UK or abroad. It need not be formally recorded in any given format and might be represented by any one or combination of designs, images, plans or drawings, code, specifications, written or recorded narrative, for example.

Group: is defined in section 1261 of the Companies Act 2006 and ‘Group Company’ should also be construed according to the same legislation.

Our Business: means Company name and the business or businesses the Company operates or any Group Company and the business or businesses it operates.

SSP: statutory sick pay, meaning the pay that by law is payable under the provisions of the Social Security Contributions and Benefits Act 1992 (as amended), which employers must pay to employees taking sick leave, in certain prescribed circumstances.

This contract mentions a number of statutory rules and enactments applicable to employment in the UK. Any reference to particular legislation or legal rules shall include any applicable subordinate legislation to them, as well as any amendment, re-enactment or modification of them as well.

Wherever one gender is mentioned in this contract, it is intended to be a generic reference and to therefore represent any and all other genders, equally.

References to someone or something in the singular shall also include (where applicable), more than one, and vice versa.

Any annexes to this contract form part of it.

Employment details

Your employment is from date

This contract started on date.

No previous employment counts as part of your present employment

Your employment with name of previous employer which started on date, counts as part of your continuous employment with the Company.

You consent to the transfer of your employment under this agreement to an Associated Employer at any time.

By signing this contract, you warrant to us that your employment with the Company, including any performance of your obligations under this contract, does not breach any express or implied term of any other contract, court order or other obligation. You also agree to indemnify the Company against any claims, costs, damages, liabilities or expenses the Company may incur if you breach any such obligations and cause the Company inadvertently to be a part of this breach.

Probationary period

Your employment is conditional on you completing, successfully, a probationary period of 3 months during which your suitability for this role will be assessed. Until your probationary period ends, we may terminate your employment on 1 weeks’ notice. If at the end of your probationary period, we are satisfied with your progress, you will become a permanent employee. If we are not satisfied, we may extend your probationary period by up to a further 3 months.

Duties

Your job title is insert title, and you will be employed in this role, or in such other capacity as we may from time to time reasonably direct, provided any adaptation is covered by these contract terms.

In addition to your usual duties, we may ask you to undertake alternative, additional or ancillary duties from time to time, or to transfer to another part of the business, provided these requests are compatible with the normal course of duties that someone of your employment status can reasonably be expected to carry out.

You agree, that while you are employed by us, you will at all times:

  1. entirely commit your whole time and attention to your employment duties. This means that unless you have first received our written consent to do so, you will not directly or indirectly, and whether paid or unpaid, take on any kind of role in or concerning any other business or undertaking;
  2. obey all lawful and reasonable directions or instructions, whenever these are given to you by your Manager or any other authorised person;
  3. comply with our rules, regulations and policies and any applicable updates, adaptations or replacements to them, whenever these arise. To be clear, this obligation includes compliance with our anti-corruption and bribery policy and related procedures;
  4. use your best endeavours to promote, develop and progress the business, interests and reputation of the Company (or any Group Company’s);
  5. not use (or allow to be used) your knowledge of or connection with the Company (or any Group Company), or knowledge of or connection with any customer of or supplier to the Company (or any Group Company), for any purpose, except for those purposes which you are expressly permitted to use them; and
  6. report your own wrongdoing, and any actual or proposed wrongdoing of any other employee or officer of the Company (or any Group Company), to insert position immediately on becoming aware of it.

If we do consent to you working for another employer during your employment with us under this contract, you agree to give the Company all information that we may reasonably require from time to time regarding your working time and related arrangements with the other employer. We require this so that we are able to conclude whether this additional work will in any way diminish or restrict the performance of your duties under this contract.

Supervision

You report to insert title (your ‘Manager’). We may from time to time change your Manager.

Place of work

Your usual place of work is insert address.

We may change your usual place of work, or require you to perform your duties in another place or division, if this is reasonably required for the purposes of Our Business. We will not require you to work other than at a location within the United Kingdom, for any continuous period exceeding 1 month’s duration.

You agree to travel on the Company’s (or any Group Company’s) business (within the United Kingdom or abroad) as may be required for the proper performance of your duties.

Hours of work

Your normal hours of work will be insert number hours per week worked between Time and Time Day to Day. We may change these working hours if such changes are reasonably required for the purposes of Our Business.

You have a one hour lunch break entitlement, which you may take at a time to be agreed with your Manager.

The Company may vary your hours of work or the pattern of your normal hours, if we consider this necessary to meet the reasonable needs of Our Business, whether on a temporary or permanent basis. You agree as part of these contract terms to work different hours if we require you to.

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Your company name

Company Address

Date

Confidentiality agreement

What are we agreeing and why: ‘The Purpose’

By agreeing and signing this letter, we US and you, NAME commit to preserving each other’s Confidential Information, including our respective trade secrets, according to the terms of this letter.

This letter evidences our good faith intentions and mutual respect for each other’s businesses. It provides a way for us to disclose otherwise confidential ideas, research, plans and opportunities, with confidence. It takes effect from the date that it is signed.

This means:

We Us and you Name have identified potential collaboration and other opportunities for our respective businesses. We intend to discuss these in detail and to further explore them together.

At this stage, these are purely discussions. Nothing in this letter agreement (or its manner of exchange and signing) places either you or us under any obligation to enter into any other agreement.

Our discussions will involve the disclosure to you of information and materials that are confidential to us. You may also disclose Confidential Information and materials to us.

In addition to any ordinary meaning attributed to the word ‘confidential’ and for the avoidance of any doubt, for these purposes, ‘Confidential’ means unpublished, not externally communicated outside the business, or otherwise not publicly or generally accessible information and materials. Where it is not clear to either party whether information or materials disclosed by the other is confidential, the recipient of the information shall at all times err on the side of caution and treat that information or material as confidential unless it is expressly confirmed in writing to the contrary by the party owning that information or material.

Confidential Information covers information and materials that could include confidential, proprietary information relating to our business activities, customers, clients, suppliers, plans, intentions, or market opportunities as well as the operations, processes, product information, know-how, technical information, designs, trade secrets and software produced or owned by us. It may also include information, findings, data or analysis derived from Confidential Information.

In consideration of each party agreeing to disclose Confidential Information to the other, we each agree to keep such information secret and confidential and to not use it in any way except to fulfil the Purpose. This agreement applies however that Confidential Information is recorded or preserved, however it is made available (whether directly or indirectly), whether before or after the date of this letter agreement (in any form or medium).

We each agree that we will only disclose the Confidential Information to those officers, employees, advisers, sub-contractors, contractors and agents within or connected with our organisations that strictly need to know the relevant Confidential Information for the Purpose. We also each agree to ensure that every such person complies with the obligations set out in this letter agreement.

If we ask you to do so, you agree to ensure that any of those persons within or connected with your organisation to whom we may need to disclose (or to whom we may have already disclosed), Confidential Information, will also enter into a confidentiality agreement with us on terms equivalent to those contained in this letter agreement. We agree to put in place the same arrangement should you request us to do so.

We both acknowledge and agree that we may disclose the Confidential Information to the extent required by any order of any court of competent jurisdiction or any regulatory, judicial, governmental or similar body or taxation authority of competent jurisdiction.

Limitations on obligations

The obligations in section 1 do not apply to any information that was lawfully known by either party before it was disclosed.

If any Confidential Information subsequently becomes public knowledge, by reasons other than a direct or indirect breach of this agreement by either of us, the obligations set out in section 1 above will cease to apply to that particular Confidential Information – not all of the Confidential Information, unless all of it, in its entirety, is affected by this legitimate disclosure.

In both 2.1 and 2.2, this also includes Confidential Information received by either of us from a third party that is not connected with us, on the condition that such third party was not under any obligation of confidence in respect of that information.

Return of the Confidential Information

If requested, we both agree to destroy or return all documents (originals and copies) and other records of the Confidential Information that have been supplied to or generated by the other party.

If the Confidential Information is stored in electronic form, we agree to permanently erase all such Confidential Information from our computer and communications systems and devices and to provide the other party with written confirmation that this has been done.

Term and termination

If either of us decides not to continue to be involved in the Purpose, we each agree to notify the other in writing immediately.

Notwithstanding any earlier termination of negotiations or discussions between us in relation to the Purpose, each of our obligations to the other shall continue for a period of 5 years from the termination of this letter agreement.

The termination of this letter agreement shall not affect any accrued rights or remedies to which either party is entitled.

Acknowledgment, inadequacy of damages, indemnity

We each acknowledge and agree that the Confidential Information may not be accurate or complete and neither of us makes any warranty or representation (whether express or implied) concerning the Confidential Information, or its accuracy or completeness.

We also acknowledge that damages alone would not be an adequate remedy for any breach of the terms of this letter agreement. Accordingly, the wronged party shall be entitled to the remedies of injunction, specific performance or other equitable relief for any threatened or actual breach of the terms of this letter agreement.

We each agree to indemnify the other party and to keep them indemnified against all liabilities, costs, expenses, damages and losses (indirect or consequential) suffered or incurred by them arising from a breach by either of us of this agreement.

General

This letter agreement represents the entire agreement between us in relation to the subject matter of it and supersedes all written or verbal correspondence or documentation exchanged between us.

Neither of us may assign, sub-contract or deal in any way with any of its rights or obligations under this agreement or any document referred to in it except that we may assign our rights to a Group Company.

Neither of us intends this to be a partnership or agency relationship and we both confirm that we are acting on our own behalf.

Anyone that is not a party to this agreement cannot claim any rights in respect of it.

Governing law and jurisdiction

This letter agreement and any dispute or claim 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.

We both agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this letter or its subject matter or formation.

Please sign and return a copy of this letter agreement if you agree to its terms.

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Standard confidentiality agreement (NDA): mutual

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Your business name

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Customer's business name

Services agreement

This agreement is dated DATE

It is made between us,

  1. Your business name (a company incorporated and registered in England and Wales with company number company Number whose registered office is at Address (called ‘the Supplier’ in this agreement).
  2. Customer's business name (a company incorporated and registered in England and Wales with company number company Number whose registered office is at Address (called ‘the Customer’ in this agreement).

Within this agreement, we agree that:

  1. The Supplier is in the business of providing services such as BROADLY DESCRIBE THE RELEVANT SERVICES, referred to throughout this agreement as the Services (which are defined more fully below).
  2. The Customer has agreed to buy and the Supplier has agreed to provide the Services on the terms of this agreement.

Agreed Terms

The terms agreed here (including the attached Additional Terms and Conditions at Annex 1 and all other attached annexes), set out the basis on which these agreed terms will operate.

Definitions and interpretations

If any word, phrase or explanation used within this agreement is not clear, it will be defined and interpreted according to the definitions and interpretations set out in these Additional Terms and Conditions at Annex 1.

Supply of services

The Supplier shall supply the Services to the Customer.

In supplying the Services, the Supplier shall:

  1. perform the Services with reasonable care and skill
  2. ensure that the Deliverables, and all goods, materials, standards and techniques used in providing the Services are of satisfactory quality and are fit for purpose
  3. comply with all applicable laws from time to time in force
  4. observe all reasonable health and safety rules and security requirements at the Customer's premises which have been notified in writing to the Supplier
  5. take reasonable care of all Customer Materials and make them available for collection by the Customer on reasonable request
  6. allocate suitable personnel with appropriate levels of experience to supervise and to perform the Services
  7. take reasonable steps to comply with any request by the Customer to cancel or amend any scope of work, plans or work in progress in respect of the Services. If any such request results, in the Supplier’s reasonable opinion, in a material change to the agreed scope and composition of the Services, the Supplier will promptly inform the Customer and shall be entitled to request an additional charge in respect of the revised position, if the Customer wishes to go proceed with it.

Customer's obligations

The Customer shall:

  1. co-operate with the Supplier in all matters relating to the Services
  2. provide the Supplier with access to the Customer's premises, data and other facilities as reasonably required by the Supplier for the purposes of performing the Services
  3. provide access, materials or information that is reasonably required by the Supplier in a timely manner.

If the Supplier's performance of its obligations under this agreement is prevented or delayed by any act or omission of the Customer, (or the Customer’s agents, sub contractors, consultants or employees), the Supplier shall:

  1. not be liable to the Customer for this prevention or delay
  2. be entitled to payment of the Charges despite any such prevention or delay, and
  3. be entitled to recover any additional costs, charges or losses the Supplier sustains due to such prevention or delay.

Charges

In return for the provision of the Services, the Customer will pay the Supplier the Charges in accordance with this Clause 4 and Annex 3, together with VAT (if applicable).

Both the Supplier and the Customer will also comply with the payment and invoicing arrangements agreed in Clause 2 of the Additional Terms and Conditions at Annex 1.

Term

This agreement shall commence on the Commencement Date and, subject to Clause 3 (Termination), shall continue for a period of number years.

This agreement shall commence on the Commencement Date and, subject to clause 3 (Termination), shall continue until terminated by either party by not less than number months’ written notice.

Additional Terms and Conditions

The Additional Terms and Conditions set out at Annex 1 form an important and integral part of this agreement, as do all the other annexes.

Signatures

This agreement is agreed and signed by these authorised representatives of the Supplier and the Distributor:

Signed by

as the Supplier

Signed by

as the Customer

Annex 1 Additional Terms and Conditions

Interpretation and definitions

The definitions and rules of interpretation in this clause apply in this agreement.

Business Day: a day, other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.

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