Terms and conditions of supply of The Shoe Consultant Ltd
a. These Terms and Conditions of Supply (these “Terms and Conditions”) apply when you purchase a course, membership or other service (a “Service”) by placing an order for a Service (an “Order”) at www.shoeconsultant.com (“this Site”).
b. Please read these Terms and Conditions carefully before placing an Order. By placing an Order on this Site, you agree to be bound by these Terms and Conditions. If you are not willing to be bound by these Terms and Conditions, please do not purchase any Service from this Site.
c. This Site is owned and operated by The Shoe Consultant Ltd, a company registered in England and Wales under company number 9530070 and with its registered office at 107 Nightingale Lane, Bromley, Kent, BR1 2SG (“The Shoe Consultant”, “we” or “us”).
3. Age restriction
You must not purchase any Services from this Site if you are below 18 years of age.
4. Binding contract takes effect upon acceptance of your Order
Your placement of an Order on this Site constitutes an offer to contract with us on these Terms and Conditions and the terms of the Order. We are not bound by an Order unless and until we accept your offer in writing. A binding contract comprising these Terms and Conditions and the terms of the Order (the “Contract”) will come into effect between us when we accept your offer by notifying you of our acceptance in writing by automatically generated email or otherwise (“Order Confirmation”).
5. The Services and the Order
a. The Services we offer on the Site include:
i. courses to help you to establish and develop a footwear business or project (each, a “Course”);
ii. membership of a Facebook group run by us called “The Shoe Community”; and
iii. other services which we may add from time to time.
b. The services and products that comprise each Service are particularised on the relevant pages of this Site. Those relevant pages also set out the price and payment terms for each Service (the “Service Price” and the “Payment Terms” respectively).
c. The terms of your Order shall comprise the Service, the Service Price and the Payment Terms, each as set out on the relevant page of this Site as at the date on which the Order is placed.
6. Price and payment
a. Service Price
i. The Service Price for each of the Services is specified on the Site and confirmed on the checkout page. We may change a Service Price any time, but such change will not affect the Service Price for any confirmed Orders, except as set out in clause ii below.
ii. Where the Service Price is a sum that is payable indefinitely on a monthly or other regular basis (for example for membership of The Shoe Community), we will notify you promptly in advance of any increase in that Service Price. If you do not agree to the new Service Price, you may cancel the Service in accordance with clause 11.
We are not a VAT registered entity. Accordingly, VAT is not charged on the Service Price. We will notify you in the event we become VAT-registered and of any consequent changes to the Service Price.
c. Error in Service Price on the Site
Despite our best efforts, errors may occur on the Site. Where an error occurs in a Service Price such that the Service Price indicated on the Site is incorrect, we will proceed as follows:
i. Where the correct Service Price is lower than the incorrect price shown on the Site (the “Incorrect Price”), then, except as set out in clause iii below, we will charge you the correct Service Price, being the lower of the two sums.
ii. Where the correct Service Price is higher than the Incorrect Price, we will notify you and give you the option to continue or decline to continue with the Order at the correct Service Price.
iii. Where the Incorrect Price is obviously, unmistakeably an error which could reasonably have been recognised by you, we will not be liable to provide the Service at the Incorrect Price and will proceed in accordance with clause ii above.
i. Except where agreed otherwise in writing between us, you must pay the Service Price in advance via our payment provider, Stripe, or via other payment mechanism that we may make available on the Site from time to time.
ii. Where the Service Price is payable in tranches or by way of regular payments (“Instalments”), you will be notified of the dates on which the Instalments must be paid (the “Payment Dates”).
iii. No Service will be made available to you until you have paid either the Service Price in full or the first Instalment.
iv. Thereafter, where you fail to make any payment due to us by a Payment Date, we may charge you interest on the overdue amount at the rate of 8% a year above the base lending rate of the Bank of England from time to time (“Interest”). Interest shall accrue on a daily basis from the due date until the date on which the overdue amount is paid. You must pay us Interest together with any overdue amount.
v. Your purchase of a Course is an irrevocable commitment to pay the Service Price in full, whether you do so by way of a single payment or by Instalments.
7. Provision of Services
a. We will supply the Service to you from the commencement date set out in the Order for the period set out in the Order as confirmed on our Confirmation Notice.
b. We will make all reasonable efforts to provide the Service on time.
c. Where the Service you have purchased is a Course, we will grant you access to all Course Materials immediately upon your payment of the first Instalment or of the Service Price in full. Subject to the performance of your obligations under this Contract, we will allow you to access the Course Materials indefinitely.
d. Where the Service you have purchased is membership of The Shoe Community, subject to your performance of your obligations under this Contract your membership will continue indefinitely or until terminated by you or by us in accordance with these Terms and Conditions.
e. In this clause 7, “indefinitely” means “until such time as we consider that we are no longer able to provide the Service due to technical, operational, business, regulatory or any other reason”. We will endeavour to notify you in advance in the event that we are no longer able to provide the Service to you.
f. We shall use all reasonable endeavours to ensure that the Site is continually operational and available. In the event that technical or other issue causes an interruption in the availability of the Site and/or the Course Materials, we shall take all reasonable steps to rectify such issues promptly.
8. Your responsibilities in relation to the Services
a. Provide information
We will need certain information from you that is necessary for us to provide the Service to you. This may include, for example, your name and email address. You will be able to provide this information when you place your Order or when we contact you in writing to ask for it. If you do not provide us with this information after we request it, or you provide us with incomplete or incorrect information, we may suspend provision of the Service by written notice to you from the date of such notice until the date on which we receive the required information (“Suspension Period”). We will not be liable for any delay or non-performance of the Contract during the Suspension Period. We will not charge or invoice you during the Suspension Period. However, you will remain liable for payment of any invoices that we submitted to you prior to the Suspension Period.
b. Facebook membership
In order for us to provide you with access to The Shoe Community, you must be a member of Facebook and will be required to add Susannah Davda (or other person whose name we notify to you) to your “friends” on Facebook (“your Facebook Friends”). Upon obtaining access to The Shoe Community, you may remove that person from your Facebook Friends without losing access to The Shoe Community.
c. Pay for the Service on time
You must pay for the Service in accordance with the Payment Terms. If you fail to do so, we will notify you that we have not received payment and we may suspend the Service with immediate effect until you have paid the outstanding amounts (except where you validly dispute an invoice). We may charge you Interest on outstanding sums.
d. Respect our intellectual property rights
The intellectual property rights in products that we provide to you as part of the Service (such as reports, e-books, video or film, any other form of digital content or any other type of product whatsoever) belong to us. You must use such products only in accordance with clause 9 (Use Licence).
e. Treat others with respect
If you join The Shoe Community, you must treat all other members of that group with courtesy and respect. If you post any comment or content in The Shoe Community which we, in our absolute discretion, deem to be offensive or unacceptable for any reason whatsoever, we will remove you from that group with immediate effect and terminate the Contract in respect of your membership. If you participate in any group video call or other activity and we in our absolute discretion, deem your conduct towards us or any other group member to be offensive or unacceptable for any reason whatsoever, we shall remove you from The Shoe Community with immediate effect and terminate the Contract in respect of your membership.
9. Use Licence
a. Where you purchase a Course, you may use the materials that are available to you on that Course (the “Course Materials”) as set out in this clause 9.
b. You may temporarily download one copy of any downloadable Course Materials for personal, non-commercial transitory viewing only. This is the grant of a licence and not a transfer of title. Under this licence you may not:
i. modify or copy the Course Materials;
ii. use the Course Materials for any commercial purpose, or for any public display (commercial or non-commercial);
iii. attempt to decompile or reverse engineer any software contained on shoeconsultant.com website;
iv. remove any copyright or other proprietary notations from the Course Materials; or
v. transfer the materials to another person or “mirror” the materials on any other server.
c. This licence shall automatically terminate if you violate any of these restrictions and may be terminated by us at any time. Upon terminating your access to the Course or upon the termination of this licence, you must completely and irrevocably destroy any downloaded Course Materials in your possession whether in electronic or printed format.
10. Representations and Disclaimers
b. You acknowledge that:
i. there is no certainty that entering into the Contract, the purchase of any Service, the completion of any Course or the following of any advice or instruction therein, or the participation in The Shoe Community, will ensure the success, by any measure, of any project or commercial venture; and
ii. while we make all reasonable efforts to ensure that the contents of the Services are accurate, helpful, pertinent and up-to-date, we provide no representation or guarantee in respect of their contribution to the success or development of any project or commercial venture whether related to footwear or otherwise.
c. While we make all reasonable efforts to ensure that the Course Materials are accurate and up to date, technical, typographical, or photographic errors may occur. We do not warrant that any of the Course Materials are accurate, complete, or current. We may, at our absolute discretion, make changes to the Course Materials at any time without notice.
d. We do not warrant that the Site and the Course Materials will be continually available and uninterrupted.
e. In respect of the Services and the Course Materials, we make no warranties, express or implied, and hereby disclaim and negate all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, non-infringement of intellectual property or other violation of rights. Further, we make no warranty or representation concerning the accuracy, likely results, or reliability of the use of the Course Materials or otherwise relating to the Course Materials or materials or content on any sites linked to this Site.
f. The inclusion of any link on this Site does not imply endorsement by The Shoe Consultant Ltd of that site or any material on it. We have not reviewed all of the sites linked to this Site and accept no responsibility for the contents of any such linked site. You access and use any such linked website at your own risk.
g. We are not responsible for the availability or content of Facebook and accept no liability in connection with your accessing, reading, seeing or hearing anything on facebook.com or the Facebook app.
h. Except as expressly stated in these Terms and Conditions, or as required by applicable laws, we give no representation, warranty or undertaking in relation to any Service.
11. Cancellation of Service
a. Prior to commencement of Service
You may cancel an Order at any time prior to our starting provide the relevant Service to you (“Service Commencement”). To do so, please email us at firstname.lastname@example.org. We will confirm your cancellation in writing and will refund any payment you have already made. Where the Service is a Course, Service Commencement will occur immediately upon our receipt of your first Instalment or full payment of the Service Price. Where the Service is membership of The Shoe Community, Service Commencement will occur upon your obtaining access to The Shoe Community.
b. After commencement of Service
You may terminate the Contract and cancel the Service(s) at any time by written notice to us (“Cancellation Notice”). We will confirm your cancellation in writing.
i. Where the Service is your membership of The Shoe Community, no charge will be made to you in respect of that Service after the date of your Cancellation Notice.
ii. Where the Service is a Course, your obligation to pay the full Service Price shall survive the termination of the Contract. Accordingly, if any Instalments remain outstanding as at the date of your Cancellation Notice, you shall remain liable for timely payment of those remaining Instalments. We do not provide refunds for the Service Price for Courses.
12. If there is a problem with the Service
a. In the unlikely event that you are not happy with the Service, please notify us as soon as reasonably possible and give us a reasonable opportunity to repair or fix any defect. We will endeavour to solve the problem within 7 days.
b. If you believe that we are in material breach of the Contract you should notify us in writing setting out the breach and the nature of the breach (“Breach Notice”).
a. You may terminate the Contract at any time with immediate effect by written notice to us if we fail to remedy a material breach of the Contract to your reasonable satisfaction within 14 days of the date of your Breach Notice in respect of that breach.
b. We may terminate the Contract at any time with immediate effect by written notice to you if:
i. you fail to pay us in accordance with the Payment Terms; or
ii. you breach the Contract in any other material way and you do not correct or fix the breach to our reasonable satisfaction within 14 days of us asking you in writing to do so.
c. Termination under clause 13.b above shall not affect our right to charge you Interest on late payment or your obligation to make any outstanding payments that are due and payable to us.
d. Your obligations under clause 9 shall survive the termination of the Contract.
14. Limitation of liability
a. Insofar as is permissible under applicable laws, we exclude any and all liability in respect of all claims, damages or expenses arising out of, or in connection with, your use of, or inability to use, this Site or the Course Materials.
b. Except as required by applicable laws, our aggregate liability to you for all claims arising out of, or in connection with, the Contract shall not in any event exceed the amount equivalent to the total Service Price paid by you to The Shoe Consultant within the 6 calendar months preceding the date of your written notification of your claim.
15. Circumstances beyond our control
a. “Circumstances Beyond Our Control” means any act or event beyond our reasonable control, including without limitation lock-outs, strikes, or other industrial action by third parties, riots, civil commotion, terrorist attack or threat of terrorist attack, invasion, war (whether declared or not) or threat or preparation for war, explosion, fire, flood, storm, subsidence, epidemic, earthquake, or other natural disaster, or failure of private or public telecommunications networks including the technical failure or non-availability of the Site.
b. If any Circumstances Beyond Our Control affect the performance of our obligations under these Terms and Conditions:
i. We will notify you as soon as reasonably possible; and
ii. for the duration of the Circumstances Beyond Our Control, the time for performance of our obligations will be extended and our obligations under the Contract will be suspended.
c. If Circumstances Beyond Our Control occur and continue for more than 30 days, either party (you or we) may terminate the Contract with immediate effect by written notice to the other party.
Notices required under the Contract shall be made in writing by email to the following addresses:
a. Notices to us: to The Shoe Consultant Ltd at email@example.com;
b. Notices to you: to the address that you provide to us when you place the Order or other address that you provide to us in writing.
17. Changes to these Terms and Conditions
a. We may at any time, at our discretion modify, add, or remove any or all of these Terms and Conditions and each such change shall be effective immediately upon posting on this Site (“Revised Terms”).
b. Your continued use of this Site and any purchase of Services on this Site following the posting of any Revised Terms will mean that you accept the Revised Terms. Accordingly, please check these Terms and Conditions before every purchase.
c. Where you have purchased a Service prior to our posting Revised Terms and the Revised Term apply to your purchase or the relevant Services, we will notify you of the changes.
18. Entire Agreement
The Order and these Terms and Conditions constitute the Contract, which is the entire agreement between you and us and supersede all previous agreements, promises, assurances, warranties, representations and understandings between us relating to its subject matter, whether written or oral.
a. We may assign our rights and obligations under the Contract to any another person. We will notify you in writing in the event of such assignment of rights and obligations.
b. You shall not transfer your rights and obligations under the Contract to any another person without our prior written approval.
c. No person who is not a party to the Contract shall have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
d. Each clause and sub-clause of these Terms and Conditions is separate and distinct from every other. If any court or relevant authority determines any clause or sub-clause of these Terms and Conditions is unlawful or unenforceable, then such determination will not affect the other clauses and all other remaining clauses and sub-clauses will remain in effect and full force.
e. No failure to exercise, nor any delay in exercising, any right, power, privilege or remedy under the Contract shall impair such right, power, privilege or remedy or operate as a waiver thereof in whole or in part.
f. In the event of any conflict between these Terms and Conditions and the terms of the Order, the terms of the Order shall take precedence.
g. The Contract shall be governed by, and construed in accordance with, English Law and any dispute arising in connection with the Contract that cannot be resolved by consultation and negotiation between you and us shall be subject to the jurisdiction of the courts of England & Wales.
Any questions about these Terms and Conditions should be directed to The Shoe Consultant at the following e-mail address: firstname.lastname@example.org