Digital Content Terms & Conditions

1. These terms & conditions

1.1 What these Terms & Conditions cover. These are the terms and conditions on which we supply digital content, including our legal templates (the product) to our business customers.

1.2 Why you should read them. Please read these Terms & Conditions carefully. You will be required to read and accept these Terms & Conditions before you purchase our Product. If you do not agree to these Terms & Conditions, you will not be able to purchase our Product.

2. Information about us and how to contact us

2.1 Who we are. We are Gooding Consultancy Services Limited, a company registered in England and Wales and trading under the name The Good Legals Club®. Our company registration number is 11801202 and our registered office is at 141 Englishcombe Lane, Bath, United Kingdom, BA2 2EL Our registered VAT number is 402293530.

2.2 What we do.  We are a legal consultancy, not a law firm. We are not regulated by the Solicitors’ Regulation Authority. When you purchase our Products, we are providing legal templates for you to adapt yourself for your business. Those templates and accompanying notes do not constitute legal advice, and no solicitor-client or legal consultant-client relationship is formed between us. If you require legal advice, you will need to engage our 1-to-1 legal services, under a separate agreement (and subject to separate fees, quoted in advance). Please contact emma@goodlegalsclub.co.uk if you wish to discuss engaging our 1-to1 legal advice services.

2.3 How to contact us. You can contact us by email at emma@goodlegalsclub.co.uk

3. Our contract with you

3.1 How contracts are formed. Our website platform (the Platform) will guide you through the process of purchasing our Product. No part of our Platform constitutes a contractual offer capable of acceptance. Your order constitutes a contractual offer which we may accept, and Acceptance of your order will take place when we send you an email confirmation, at which point a contract will come into existence between you and us. These Terms & Conditions will be incorporated into that contract. In the unlikely event that we do not accept your order, we will explain why in writing, and will refund any payment made by you.

3.2 Product description. We shall make all reasonable efforts to ensure that the general description of the Products which appear on our Platform corresponds to the actual Product(s) that will be provided to you. However, we reserve the right to update and / or change the precise nature and contents of our Products from time to time, at our sole discretion.

3.3 Application of Consumer Protection legislation. Our Product is only intended for business customers, who purchase it with, or for use in, their trade, business, craft or profession. Accordingly, these Terms & Conditions do not apply to individual consumers, and the Consumer Protection legislation does not apply to your purchase. 

4. Providing the products

4.1 When and how we will provide the Product. Access to the Product will be provided to you, by email to the email address you have provided, immediately we have accepted your order and you have made payment. By placing your order, you understand that access to the Product will be provided immediately, and you will lose any right to cancel the contract or obtain a refund, save as set out in Clause 5. The Product will be in GoogleDoc format. You will need to duplicate and save the GoogleDoc before adapting it for your business in accordance with the drafting guidance provided in the GoogleDoc comments bar.

4.2  We are not responsible for delays outside our control. In the unlikely event that our supply of the Product is delayed by an event outside our control (for example due to technical issues on our Platform) then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay.  

4.3 Reasons we may delay the supply of the Product to you. We may need to delay the supply of a Product to:
(a) deal with technical problems or make minor technical changes; or
(b) update the Product to reflect changes in industry practice, relevant laws or regulatory requirements

We will contact you as soon as possible if we need to do this and we will take steps to minimise the delay.

4.4  Your rights if the supply of a Product is delayed. If we have to delay the supply of a Product under Clause 4.2 or 4.3 for more than 14 days, you may contact us to end the contract and we will refund any sums you have paid for any Product you have paid for but not received.

4.5 We will not supply the Product if you do not pay. If you do not pay us for the Product when placing your order, we may suspend or terminate your access to that Product until you have paid us the outstanding amounts. As well as suspending or terminating your access to the Product, we may also charge you interest on your overdue payments.

5. Your rights to end the contract and obtain a refund

5.1 Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at (a) or (b) below, the contract will end immediately and we will refund you in full. The reasons are:
(a) there is a risk that supply of the Product may be significantly delayed because of events outside our control, for technical reasons, or because we are updating the Product, in each case for a period of more than 14 days; or
(b) you can show that the Product is defective: for example if we supply a different product to the one described at point of sale, or the Product is not of satisfactory quality or is not fit for purpose. 

5.2 Contacting us if you have the right to cancel the contract. If you have the right to end the contract under Clause 5.1, please contact us by email at emma@goodlegalsclub.co.uk.

5.3 How we will refund you. If you are entitled to a refund under Clause 5.1, we will refund you the price you paid for the Product, by the method you used for payment. We will make any refunds due to you as soon as possible, usually within 14 days.

5.4 Money back guarantee. If you are dissatisfied with the Product for any reason, please contact us (at emma@goodlegalsclub.co.uk) within 14 days of purchase to explain the issue. If we agree that you have any grounds for dissatisfaction, we will refund you in full, by the method you used for payment, even if the Product is not defective within the meaning of Clause 5.1(b).

6. Our rights to end the contract

We may end the contract if you do not make payment to us when it is due, or breach the contract in any other material way. If you have materially breached the contract between us, you will not be entitled to a refund of the purchase price, and we may be able to seek compensation from you.

7. If there is a problem with the product

If you have any questions or complaints about the Product you have purchased, please contact us at emma@goodlegalsclub.co.uk

8. Price and payment

8.1 Where to find the price for the Product. The price of the Product (which includes VAT) will be the price indicated on the order pages on our Platform when you place your order. We make all reasonable efforts to ensure that the prices shown on the Platform are correct at the time of going online. Changes in pricing will not affect any order you have already placed.

8.2  When you must pay and how you must pay. We accept payment for our Products via the Stripe payment gateway on the Platform. You will be required to pay for the Product before you are given access to it.

8.3  We can charge interest if you pay late. If you do not make any payment to us by the due date we may charge interest to you on the overdue amount at the rate of 4% a year above the base rate of the Bank of England from time to time.

8.4  What to do if you think you have been charged the incorrect amount. If you think you have not been charged the correct amount for the Product you ordered, please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved.

9. Our intellectual property

9.1 Our Products are our original work and are protected by copyright. All intellectual property rights subsisting in our Products shall at all times remain our exclusive property (or the property of our licensors, as appropriate). Nothing in these Terms & Conditions shall vest in you any rights in the Product(s) or any other material provided by or belonging to us (or our licensors, as appropriate).

9.2 Limited licence to use. When you purchase and we provide you with access to one or more of our Products, we will grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to download and use those Product(s) solely for use in your business. The licence granted to you does not give you any rights in the Products (including any material that we may licence from third parties). 

9.3 You may not, at any time copy, record, reproduce, modify, rent, sell, publish, republish, sub-licence, post, broadcast, distribute, share or otherwise transmit the Product (or any part of it) or make that Product (or any part of it) available to any other person.

10. Our responsibility for loss or damage suffered by you

10.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these Terms & Conditions, we are responsible for loss or damage you suffer that is a foreseeable result of our breaching this contract. We are not responsible for any loss or damage that is not foreseeable.

10.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation.

10.3 If a defective Product which we have supplied damages a device or digital content belonging to you, we will either repair the damage or pay you compensation, provided you can show that this damage was due to our lack of skill and care. We will not be liable for damage which you could have avoided by following our advice or instructions as regards downloading the Product, or for damage which was caused by you failing to have in place the minimum system requirements or software advised by us.

10.4  We are not liable for business losses. We shall not be liable to you for any loss of profit, loss of business, interruption to business, loss of business opportunity or any other indirect, special or consequential loss or damages, howsoever caused.

10.5 No warranties. We make reasonable efforts to ensure that the contents of the Products we supply are accurate, complete and up-to-date at the time they are delivered. We do not, however, make any representations or warranties (whether express or implied) that those Products are accurate, complete or up-to-date. We are under no obligation to update the Products after they have been provided to you. We shall not be liable to you for any inaccuracy or misleading information provided in the Products, or for any reliance by You on any such information.

10.6  No representations or guarantees. The Products supplied by us are legal templates, drafted in accordance with English law. We make no representations or guarantees that they are suitable for use in your business. We make no representations that they are suitable for use in any other jurisdiction. It is your responsibility to ensure that they are suitable. You are responsible for adapting the Product to accord with your way of doing business. If you are unsure as to whether the Product is suitable for use in your business, or as to how to adapt it for your business or jurisdiction, you must seek advice from a suitably qualified legal professional.

10.7  Our total liability is limited. Subject to the remainder of this Clause 10, our total liability to you under the contract between us shall be limited to the price you paid for the Product(s) we supplied to you.

11. How we may use your personal information

How we may use your personal information. We will only use your personal information as set out in our Privacy Statement which appears on our Platform.

12. Other important terms

12.1  Entire agreement. These Terms & Conditions constitute the entire agreement between you and us with respect to your purchase of the Product. You acknowledge that you have not relied upon any statement, representation, warranty or assurance made by us on our behalf that is not set out in these Terms & Conditions, and you shall have no claim for any innocent or negligent misrepresentation or negligent misstatement based thereon.

12.2 We may transfer this agreement to someone else. We may transfer our rights and obligations under these Terms & Conditions to another organisation, for example if we sell our business or sub-contract our obligations. We will ensure that the transfer will not affect your rights under the contract between you and us.

12.3 You may not transfer the contract. You may not transfer your rights or obligations under the contract between us to any other person.

12.4 Nobody else has any rights under the contract between us. The contract is between you and us. No other person shall have any rights to enforce any of its terms, and the Contracts (Rights of Third Parties) Act 1999 shall not apply.

12.5  If a court finds part of this contract illegal, the rest will continue in force. Each of the clauses contained in these Terms & Conditions and in the contract between us operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining clauses will remain in full force and effect.

12.6 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking the contract, that will not prevent us taking steps against you at a later date. For example, if you do not make a payment and we do not chase you immediately, but we continue to provide the Product, we can still require you to make the payment at a later date.

12.7 Governing law and jurisdiction. The contract between us is governed by English law. You and we agree that the English courts shall have exclusive jurisdiction over any dispute arising out of or in connection with that contract.