|The Creative Learning Journey sale of goods and services terms and conditions
(a) In these Terms:
“Company” means The Creative Learning Journey Limited
“Contract” means the contract for the sale and purchase of goods or supply and purchase of services
“Customer” means the person who accepts the Company’s Rights of Use for the sale of goods or supply of services or whose order for the sale of goods or supply of services is accepted by the Company
“Terms” means the standard terms of sale set out in this document and (unless the context otherwise requires) includes any special terms agreed in writing between the Customer and the Company.
(b) A reference in these Terms to a provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.
(c) The headings in these Terms are for convenience only and shall not affect their interpretation.
2. Basis of the sale
(a) The Company shall sell and the Customer shall purchase goods and services in accordance with the Company’s Rights of Use order form which shall constitute acceptance of the Customer’s order. These terms together with any special terms set out in such acceptance will govern the Contract to the exclusion of any other terms.
(b) No employee or agent of the Company other than a Director of the Company has authority to bind the Company to any variation to these Terms. Any such variation must be agreed in writing.
(c) The Company’s employees or agents are not authorised to make any representations concerning the goods or services unless confirmed by the Company in writing. In entering into the Contract the Customer acknowledges that it does not rely on any such representations which are not so confirmed, but nothing in these Terms affects the liability of either party for fraudulent misrepresentation.
(a) The specification for the goods and services shall be those set out in the Company’s sales documentation. Illustrations, photographs or descriptions whether in brochures or other documents issued by the Company are intended as a guide only and shall not be binding on the Company.
(b) The Company reserves the right to make any changes in the specification of the goods and services, which are required to conform to statutory requirements.
(a) The price is based on the date of acceptance of the Customer's order.
(b) Settlement shall be strictly 30 days from date of invoice. The Company is entitled to charge interest at the highest of 5% above the current Bank of England base rate or the rate of interest as shall be determined under the Late Payment of Commercial Debts (Interest) Act 1998 on any overdue payments.
(c) The Company is entitled to suspend goods and/or services if the Customer fails to pay any sum when due whether such sum is payable in respect of the same or any other deliveries or work whatsoever.
(d) All prices are exclusive of value added tax and this will be charged at the applicable rate in addition to the price.
(e) All invoice discrepancies must be notified to the Company within 5 working days of the date of invoice.
(a) No liability can be accepted for damage to the goods sustained during offloading or for damage occurring during storage after delivery.
(b) All goods shall be deemed accepted by the Purchaser unless written notification to the contrary is made within two working days of the delivery of the same to the Company.
(c) Time for delivery shall not be of the essence and delay in delivery does not give the Customer the right to cancel the order nor is the Company responsible for any loss, damage or expense resulting from such delay howsoever caused unless previously agreed in writing.
(d) If the Customer makes default in taking delivery or giving instructions as to delivery of the goods or informs the Company that it no longer wishes to take delivery of the goods or wishes to cancel an order placed by it, then the Customer shall pay to the Company such charge as shall be necessary to cover losses and expenses suffered and incurred through the failure of the Customer to accept delivery of the goods or caused or occasioned or incidental on the cancellation of the said order by the Customer including all sums which the Company may have paid or shall have to pay to any third party.
The Company shall be entitled to a general lien on any property of the Customer in its possession in respect of any sums due from the Customer.
7. Property and Risk
(a) All goods and materials are at the Customer's risk from the time:
(i) at which they are delivered to the Customer's delivery address or if the Customer wrongfully fails to take delivery of the goods, the time when the Company has tendered delivery of the goods; or
(b) Notwithstanding delivery and the passing of risk in the goods, all goods supplied by the Company remain the property of the Company until payment in full of the price of the goods and all other goods or services agreed to be sold or provided by the Company to the Customer for which payment is then due.
(c) Until such time as the property in the goods passes to the Customer (and provided the goods are still in existence and have not been resold), the Company may at any time require the Customer to deliver up the goods to the Company and, if the Customer fails to do so forthwith, enter on any premises of the Customer or any third party where the goods are stored and repossess the goods.
(d) The Customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the goods which remain the property of the Company, but if the Customer does so all moneys owing by the Customer to the Company shall (without limiting any other right or remedy of the Company forthwith become due and payable.
8. Rights of use
It is understood that every school that has purchased the resources has entered into an agreement with The Creative Learning Journey and has agreed to pay The Creative Learning Journey the full and final amount for the sole use of the Creative Learning Journey printed material, online wheels and online planning and online assessment and that they will not allow any person or persons or organisations to copy or use all or any part of The Creative Learning Journey or to allow all or any part of The Creative Learning Journey whether knowingly or not to be copied or used in any other context other than what it has been designed and paid for outside of the school. Should in the unlikely event this right of use agreement be breached The Creative Learning Journey reserves the right to cancel the right of use agreement and take appropriate action as it sees fit to recover lost revenue and all materials appertaining to its product and the misuse thereof.
Once delivered all The Creative Learning Journey printed materials are non returnable and non refundable due to the copyright nature of the content.
The Creative Learning Journey’s aim is to always be at the forefront of all current educational guide lines. This may necessitate the updating of part or all of our current available resources. The Creative Learning Journey reserves the right to update resources where and when necessary and according to notified educational guide lines.
However we will endeavour to keep these updates to a minimum.
The Creative Learning Journey will where practical advise potential purchasers of any known changes that would affect the current available resources.
The On line resources will be automatically updated and available to all users that are subscribed. Class room material updates will be made available to all current planning and assessment on line subscribed users. Users that have purchased class room material but are not current subscribers to the on line resources will be offered the opportunity to purchase updates at cost subject to price ruling at the time.
The Creative Learning Journey resource, including text and images, is protected by copyright. It may not be copied, reproduced, republished, downloaded, posted, broadcast or transmitted in any way. This resource both hard copy and web based to be used for your school only. Prior written consent of the copyright holder must be obtained for any other use of material. Copyright and intellectual property rights in all materials and/or works comprising or contained within this resource and website remains with the Company.
(a) The Contract and these Terms shall be governed by the laws of England, and the Customer agrees to submit to the non-exclusive jurisdiction of the English courts.
(b) A notice required or permitted to be given by either party to the other under these Terms shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice.
(c) No waiver by the Company of any breach of the Contract by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.
(d) If any provision of the Contract or these Terms is held by a court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of the Contract or these Terms and the remainder of the provision in question shall not be affected.
(e) In the event of the insolvency of the Customer, then without limiting any other right or remedy available to the Company, the Company may cancel the Contract or suspend any further deliveries under the Contract without any liability to the Customer, and if the goods have been delivered or the services supplied but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.