Terms of Business for the Supply of Services and Digital Content
1. About us
We are UK Going Green Limited (also known as Going Green), a company registered in England and Wales under company number: 13910121. Our registered office is at 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ. Our VAT number is 405102458.
Suite 2, 2 Fairfield Road
3. These terms
1. These terms apply to any purchases you make on our website located at www.goinggreen.co.uk, or directly verbally or in writing. Please read these terms carefully before placing any orders on our site, as they set out important information about your rights and obligations. Please note that you must agree to these terms before you place your order.
2. For these terms, you are a ‘consumer’ if you are buying from our site as an individual for purposes wholly or mainly outside of your trade, business, craft or profession. You are a ‘business customer’ if you are buying from our site for purposes relating to your trade, business, craft or profession. Some terms only apply to your order if you are a consumer and other terms only apply to your order if you are a business customer, so please make sure you read these terms carefully.
3. Any reference to ‘we’, ‘us’ or ‘our’ in these terms is to Going Green, and any reference to ‘you’, ‘your’ or ‘Customer’ is to the person placing an order on our site.
4. You must be at least 18 years old and a resident of the UK to place an order on our site. If you are a business customer placing an order on behalf of a business, you confirm that you have authority to place such order for and on behalf of that business.
5. We may make changes to these terms at any time. However, the terms that apply to your order will be those in force when you submitted your order to us.
6. Please print out or save a copy of these terms and any emails from us for your records, as we will not save or file a copy for you. These terms are only available in English.
1. We will email you an order confirmation form. Please check your order carefully and correct any errors before you submit it to us. You are responsible for ensuring that your order is complete and accurate. Where a bespoke product, service or digital content is required please contact us at email@example.com so that we can discuss your requirements and provide a tailored order for you.
2. After you place your order via our digital order confirmation form, we will send you an acknowledgement email to let you know that we have received your order. This does not mean that your order has been accepted by us. Your order is an offer to buy goods, services or digital content from us on these terms.
3. Acceptance of your order by us takes place when we send you an order confirmation email, at which point a legally binding contract is formed between you and us on these terms. If you do not receive a confirmation of order email from us, your order has not been accepted and no contract has been formed.
4. If we do not accept your order, we will email you using the details you provided when you placed your order. We have the right to reject any order for any reason.
5. If we are providing any bespoke or personalised goods or services to you which are based on the information you provide to us, you are responsible for ensuring that the information is correct.
1. All orders are subject to availability.
2. We cannot guarantee that any goods, services or digital content will be available at any given time. We also cannot guarantee that access to services or digital content will be uninterrupted, error-free or secure. For example, access to digital content may be temporarily unavailable while we carry out maintenance or for other technical reasons.
3. In certain circumstances beyond our reasonable control, for example where there has been a change in law, we may need to stop supplying certain goods, services or digital content. If this happens and it affects your order, we will notify you by email, cancel your order and:
4. in respect of any affected services, provide you with a refund of any advance payments made by you for any affected services that have not yet been provided; and
5. in respect of any affected goods or digital content, provide you with a full refund (including any delivery costs, if applicable).
6. Making changes to your order
1. If you would like to make any changes to your order after you have submitted it, please contact us as soon as possible and we will let you know if it is possible to change your order.
1. Descriptions of our goods, services and digital content are set out on our site. Please read the descriptions carefully.
2. Any pictures and images provided on the site, including packaging, are for illustration purposes only. Your goods and their packaging may vary slightly from those pictures or images.
3. We cannot guarantee that the colours displayed on your device will match exactly the appearance of your goods. The colours of the goods displayed on our site may vary depending on what device you are using and your settings. All weights, sizes and measurements set out on our site are as accurate as possible.
8. Technical requirements for digital content
1. To download and use the digital content, you need to ensure that your device is technically capable.
2. You will need internet access to download the digital content and you are responsible for any charges you may incur in connection with your download.
3. We are not liable to you if you are unable to download the digital content due to a poor internet connection, because your device is not technically capable or for any other reason outside of our reasonable control.
9. Digital delivery of goods
1. We will digitally deliver your goods to the email address specified by you when you placed your order.
10. Providing services
1. We supply a range of services through our website including marketing and advertising services, training, consultancy services and digital content such as videos and guides. We will provide the services at the time(s) and on the date(s) selected by you or within the period agreed with you during the order process.
2. For services provided over a period, any completion dates stated during the order process, or in your order acknowledgement or order confirmation emails, are estimates.
3. How our services are to be provided will be specified on our Site, in the order or otherwise agreed by us.
4. We will do all that we reasonably can to provide the services at the time(s) and date(s) or within the period agreed with you. If there might be a delay before we can start or restart the services, we will email you to let you know as soon as reasonably possible. However, we are not liable to you for any losses you incur as a result of any delay caused by circumstances beyond our reasonable control (for example, severe weather, accidents or unpredictable traffic delays).
5. Where a delay is caused by circumstances beyond our reasonable control, we will usually try to start or restart the services as soon as the issue causing the delay has been resolved. If the services are delayed by more than [14 days], we will email you to let you know and offer you the option to either continue waiting until the issue has been resolved (if this is possible) or to cancel your order and get a refund of any advance payments made by you for any services that have not yet been provided.
6. We are not liable to you for any losses you incur where the services are delayed or cannot be performed because you fail to allow us to perform the services.
7. We warrant that (i) we shall provide the services with reasonable skill and care and in compliance with applicable law. The only commitments we make about our services (including the content in the services, the specific functions of the Services, or their reliability, availability, quality, accuracy or ability to meet your needs) are described in this clause 11. Subject to this clause 11, we make no representations or warranties of any kind, whether express, implied, statutory, or otherwise regarding our services and we disclaim all warranties.
8. Customer Materials include but are not limited to your content, comments, documents, materials, information, logos, designs, graphics, videos, images or links. When using our services, for instance when attending a webinar, you may be allowed to comment on, engage in discussions or otherwise upload, submit or post your Customer Material. You hereby agree not to upload, submit or post any Customer Material that (a) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive; (b) encourages anyone to break the law; (c) depicts sexually explicit images or promotes unlawful violence; (d) violates anyone’s copyright, trade mark or other proprietary rights; (e) interferes with the privacy of another user; (f) contains a virus or any other harmful components; (g) contains false or misleading statements; (h) gives rise to any liability or violates any applicable law or regulation.
9. You hereby agree not to disrupt the provision of services howsoever and agree to behave professionally and respectfully when engaging in the services.
10. You represent that you have all the necessary legal rights to upload, submit or post your Customer Material and you hereby grant us a non-exclusive, transferable, worldwide, fully paid-up, royalty-free, perpetual, irrevocable right and license to use, distribute, publicly perform, display, reproduce, modify, translate, sublicense and create derivative works from your Customer Material in any media in any manner, in whole or in part, without any duty to notify or to compensate you. You further irrevocably waive any “moral rights” or other rights concerning attribution of authorship or integrity of Customer Material that you may have under any applicable law or legal theory which allows you to comment.
11. We take all reasonable care to ensure all digital content, documents, content, information, materials, goods, products (Going Green materials) and services are included on or otherwise made available to you through our website, our platform, created and provided through our services or howsoever by us is accurate and reliable at the time of provision. However, due to the nature of the services, such services are provided without any warranty or guarantee as to their reliability, quality, accuracy, or ability to meet your needs.
12. All Going Green materials and services included on or otherwise made available to you through our website, the provision of our services or howsoever are provided by us on “as is” basis and “as available “basis unless otherwise specified in writing. We make no representation or warranties of any kind, express or implies, as to the operation of the services we provide or the Going Green materials included on or otherwise made available to you by us unless specified in writing. You expressly agree that your use of the services and Going Green materials is at your sole risk.
13. You warrant that the Customer Materials and all other information, documents, materials, data or other items provided by you to us howsoever do not infringe the intellectual property rights of any third party.
14. You shall indemnify us and hold us harmless from any claim, cost or liability to the extent arising from your use of the services and Going Green materials otherwise than by the terms of this agreement, including reasonable legal fees.
11. Delivery of digital training content
1. The digital training content you purchase can be downloaded by clicking on the download link in your order confirmation email or we can supply a digital file(s) sent via an FTP e.g. We Transfer.
2. The digital content will be available to download for a period specified in your order.
3. If you do not own the device you use to download the digital content, you must obtain permission from the owner to download the digital content onto their device.
4. If you are having trouble downloading the digital content, please email us at firstname.lastname@example.org
12. Permission to use the digital content, training, and course materials
1. When you place your order, you will be asked to read and accept the terms of the end user licence agreement (EULA), which applies to your use of the digital content. Please read the EULA carefully as it sets out important information about what you are permitted to do with the digital content, restrictions on your use of the digital content and our rights if you fail to comply with the EULA.
2. Any digital content we provide to you was designed for use in the UK. We cannot guarantee that the digital content is appropriate or will be available for use in locations outside of the UK. If you use digital content outside of the UK, you are responsible for ensuring that you comply with any applicable laws.
13. Intellectual Property Rights
1. Unless otherwise agreed in writing, all intellectual property rights subsisting in Going Green Materials and our services shall be owned by us and/or our licensors.
2. We hereby grant to you a non-exclusive licence to use the intellectual property rights in the Going Green Materials and our services to the extent necessary to enable you to make reasonable use of services and Going Green Materials only by these terms.
3. Any Going Green Materials, goods, services or digital content are provided to you for your internal business purposes only. You must not use our Going Green Material, goods or digital content for resale purposes, and any services you purchase must be for your named business only and not for or on behalf of any third party.
4. Your use of any digital content is also subject to clause 13 above.
5. Except as expressly agreed above, no intellectual property rights of either party are transferred or licensed as a result of these terms and/or the provision of the services.
6. You warrant that the Customer Materials and all other information, documents, materials, data or other items provided by you to us and howsoever and their use by us to provide the services will not infringe the intellectual property rights of any third party and you shall indemnify us against any loss, damages, costs, expenses or other claims arising from any such infringement.
1. Both parties shall keep in strict confidence any information which is confidential and has been disclosed to it by the other party, its employees, agents, consultants or subcontractors and any other confidential information concerning its business or its products that the other party may obtain.
2. The receiving party may disclose such information:
1. to its employees, officers, representatives, advisers, agents or subcontractors who need to know such information to carry out its obligations about a contract between the parties; and
2. as may be required by law, court order or any governmental or regulatory authority.
3. Both parties shall ensure that their employees, officers, representatives, advisers, agents or subcontractors to whom it discloses such information comply with condition 14.
4. Neither party shall use any such information for any purpose other than to perform its obligations under the contract.
15. Consultancy Services
1. Full details of Consultancy Services packages available to on our website.
2. Bespoke Consultancy Services are available by contacting us at email@example.com and the scope of work to be undertaken and fees shall be covered by way of a separate Consultancy Terms of Engagement.
16. Training and Courses
1. You will be sent a course confirmation one week before the training course start date.
2. In the event the provision of a training course needs to be cancelled or postponed by us your registration will be transferred to the next available course. There will be no refund where we must postpone. We shall use our best endeavours to advise you of any postponement or cancellation no later than two weeks before the course start date.
1. Prices for our goods, services and digital content are available on request. All prices quoted are in pounds sterling (£)(GBP) and include VAT at the applicable rate.
2. Prices for our goods, services and digital content may change at any time. Such changes will not affect existing orders.
1. All Going Green Academy digital content you buy from us must be paid for in advance. We will take payment before we send you your order confirmation email.
2. Payment for Academy courses can be paid with a fixed price monthly subscription, via direct debit or reoccurring card payments. Monthly subscriptions can be cancelled at any time without obligation. Annual subscriptions are available, at a discounted rate. Annual subscriptions are charged at the rate of 10 months for the price of 12 and can be cancelled at the end of the 12 month contract.
3. When you are buying services from us, we will send you an order confirmation email. Your invoice will be sent to the email address you provided when you placed your order.
4. Credit terms may be offered to you for certain services. It is entirely in our sole discretion as to whether an application for a credit account is approved and accepted. We may set and vary credit limits and payment terms from time to time and withhold all further supplies without liability to you if you exceed such credit limit or payment terms.
19. Faulty goods, services or digital content
1. We warrant that any goods you purchase will, for three months from the date of delivery:
1. conform in all material respects to their descriptions on the site.
2. be free from material defects in design, material and workmanship; and
3. be of satisfactory quality within the meaning of the Sale of Goods Act 1979.
2. We warrant that any services you purchase will:
1. be performed with reasonable care and skill within the meaning of section 13 of the Sale of Goods and Services Act 1982; and
2. be free from material defects at the time the services are completed.
3. We warrant that any digital content you purchase will conform in all material respects with its description on the site for 60 days from the date the digital content is first made available for download (Digital Content Warranty Period).
4. Except as set out in this clause 20, we give no warranties and make no representations about the goods, services or digital content, and all warranties and conditions (including the conditions implied by sections 13–15 of the Sale of Goods Act 1979 and sections 12–16 of the Supply of Goods and Services Act 1982, and any implied terms relating to the ability to achieve a particular result), whether express or implied by statute, common law or otherwise are excluded to the extent permitted by law.
20. Events beyond our control
1. For the purposes of this clause, Force Majeure means any event or sequence of events beyond a party’s reasonable control and that could not have been reasonably anticipated or avoided and which prevents it from, or delays it in, performing its obligations under this Agreement including, but not limited to, (a) an act of God, fire, flood, drought, earthquake, windstorm or other natural disaster; (b) an act of any sovereign including war (or threat of, or preparation for war), armed conflict (or threat of, or preparation for, armed conflict), invasion, act of foreign enemies, hostilities (whether war be declared or not), rebellion, revolution, insurrection, military or usurped power or confiscation; (c) acts of terrorism, civil war, civil commotion or riot (or the threat of, or preparation for, acts of terrorism, civil war, civil commotion or riot); (d) civil emergency (whether an emergency be declared or not); (e) fire or explosion (other than, in each case, one caused by breach of contract by, or with the assistance of, the party seeking to rely on it as a force majeure event or by a member of the same group as such party), (f) adverse weather conditions; (g) nationalisation, requisition, destruction or damage to property by or under the order of any government or public or local authority; (h) embargo, blockade, imposition of sanctions or breaking off of diplomatic relations or similar actions; (i) radioactive, nuclear, chemical or biological contamination or sonic boom, pressure waves caused by aircraft travelling at sonic or supersonic speeds; (j) law, or governmental order, rule, regulation or direction, judgment, order or decree; (k) epidemic or pandemic; (l) labour dispute including, but not limited to, strikes, industrial action, lockouts or boycott of a third party workforce only; (m) interruption or failure of utility service including to electric power, gas, water, internet or telephone service; (n) loss at sea; (o) collapse of building structures; (p) failure of the transportation of any personnel, equipment, machinery supply or material required by a party for performance of the agreement; (q) failure of plant machinery, machinery, computers or vehicles; (r) non-performance by suppliers or sub-contractors; (s) malicious or negligent damage or other act (other than, in each case, by the party seeking to rely on it as a force majeure event or by a member of the same group as such party); (t) any action taken by a government or public authority, including, but not limited to, a failure to grant a necessary licence or consent or the imposition of an export restriction, import restriction, quota or other restriction or prohibition; (u) accidental damage or other act; (v) cyber-attack, incident or intrusion, but not including, without limitation, an inability to pay, a shortage of raw materials, an increase in the price of raw materials, over-commitment, market circumstances or other circumstances that may make these terms unattractive to a party
2. We are not liable to you if we fail to comply with these terms because of circumstances beyond our reasonable control. A party shall not be liable if delayed in or prevented from performing its obligations under this Agreement due to Force Majeure if it:
1. promptly notifies the other of the Force Majeure event and its expected duration; and
2. uses reasonable endeavours to minimise the effects of that event.
3. If, due to Force Majeure, a party:
1. is or is likely to be unable to perform a material obligation; or
2. is or is likely to be delayed in or prevented from performing its obligations for a continuous period of more than 90 Business Days,
either party may terminate this Agreement on not less than four weeks’ written notice.
21. Our liability to business customers
1. Subject to the below, our liability under or in connection with these terms (regardless of whether such liability arises in tort, contract or in any other way and whether caused by negligence or misrepresentation) will not exceed the amount
2. We will not be liable to you under or in connection with these terms (regardless of whether such liability arises in tort, contract or in any other way and whether caused by negligence or misrepresentation) for 1 million (£)
1. consequential, indirect, or special losses; or
2. any of the following (whether direct or indirect):
(a) loss of profit.
(b) loss or corruption of data.
(c) loss or corruption of software or systems.
(d) loss or damage to equipment.
(e) loss of use.
(f) loss of opportunity.
(g) loss of savings, discount or rebate (whether actual or anticipated); or
(h) harm to reputation or loss of goodwill.
3. Nothing in these terms will limit or exclude our liability for:
1. death or personal injury caused by negligence.
2. fraud or fraudulent misrepresentation; or
3. any other losses which cannot be excluded or limited by law.
22. Cap on liability
1. Our total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the provision and use of the goods and or services provided under the terms shall be limited to:
1. In respect of services: the total fees paid for the services during the 12 months immediately preceding the date on which the claim arose. For incidents occurring in the first 12 months of the contract, an amount equal to the paid and projected fees for that period; and
2. In respect of goods: the total fees paid for the goods.
23. Your information
24. No third-party rights
1. No one other than us or you have any right to enforce any of these terms.
1. If you are unhappy with us or the goods, services or digital content we have provided to you, please contact us at firstname.lastname@example.org
26. Governing law and jurisdiction
1. Business customer, these terms and any dispute or claim arising out of, or in connection with, the terms, their subject matter or formation (including non-contractual disputes or claims) will be governed by, and construed by, the laws of England and Wales. You and we both irrevocably agree that the courts of England and Wales will have exclusive jurisdiction to settle any dispute or claim arising out of, or in connection with, these terms, their subject matter or formation (including non-contractual disputes or claims).
27. General terms
1. You are not allowed to transfer your rights under these terms to anyone without our prior written consent. We may transfer our rights under these terms to another business without your consent, but we will notify you of the transfer and make sure that your rights are not adversely affected as a result.
2. If any provision of these terms (or part of any provision) is or becomes illegal, invalid or unenforceable, the legality, validity and enforceability of any other provision of these terms will not be affected.
3. If you breach these terms and we take no action, we will still be entitled to use our rights and remedies in any other situation where you breach these terms.
4. If you are a business customer, any variation to these terms will not be binding unless expressly agreed in writing between you and us.
5. Business customers, you and we both agree that these terms constitute the entire agreement between you and us about your order. You acknowledge that you have not entered these terms in reliance on any representation or warranty that is not expressly set out in these terms and that you will have no claim for innocent or negligent misrepresentation based on any statement in these terms.