Terms and Conditions
1. These terms
1.1 What these terms cover. These are the terms and conditions on which we supply products to you, as updated from time to time. The most up to date version of these terms will be available on our website, apl-hud.com.
1.2 Why you should read them. Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these terms, please contact us to discuss.
2. Information about us and how to contact us
2.1 Who we are. We are University of Huddersfield Enterprises Limited. Our address is Queensgate, Huddersfield, HD1 3DH. Our registered VAT number is 516 3101 90.
2.2 How to contact us. You can contact us by emailing support@apl-hud.com.
2.3 How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
2.4 “Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.
3. Our contract with you
3.1 How we will accept your order. Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.
3.2 If we cannot accept your order. If we are unable to fulfil your order, we will inform you of this and will refund you for the product. This might be because, for example, we have identified an error in the price or description of the product.
3.3 Your order number. We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.
4. Our rights to make changes
4.1 Minor changes to the products. We may change the product:
4.1.1 to reflect changes in relevant laws and regulatory requirements; and
4.1.2 to implement minor technical adjustments and improvements, for example to address a security threat. These changes will not affect your use of the product.
4.1.2 More significant changes to the products and these terms. From time to time we may update the product to improve functionality and/or security and we recommend you ensure you are always using the latest version.
5. Providing the products
5.1 The product is a one-off purchase of digital content. We will make the digital content available for download by you as soon as we accept your order. You will receive an email, to the email address provided when ordering, which will contain a download link and further access instructions. If you do not receive this email within 24 hours or think you may have typed in an incorrect email address, please contact us using the details within clause 2.
5.2 We are not responsible for delays outside our control. If our supply of the products is delayed by an event outside our control 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. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any products you have paid for but not received.
5.3 Reasons we may suspend the supply of products to you. We may have to suspend the supply of a product to:
5.3.1 deal with technical problems or make minor technical changes;
5.3.2 update the product to reflect changes in relevant laws and regulatory requirements;
5.3.3 make changes to the product as notified by us to you (see clause 4).
5.4 We do not warrant that the use of the product will be uninterrupted or error-free and we exclude all liability for third party failures, including but not limited to i-lok, IT and internet service provider failures.
5.5 You accept responsibility for the selection of the product to achieve its intended results and acknowledge that the product has not been developed to meet your individual requirements.
5.6 You acknowledge that any software programs which are licensed under any form of open-source licence meeting the Open Source Initiative’s open source definition from time to time, that we provide is provided “as is” and expressly subject to the disclaimer in clause 5.7.
5.7 All other conditions, warranties or other terms which might have effect between the parties or be implied or incorporated into these terms or any collateral contract, whether by statute, common law or otherwise, are hereby excluded, including the implied conditions, warranties or other terms as to satisfactory quality, fitness for purpose or the use of reasonable skill and care.
5.8 We reserve the right to withdraw the product at any time, for any reason.
6. Your Warranty and Indemnification Obligations.
6.1 Warranty. You must have all necessary licences and permissions to use and share your content. “Content” means any text, information, communication or material, such as audio files, video files, electronic documents or images, that you upload, import into, embed for use by, or create using the product.
6.2 Indemnification. You will indemnify us from any claim(s), demand(s), loss(es) or damage(s), including reasonable solicitors’ fees, arising out of, or related to your content, including, your use of the product (as applicable). We have the right to control the defence of any case subject to indemnification by you with counsel of our own choosing. You will fully cooperate with us in the defence of any case brought against us as a result of breach of this warranty.
7. Your rights to end the contract
7.1.1 If what you have bought is faulty or mis-described on our website you may have a legal right to end the contract (or to get the product replaced or to get some or all of your money back), see clause 10;
7.1.2 If you have just changed your mind about the product, see clause 8.3. You may be able to get a refund if you are within the cooling-off period and have not activated the product licence;
7.1.3 In all other cases (if we are not at fault and there is no right to change your mind), see clause 5.
7.2 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 subclauses 7.2.1 – 7.2.4, below the contract will end immediately and we will refund you in full for any products which have not been provided and you may also be entitled to compensation. The reasons are:
7.2.1 we have told you about an error in the price or description of the product you have ordered and you do not wish to proceed;
7.2.2 there is a risk that supply of the products may be significantly delayed because of events outside our control;
7.2.3 we have suspended supply of the products for technical reasons, as described in clause 10; or
7.2.4 you have a legal right to end the contract because of something we have done wrong.
7.3 Exercising your right to change your mind (Consumer Contracts Regulations 2013). For most products bought online you have a legal right to change your mind within 14 days and receive a refund. These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in these terms. You do not have a right to change your mind in respect of digital products you have purchased, after you have started to download these and/or have activated the product licence.
7.4 How long do I have to change my mind?In general, where you have a right to cancel, you have 14 days from the date of delivery (in the case of goods delivered to you) or 14 days from the date of order in any other case. However, if the services have been completed, or your goods are digital downloads and you have already accessed them, then your right to cancel the contract automatically expires.
8. How to end the contract with us
8.1.1 Tell us you want to end the contract. To end the contract with us, please let us know by emailing us using the details given in clause 2. Please provide your name, home address, details of the order, order number, your phone number and email address.
8.2 Ceasing use of the products after ending the contract. If you end the contract before activating the product licence, you will no longer be entitled to use the product.
8.3 How we will refund you for cancellations before the product licence is activated. Provided that you cancel the contract within 14 days of purchase and have not activated the licence, we will refund you the price you paid for the product, by the method you used for payment.
8.4 When your refund will be made. We will make any refunds due to you as soon as possible. If you are exercising your right to change your mind then:
8.4.1 If the products are goods your refund will be made within 14 days from the day on which we receive the product back from you or, if earlier, the day on which you provide us with evidence that you have sent the product back to us. For information about how to return a product to us, see clause 8.2, above; or
8.4.2 In all other cases, your refund will be made within 14 days of your telling us you have changed your mind.
9. Our rights to end the contract
9.1 We may end the contract if you break it. We may end the contract and terminate your use of the product licence for a product at any time by writing to you if:
9.1.1 you do not make any payment to us when it is due and you still do not make payment within 14 days of us reminding you that payment is due;
9.1.2 you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the products; or
9.1.3 you do not, within a reasonable time, allow us to deliver the products to you.
9.1.4 we reasonably believe you are using the product other than in accordance with any accompanying terms, including any End User Licence Agreement (EULA).
9.2 You must compensate us if you break the contract. If we end the contract in the situations set out in clause 9.1 we will refund any money you have paid in advance for products we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract.
If there is a problem with the product
10.1 How to tell us about problems. If you have any questions or complaints about the product, please contact us using the details given in clause 2.
Price and payment
11.1 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 when you placed your order. We take all reasonable care to ensure that the price of the product advised to you is correct. However please see clause 3 for what happens if we discover an error in the price of the product you order.
11.2 What happens if we got the price wrong. It is always possible that, despite our best efforts, products may from time to time, be incorrectly priced. We will normally check prices before accepting your order so that, where the product’s correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the product’s correct price at your order date is higher than the price stated to you, we will contact you for your instructions before we accept your order. If we accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may end the contract, refund you any sums you have paid and require that you cease to use the product.
11.3 When you must pay and how you must pay. We accept payment via credit or debit card using the online ordering system and you will be asked to provide payment details as part of your order. Will we take payment from you once we have accepted your order, in accordance with the terms of your order.
11.4 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 lending rate of Barclays Bank from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
11.5 What to do if you think an invoice is wrong. If you think an invoice is wrong please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
Our responsibility for loss or damage suffered by you
12.1 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 or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the products including the right to receive products which are: as described and match information we provided to you and any sample or model seen or examined by you; of satisfactory quality; fit for any particular purpose made known to us; and supplied with reasonable skill and care; and for defective products under the Consumer Protection Act 1987 (if applicable).
12.2 If defective digital content which we have supplied damages a device or digital content belonging to you, we will not be liable for any such losses, including damage which you could have avoided by following our advice to apply an update offered to you or for damage which was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us
12.3 We shall not in any circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with these terms for:
(a) loss of profits, sales, business, or revenue;
(b) business interruption;
(c) loss of anticipated savings;
(d) wasted expenditure;
(e) loss or corruption of data or information;
(f) loss of business opportunity, goodwill or reputation;
where any of the losses set out in clauses 12.3(a) to 12.3(f) are direct or indirect; or
(g) any special, indirect or consequential loss, damage, charges or expenses.
12.4 Other than the losses set out in clause 3 (for which we are not liable), our maximum aggregate liability under or in connection with these terms whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to the value of your purchase to which these terms apply. This maximum cap does not apply to clause 12.5.
12.5 Nothing in this Licence shall limit or exclude our liability for:
(a) death or personal injury resulting from our negligence;
(b) fraud or fraudulent misrepresentation;
(c) any other liability that cannot be excluded or limited by English law.
How we may use your personal information
13.1 How we may use your personal information. We will only use your personal information as set out in our Privacy Notice (https://apl-hud.com/privacy-policy/)
Other important terms
14.1 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation.
14.2 You need our consent to transfer your rights to someone else (except that you can always transfer our guarantee). You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
14.3 Nobody else has any rights under this contract (except someone you pass your guarantee on to). This contract is between you and us. No other person shall have any rights to enforce any of its terms.
14.4 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
14.5 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 this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.
14.6 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts.
