Terms & Conditions

1. INTRODUCTION

These terms and conditions (“Terms and Conditions”) set out the agreement between Solve Legal Limited, with its registered office at Suite 3, Wright House, 67 High Street, Tarporley, Cheshire CW6 0DP and registered number 8855174 (“”We”, “Our”, “Us”) and you (“You”, “Your”) regarding Your use of the facility at www.editorassist.co.uk (“Website”) and the editorial assistance service (“Service”) provided by Us.

2. ACCEPTANCE AND CHANGES

By clicking the “Submit” button when You submit Your registration form, You agree to these Terms and Conditions. You acknowledge and agree that We may at any time in Our discretion:

• modify or discontinue access to the Service; and/or
• change these Terms and Conditions, by uploading a revised version on the Website, following which Your continued use of the Website and/or the Service constitutes Your acceptance of the revised version of the Terms and Conditions.

You are advised to visit the Website regularly and review the latest version of these Terms and Conditions. These Terms and Conditions were last updated on 15/08/2016. We will also email You the current version of the Terms and Conditions each time that We email You with the editorial pack (“Editorial Pack”).

3. EDITOR ASSIST SERVICE

The Service is intended for You to use as the basis for updating existing and prospective clients. The content included in the Editorial Pack can simply be downloaded by You and incorporated into web pages, emails or print-outs. However, You cannot resell or redistribute the Editorial Pack in any way or resell any element of the Editorial Pack.

The Editorial Pack will generally include:
• up to five topical consumer pre-written articles of approximately 500 words including the following subjects: wills, LPAs, trusts, probate, wills storage, digital wills, regulatory changes, inheritance tax, property prices, executors and disputed wills; conveyancing, property, real estate, moving home.
• quarterly emailshot / newsletter;
• ad hoc news articles; and
• ad hoc market research and marketing tips.

The Editorial Pack will be sent to subscribers via an email attachment. We will endeavour to issue an Editorial Pack on a monthly basis at the beginning of each month, the date of which will vary from month to month.

All subscribers will receive the same Editorial Pack therefore third parties to whom You send content from the Editorial Pack may receive the same content from other subscribers. Similarly, internet providers could potentially penalise You if they see that two or more companies have posted the same blog or article. Therefore We encourage You to adapt and add to the content to individualise it.

We welcome Your requests for specific types of content or topic to form part of the Editorial Pack, however We cannot promise to be able to do so.

4. YOUR USE OF THE WEBSITE AND SERVICE

Registration

In order to use the Service You must register in the ‘Pricing section of the Website or with Our partner, Chargify LLC. You will be asked to submit certain information about You and a key contact within Your organisation. By clicking on the ‘Place My Order’ button to submit Your registration form You accept these Terms and Conditions.

After You have registered and set up Your direct debit, We will conduct some checks on You. We may reject your registration and if so We will return your initial payment to You and cancel your subscription.

Fees and payment

In order to use the Service You must make an initial payment and set up an automated billing subscription. You will be automatically directed to the automated card payment page of the Website right after You submit the registration form. You can make a request to Us to change Your monthly payment date and We will try to do so.

You can select an annual subscription to the Service which will automatically expire on the anniversary of Your registration. You can select to pay the annual subscription on a monthly or quarterly basis and the charges will be set out on the order form. An annual subscription cannot be cancelled.

If You do not select an annual subscription, You can purchase an individual Editorial Pack, which will be the first Editorial Pack to be issued following your registration.

Without prejudice to any other right that We may have, We reserve the right to cease making the Service available to You and to cancel and/or suspend Your subscription if We do not receive full payment of Our charges when due.

Conditions of use of the Service

You are responsible for bringing these Terms and Conditions to the attention of any of Your employees, members, directors and/or consultants who use the Service (“Users”) and require them to use the Website and the Service in accordance with the Terms and Conditions at all times. For the avoidance of doubt, You remain fully responsible for the use of the Service by Your Users.

5. RESTRICTIONS ON YOUR USE OF THE SERVICE

You hereby agree not to:
• use the Website, the Editorial Pack and the Service or access to them for any fraudulent or otherwise unlawful purpose or in breach of these Terms and Conditions;
• use the Service or access to it to impersonate any person or entity, falsely state or otherwise misrepresent Your affiliation with any person or entity, or express or imply that We endorse any statement that You make;
• interfere with or disrupt the operation of the Website and/or the Service;
• transmit or otherwise make available in connection with the Website and/or the Service or access to them any form of malware including without limitation any virus, worm, Trojan horse, time bomb, spyware, or other computer code, file, or program that is harmful or invasive or may or is intended to damage or hijack the operation of, or to monitor the use of, any website, service, hardware, software, or equipment;
• restrict or inhibit Our ability or the ability of any other person to access or use the Website and/or the Service;
• use or access the Service for any commercial purposes other than solely for the purposes and in the way identified in these Terms and Conditions;
• display, circulate, publish, retransmit, redistribute, reproduce, duplicate, copy, sell, resell or otherwise exploit, or provide any kind of access to all or any part of the Service and/or any Editorial Pack outside Your Users by any means or medium now or hereafter created;
• modify, adapt or translate any portion of the Website, the Service and/or the Editorial Pack other than solely for the purposes and in the way identified in clause 3 of these Terms and Conditions;
• remove, obscure or modify any copyright, trade mark, or other proprietary rights notice from the Website or the Editorial Pack other than for the purposes and in the way identified in these Terms and Conditions; and/or
• use any robot, spider, search/retrieval application or other manual or automatic device to retrieve, index, “scrape”, “data mine” or in any way gather or reproduce the Website or the Service or the Editorial Pack or circumvent the navigational structure or presentation of the Website and the Service.

6. CONFIDENTIALITY

You will not, during or at any time after the termination of these Terms and Conditions disclose to any person whatsoever any information relating to Our business or make use of the same in any manner which may be prejudicial to Us, except if You are required to disclose such information by law or by any court of competent authority (in which case You will, to the extent possible, notify Us before disclosing such information). We may request that You supply feedback on the Service. If You do so, You agree that We may publish such feedback, in edited or unedited form, in any media, including, without limitation, on the Website.

7. PRIVACY

To the extent that We process any personal information about Your employees or representatives (such as the name and contact details of Your key contact or other Users) We will process it in accordance with Our Privacy Policy.

8. INTELLECTUAL PROPERTY

You acknowledge and agree that We exclusively own or have been licensed by third parties to use all rights (including, but not limited to, intellectual property rights), title and interest in the Website, the Editorial Pack and the Service. Nothing contained in these Terms and Conditions conveys to You any right, title or interest in or to the Website, the Editorial Pack or the Service.

9. NO WARRANTIES

We will provide the Service with reasonable skill and care. We will endeavour to keep the Website and the Editorial Pack complete, accurate and up to date. However, You acknowledge and agree that errors may occur and circumstances may change and that, therefore, the information available on the Website and/or the Editorial Pack may not always be complete, accurate and up to date.

You acknowledge and agree that except as expressly stated in these Terms and Conditions, all warranties, conditions and terms, whether express or implied by statute, common law or otherwise are hereby excluded to the extent permitted by law. Without limiting the effect of the foregoing, You acknowledge and agree that:
• the Editorial Pack, the Service and the Website and access to them are provided “as is”, with no guarantees of completeness, availability, accuracy or timeliness; and
• We do not warrant that the information in the Editorial Pack is accurate, complete, reliable, secure, useful, fit for purpose or timely.

10. LIMITATION OF LIABILITY

You acknowledge and agree that We will not be liable to You for any direct financial loss, loss of profit, revenue, time, anticipated savings or profit or revenue, goodwill or reputation or opportunity, data, use, business, wasted expenditure, business interruption, loss arising from or in connection with the use of the Service or inability to use the Service or a failure, suspension or withdrawal of all or part of the Service at any time or damage to physical property or for any other similar direct loss that may arise in relation to these Terms and Conditions, whether or not We were advised in advance of the possibility of such loss or damage. You acknowledge and agree that We will not be liable to You for any indirect financial loss, loss of profit, revenue, time, anticipated savings or profit or revenue, goodwill or reputation or opportunity, data, use, business, loss arising from in connection with the use of the Service or inability to use the Service, suspension or withdrawal of all or part of the Service at any time or damage to physical property or for any other indirect or consequential loss or damage that may arise in relation to these Terms and Conditions, whether or not We were advised in advance of the possibility of such loss or damage. Subject to the provisions of this clause 10, Our total aggregate liability of to You arising under or in connection with these Terms and Conditions or any breach or non-performance of them no matter how fundamental (including by reason of Our negligence) in contract, tort or otherwise shall not exceed the charges actually paid by You to Us in respect of Your subscription or purchase of the Editorial Pack. Notwithstanding any contrary provision in these Terms and Conditions, neither party limits or excludes its liability in respect of death or personal injury caused by its negligence; any fraud; and/or any other statutory or other liability which cannot be excluded under applicable law.

11. INDEMNITY

You agree to compensate and indemnify Us fully for any losses, claims or legal action incurred by Us, or made or threatened against Us by someone else, because You have breached these Terms and Conditions or because of Your use of the Service. We will inform You as soon as reasonably practicable if We become aware of such losses, claims or legal action.

12. TERM AND TERMINATION

We may suspend and/or terminate the Service to You pursuant to clause 2, clause 4 and immediately on notice to You, upon the termination of any agreement upon which the provision of the Service depends in whole or in part, if You breach these Terms and Conditions, or cease to trade or dispose of Your business or threaten to do so or if an application is made for Your dissolution or You are dissolved or if You begin, are party to, consent to, or are otherwise subject to, proceedings under the law relating to bankruptcy, distress, receivership, administration, insolvency or the relief of creditors or You enter into arrangements benefiting Your creditors.

On termination of these Terms and Conditions or the expiry of Your subscription:
• You will immediately cease access to and use of the Website and Service. Any use of the Service by You after termination of these Terms and Conditions is improper and will infringe Our rights. However, if You nonetheless access or use the Service after termination of these Terms and Conditions, such use or access will be subject to all restrictions, limitations and obligations applicable to users of the Service who are authorized to access and use it, in accordance with the current version of the Terms and Conditions then in effect as to such users;
• the following clauses of these Terms and Conditions will continue in full force and effect: 1, 5, 6, 7, 8, 9, 10, 11, 12 and 13.

13. GENERAL

You acknowledge and agree that We may provide assistance and information to law enforcement, governmental agencies and other similar authorities if We are required or allowed to do so by law.
Neither party shall be liable for delay in performing or failure to perform obligations if the delay or failure results from events or circumstances outside its reasonable control, including, without limitation, war or national emergency, accident, fire or riot, and such delay or failure shall not constitute a breach of these Terms and Conditions.

We may assign these Terms and Conditions on written notice to You. You may not assign these Terms and Conditions without Our prior written permission.

Our failure at any time or for any period to enforce any right under these Terms and Conditions shall not constitute a waiver of such right at any time thereafter.

If any provision of these Terms and Conditions is held to be void, invalid, unenforceable or illegal by a proper legal authority, the validity and enforceability of the other provisions shall not be affected.

These Terms and Conditions represent the entire agreement between Us and You regarding access to and use of the Website and the Service.

Nothing in these Terms and Conditions is intended to confer, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise, any rights, remedies or benefits upon any person other than Us and You.

These Terms and Conditions will be governed by and constructed in accordance with English Law and the parties submit to the exclusive jurisdiction of the English courts in relation to any dispute arising under these Terms and Conditions.