Booking Terms

Our Courses and Course Materials are for domestic and private use. They cannot be used for any commercial, business or re-sale purposes. As such, our Courses and Course Materials are not available to employees of law firms.

  1. DEFINITIONS

1.1 When the following words with capital letters are used in these Terms, this is what they will mean:

(a) Contract: comprises of these Terms, your Registration Form and Our confirmation of receipt of your Registration Form;

(b) Course Materials: the course materials that We are selling to you as set out in your Registration Form;

(c) Course(s): the courses that We are providing to you as set out in your Registration Form or as purchased by you and supplied to you online through our website;

(d) Delegate(s): the individual(s) listed as delegates on your Registration Form, being those individuals who will receive the Course Materials or attend the Course(s) which may not include employees of law firms;

(e) Event Outside Our Control: is defined in Clause 11.2;

(f) Registration Form: your completed registration form for the Course Materials and/or Courses whether in hard copy or electronic format;

(g) Terms: the terms and conditions set out below; and

(h) We/Our/Us: Cleveland & Co Associates Limited, a company incorporated in England and Wales under company registration number 07871988, with its registered office at 79 Weston Street, London, SE1 3RS, United Kingdom.

1.2 When We use the words “writing” or “written” in these Terms, this will include e-mail unless We say otherwise.

  1. OUR CONTRACT WITH YOU

2.1 These are the terms and conditions on which We supply Course Materials and/or Courses to you.

2.2 Please ensure that you read these Terms carefully, and check that the details on your Registration Form and in these Terms are complete and accurate, before you sign and submit the Registration Form and pay for the Courses. If you think that there is a mistake, please contact Us to discuss. We will confirm any changes in writing to avoid any confusion between you and Us.

2.3 When you sign and submit your Registration Form to Us, and have made full payment for the Course Materials and/or Courses selected in your Registration Form, We will within reasonable time send you confirmation of receipt of your Registration Form in writing. These Terms will become binding on you and Us once We send you confirmation of receipt of your Registration Form in writing, at which point the Contract will come into existence between you and Us. Therefore, no contract will come into existence between you and Us unless We have sent you written confirmation of receipt. If you have not received confirmation of receipt of your Registration Form prior to the date of your Course please contact Us on admin@cleveland-co.com.

2.4 If you completed, signed and submitted the Registration Form for and on behalf of any other person, you represent that you are a duly authorised agent of such person.

2.5 We reserve the right, in our sole and absolute discretion and without the need to give reason, to refuse to accept a Registration Form. In such circumstances no contract will arise and We will return any payment accompanying your Registration Form to you.

2.6 If any of these Terms conflict with any term of the Registration Form, the Registration Form will take priority.

  1. COPYRIGHT

3.1 We will own the copyright, design right and all other intellectual property rights in the Course Materials and Courses. The Course Materials and Courses are protected by copyright laws and treaties around the world. All such rights are reserved.

3.2 You may use the Course Materials and information obtained during the Courses for your personal reference.

3.3 You will not copy, modify, reproduce or use for any commercial purpose the Course Materials or information obtained during a Course.

3.4 Our status (and that of any identified contributors) as the authors of the Course Materials and information obtained during the Courses must always be acknowledged.

3.5 If you use the Course Materials and/or any information obtained during the Courses in breach of these Terms, your right to use Our Course Materials and information obtained during the Courses will cease immediately and you must, at Our option, return or destroy the Course Materials and/or information obtained during the Courses.

3.6 This Clause 3 shall survive termination of any Contract and the completion of any Courses and/or delivery of any Course Materials.

  1. PRICE AND PAYMENT

4.1 The price of the Course Materials and/or the Courses will be set out in Our price list in force at the time We confirm your Registration Form. Our prices may change at any time, but price changes will not affect Registration Forms that We have confirmed with you.

4.2 These prices include VAT. However, if the rate of VAT changes between the date of the Registration Form and the date of delivery or performance, We will adjust the rate of VAT that you pay, unless you have already paid for the Courses in full before the change in the rate of VAT takes effect.

4.3 Full payment of the fees for the Course Materials and/or Courses as set out in your Registration Form must be made upon submission of your Registration Form to Us. Please contact Us on admin@cleveland-co.com if you would like a VAT invoice sent to your accounts department.

4.4 The prices for the Course Materials exclude delivery costs, which will be added to the total amount due. Please contact Us on admin@cleveland-co.com for postage costs to your delivery address.

4.5 Payment may be made by cheque payable to Cleveland & Co Associates Limited or bank transfer. If you wish to pay by bank transfer please call Us on 07963 878756 prior to submitting your Registration Form. Payment for online Courses may also be made by debit and credit cards, from our approved payment service providers, which will be debited on or after the day you make an order for a Course. Credit card details are collected over a secure link and an authorised amount verification is taken immediately. Access to the Courses will be provided once the funds have cleared into our account.

  1. CHANGES TO TERMS OR REGISTRATION FORM

5.1 We may revise these Terms from time to time without notice to You. You will be subject to the Terms in force at the time that you submit your Registration Form to Us, unless any change to the Terms is required by law, government or regulatory authority, in which case the revised Terms shall apply to You.

5.2 There may be instances where the Delegate registered for a Course (excluding our online Courses) is no longer able to attend the Course or would like someone to attend on their behalf. As such, you may notify Us in writing to admin@cleveland-co.com of a substitute Delegate at any stage, without charge.

5.3 Excluding our online Courses, should you wish to change the date of your Course or switch between Courses you may contact Us in writing at admin@cleveland-co.com. Whilst We will endeavour to accommodate such requests, We reserve the right, in Our sole and absolute discretion and without the need to give reason, to refuse to accept such change of date of your Course or switch between Courses. Where We are able to accommodate such requests you will be subject to an administration fee of £185 (including VAT) per Delegate. You acknowledge and agree that it is reasonable for such charges to arise given the requirement for Us to make preparations and payments for Courses substantially in advance of the commencement of the Courses.

5.4 You will not be able to change the Delegate, date or switch between Courses when you purchase an online Course.

5.5 Before you submit a Registration Form to Us, We reserve the right, in Our sole and absolute discretion and without the need to give reason, to amend any of the prices of Our Courses or Course Materials described on Our website, brochures, Registration Form or any other marketing materials (whether in electronic or hard copy form).

5.6 We reserve the right, in Our sole and absolute discretion and without the need to give reason, to change the dates and times of any Course you may have registered to attend in your Registration Form. In such circumstances We will contact you to arrange a new date and/or time. If We are not able to make new arrangements for you We will cancel your booking and you will have the option of booking an alternative Course with Us or receiving a full refund of monies paid to Us. We will not be liable to pay any compensation or incidental costs or expenses that you may incur as a result of such cancellation or for any other loss or damage howsoever caused arising out of such cancellation.

  1. CHANGES TO CONTENT OF COURSES AND COURSE MATERIALS

6.1 We seek to keep Our Courses and Course Materials up to date with the latest up to date market practices and information. As such, We reserve the right, in Our sole and absolute discretion and without the need to give reason, to amend and change any of the content of the Courses and Course Materials at any time.

  1. DELIVERY OF COURSE MATERIALS

7.1 Please note that timescales for delivery and delivery charges will vary depending on the availability of the Course Materials and your address. Occasionally Our delivery to you may be affected by an Event Outside Our Control. See Clause 11 for Our responsibilities when this happens.

7.2 We will notify you in writing when the Course Materials have been dispatched to the address specified in the Registration Form. If you do not receive the Course Materials within 14 calendar days of this notification please contact Us at admin@cleveland-co.com. Unless you contact Us, We will be entitled to assume that the Course Materials have been delivered to you from 30 calendar days after this notification, and therefore, your order in the Registration form you submitted to Us will be complete from such date and We will have no further obligations to you.

7.3 Course Materials that you need for our Courses will either be provided to you on the day you attend the Course, or made available to you online for our online Courses.

7.4 You own the Course Materials once We have received payment in full and the Course Materials will be your responsibility once delivered to you. However, you must still comply with Clause 3 of these Terms in your use of the Course Materials once you own them.

  1. GOODWILL GUARANTEE OF COURSE MATERIALS

8.1 If you are unhappy with the Course Materials for any reason, you may return them to Us at your own cost within 14 calendar days of receipt if you send Us the proof of purchase. We will refund you the price you paid for the Course Materials. We will not refund the postage costs you paid to Us to send the Course Materials to you.

8.2 This guarantee is in addition to your legal rights in relation to the Course Materials that are faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

  1. PROVIDING COURSES

9.1 We will supply the Course(s) to you using reasonable care and skill on the dates and during the times set out in your submitted Registration Form.

9.2 Subject to Clauses 13 (Our rights to cancel) and 11 (Events Outside Our Control), We will use Our reasonable endeavours to provide the Courses advertised.

9.3 We will make every effort to complete the Courses on time. However, there may be delays due to an Event Outside Our Control. See Clause 11 for Our responsibilities when an Event Outside Our Control happens.

9.4 We may appoint independent sub-contractors to run or assist on Our Courses or use third parties to arrange or supply certain aspects of Our Courses. You agree that Our obligation to you is to use reasonable care in selecting competent, independent sub-contractors and third party suppliers to provide reasonable services related to the Courses. You agree that We are not responsible for the actions or omissions of such sub-contractors or third party suppliers.

9.5 Each Course is subject to a minimum number of attendees for its operation and is subject to cancellation at short notice if there is an insufficient number of attendees. If a Course is cancelled because of an insufficient number of attendees, you will have the option of booking an alternative Courses with Us or receiving a full refund of monies paid to Us. We will not be liable to pay any compensation or incidental costs or expenses that you may incur as a result of such cancellation or for any other loss or damage howsoever caused arising out of such cancellation.

9.6 Each Course may be subject to a maximum number of attendees. Once the maximum number of attendees for a Course has been reached, no further Registration Forms will be accepted by Us. In such circumstances We may contact you to propose alternative dates for the Course or alternative Courses. If you select a different date or Course We will confirm any changes to your Registration Form in writing. Otherwise, no contract will arise and We will return any payment accompanying your Registration Form to you.

9.7 We may need certain information from you that is necessary for Us to provide the Courses. We will contact you in writing about this. If you do not, after being asked by Us, provide Us with this information, or you provide Us with incomplete or incorrect information, We may make an additional charge of a reasonable sum to cover any extra work that is required, or We may suspend the Courses by giving you written notice. We will not be liable for any delay or non-performance where you have not provided this information to Us after We have asked.

9.8 We may have to suspend the Courses if We have to deal with technical problems, or to make improvements agreed between you and Us in writing to the Courses. We will contact you to let you know in advance where this occurs, unless the problem is urgent or an emergency.

9.9 You will use all reasonable care in the use of, and/or attendance at, Our, Our sub-contractors, suppliers and third parties, property, equipment and venue during a Course and you will comply with all reasonable instructions from Our Course leaders and their assistants in relation to your use. We reserve the right to charge you for the cost of replacement or repair of items of property, equipment and/or venue lost or damaged by you during a Course. If any property, equipment and/or venue is damaged by you during a Course, We also reserve the right to charge you for the cost of reinstating the property, equipment and/or venue to the condition it was in before you damaged it.

9.10 You must conduct yourself in a reasonable manner at all times and maintain standards of conduct which are consistent with the aims of the Courses. If, in the sole opinion of the Course leader, your behaviour is deemed unsafe or unacceptable for whatever reason, you will, in the absolute discretion of Our Course leader be removed from the Course (and, if necessary, this may be against your will). Circumstances in which this may occur include, without limitation, your intoxication; use of non-prescription drugs; disorderly, abusive or dangerous behaviour; and intentional damage to property. In such circumstances, you will not be entitled to a refund of monies and We will not be liable to pay any compensation or incidental costs or expenses that you may incur as a result of such removal or for any other loss or damage howsoever caused arising out of your removal. You will, on demand, reimburse Us for Our reasonable costs of effecting your removal.

9.11 Where the Course has been purchased by you online, you will have access to the Course and the Course Materials for a week from the date of purchase, and will need to complete the Course in this time frame. We will not be responsible or liable for any loss or damage arising from your failure to complete the Course within the specified time frame, nor do we have any obligation to extent the time period. You acknowledge and agree that a week is a reasonable period of time to have access to any online Course, given our Courses can all be completed within a day.

  1. OUR LIABILITY TO YOU

10.1 If We fail to comply with these Terms, We are responsible for loss or damage you suffer that is a foreseeable result of Our negligence, but We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of Our breach or if they were contemplated by you and Us at the time We entered into this Contract.

10.2 We shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect, special, punitive or consequential loss arising out of or in connection with the provision of, or failure to provide, the Course Materials and/or a Course.

10.3 Our total liability to you in respect of all losses arising out of or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the price paid by you for the Course Materials and/or Courses as specified in your submitted Registration Form (as may have been amended from time to time in writing).

10.4 If We are providing Courses on your property, We will make good any damage to your property caused by Us in the course of providing such Courses. However, We are not responsible for the cost of repairing any pre-existing faults or damage to your property that We discover in the course of providing such Courses.

10.5 We only supply and provide the Course Materials and/or Courses for domestic and private use. You agree not to use the Course Materials and/or Courses for any commercial, business or re-sale purpose, and We have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

10.6 We do not exclude or limit in any way Our liability for:

(a) death or personal injury caused by Our negligence;

(b) Our fraud or fraudulent misrepresentation;

(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 and by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession);

(d) breach of the terms implied by sections 13, 14 and 15 of the Sale of Goods Act 1979 and sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 (description, satisfactory quality, fitness for purpose and samples); and

(e) defective products under the Consumer Protection Act 1987.

10.7 Except as set out in these Terms, all warranties, conditions and other terms implied by statue or common law are, to the fullest extent permitted by law, excluded from these Terms.

10.8 This Clause 10 shall survive termination of any Contract and the completion of any Courses.

  1. EVENTS OUTSIDE OUR CONTROL

11.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of Our obligations under these Terms that is caused by an Event Outside Our Control.

11.2 An Event Outside Our Control means any act, event, non-occurrence, omission or accident beyond Our reasonable control, including without limitation strikes, lock-outs, boycotts or other industrial action (whether involving Our workforce or any other party), civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, failure of public or private utility (including without limitation telecommunications networks, power, gas or water), malicious damage or sabotage, compliance with any law or governmental order, rule, regulation, sanction, embargo or direction, breakdown, cancellation or failure of machinery or transportation (including, without limitation railways, shipping, aircraft, motor transport or other means of public or private transport) and default of suppliers or subcontractors.

11.3 If an Event Outside Our Control takes place that affects the performance of Our obligations under these Terms:

(a) We will contact you as soon as reasonably possible to notify you; and

(b) Our obligations under these Terms will be suspended and the time for performance of Our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects Our delivery of Course Materials to you, We will arrange a new delivery with you after the Event Outside Our Control is over. Where the Event Outside Our Control affects Our performance of Courses to you or your access to the online Courses, We will restart the Courses or access to the Courses, as the case may be, as soon as reasonably possible after the Event Outside Our Control is over.

11.4 You may cancel the Contract if an Event Outside Our Control takes place and you no longer wish Us to provide the Course Materials and/or Courses. Please see your cancellation rights under Clause 12. We will only cancel the Contract if the Event Outside Our Control continues for longer than 30 calendar days in accordance with Our cancellation rights in Clause 12.

11.5 If the Event Outside Our Control prevents Us from commencing or completing a Course as planned e shall, without limiting our other rights or remedies, in the sole discretion of the Course leader either (i) seek an alternative means of meeting the Course objectives, provided the Course leader determines that it is reasonable and safe to do so (including, without limitation, achieving the objectives of the Course at a different location or on a different date and/or time); or (ii) suspend the Course to a different date and/or time.

  1. YOUR RIGHTS TO CANCEL AND APPLICABLE REFUND

12.1 Other than for tailor made Course Materials, purchases of Course Materials may only be cancelled by you by written notice to Us prior to Our notification to you that the Course Materials have been dispatched as explained in Clause 7.2 above. Any cancellation must be notified in writing by the person who signed the Registration Form to Us at admin@cleveland-co.com. We cannot accept cancellations by telephone. We will refund you the price you paid for the Course Materials. We will not refund the postage costs you paid to Us to send the Course Materials to you. Once the Course Materials have been dispatched you may return the Course Materials following the procedure set out in Clause 8.1.

12.2 Other than for tailor made Courses, Course bookings may only be cancelled by written notice to Us not less than 30 calendar days before the date of the Course or, where the Course has been purchased online, prior to you logging in and gaining access to the Course and the Course Materials. Any Course cancellation must be notified in writing by the person who signed the Registration Form to Us at admin@cleveland-co.com. We cannot accept cancellations by telephone. In these cases, the fee paid by you will be credited to you less an administration charge of £185 + VAT per Delegate booking that is cancelled.

12.3 If:

(a) you cancel a Course booking less than 30 calendar days before the date of the Course;

(b) the Delegate(s) fail to attend a Course; or

(c) the Delegate(s) leave a Course prior to its completion; or

(d) you cancel a Course purchased online after logging in an gaining access to the Course,

you will forfeit 100% of the fee paid by you per Delegate booking.

12.4 You acknowledge and agree that it is reasonable for such charges to arise under Clauses 12.1 and 12.3 given the requirement for Us to make preparations and payments for Courses substantially in advance of the commencement of the Courses.

12.5 Before We begin to provide the Course or before you log in to access the online Course, you have the right to cancel a Course because We are affected by an Event Outside Our Control as per Clause 11.4. As stated in Clause 11.5, if We have not commenced providing the Course and We are affected by an Event Outside Our Control will We contact you and propose alternative dates for the Course or alternative Courses. If no alternative is suitable you may cancel the Course by written notice to Us. Any Course cancellation must be notified in writing by the person who signed the Registration Form to Us at admin@cleveland-co.com. We cannot accept cancellations by telephone. In these cases, the total fee paid by you per Delegate booking cancelled will be credited to you.

12.6 Unfortunately, as tailor made Course Materials and/or Courses are made to your requirements, if you cancel your Registration Form at any time once made you will forfeit 100% of the fee paid by you per Delegate booking (but this will not affect your legal rights as a consumer in relation to tailor made Course Materials that are faulty or not as described). You acknowledge and agree that it is reasonable for such charges to arise given the requirement for Us to make preparations and payments for tailor made Course Materials and/or Courses substantially in advance of the commencement of the Courses.

  1. OUR RIGHTS TO CANCEL AND APPLICABLE REFUND

13.1 We reserve the right, in Our sole and absolute discretion, to cancel any purchase of Course Materials and/or a Course that has not commenced, including tailor made Course Materials and/or Courses, for any reason whatsoever at short notice (including, without limitation, the unavailability of stock, if the minimum number of attendees required for a Course is not fulfilled or for reasons of an Event Outside Our Control). In these unusual circumstances, all monies paid to Us will be repaid to you in full.

13.2 A Course, including a tailor made Course, that has commenced may also be cancelled by Us for any reason whatsoever at short notice (including, without limitation, for reasons of an Event Outside Our Control). In these unusual circumstances an appropriate percentage (as determined by Us in Our sole and absolute discretion) of the total fee paid by you per Delegate booking cancelled will be credited to you.

13.3 We will not be liable to pay any compensation or incidental costs or expenses that you may incur as a result of such cancellation or for any other loss or damage howsoever caused arising out of such cancellation.

13.4 We may cancel the Contract for Course Materials and/or a Course, whether tailor made or not, and whether commenced or not, at any time with immediate effect by giving you written notice if you break the Contract in any way. In such circumstances you will forfeit 100% of the fees paid by you per Delegate booking.

  1. INFORMATION ABOUT US AND HOW TO CONTACT US

14.1 We are a company registered in England and Wales. Our company registration number is 07871988 and Our registered office is at 18 Trafalgar Avenue, London SE15 6NR. Our registered VAT number is 144 6988 70.

14.2 If you have any questions or if you have any complaints, please contact Us. You can contact Us by e-mailing Us at admin@cleveland-co.com.

14.3 If you have a complaint during your Course, you will bring it to the attention of your Course leader at the earliest appropriate opportunity in order that remedial action may, if appropriate, be taken. You expressly acknowledge that it is unreasonable to take no action during the Course but to complain later. Any outstanding complaint not resolved during the Course must be notified to Us in writing within 30 calendar days of the scheduled end of the Course. To the extent permitted by law, We will not be liable in respect of any claims/complaints raised later than 30 calendar days from the end of the relevant Course.

14.4 If you wish to contact Us in writing, or if any clause in these Terms requires you to give Us notice in writing (for example, to cancel the Contract), you can send this to Us by e-mail, by hand, or by pre-paid post to Cleveland & Co Associates Limited at 18 Trafalgar Avenue, London, SE15 6NR or admin@cleveland-co.com. We will confirm receipt of this by contacting you in writing. If We have to contact you or give you notice in writing, We will do so by e-mail, by hand, or by pre-paid post to the address or email address you provide to Us in the Registration Form.

14.5 As a consumer, you may have legal rights in relation to Courses not carried out with reasonable skill and care, or if the Course Materials you purchase are faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office. Nothing in these Terms will affect these legal rights.

  1. HOW WE MAY USE YOUR PERSONAL INFORMATION

15.1 Information about you and Delegates, including without limitation names, contact details, payment details and any special needs, disabilities or dietary requirements is collected by Us when you request information or submit a Registration Form to Us. You are responsible for ensuring that any Delegates are aware of these Terms and Our Privacy Policy and that they consent to you acting as agent on their behalf in your dealings with Us. We may disclose this information to Our service providers (who may be located outside the UK/EEA) for the purpose of providing you with your Course Materials and/or Course arrangements. Only information necessary for this purpose will be disclosed to them. We may use your information for the purposes set out in Our Privacy Policy. We may disclose the same to companies who act as data processors on Our behalf. Some information, for example relating to your special needs, may be “sensitive personal data” within the meaning of the Data Protection Act 1998 (as amended from time to time). We need this information to cater for your needs, but it is collected on condition that We have your positive consent. If you do not agree to Our Use of your information, We cannot accept your booking request. You have the right to ask Us in writing for a data subject access request form to obtain a copy of the information, which We hold about you in accordance with Our Privacy Policy. You will be charged a fee for this. Any request should be addressed to admin@cleveland-co.com.

  1. OTHER IMPORTANT TERMS

16.1 These Terms, together with your Registration Form and Our confirmation of receipt of your Registration Form, constitute the entire agreement between Us. You acknowledge that you have not relied on any statement, promise or representation made or given by Us or on Our behalf which is not set out in this Contract. This Contract supersedes all prior understandings, arrangements, agreements, representations, proposals, marketing or communications, whether or not executed or offered, all conditions and warranties whether expressed, implied or otherwise, and all representations, statements, negotiations, understandings and undertakings between you and Us, whether written or oral. You will not rely on any understandings, arrangements, agreements, representations, proposals, marketing, communications, conditions, warranties, representations, statements, negotiations, understandings and undertakings (whether expressed, implied or otherwise) unless they are expressly incorporated in this Contract.

16.2 We may transfer Our rights and obligations under these Terms to another organisation, and We will always notify you in writing if this happens, but this will not affect your rights or Our obligations under these Terms.

16.3 You may only transfer your rights or your obligations under these Terms to another person if We agree in writing.

16.4 This Contract is between you and Us. No other person shall have any rights to enforce any of its terms.

16.5 Each of the clauses of these Terms operates separately. If any court or relevant authority decides that any of them, or part of them, are unlawful, the remaining clause or part will remain in full force and effect.

16.6 If We fail to insist that you perform any of your obligations under these Terms, or if We do not enforce Our rights against you, or if We delay in doing so, that will not mean that We have waived Our rights against you and will not mean that you do not have to comply with those obligations. If We do waive a default by you, We will only do so in writing, and that will not mean that We will automatically waive any later default by you.

16.7 These Terms and each Contract and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law. You and We both agree to submit to the exclusive jurisdiction of the English courts.