Privacy Policy and Terms & Conditions

BACKGROUND:

Bluebox Corporate Finance Limited understands that your privacy is important to you and that you care about how your personal data is used and shared online. We respect and value the privacy of everyone who visits this website, www.blueboxvelocity.com (“Our Site”) and will only collect and use personal data in ways that are described here, and in a manner that is consistent with Our obligations and your rights under the law.

Please read this Privacy Policy carefully and ensure that you understand it. Your acceptance of Our Privacy Policy is deemed to occur upon your first use of Our SiteIf you do not accept and agree with this Privacy Policy, you must stop using Our Site immediately.

 

1.Definitions and Interpretation

In this Policy, the following terms shall have the following meanings:

“Account”means an account required to access and/or use certain areas and features of Our Site;
“Cookie”means a small text file placed on your computer or device by Our Site when you visit certain parts of Our Site and/or when you use certain features of Our Site. Details of the Cookies used by Our Site are set out in section 13, below;
“Cookie Law”means the relevant parts of the Privacy and Electronic Communications (EC Directive) Regulations 2003;
“personal data”means any and all data that relates to an identifiable person who can be directly or indirectly identified from that data. In this case, it means personal data that you give to Us via Our Site. This definition shall, where applicable, incorporate the definitions provided in the EU Regulation 2016/679 – the General Data Protection Regulation (“GDPR”); and
“We/Us/Our”means Bluebox Corporate Finance Limited, a limited company registered in England under company number 7927253, whose registered address is 5 Devonshire Street, London, W1W 5DX
  1. Information About Us
  • 2.1 Our Site is owned and operated by Bluebox Corporate Finance Limited, a limited company registered in England under company number 7927253, whose registered address is 93 – 95 Gloucester Place, London, W1U 6JQ.
  • 2.2 Our VAT number is GB 284 4617 79.
  • 2.3 Our Responsible Person is Paul Herman, and can be contacted by email at paul.herman@blueboxcfg.com, by telephone on 020 3872 4500, or by post at 93 – 95 Gloucester Place, London, W1U 6JQ.
  • 2.4 We are an ‘Appointed Representative of RGL Capital who are regulated by The FCA.
  1. What Does This Policy Cover?

This Privacy Policy applies only to your use of Our Site. Our Site may contain links to other websites. Please note that We have no control over how your data is collected, stored, or used by other websites and We advise you to check the privacy policies of any such websites before providing any data to them.

4.Your Rights

  • 4.1: As a data subject, you have the following rights under the GDPR, which this Policy and Our use of personal data have been designed to uphold:
    • 4.1.1: The right to be informed about Our collection and use of personal data;
    • 4.1.2: The right of access to the personal data We hold about you (see section 12);
    • 4.1.3: The right to rectification if any personal data We hold about you is inaccurate or incomplete (please contact Us using the details in section 14);
    • 4.1.4: The right to be forgotten – i.e. the right to ask Us to delete any personal data We hold about you (We only hold your personal data for a limited time, as explained in section 6 but if you would like Us to delete it sooner, please contact Us using the details in section 14);
    • 4.1.5: The right to restrict (i.e. prevent) the processing of your personal data;
    • 4.1.6: The right to data portability (obtaining a copy of your personal data to re-use with another service or organisation);
    • 4.1.7: The right to object to Us using your personal data for particular purposes; and
    • 4.1.8: Rights with respect to automated decision making and profiling.
  • 4.2: If you have any cause for complaint about Our use of your personal data, please contact Us using the details provided in section 14 and We will do Our best to solve the problem for you. If We are unable to help, you also have the right to lodge a complaint with the UK’s supervisory authority, the Information Commissioner’s Office.
  • 4.3: For further information about your rights, please contact the Information Commissioner’s Office or your local Citizens Advice Bureau.

5.What Data Do We Collect?

Depending upon your use of Our Site, We may collect some or all of the following personal and non-personal data (please also see section 13 on Our use of Cookies and similar technologies.

5.1     name;

5.2     gender

5.3     age

5.4     interests

5.5     business/company name

5.6     job title;

5.7     profession;

5.8     contact information such as email addresses and telephone numbers;

5.9     demographic information such as post code, preferences, and interests;

5.10     IP address;

5.11     web browser type and version;

5.12     operating system;

5.13     a list of URLs starting with a referring site, your activity on Our Site, and the site you exit to;

  1. How Do We Use Your Data?
  • 6.1: All personal data is processed and stored securely, for no longer than is necessary in light of the reason(s) for which it was first collected. We will comply with Our obligations and safeguard your rights under the GDPR at all times. For more details on security see section 7, below.
  • 6.2: Our use of your personal data will always have a lawful basis, either because it is necessary for Our performance of a contract with you, because you have consented to Our use of your personal data (e.g. by subscribing to emails), or because it is in Our legitimate interests. Specifically, We may use your data for the following purposes:
    • 6.2.1: Providing and managing your Account;
    • 6.2.2: Providing and managing your access to Our Site;
    • 6.2.3: Personalising and tailoring your experience on Our Site;
    • 6.2.4: Supplying Our services to you (please note that We require your personal data in order to enter into a contract with you);
    • 6.2.5: Personalising and tailoring Our services for you;
    • 6.2.6: Replying to emails from you;
    • 6.2.7: Supplying you with emails that you have opted into (you may unsubscribe or opt-out at any time by emailing info@blueboxcfg.com);
    • 6.2.8: Market research;
    • 6.2.9: Analysing your use of Our Site to enable Us to continually improve Our Site and your user experience;
    • 6.2.13 General marketing such as email marketing such as newsletters, press releases, business updates and offers relating to the business.
  • 6.3: With your permission and/or where permitted by law, We may also use your data for marketing purposes which may include contacting you by email or telephone or post with information, news and offers on our We will not, however, send you any unsolicited marketing or spam and will take all reasonable steps to ensure that We fully protect your rights and comply with Our obligations under the GDPR and the Privacy and Electronic Communications (EC Directive) Regulations 2003.
  • 6.4: Third parties (including whose content appears on Our Site may use third party Cookies, as detailed below in section 13. Please refer to section 13 for more information on controlling Cookies. Please note that We do not control the activities of such third parties, nor the data they collect and use and advise you to check the privacy policies of any such third parties.
  • 6.5: You have the right to withdraw your consent to Us using your personal data at any time, and to request that We delete it.
  • 6.6: We do not keep your personal data for any longer than is necessary in light of the reason(s) for which it was first collected. Data will therefore be retained for the following periods (or its retention will be determined on the following bases): For further details, please email info@blueboxcfg.com and request a copy of our Data Retention Policy’.
  1. How and Where Do We Store Your Data?
  • 7.1: We only keep your personal data for as long as We need to in order to use it as described above in section 6, and/or for as long as We have your permission to keep it.
  • 7.2: Some or all of your data may be stored outside of the European Economic Area (“the EEA”) (The EEA consists of all EU member states, plus Norway, Iceland, and Liechtenstein). You are deemed to accept and agree to this by using Our Site and submitting information to Us. If We do store data outside the EEA, We will take all reasonable steps to ensure that your data is treated as safely and securely as it would be within the UK and under the GDPR including:
    • 7.2.1: Ensuring Data Processers have an adequate and compliant GDPR policy and;
    • 7.2.2: An adequate GDPR compliant data processing agreement.
  • 7.3: Data security is very important to Us, and to protect your data We have taken suitable measures to safeguard and secure data collected through Our Site. Please email info@blueboxcfg.com for a copy of our ‘Data Protection Policy’.
  1. Do We Share Your Data?
  • 8.1: Subject to section 8.2, We will not share any of your data with any third parties for any purposes.
  • 8.2: In certain circumstances, We may be legally required to share certain data held by Us, which may include your personal data, for example, where We are involved in legal proceedings, where We are complying with legal obligations, a court order, or a governmental authority.
  1. What Happens If Our Business Changes Hands?
  • 9.1: We may, from time to time, expand or reduce Our business and this may involve the sale and/or the transfer of control of all or part of Our business. Any personal data that you have provided will, where it is relevant to any part of Our business that is being transferred, be transferred along with that part and the new owner or newly controlling party will, under the terms of this Privacy Policy, be permitted to use that data only for the same purposes for which it was originally collected by Us.
  • 9.2: In the event that any of your data is to be transferred in such a manner, you will be contacted in advance and informed of the changes. When contacted you will be given the choice to have your data deleted or withheld from the new owner or controller.

10.How Can You Control Your Data?

  • 10.1: In addition to your rights under the GDPR, set out in section 4, when you submit personal data via Our Site, you may be given options to restrict Our use of your data. In particular, We aim to give you strong controls on Our use of your data for direct marketing purposes (including the ability to opt-out of receiving emails from Us which you may do by unsubscribing using the links provided in Our emails and at the point of providing your details.
  • 10.2: You may also wish to sign up to one or more of the preference services operating in the UK: The Telephone Preference Service (“the TPS”), the Corporate Telephone Preference Service (“the CTPS”), and the Mailing Preference Service (“the MPS”). These may help to prevent you receiving unsolicited marketing. Please note, however, that these services will not prevent you from receiving marketing communications that you have consented to receiving.

11.Your Right to Withhold Information

  • 11.1: You may access Our Site without providing any data at all.

12.How Can You Access Your Data?

You have the right to ask for a copy of any of your personal data held by Us (where such data is held).  Under the GDPR, no fee is payable and We will provide any and all information in response to your request free of charge. Please contact Us for more details at info@blueboxcfg.com, or using the contact details below in section 14. Alternatively, please refer to Our Data Protection Policy, a copy can be obtained by emailing info@blueboxcfg.com.

  1. Our Use of Cookies
  • 13.1: Our Site may place and access certain first party Cookies on your computer or device. First party Cookies are those placed directly by Us and are used only by Us. We use Cookies to facilitate and improve your experience of Our Site and to provide and improve Our services. We have carefully chosen these Cookies and have taken steps to ensure that your privacy and personal data is protected and respected at all times.
  • 13.2: By using Our Site you may also receive certain third party Cookies on your computer or device. Third party Cookies are those placed by websites, services, and/or parties other than Us. For more details, please refer to section 6, above, and to section 13.6 below. These Cookies are not integral to the functioning of Our Site and your use and experience of Our Site will not be impaired by refusing consent to them.
  • 13.3: All Cookies used by and on Our Site are used in accordance with current Cookie Law.
  • 13.4: Before Cookies are placed on your computer or device, you will be shown a prompt requesting your consent to set those Cookies. By giving your consent to the placing of Cookies you are enabling Us to provide the best possible experience and service to you. You may, if you wish, deny consent to the placing of Cookies; however certain features of Our Site may not function fully or as intended.
  • 13.5: Our Site uses analytics services provided by Google Analytics. Website analytics refers to a set of tools used to collect and analyse anonymous usage information, enabling Us to better understand how Our Site is used. This, in turn, enables Us to improve Our Site and services offered through it. You do not have to allow Us to use these Cookies, however whilst Our use of them does not pose any risk to your privacy or your safe use of Our Site, it does enable Us to continually improve Our Site, making it a better and more useful experience for you.
  • 13.6: The analytics service(s) used by Our Site use(s) Cookies to gather the required information.
  • 13.7: The analytics service(s) used by Our Site use(s) the following Cookies:
  • 13.8:In addition to the controls that We provide, you can choose to enable or disable Cookies in your internet browser. Most internet browsers also enable you to choose whether you wish to disable all cookies or only third party Cookies. By default, most internet browsers accept Cookies but this can be changed. For further details, please consult the help menu in your internet browser or the documentation that came with your device.
  • 13.9: You can choose to delete Cookies on your computer or device at any time, however you may lose any information that enables you to access Our Site more quickly and efficiently including, but not limited to, login and personalisation settings.
  • 13.10: It is recommended that you keep your internet browser and operating system up-to-date and that you consult the help and guidance provided by the developer of your internet browser and manufacturer of your computer or device if you are unsure about adjusting your privacy settings.]
  1. Contacting Us

If you have any questions about Our Site or this Privacy Policy, please contact Us by email at info@blueboxcfg.com, by telephone on 020 3872 4500, or by post at 93 – 95 Gloucester Place, London, W1U 6JQ. . Please ensure that your query is clear, particularly if it is a request for information about the data We hold about you (as under section 12, above).

  1. Changes to Our Privacy Policy

We may change this Privacy Policy from time to time (for example, if the law changes). Any changes will be immediately posted on Our Site and you will be deemed to have accepted the terms of the Privacy Policy on your first use of Our Site following the alterations. We recommend that you check this page regularly to keep up-to-date.

 

VELOCITY Terms & Conditions

Last updated: 23rd July 2021

Welcome to Velocity by Bluebox. Our Terms (as defined below) tell you the rules for using our Website (as defined below) and for ordering and receiving our Services (as defined below).

PLEASE READ THE FOLLOWING TERMS CAREFULLY AND IF YOU DO NOT ACCEPT ANY OF THE TERMS, PLEASE DO NOT ACCESS OR USE THIS WEBSITE OR ORDER ANY OF OUR SERVICES.

EACH TIME YOU ACCESS OR USE THIS WEBSITE OR RECEIVE OUR SERVICES, YOU AGREE TO COMPLY WITH, AND BE BOUND BY, THE TERMS.

Your attention is particularly drawn to the provisions of clause 12 (Limitation of liability).

1. About us

1.1 Bluebox Corporate Finance limited (company number 7927253), trading as Velocity (we, us and our, as applicable) is a company registered in England and Wales with registered office at 93 – 95 Gloucester Place, London, W1U 6JQ. Our VAT number is GB 284 4617 79. We operate the website www.blueboxvelocity.com (our Website). To contact us, email us at info@blueboxvelocity.com. See clause 16 (Communications between us) for more details.
1.2 References to you or your means you, as a user of our Website and/or our Services (defined below). You must be at least 18 years old to use our Services.
1.3 We offer fixed price online packages and products for people looking to buy, sell, raise funds for, or undertake a review of, a business. The information and material provided on our Website is for information purposes only and it does not take account of the objectives, financial situation or needs of any particular person. You must first take legal advice before proceeding with any action (or omitting to take any action) that has or may have legal implications.
1.4 We are an appointed representative of RGL Capital LLP, which is authorised and regulated by the Financial Conduct Authority under registration number 501656. You are strictly prohibited from offering any form of shares, bonds, securities, collective investment schemes or anything similar via the Website.
1.5 We give no warranty that the information provided on our Website is up-to-date, accurate or complete, and we accept no liability in respect thereof. We do not warrant that our Website is error free or that you will be able to use it uninterrupted.
1.6 You must not rely on the information and material provided on our Website as advice. We will not offer any advice including in relation to any investment or pension products available when using our Website or our Services. The information and opinions published on our Website shall not be construed as any form of promotion, recommendation, inducement, offer or solicitation to purchase, sell or enter into any form of transaction. They are provided for information purposes only and the Services described may not be suitable for you or may be unavailable.
1.7 You acknowledge and agree that, we will not be acting in a fiduciary capacity when we provide the Website and Services. We will not provide any personal recommendation to you in respect of any transaction. You must make your own assessment of any transaction that you are considering, including the possible risks and benefits of that transaction. You should not rely on any information, proposal or other communication from us as being a recommendation or advice. We will not carry out an assessment of your financial position or investment objectives when providing information and/or providing the Services.
1.8 We maintain professional liability insurance. Our compulsory insurer is provided by Gallagher at The Walbrook Building, London, EC4N 8AW and underwritten by Lloyds, and our policy number is FI1015020.
1.9 We do not undertake any form of advertising or online promotion for sale, purchase or investment opportunities. We do not undertake any form of investigations, or conduct any due diligence on the identity, legitimacy or suitability of any company, potential seller, potential buyer or potential investor. You may be contacted directly by a potential seller, potential buyer or potential investor.
1.10 We do not make any representation as to the accuracy or completeness of any information provided to you by any potential seller, potential buyer or potential investor. Progressing discussions with any such persons and/or entering into a transaction with any such person is at your risk.
1.11 You should print off a copy of our Terms or save them to your computer for future reference. If you do not agree with our Terms please refrain from using our Website and Services.

2. Definitions and interpretation

2.1 In these terms and conditions, a number of definitions are defined within the clauses. In addition, the following definitions apply to these Terms and each Contract:

2.1.1 Customer: defined at clause 5.1;
2.1.2 Deliverables: the output (or any part of them) as may be set out in the Services Description or otherwise as provided by us to the Customer as part of the Service, for example a prospectus or list of potential candidates, or as otherwise agreed by us in writing;
2.1.3 Intellectual Property Rights: patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;
2.1.4 Order Confirmation: defined at clause 5.5;
2.1.5 Service Description: the description or specification for the Services available in the ‘Shop’ area of on our Website;
2.1.6 Services: the services, as specified in the Service Description and supplemented by Schedule 1, that are identified in the Order Confirmation, supplied by us to the Customer in accordance with our Terms. If Support Services are listed in the Order Confirmation they will form part of the Services to be supplied by us to you;
2.1.7 Support Services: the provision of a support package, but excluding any Out-of-scope Service (as defined in Schedule 1), limited to 20 hours per calendar month and as provided in accordance with Schedule 1 paragraph 4. Support Services can be ordered as a package, either as “Monthly Support” or “Monthly Support – three month package” each of which are as defined in the corresponding Service Description;
2.1.8 Terms: defined at clause 4.1; and
2.1.9 Working Day: a day, other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.

2.2 The following rules of interpretation apply to our Terms and each Contract:

2.2.1 when we refer to “in writing” in our Terms this includes email;
2.2.2 a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);
2.2.3 the Schedule forms part of the Contract and shall have effect as if set out in full in the body of the Contract. Any reference to the Contract includes the Schedule;
2.2.4 references to clauses and Schedule are to the clauses and Schedule of this Contract, and references to paragraphs are to paragraphs of the Schedule;
2.2.5 a reference to legislation or a legislative provision is a reference to it as amended or re-enacted. A reference to legislation or a legislative provision includes all subordinate legislation made under that legislation or legislative provision;
2.2.6 unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular; and
2.2.7 any words following the words including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those words.

3. Your Account

3.1 To place an order and be eligible to buy and receive the Services, you must register for an account (Account) and provide us with information requested by us including contact details (Registration Information). Each Account must be limited to one Account holder only. You must not register an Account for anyone else. You will be required to have a username and password for your Account.
3.2 You must ensure your username and password are kept secure and confidential. You are responsible for any and all activity on your Account. You shall prevent any unauthorised access to, or use of, your Account and the Services and, in the event of any such unauthorised access or use, you must promptly notify us. You must take all other actions that we reasonably deem necessary to maintain or enhance the security of our computing systems and network and your access to your Account and the Services.
3.3 We reserve the right on or after registration of an Account to check your credit rating with a credit agency. This may result in your Account being limited or not being accepted at all.
3.4 We reserve the right to immediately terminate your Account if any personal information (including Registration Information) is found to be untrue, inaccurate, out-of-date or incomplete at any point during the term of the Contract. We have the right to disable any Account at any time if in our reasonable opinion you have failed to comply with any of the provisions of our Terms. Please contact us in accordance with clause 16 (Communications between us) if you have any questions about termination or our rights to disable an Account.

4. Our Contract with you

4.1 These terms and conditions, the Service Description (insofar as they are applicable to the Services specified in the Contract) together with our Privacy Policy apply to the order by you, and supply of Services by us to you (Contract). No other terms including any that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing, are applicable to our Terms or the Contract.
4.2 By purchasing Services, you warrant that: (a) you have the necessary authority, power, capacity and funding to enter into the Contract and use our Services; and (b) you are not acting in a professional capacity or as an agent.
4.3 The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge and agree that you have not relied on any statement, promise or representation or assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. You agree that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.
4.4 Our Terms and the Contract are made only in the English language.

5. Placing an order and its acceptance

5.1 The rights provided under the Contract are granted to the person named on the Account only, being the person or entity purchasing the Services from us (the Customer).
5.2 Please follow the onscreen prompts to place your order. You may only submit an order using the method set out on our Website. Each order is an offer by you, as a Customer, to buy the Services specified in the order subject to our Terms, and is an intention by you to enter in to a Contract. You will be required to confirm acceptance of our Terms when placing your order.
5.3 Before submitting your order, please check it careful and amend any errors before submitting your order to us. You are responsible for ensuring that your order is complete and accurate.
5.4 After you place your order, you will receive an email from us acknowledging that we have received it, but the acknowledgement does not mean that your order has been accepted.
5.5 Our acceptance of your order takes place when we send you an order confirmation by email (Order Confirmation), at which point (the Commencement Date) the Contract between you and us will come into existence. The Contract will relate only to those Services listed in the Order Confirmation.
5.6 The duration of the Services shall be from the Commencement Date until we have provided the Services. You may order additional Services, at any time, but any additional Services shall be supplied by us under a separate Contract.
5.7 We reserve the right to refuse acceptance of your order and/or registration of an Account at any time at our sole discretion. If you have paid for the Services but we are unable to supply you with the Services (in full or in part) for any reason we will refund you the amount of the Services which you have paid for but not yet received.

6. Our services

6.1 Unless contained in the Service Description, any explanations, descriptive matter, advertising or illustrations on our Website are published for the sole purpose of giving an approximate idea of the services and products described in them. They will not form part of the Contract or have any contractual force.
6.2 Subject to our right to amend the Service Description (see clause 6.3) we will supply the Services to you in accordance with the Service Description for the Services appearing on our Website at the date of your order in all material respects.
6.3 We reserve the right to amend the Service Description if required by any applicable statutory or regulatory requirement or if the amendment will not materially affect the nature or quality of the Services.
6.4 We will use all reasonable endeavours to meet any performance times specified in the corresponding Service Description, but any such timeframes and dates are estimates only and failure to perform the Services by such times and dates will not give you the right to terminate the Contract. Time of delivery of the Services is not of the essence.
6.5 We warrant to you that the Services will be provided using reasonable care and skill. Other than the aforementioned warranty, we do not, either expressly or implicitly, warrant any aspect of our Services, including any output or results of use of the Services. The Services are being provided “as is”. We provide no guarantee in relation to the Services.
6.6 We shall have the right to make contact with you as necessary during the term of the Contract. We may impose limits on certain features of our Services at any time and without notice to you.
6.7 We reserve the right to subcontract, without giving notice to you, any order, or any part of your order, or the supply of Services.
6.8 Our employees or agents are not authorised to make any representations concerning the Services unless confirmed by us in writing. In entering into the Contract, you acknowledge and agree that you do not rely on, and waive any claim for breach of, any such representations which are not so confirmed.
6.9 We reserve the right to amend our Website, including the content displayed on our Website, from time to time at our sole discretion.

7. Your obligations

7.1 It is your responsibility to ensure that:

7.1.1 the terms of your order are complete and accurate;
7.1.2 you cooperate with us in all matters relating to the Services;
7.1.3 you promptly provide us with such information and materials we may reasonably require in order for us to supply the Services, and ensure that such information is complete and accurate in all material respects;
7.1.4 you obtain and maintain all necessary licences, permissions and consents which may be required for the Services before the date on which the Services are to start;
7.1.5 you ensure that the Services meet the needs of your business requirements and are suitable for the purposes for which they are used;
7.1.6 you comply with any additional obligations set out in the Service Description; and
7.1.7 you comply with all applicable laws.

7.2 If our ability to perform the Services is prevented or delayed by any failure by you to fulfil any obligation listed in clause 7.1 (Your Default):

7.2.1 we will be entitled to suspend performance of the Services until you remedy Your Default, and to rely on Your Default to relieve us from the performance of the Services, in each case to the extent Your Default prevents or delays performance of the Services. In certain circumstances Your Default may entitle us to terminate the Contract under clause 14 (Termination, suspension, consequences of termination and survival);
7.2.2 we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to perform the Services; and
7.2.3 it will be your responsibility to reimburse us on written demand for any costs or losses we sustain or incur arising directly or indirectly from Your Default.

7.3 You represent and warrant that all your information (Content) is correct and current; you hold and grant us all rights to copy, distribute and display your Content as we set fit; and that your Content will not violate any applicable laws.

8. Charges and payment

8.1 In consideration of us providing the Services you must pay our charges (Charges) in accordance with this clause 8. The Charges are the prices quoted on our Website at the time you submit your order. Time is of the essence for payment. We provide options for you to pay the Charges, as specified in clause 8.2. We must receive payment of the Charges, payable in British Pounds Sterling, in advance before we will provide the Services.

8.2 You can pay the Charges:

8.2.1 via bank transfer, to the bank account details provided by us in our invoice; or
8.2.2 using a debit card or credit card (we accept Visa and MasterCard), at the point you place the order on our Website,
and we shall issue an invoice or an email, containing our payment details, to the Customer (who is the Account holder) for the Charges due to be paid to us at the time the Charges are payable. You may receive an invoice after you have paid the Charges, to confirm the total Charges payable by you for the Services ordered.

8.3 Our Charges are exclusive of VAT. Where VAT is payable in respect of some or all of the Services you must pay us such additional amounts in respect of VAT, at the applicable rate, at the same time as you pay the Charges.
8.4 If you wish to change the scope of the Services after we have issued the Order Confirmation, and we agree to such change, we will modify the Charges accordingly. Any modified Charges are payable in accordance with this clause 8.
8.5 Our Charges may change from time to time, but changes will not affect any order you have already placed.
8.6 We take all reasonable care to ensure that the prices stated for the Services are correct at the time when the relevant information was entered into the system. However, it is always possible that, despite our reasonable effort, some of the Services on our Website may be incorrectly priced. Where the correct price for the Services is less than the price stated on our Website, we will charge the lower amount and if the correct price for the Services is higher than the price stated on our Website, we will contact you as soon as possible to inform you of this error and we will give you the option of continuing to purchase the Services at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you at the details you provided within your Account, we will treat the order as cancelled and notify you in writing. However, if we mistakenly 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 cancel supply of the Services and refund you any sums you have paid.
8.7 If you fail to make a payment under the Contract by the due date, then, without limiting our remedies under clause 14 (Termination, suspension, consequences of termination and survival), you will have to pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause 8.7 will accrue each day at 4% a year above the Bank of England’s base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
8.8 You shall each pay all amounts due under the Contract in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
8.9 If you order Support Services, and we accept your order, we shall provide the Support Services on the terms set out in Schedule 1 paragraph 4. Charges for the Support Services are to be paid in advance for the month or three-month duration of the Support Services (depending on whether you order “Monthly Support” or “Monthly Support – three month package”), payable in accordance with this clause 8.

9. Complaints

If a problem arises or you are dissatisfied with the Services, please contact us in accordance with clause 16 (Communications between us).

10. Intellectual Property Rights

10.1 All Intellectual Property Rights in or arising out of or in connection with the Services (other than Intellectual Property Rights in any materials provided by you) will be owned by us.
10.2 We agree to grant you a fully paid-up, worldwide, non-exclusive, royalty-free licence during the term of the Contract to copy the Deliverables specified in the Contract (excluding materials provided by you) for the purpose of receiving and using the Services and such Deliverables in your business. You may not sub-license, assign or otherwise transfer the rights granted in this clause 10.2.
10.3 You agree to grant us a fully paid-up, non-exclusive, royalty-free, non-transferable licence to copy and modify any materials and Intellectual Property Rights provided by you to us for the term of the Contract for the purpose of providing the Services to you.
10.4 You warrant that any materials and Intellectual Property Rights provided by you to us pursuant to clause 10.3 do not infringe the Intellectual Property Rights of any third party and you are responsible for ensuing all material provided by you relating to the Contract is accurate, complete and not misleading.

11. How we may use your personal information

11.1 We will use any personal information you provide to us to:

11.1.1 provide the Services;
11.1.2 process your payment for the Services; and
11.1.3 inform you about similar services that we provide, but you may stop receiving these at any time by contacting us.

11.2 We will process your personal information in accordance with our Privacy Policy, the terms of which are incorporated into the Contract.

12. Limitation of liability: YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.

12.1 Nothing in this clause 12 limits your payment obligations under the Contract.

12.2 Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
12.2.1 death or personal injury caused by negligence;
12.2.2 fraud or fraudulent misrepresentation; and
12.2.3 breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).

12.3 Subject to clause 12.2, we will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
12.3.1 loss of actual or anticipated income or profits;
12.3.2 loss of sales or business;
12.3.3 loss of agreements or contracts;
12.3.4 loss of anticipated savings;
12.3.5 loss of use or corruption of software, data or information;
12.3.6 loss of or damage to goodwill or reputation; and
12.3.7 any indirect or consequential loss or damage of any kind.

12.4 Subject to clause 12.2 and 12.3 our total liability to you arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will be limited to the total Charges paid to us under the Contract.
12.5 Subject to clause 12.2 and 12.3 and 12.4, we do not accept responsibility or liability whatsoever, for any claims, costs, losses, expenses or damages howsoever arising in respect of any omissions or consequences of actions taken by you based on any information, opinions or advice contained within the Deliverables or as a result of your use of the Deliverables.
12.6 We have given commitments as to compliance of the Services with the relevant specification in clause 6.2. In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
12.7 Unless you notify us that you intend to make a claim in respect of an event within the notice period, we shall have no liability for that event. The notice period for an event shall start on the day on which you became, or ought reasonably to have become, aware of the event having occurred and shall expire one month from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
12.8 This clause 12 will survive termination of the Contract.

13. Confidentiality

13.1 We each undertake that we will not at any time during the Contract, and for a period of 12 months after termination of the Contract, disclose to any person any confidential information concerning one another’s business, affairs, customers, clients or suppliers, except as permitted by clause 13.2.

13.2 We each may disclose the other’s confidential information:
13.2.1 to such of our respective employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of exercising our respective rights or carrying out our respective obligations under the Contract. We will each ensure that such employees, officers, representatives, subcontractors or advisers comply with this clause 13; and
13.2.2 as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

13.3 Each of us may only use the other’s confidential information for the purpose of fulfilling our respective obligations under the Contract.

14. Termination, suspension, consequences of termination and survival

14.1 Without limiting any of our other rights, we may suspend the performance of the Services, or terminate the Contract with immediate effect by giving written notice to you if:
14.1.1 you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 7 days of you being notified in writing to do so;
14.1.2 you fail to pay any amount due under the Contract on the due date for payment;
14.1.3 you take any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business;
14.1.4 you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
14.1.5 your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.

14.2 Termination of the Contract will not affect your or our rights and remedies that have accrued as at termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.
14.3 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination or expiry will remain in full force and effect.

15. Events Outside Our Control

15.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).

15.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
15.2.1 we will contact you as soon as reasonably possible to notify you; and
15.2.2 our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for performance of the Services with you after the Event Outside Our Control is over.

15.3 You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 14 days. To cancel please contact us. If you opt to cancel we will refund the price you have paid, less the charges reasonably and actually incurred us by in performing the Services up to the date of the occurrence of the Event Outside Our Control.

16. Communications between us

16.1 Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and sent by email. Our email address is that specified at clause 1.1, unless we tell you otherwise in writing.
16.2 A notice or other communication is deemed to have been received by email at 9:00am the next Working Day after transmission.
16.3 In proving the service of any notice, it will be sufficient to prove that such email was sent to the specified email address of the addressee.
16.4 The provisions of this clause 16 will not apply to the service of any proceedings or other documents in any legal action.

17. General

17.1 We may assign or transfer our rights and obligations under the Contract to another entity. You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in advance in writing.
17.2 Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
17.3 We may change our Terms from time to time so please review the Terms before placing any order for Services.
17.4 If we do not insist that you perform any of your obligations under the Contract, 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 or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
17.5 Each clause of our Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining clauses will remain in full force and effect.
17.6 Except as expressly provided in this Contract, the rights and remedies under this Contract are in addition to, and not exclusive of, any rights or remedies provided by law.
17.7 If there is any inconsistency between any of the provisions in this Contract and any relevant section of the Website, the provisions in this Contract shall prevail.
17.8 Nothing in this Contract is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party. Each party confirms it is acting on its own behalf and not for the benefit of any other person.
17.9 The Contract is between you and us. No other person has any rights to enforce any of its terms.
17.10 The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be is governed by and construed in accordance with the law of England. We each irrevocably agree that the courts of England shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.
17.11 If there is any conflict or ambiguity between the Website and our Terms, our Terms prevail. If there is any conflict or ambiguity between our Terms, a term contained in a section of the Contract that is higher in the following list shall have priority over a provision contained in a section of the Contract that is lower in the list:
17.11.1 the clauses of these terms and conditions;
17.11.2 the paragraphs of Schedule 1 to these terms and conditions;
17.11.3 our Privacy Policy; and
17.11.4 the Service Description.

Schedule 1: Services

1 All Services
1.1 We shall provide the Service specified in your Contract in accordance with the Service Description and we shall provide the Deliverables identified in the Service Description.
1.2 If you place an order for Templates, the Technical Helpline and/or Support Services, in addition to this paragraph 1, the corresponding paragraph of this Schedule 1 also applies to your Contract.
1.3 We provide the Services to our customers on a non-exclusive basis.
1.4 We shall provide the Deliverables to you in a digital PDF version, sent by e-mail to the address provided by you within your Account details.
1.5 The information provided in the Deliverables shall be dependent on the accuracy and volume of the information you provide us at the time you place your order. We have assumed the correctness of and relied solely on the information you have provided us and we accept no liability for any inaccuracies in that information.
1.6 In the event you require any modifications to any of the Deliverables, you shall be liable for additional charges at a rate of £75 per hour plus VAT, payable in advance in accordance with clause 8 (Charges and payment) of the terms and conditions.
1.7 Any typographical, clerical or other error or omission in the Deliverables or any other document or information issued by us shall be subject to correction without any liability on our part.
1.8 You are responsible for ensuring that the details that we set out in the Deliverables are complete and accurate. You are responsible for notifying us in writing in the event the details set out in the Deliverables are not complete or correct during the period we provide the Services.
1.9 You shall indemnify us in respect of the any loss or damage we suffer as a result of your failure or any delay to notify us of any incomplete or incorrect details in any of the Deliverables.

2. Suite of Templates

2.1 Where the Contract includes an order for ”Suite of Templates”, we will provide you with a non-exclusive licence to use any of the precedents and document templates which are available on our Website from time to time for the sole purpose of facilitating the relevant transaction relating to the Service (Templates).
2.2 You shall be permitted to reproduce, adapt, modify, copy and distribute the Templates provided it is for the permitted purpose as set out in paragraph 2.1 above.
2.3 The licence to use the Templates is non-transferable. You will not distribute any of the document templates to third parties whether for sale or free of charge.
2.4 You acknowledge and agree that all Intellectual Property Rights in the Templates belong to and shall belong to us and you shall have no rights in or to the Templates other than the right to use it in accordance with the terms of this licence. We waive our moral rights contained in Sections 77 to 79 of the Copyright Designs and Patents Act 1988.
2.5 We cannot guarantee that the Templates are up-to-date or suitable for every situation. The Templates are provided to you without any tailoring and may not be suit your situation. The Templates serve as a possible starting point for the preparation of a legal document and you are recommended to take legal advice to ensure the Templates are properly and suitably adapted to meet your individual requirements.
2.6 The Templates are not documents prepared by us for you. Accordingly, you are responsible for customising the Templates to ensure that they suit your individual requirements and its intended purpose. We make no representation or warranty that the Templates will be fit for its intended purpose and/or suitable for you.
2.7 We will not be liable for any loss of any kind including lost profits or other consequential losses arising from your use or inability to use the Templates or from errors or deficiencies in any Template.

3. Technical Helpline

3.1 Where the Contract includes an order for our ”Technical Helpline”, we will provide you with free access to the Technical Helpline for the purpose of improving your use of the Website. Our Technical Helpline number is 020 3924 5150 and you are only permitted to call this number if you have a Contract which includes the Technical Helpline as a Service.
3.2 If you call our Technical Helpline without having placed an order for the Technical Helpline, we will conclude the telephone call and direct you to order the Technical Helpline as a Service.
3.3 The Technical Helpline will not provide support in relation to our Services; it is solely intended to provide operational assistance if you have any issues with our Website.
3.4 The Technical Helpline is only available during the term of the Contract and for those who have paid for their Services for personal non-commercial calls to cover technical problems you are having with our Website. We shall only accept Technical Helpline calls from the named Account holder, or an authorised representative of the Account holder (in which case we will assume that the person calling us is a duly authorised by the Account holder and we will not be liable to the Account holder if the individual is not authorised by the Account holder).
3.5 Our Technical Helpline assistance is free but call charges apply. Standard call rates apply to voice calls made to our Technical Helpline. Charges for calls from outside the UK and from mobiles may very. Please check with your telephone account provider.
3.6 We will endeavour to provide you with technical assistance in relation to our Website but we shall not provide any advice, including in relation to the Services, when using our Technical Helpline. We are not authorised by any regulator to provide advice.
3.7 When you telephone our Technical Helpline, we may not be able to provide immediate assistance and further investigation may be required.
3.8 We do not guarantee the accuracy of the:
3.8.1 information provided by our personnel operating the Technical Helpline; or
3.8.2 timeliness of the Technical Helpline, but we will endeavour to provide responses in a timely manner.
3.9 We may request additional information during the Technical Helpline call to enable us to deal with your enquiry. You undertake to provide us with such information on request.
3.10 Assistance is only available by telephone, and not in writing. The Technical Helpline is open to take calls between the hours of 9:30am and 5:30pm on a Working Day. Each Technical Helpline call shall be limited to 45 minutes and we reserve the right to end the telephone call after 45 minutes duration.
3.11 When you call the Technical Helpline, your call will be directed to an adviser. Where an adviser is unavailable at the time of your call, we will call you back within 24 hours. We do not guarantee that you will speak with the same adviser each time that you telephone the Technical Helpline.
3.12 You should not rely on, or take (or not take) any decision based on any information obtained through this Technical Helpline. Any actions or decisions that You take are entirely at Your own risk. In the event we recommend you take a particular action, you should promptly decide whether to take such action in light of your particular circumstances.
3.13 Subject to clause 12 of the terms and conditions, we do not accept responsibility nor liability whatsoever, for any claims, costs, losses, expenses or damages howsoever arising whether direct, indirect or consequential in respect of any omissions or consequences of actions taken through our Technical Helpline conversations.
3.14 We may need additional time to answer or deal with your enquiry. We may work with third parties to provide assistance and support to us in dealing with Technical Helpline enquiries.

4. Support Services

4.1 The following additional definitions apply to our Terms and each Contract:
4.1.1 Commercially Reasonable Efforts: the same degree of priority and diligence with which we meet the support needs of its other similar customers.
4.1.2 Gross Consideration:
(a) in relation to a Sell Package (as defined in the Service Description), the aggregate value of the cash consideration and non-consideration payable directly or indirectly in respect of the Target Business;
(b) in relation to the Buy Package (as defined in the Service Description), the aggregate value of the cash consideration and non-cash consideration payable directly or indirectly in respect of a Potential Acquisition Target; and
(c) in relation to the Raise Funds Package (as defined in the Service Description), the aggregate value of the cash consideration and non-cash consideration payable directly or indirectly by or on behalf of the Investor,
and in each case, less any value added tax or other sales tax on those amounts.
4.1.3 Investor: means the inward of investment of money, resources of in-kind by any third party person or company (including a natural person, corporate or unincorporated body, whether or not having separate legal personality, or any company, corporation or other body corporate, wherever and however incorporated or established.).
4.1.4 Monthly Fee: £3,995 per calendar month, which is a Charge payable by you to us in accordance with the Contract.
4.1.5 Out-of-scope Fees: has the meaning given to it in paragraph 4.3.2.
4.1.6 Out-of-scope Service: any services that are reasonably determined by us not to be relevant to the Relevant Package or Product.
4.1.7 Potential Acquisition Target: means, in relation to the Buy Package (as defined in the Service Description) the business or company, corporation or other body corporate that you may acquire.
4.1.8 Relevant Package or Product: the Services purchased by you, as described in the Service Description.
4.1.9 Success Fee: 5% of the Gross Consideration.
4.1.10 Support Hours: between the hours of 9:30am and 5:00pm on a Working Day.
4.1.11 Support Period: the period commencing from on the date of the Order Confirmation and, unless otherwise terminated in accordance with clause 14 (Termination, suspension, consequences of termination and survival) expiring one month or three months from that date, depending on what package (“Monthly Support” or “Monthly Support – three month package”) of Support Services that you ordered.
4.1.12 Support Request: request made by you in accordance with this paragraph 4 for support in relation to the Relevant Package or Product, setting out in reasonable details the nature and scope of the matter in question, with such other additional details required by us to enable us to provide the Support Services.
4.1.13 Target Business: means the business identified in a document provided by us to you, and it is the business which you are looking to raise funds or which you are looking to sell.
4.1.14 Transaction: means the completion of a deal in relation to a Sell Package, a Buy Package or a Raise Funds Package (each of which have the meaning given to them in the Service Description).

4.2. Support Services

4.2.1 Please refer to the respective Service Description for further detail about the Support Services. For the purposes of Support Services, “Deliverables” includes any support provided by us to you, for example telephone advice, advice provided by email and/or attendance at meetings with you. Notwithstanding paragraph 1.4 of this Schedule 1, our advice may not be issued to you in a digital PDF version.
4.2.2 Support Services may be ordered in blocks of one month or three month periods, as identified in the Shop section of our Website. Support Services commence on the date of the Order Confirmation, and you can access Support Services for the duration of the Support Period. You shall pay for the Support Services in advance in accordance with the provisions of clause 8 (Charges and payment) of the terms and conditions.
4.2.3 You may request our assistance, and each request shall be part of the Support Services, by way of a Support Request.
4.2.4 During the Support Period, we shall perform the Support Services during the Support Hours and we shall use Commercially Reasonable Efforts to provide the Monthly Support. You may contact us during the Support Period by telephone at 020 3924 5150 or by e-mail at info@blueboxvelocity.com.
4.2.5 You acknowledge and agree that, to properly assess and resolve Support Requests, it may be necessary to permit us direct access of your books and records. You shall provide such access promptly.
4.2.6 Any Support Services requested by you to be provided by an individual whose qualification or experience is greater than that which we deem to be reasonably necessary to resolve the relevant Support Request shall be deemed an Out-of-scope Service. We will notify you if this is the case before we provide the Out-of-scope Service and you will be required to pay for the Out-of-scope Fees before we provide the Out-of-scope Service. You have the right not to pay the Out-of-scope Fees if you do not want us to provide the Out-of-scope Service.
4.2.7 We may reasonably determine that any services are an Out-of-scope Service. If we make any such determination, we shall promptly notify you of that determination.
4.2.8 You acknowledge and agree that we are not obliged to provide any Out-of-scope Service.

4.3. Fees

4.3.1 The provision of all Support Services shall be provided on a remote, off-site basis (such as over the telephone or by e-mail) within the Support Period in consideration for the Monthly Fee, which is payable in accordance with clause 8 (Charges and payment) of the terms and conditions.
4.3.2 The provision of Support Services outside the Support Period or the provision of Out-of-scope Services shall be charged for at the hourly rate of £300 plus VAT (Out-of-scope Fees), in addition to the Monthly Fee, payable in advance in accordance with clause 8 (Charges and payment). We will not provide any Support Services outside the Support Period or Out-of-scope Services until we receive payment of the Out-of-scope Fees.
4.3.3 Notwithstanding clause 8 (Charges and payments) of the terms and conditions that provides all Charges are payable in advance, in addition to the Monthly Fee, you shall pay us a Success Fee which shall be paid to us within 7 days after completion of the Transaction, upon us issuing an invoice to you. The Success Fee shall be payable in accordance with clause 8 (Charges and payment) of the terms and conditions.
4.3.4 The Success Fee is payable to us even if you or any other third party (irrespective of whether this third party was introduced by us) find a Target Business, a Potential Acquisition Target or an Investor.
4.3.5 Termination of this Contract, howsoever arising, shall not affect the continuation in force of paragraphs 4.3.3 to 4.3.5 and your obligation to pay the Success Fees to us in accordance with them.

4.4. Notwithstanding clauses 5.6, 14 and 17.11 of the terms and conditions, Support Services shall, unless we agree otherwise in writing, begin on the Commencement Date, and shall continue unless terminated by you by providing one month’s written notice to info@blueboxvelocity.com, in accordance with clause 16 (Communications between us) of the terms and conditions.