Terms & Conditions
Introduction
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1.1. Definitions are set out at condition 18.
1.2. These terms together with the order form and any special terms (the licence) set out the basis on which you may make use of The Science Break.
1.4. Please read the licence carefully before you start to use The Science Break. By using The Science Break, you indicate that you accept the licence and and Terms of Agreement and that you agree to abide by them. If you do not agree to the licence, you may not use The Science Break.
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Grant and scope of licence
2.1. In consideration of payment by you of the subscription fee, and subject to you agreeing to the restrictions in condition 3 and the other terms of the licence, we hereby grant to you a non- exclusive, non-transferable subscription to use The Science Break in your country for the term.
2.2. You may, during the term:
2.2.1. Log in and watch The Science Break videos and use other content from school/college or home for your educational and non-commercial purposes;
2.2.2. Within the restrictions set out at condition 3 and condition 7 below, download material from The Science Break (The Science Break downloads) to computers or mobile/portable devices;
2.2.3. Use any other The Science Break products in accordance with the applicable special terms; and
2.2.4. benefit from any updates to The Science Break we may provide from time to time.
Your obligations
3.1. You shall:
3.1.1. ensure that you complete the order details accurately;
3.1.2. ensure that the person signing the order form is authorised to purchase a subscription on your behalf;
3.1.3. If you are an education establishment, keep an accurate and up-to-date record throughout the term of:
3.1.3.1. the users that you authorise to use The Science Break;
3.1.3.2. remote users and the remote access use made by them of The Science Break; and
3.1.3.3. registered users, which The Science Break content they download, and the time/date of those The Science Break downloads
3.1.4. expressly prohibit registered users from sharing their logins;
3.1.5. require registered users to select a secure password which they change when reasonably requested by us or by you, and which they keep secure and confidential;
3.1.6. keep and authorised The Science Break downloads secure from unauthorised access;
3.1.7. keep our copyright notice on any or all of The Science Break downloads; and
3.1.8. supervise and control the use of The Science Break to ensure it is used in accordance with the licence.
3.2. You shall not:
3.2.1. attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of The Science Break in any form or media or by any means, except to the extent expressly permitted by your subscription or which must be allowed by law; or
3.2.2. download The Science Break content and place it on your establishment’s Intranet, website or any other media from which students or staff can download directly; or
3.2.3. attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human- perceivable form all or any part of The Science Break except to the extent which must be allowed by law; or
3.2.4. access all or any part of The Science Break in order to build a product or service which competes with The Science Break; or
3.2.5. use The Science Break for the benefit of any third party, including any associated body; or
3.2.6. subject to condition 11, license, sell, rent, lease, transfer, assign, distribute, display, disclose, commercially exploit, or otherwise make The Science Break available to any third party except your users.
3.3. You shall use all reasonable endeavours to prevent any unauthorised access to or use of The Science Break and, in the event of any unauthorised access or use, promptly notify us.
3.4. Your rights under condition 2 are granted to you, and not to any associated body.
Acceptable use of the The Science Break website
4.1. You must not misuse the The Science Break website by knowingly introducing viruses, trojans, worms, or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to The Science Break, the servers on which The Science Break is stored or any server, computer or database connected to the The Science Break website. You must not attack the The Science Break website via a denial-of-service attack or a distributed denial-of service attack. By breaching this condition, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them and the identity of your users. In the event of such a breach, your right to use The Science Break will cease immediately.
4.2. You may link to the The Science Break website home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link from any website that is not owned by you. The Science Break website must not be framed on any other site, nor publicly available, publicly visible or publicly accessible, nor may you create a link to any part of the The Science
Break website other than the login page. We reserve the right to withdraw linking permission without notice.
Charges and payment
5.1. You shall pay the subscription fee immediately if subscribing as an individual or within 14 (fourteen) days from receipt of a sales invoice from us, if you are a multiple using organisation or educational establishment.
5.2. The subscription or license fee is:
5.2.1. payable in pounds sterling;
5.2.2. subject to condition 5.3, non-cancellable and non-refundable; and
5.2.3. exclusive of value added tax, which shall be added to our invoice at the appropriate rate.
5.3. A refund will only be made if we either reject your order form and refuse to grant you a licence, for whatever reason at our discretion or if a court finds we are liable to pay damages to you as a result of being in material breach of the licence as set out in condition 10.3.1.
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Services and support
6.1. Following our acceptance of the order form and agreement with you of any special terms, we shall set up and make The Science Break available to you on and subject to the terms of the licence during the term.
6.2. We shall use commercially reasonable endeavours to make The Science Break available 24 (twenty four) hours a day, 7 (seven) days a week, except for:
6.2.1. planned maintenance;
6.2.2. unscheduled maintenance performed outside normal business hours, provided that we use reasonable endeavours to give you at least 6 (six) normal business hours’ notice in advance.
6.3. We will, as part of The Science Break and at no additional cost to you, provide you with The Science Break standard support. Our support staff will endeavour to answer by email any queries which you have regarding the use of The Science Break. Email: info@TheScienceBreak.com.
Intellectual property rights
7.1. The Science Break is a UK registered trade mark of The Learning Break Limited
7.2. You acknowledge that the copyright, database rights and all other intellectual property rights in The Science Break anywhere in the world belong to us or our licensors, that rights in The Science Break are licensed (not sold) to you, and that you have no rights in, or to, The Science Break other than the right to use it in accordance with the licence or subscription.
7.3. You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way from The Science Break, unless they are designed to be modified (e.g. display material) and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
7.4. Our status (and that of any identified contributors) as the authors of content within The Science Break must always be acknowledged.
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Limitation of liability and on The Science Break
8.1. The content of The Science Break is provided without any guarantees, conditions or warranties as to its effect on grades achieved or otherwise. To the extent permitted by law, we, hereby expressly exclude:
8.1.1. all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity; and
8.1.2. any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with The Science Break or in connection with the use, inability to use, or results of the use of The Science Break, the The Science Break website, any websites linked to it and any content contained in it, including:
8.1.2.1. loss of income or revenue;
8.1.2.2. loss of business;
8.1.2.3. loss of profits or contracts;
8.1.2.4. loss of anticipated savings;
8.1.2.5. loss of data;
8.1.2.6. loss of goodwill; and
8.1.2.7. wasted management or office time whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to your tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out
above.
8.2. Condition 8.1 does not affect our liability for death or personal injury arising from our negligence, nor our liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, nor any other liability which cannot be excluded or limited under applicable law.
8.3. Subject to conditions 8.1 and 8.2, our maximum aggregate liability under or in connection with the licence, whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to the licence fee.
8.4. Subject to conditions 8.1, 8.2 and 8.3, our liability for infringement of third-party intellectual property rights shall be limited to breaches of rights subsisting in England and Wales.
Limitations on The Science Break
9.1. You acknowledge and agree that The Science Break has the following limitations:
9.1.1. the purpose of The Science Break is to assist students studying for A level Sciences, GCSE Science, or any other science course and using The Science Break does not guarantee that a particular grade from 1 to 9 at GCSE level or grade A* to E at IGCSE level will be achieved;
9.1.2. commentary and other materials in The Science Break are not intended to amount to advice on which reliance should be placed; we therefore disclaim all liability and responsibility arising from any reliance placed on those materials by any user of The Science Break, or by anyone who may be informed of any of its contents;
9.1.3. we aim to update The Science Break regularly, and may, without notice change the content at any time;
9.1.4. we will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of The Science Break or to your downloading of any material from the The Science Break website, or from any website linked to it; and
9.1.5. where the The Science Break website contains links to other sites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.
Duration and termination
10.1. The licence shall start on the date you subscribe and shall, unless terminated under this condition, continue for the fixed term, or, if we have agreed that you may have an evaluation subscription or licence, for the period of that evaluation licence, followed immediately by the fixed term (the term). We may agree between us to renew the licence for a further period at the end of the term. Renewal of licences or subscription will not be automatic or automated and you will be responsible for renewing your license or subscription at the appropriate time.
10.2. We may terminate the licence immediately by written notice to you if:
10.2.1. breach condition 3.2.2 (and before that, we may suspend your licence without notice); or
10.2.2. you commit a material or persistent breach of the licence which you fail to remedy (if remediable) within 30 (thirty) days after the service of written notice requiring you to do so; or
10.2.3. for bulk subscriptions or licenses, the establishment is permanently closed or is merged
with another establishment.
10.3. You may terminate the licence immediately by written notice to us if:
10.3.1. we commit a material or persistent breach of the licence which we fail to remedy (if remediable) within 30 (thirty) days after the service of written notice requiring us to do so; or
10.3.2. we suffer an insolvency event, meaning that we become insolvent or unable to pay our debts (within the meaning of section 123 of the Insolvency Act 1986), enter into liquidation, whether voluntary or compulsory (other than for reasons of bona fide amalgamation or reconstruction), pass a resolution for our winding-up, have a receiver or administrator manager, trustee, liquidator or similar officer appointed over the whole or any part of our assets, make any composition or arrangement with our creditors or take or suffer any similar action in consequence of our debt.
10.4. On expiry of the licence or termination for any reason:
10.4.1. all rights granted to you under the licence shall cease;
10.4.2. you must cease all activities authorised by the licence but may keep any school library devices in accordance with applicable special terms; you must delete any The Science Break content held on the devices;
10.4.3. you must pay immediately any sums due to us under the licence; you will be entitled to a
refund only in the limited circumstances set out in condition 5.3; and
10.4.4. you must delete immediately all The Science Break downloads from all computer equipment and mobile devices controlled by you and email all users that have downloaded content from The Science Break requiring them to delete all copies of The Science Break downloads they have made and certify to us that you and they have done so.
Transfer of rights and obligations
11.1. The licence is binding on you and us, and on our respective successors and assigns.
11.2. You may not transfer, assign, charge or otherwise dispose of your licence or subscription, or any of your rights or obligations arising under it, without our prior written consent.
11.3. We may transfer, assign, charge, sub-contract or otherwise dispose of these this licence, or any of our rights or obligations arising under it, at any time during the term of the licence.
Third party rights
No one other than a party to this licence, its successors and permitted assignees, shall have any right to enforce any of its terms.
Notices
13.1. All notices given by you to us must be given to The Learning Break Ltd at our registered address or info@The Science Break.com. We may give notice to you at either the e-mail or postal address you provided to us when purchasing The Science Break.
13.2. Notice will be deemed received and properly served immediately 24 (twenty-four) hours after an email is sent, or 2 (two) working days after the date of posting of any letter.
13.3. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, thatthe letter was properly addressed, stamped and placed in the post and, in the case of an email, that the email was sent to the specified email address of the addressee.
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Events outside our control
14.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the licence that is caused by events outside our reasonable control (force majeure event).
14.2. A force majeure event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
14.2.1. strikes, lock-outs or other industrial action;
14.2.2. civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
14.2.3. fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
14.2.4. it is impossible to use railways, shipping, aircraft, motor transport or other means of public or private transport;
14.2.5. it is impossible to use public or private telecommunications networks; or
14.2.6. the acts, decrees, legislation, regulations or restrictions of any government.
14.3. Our obligations to provide The Science Break under the licence will be suspended for the period that the force majeure event continues, and we will have an extension of time for performance of our obligations for the duration of that period. We will use our reasonable endeavours to bring the force majeure event to a close or to find a solution by which our obligations under this licence may be performed despite the force majeure event.
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Waiver
15.1. If we fail, at any time during the term of the licence, to insist on strict performance of any of
your obligations under the licence, or if we fail to exercise any of the rights or remedies to which we are entitled under the licence, this shall not constitute a waiver of those rights or remedies and shall not relieve you from compliance with your obligations.
15.2. A waiver by us of any default shall not constitute a waiver of any subsequent default.
15.3. No waiver by us of any of these terms shall be effective unless it is expressly stated to be a
waiver and is communicated to you in writing.
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Severability
If any condition (or part condition) of the subscription or licence is determined by any competent authority to be invalid, unlawful or unenforceable to any extent, that condition (or part condition) will to that extent be severed from the remaining conditions which will continue to be valid to the fullest extent permitted by law.
Entire agreement
17.1. The subscription or licence constitutes the whole agreement between us and supersedes any previous arrangement, understanding or agreement between us, relating to the licensing of, or subscription to, The Science Break.
17.2. We each acknowledge that, in entering into the licence, neither of us relies on any statement, representation, assurance or warranty (representation) of any person (whether a party to the licence or not) other than as expressly set out in the licence or subscription.
17.3. Each of us agrees that the only rights and remedies available to us arising out of or in connection with a representation shall be for breach of contract as provided in the subscription or licence.
17.4. Nothing in this condition shall limit or exclude any liability for fraud.
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Definitions and interpretation
18.1. The definitions and rules of interpretation in this condition apply in this licence, unless the context otherwise requires.
associated body - any subsidiary or holding company or contractor of yours, any local education authority, or any other schools, colleges or other educational establishment, whether federated or otherwise associated with you in any way.
fixed term - the fixed term (of 1 year, 2 years or 3 years) that you select on the order form
force majeure event - is defined in condition 14.1.
The Science Break - our The Science Break products described on and available from the The Science Break website.
The Science Break downloads - permissible downloads of content from The Science Break.
The Science Break website - any website with an address starting: www.The Science Break.com/ (or such other website address as we notify to you from time to time) insolvency event - is defined in condition 10.3.2
licence - the licence to you of The Science Break comprising the terms, the order form and any special terms
licence fee - the licence fee for the fixed term
login page - the page to which users will be directed to enable them to register or sign into their personal or educational establishment account.
normal business hours - the hours of 9 am to 5 pm Monday to Friday (excluding bank holidays)
order form - your completed The Science Break order form which we have accepted
registered user - a user that registers to download content from The Science Break
representation is defined in condition 17.2
special terms - special terms agreed between us for the supply of non-standard The Science Break
products.
Subscriber - An individual who has paid to access and use the resources provided by The Science
Break.
Subscription - the fixed duration subscription to you of The Science Break comprising the terms, the order form and any special terms
term - the duration of the licence, defined in condition 10.1
terms - these standard licence terms
updates - additions or changes to the current library of The Science Break content to reflect new content included in either current or new UK examination board specifications
user - any of your teachers or students which you have authorised to use The Science Break
we - The Learning Break Ltd, company number 11233162
you / the establishment - the individual or the school or college or other educational establishment
named on the order form.
18.2. References to conditions are to the conditions of the licence.
18.3. Condition headings shall not affect the interpretation of the licence.
18.4. References to the singular includes the plural and vice versa.
18.5. A reference to any party shall include that party’s personal representatives, successors and permitted assigns.
18.6. Any obligation on a party not to do something includes an obligation to not to allow that
thing to be done.
18.7. Any words following the terms including, include, in particular 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 terms.
Law and jurisdiction
The licence, its subject matter or its formation (including non-contractual disputes or claims) shall
be governed by and construed in accordance with the law of England and Wales and we each
submit to the non-exclusive jurisdiction of the courts of England and Wales.