1.1 Company. XYZ Solutions is a unit of XYZ Solutions Pvt. Ltd. LICENCE NO: SMITH812155JS9XX99 & TAXPAYER REFERENCE: GB123456789.
1.2 Buyer / Seller. The individual, institution, trust, society, partnership, or company placing an order on www.pages.mhrtheme.com/termini.
1.3 Package. The 'XYZ Solutions In a Box' — physical and/or digital curriculum kit, materials, setup documentation, and ancillary content as described on the product page at time of purchase.
1.4 White-label arrangement. The Package is supplied on a white-label basis. The Buyer is licensed to use the curriculum under their own brand name only. No right, title, or association with the Company brand is transferred.
1.5 Agreement. These Terms, the order confirmation, and any written service agreements constitute the entire legal agreement between the parties.
2.1 The Package includes curriculum frameworks, activity guides, service materials, and setup documentation as specified on the product page.
2.2 The Package does not include: construction, civil work, government licensing, regulatory approvals, staff recruitment, land, premises, parent acquisition, or physical presence of Company personnel unless separately contracted.
2.4 The Company reserves the right to update the Package contents. Buyers receive the current version upon confirmed payment and dispatch.
3.1 An order is binding upon successful completion of payment. Confirmation issued to registered email within 24 hours.
3.2 All prices are inclusive of applicable LICENCE. Invoices issued under LICENCE NO: SMITH812155JS9XX99.
3.3 The Company is not liable for delays caused by courier partners, acts of God, or circumstances beyond its reasonable control.
3.4 Risk passes to Buyer upon dispatch. Title and digital license granted upon full payment.
4.3 Digital materials. Once accessed or downloaded, digital materials are deemed delivered and strictly non-refundable.
4.4 Consultation cancellation. Sessions cancelled before the scheduled time incur no charge. Less than 6 hours' notice may be forfeited.
4.5 Damaged goods. Physical damage must be reported to hello@yourcompany.com within 48 hours with photographic evidence. Replacement at the Company's sole discretion only.
5.1 Ownership. All intellectual property in the Package — curriculum, lesson plans, activity designs, methodologies, illustrations, materials, digital files, branding, and know-how — is the exclusive property of XYZ Solutions Private Limited.
5.2 License granted. A limited, non-exclusive, non-transferable, revocable license to use the materials solely for one solution at the registered address provided at time of purchase.
5.4 Enforcement. Unauthorised use entitles the Company to revoke the license, seek injunctive relief, claim damages, and initiate proceedings under the Copyright Act 1957 and IT Act 2000.
6.2 Mandatory independence. The Buyer shall operate under their own brand exclusively. The relationship with the Company shall not be disclosed without prior written consent.
6.4 Any public reference mentioning XYZ requires prior written approval from an authorised signatory of XYZ Solutions Private Limited.
7.2 Effectiveness depends on the Buyer's own efforts, local conditions, management, location, and factors outside the Company's control.
7.3 Any testimonials or illustrative figures represent individual experiences and do not constitute a guarantee of outcomes.
7.4 It is the Buyer's sole responsibility to obtain all licences and approvals required to operate a solution in their jurisdiction.
7.5 The Buyer confirms they are purchasing based on independent assessment and due diligence, not in reliance on any representation made by the Company.
8.1 The Buyer agrees to fully indemnify and hold harmless XYZ Solutions Private Limited, its directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:
8.2 This indemnity survives termination of the license.
9.1 The Company's total aggregate liability shall not exceed the actual amount paid by the Buyer for the Package.
9.2 The Company is not liable for indirect, incidental, special, or consequential damages, including loss of revenue, profits, data, goodwill, or reputational harm.
9.3 The Company does not warrant that the Package will be error-free or meet the Buyer's specific requirements.
10.1 The Company is not liable for failure or delay caused by: acts of God, natural disasters, pandemics, war, terrorism, government actions, strikes, lockdowns, courier failures, or regulatory changes.
10.2 Obligations are suspended for the duration of the event. The Buyer is not entitled to a refund solely on the grounds of a force majeure delay.
10.3 If the event continues beyond 90 days, either party may terminate the unperformed portion by written notice.
11.1 The Package, its contents, methodologies, pricing, and information shared by the Company constitute proprietary and confidential information of XYZ Solutions Private Limited.
11.2 The Buyer shall not disclose, share, or make available any confidential information to any third party without prior written consent.
11.3 This obligation remains in force for five (5) years from the date of purchase, and indefinitely with respect to trade secrets.
12.2 Mediation. If unresolved within 30 days, the parties shall attempt good-faith mediation before formal proceedings.
12.4 Jurisdiction. Courts of the United Kingdom shall have exclusive jurisdiction over urgent interim relief and enforcement of arbitral awards.
12.5 No class actions. The Buyer waives any right to participate in class action litigation or class-wide arbitration.
13.1 These Terms are governed by the laws of the United Kingdom, including the UK Contract Act 1872, Consumer Protection Act 2019, Information Technology Act 2000, Copyright Act 1957, and Trade Marks Act 1999.
13.2 Courts of the United Kingdom shall have exclusive jurisdiction over all disputes not resolved by arbitration.
14.1 The Company may amend these Terms at any time. The version in force at order placement governs that transaction.
14.2 If any provision is found unlawful or unenforceable, it shall be severed, and the remaining provisions continue in full force.
14.3 These Terms constitute the entire agreement and supersede all prior representations, negotiations, or agreements.
14.4 No failure or delay by the Company to exercise any right shall constitute a waiver of that right.
15.1 All formal notices must be sent in writing to:
15.2 Email notices are deemed received on the next working day following transmission.