Terms and conditions for the sale of Exam Only Products

These Terms apply to the sale of the Exam Only Products by BPP where such Exam Only Products are provided as a standalone product and are not purchased in conjunction with any course or other product(s) offered by BPP. Please read these Terms carefully before purchasing an Exam Only Product and print off a copy for your records. BPP will not file or otherwise keep a copy of the agreement concluded between you and BPP and a copy of the concluded agreement will not be available from BPP at a future time and date. By purchasing an Exam Only Product as a standalone product, you are confirming your agreement to be bound by these Terms.

These Terms do not apply to any courses provided by BPP nor any other programmes provided by BPP University.

If there is any conflict between these Terms and the Website Terms of Use, these Terms shall prevail.

www.bpp.com is operated by BPP Professional Education Limited, BPP House, Aldine Place, 142-144 Uxbridge Road, London W12 8AA, registered in England and Wales under company number 04546335, VAT registration number GB 466 4516 29, telephone number 020 3130 6986.

1. Definitions

1.1 Unless the context otherwise requires the following terms shall have the following meanings when used in these Terms:

Awarding Body” means:

(a) in relation to ICAEW, Institute of Chartered Accountants in England and Wales;

(b) in relation to CIMA, the Chartered Institute of Management Accountants;

(c) in relation to ACCA, the Association of Chartered Certified Accountants;

(d) in relation to FIA, the Association of Chartered Certified Accountants;

(e) in relation to AAT, the Association of Accounting Technicians; and

(f) in relation to the Higher Courts Advocacy and the Qualified Lawyers Transfer Test, the Solicitors Regulation Authority; and

and, in each case, includes any successor body thereto.

BPP” means BPP Professional Education Limited, a company registered in England and Wales under company number 04546335 and having its registered office at BPP House, Aldine Place, 142-144 Uxbridge Road, London W12 8AA;

Brochure” means any online or hard copy document that is produced by BPP to provide detailed information relating to the Exam Only Products that these Terms cover;

Distance Selling Regulations” means the Consumer Protection (Distance Selling) Regulations 2000 (as amended or re-enacted from time to time);

Examination” means an examination set by or on behalf of the relevant Awarding Body towards the relevant Qualification;

Exam Only Product” means the provision by BPP of the Examination and any ancillary services (if applicable). For the avoidance of doubt, such ancillary services do not in the context of these Terms include the provision of any course in preparation for the Examination;

Exam Only Product Fee” means the fee payable for the Exam Only Product which can be viewed via the Website, and shall include any VAT payable but excludes any delivery charges payable in relation to delivery of materials, if applicable, and any import duties, taxes and customs clearances which may be payable;

Terms” means these terms and conditions, the Website Terms of Use (if you confirm your purchase of an Exam Only Product over the Internet) and any documents to which they refer;

Qualification” means qualifications relating to each of:

(a) ICAEW;

(b) CIMA;

(c) ACCA;

(d) FIA;

(e) AAT;

(f) Higher Courts Advocacy; and

(g) Qualified Lawyers Transfer Test;

Website” means www.bpp.com; and

you” means the individual purchasing the Exam Only Product.

2. Order Procedure

2.1 Ordering via the Website:

2.1.1 In order to purchase an Exam Only Product via the Website, you must register for an online BPP account via the Website. If you already have an online BPP account, you can log onto your account using the user name and password that you were provided with when you registered.

2.1.2 When purchasing an Exam Only Product via the Website, you can change your order at any time up to the point at which you click the “Complete Checkout” button by using the “Edit” option to amend the details submitted and/or by using the “Remove” option to remove an item from your basket.

2.2 Ordering via postal application, fax, email or telephone:

2.2.1 You do not need to be registered for an online BPP account in order to purchase an Exam Only Product via postal application, email, fax or by telephone.

2.3 When you place an order for an Exam Only Product (either via the Website, by postal application, by email or by telephoning BPP’s Customer Service team) you are offering to purchase that Exam Only Product on these Terms. BPP reserves the right to decline or cancel your order, or any part of your order. You will be required to provide a valid email address to BPP at the time that you place your order.

2.4 Following receipt by BPP of your order for an Exam Only Product, you will receive an email confirming that your order has been received by BPP. Your order will be subject to acceptance by BPP of your offer to purchase in accordance with clause 2.5.

2.5 BPP shall be under no obligation to provide any part of the Exam Only Product to you until such time as BPP has:

2.5.1 accepted your offer to purchase the relevant Exam Only Product by either sending you a separate order acceptance confirmation email or written order acceptance by post, which will be effective upon sending or posting to you at the email or postal address that you have provided; and

2.5.2 received payment for the relevant Exam Only Product in cleared funds from you or invoiced your employer in accordance with clause 3.7.1. For payments by cheque, cleared funds means 5 days after receipt of the cheque by BPP.

2.6 Where your order consists of multiple Exam Only Products, the order for each individual Exam Only Product will be treated by BPP as a separate offer to purchase. Acceptance of your offer to purchase one or more Exam Only Products will not be an acceptance by BPP of your offer to purchase any other Exam Only Products which make up your order.

2.7 BPP reserves the right to withdraw at any time Exam Only Products advertised for sale on the Website and/or the Brochure.

3. Exam Only Product Fee Payment Terms

3.1 The relevant Exam Only Product Fees at any given time will be displayed on the Website and the Brochure and/or can be obtained from a BPP Customer Services representative. Exam Only Product Fees are quoted in pounds sterling, inclusive of VAT.

3.2 By purchasing the Exam Only Product, you agree to pay the Exam Only Product Fee.

3.3 Save where specified in the description of the Exam Only Product on the Website and/or in the Brochure, the Exam Only Product Fee:

3.3.1 includes examination and other fees relating to the Exam Only Product that are payable to the relevant Awarding Body; and

3.3.2 excludes unless otherwise stated amounts payable to the relevant Awarding Body for student/delegate registration, admission and exemptions, which are payable by you separately and BPP accepts no responsibility for this.

3.4 If you purchase an Exam Only Product on the Website:

3.4.1 the Exam Only Product Fee including VAT will be shown prior to completion of the online transaction;

3.4.2 BPP will debit the Exam Only Product Fee from your credit card or debit card on or after the day you make an order for an Exam Only Product. Credit or debit card details are collected over a secure link and authorised amount verification is taken immediately. At the time of collection of these details you will be asked if you would like to register these card details with us to facilitate future orders. If you have agreed to your card details being stored, they will be stored securely by BPP and/or our third party payment service providers and, unless you tell us otherwise, we will use these card details for payments in connection with this and any future order you may place with BPP. Your order will be confirmed only upon receipt of the Exam Only Product Fee in cleared funds by BPP and will be subject to acceptance of your offer to purchase by BPP in accordance with clause 2.5.

3.5 If you are ordering the Exam Only Product by telephone, email, fax or post:

3.5.1 the Exam Only Product Fee is either set out in the Brochure and/or on the Website, and/or will be notified to you by a BPP Customer Services representative;

3.5.2 if you are paying for the Exam Only Product Fee on your own account, payment is due from you immediately by either credit or debit card or cheque. Your order will be subject to acceptance by BPP of your offer to purchase in accordance with clause 2.5; and

3.5.3 if you choose to pay by selecting the “invoice your company” option (not available for orders placed by telephone) and your employer has an account with BPP Credit Control, BPP will review your order and invoice your employer directly in accordance with clause 3.7. Your order will be subject to (i) receipt by BPP of your signed order form in accordance with clause 3.7.1 and (ii) acceptance by BPP of your offer to purchase in accordance with clause 2.5.

3.6 The provision of the Exam Only Product and/or the release of the results thereof (as applicable) is contingent upon BPP having received cleared funds from you or your employer (if you are a sponsored) in respect of the Exam Only Product Fee. Without prejudice to BPP’s rights and remedies under these Terms, if any sum payable in respect of the Exam Only Product Fee is not paid in cleared funds on or before the due date (being the date set out on the Website for your Exam Only Product and/or as notified to you by an invoice sent by BPP), BPP reserves the right, forthwith and at BPP’s sole discretion, to suspend the provision to you and refuse you entry to the Exam Only Product and/or refuse to release the results of the Exam Only Product to you until payment has been received in full. For payments by cheque, cleared funds means 5 days after receipt of the cheque by BPP.

3.7 Where you choose to invoice your employer for the payment of the Exam Only Product Fee, the following additional terms shall apply:

3.7.1 Upon receiving your order form signed by the training manager or other individual designated by your employer, BPP will send an invoice to your employer within 3-5 working days;

3.7.2 Full payment in cleared funds of the Exam Only Product Fee is due from your employer within 30 days from the date of the invoice;

3.7.3 Payment is due immediately if booking is made less than 30 days before the Exam Only Product start date;

3.7.4 You and your employer are jointly and severally liable for all unpaid invoices; and

3.7.5 You authorise BPP to release to your employer details of your attendance, marks, exam results, general progress reports and any other information reasonably requested by your employer and which BPP in its sole discretion considers appropriate for it to provide.

3.8 In the event a cheque is returned or a credit or debit card transaction declined by your bank, funds will not be deemed to have cleared. BPP shall not be liable for any bank charges that may apply. An administration fee of £15 will be charged for any cheques that are not met when presented for payment by BPP.

3.9 BPP reserves the right from time to time to change the amount of the Exam Only Product Fee. In the unlikely event that due to a technical error, the amount of the Exam Only Product Fee displayed on the Website or in the Brochure is incorrect, BPP will notify you as soon as it reasonably can. If the correct amount of the Exam Only Product Fee is higher than displayed on the Website and/or in the Brochure then you will be given the opportunity to cancel your order and receive a full refund at the time you are notified of the higher Exam Only Product Fee. If the Exam Only Product Fee is lower than displayed on the Website or in the Brochure then you will be refunded the difference between the lower Exam Only Product Fee and the amount which you have paid. Any refund will be made in accordance with clause 4.

3.10 If you are a sponsored student and your employer fails to pay the Exam Only Product Fee, you will be liable to pay the Exam Only Product Fee.

3.11 The Exam Only Product Fee will be forfeited if you fail to turn up for the Exam Only Product at the prescribed date and time and/or in the event that you cancel your purchase of the Exam Only Product in breach of clause 4.2.

4. Cancellation, Transfer and Deferral Terms

4.1 Subject to clause 4.2, under the Distance Selling Regulations you may cancel your purchase of an Exam Only Product within a period of 7 working days beginning on the day after the day on which the contract is concluded with you in accordance with these Terms provided always that you have not undertaken the Exam Only Product in that 7 day period. For further details of you rights under the Distance Selling Regulations you can visit your local Citizens’ Advice Bureau or visit the Office of Fair Trading website.

4.2 Please note that you cannot cancel your purchase of an Exam Only Product:

4.2.1 on or after the scheduled date for that Exam Only Product; and/or

4.2.2 once BPP has commenced the provision of its services to you relating to the Exam Only Product (including by way of example only but not limited to (as applicable) by payment of any fees relating to your Exam Only Product to the Awarding Body and/or by the creation of any material relating to your order of the Exam Only Product (including but not limited to CD-ROM and/or hard copy material)).

4.3 In addition to your rights under the Distance Selling Regulations, you may defer or transfer your Exam Only Product at any time up to the third working day prior to the date of the relevant Exam Only Product by payment of the deferral fee notified to you by BPP on confirmation of your order for the Exam Only Product. No deferral or transfer of the Exam Only Product to a later day will be permitted following the third working day prior to the date of your relevant Exam Only Product. Other than as set out in clauses 4.1 and 4.3, no refunds will be offered in relation to any cancelled, deferred or transferred Exam Only Product. The deferrals fees may be subject to change, but as at the date of publication of these Terms are:

Qualification Deferral fee (£GBP)

ICAEW 25.00

CIMA 25.00

ACCA

FIA 25.00

AAT 25.00

Higher Courts Advocacy 160.00

Qualified Lawyers Transfer Test 100.00

4.4 BPP reserves the right to cancel any Exam Only Product at any time up to ten working days prior to the date on which the relevant Exam Only Product is due to take place. If BPP decides not to provide the relevant Exam Only Product or makes any significant variation to the relevant Exam Only Product prior to the date of the relevant Exam Only Product, then it will use its reasonable endeavours to notify you in advance and you shall be entitled to withdraw your order by written notice to BPP. In these circumstances you will be entitled to a refund of any part of the Exam Only Product Fee which you have paid to BPP in accordance with clause 4.5 below.

4.5 Where applicable to the provision of your Exam Only Product, BPP further reserves the right to defer any Exam Only Product in the event of planned or unplanned system downtime relating to the provision of the relevant Exam Only Product. BPP will notify you of such downtime as soon as reasonably practicable after BPP becomes aware of such downtime. In the event that you are unable to accept deferral of the Exam Only Product to another date, BPP will allow you to cancel the Exam Only Product by notification to BPP. In the event that you cancel an Exam Only Product in these circumstances, you will be entitled to a refund of any part of the Exam Only Product Fee which you have paid to BPP in accordance with clause 4.5 below.

4.6 If you have paid the Exam Only Product Fee and your order is cancelled pursuant to clause 4.1, 4.3 or 4.4, BPP will credit the Exam Only Product Fee to your credit or debit card (that you used to pay the Exam Only Product Fee) as appropriate or, if you have paid by cheque, by sending you a cheque within 28 days of receiving your notice of cancellation/giving notice to you of such cancellation. If you have chosen to invoice your employer and at the time of cancellation the relevant invoice has not yet been paid then such invoice will be cancelled. If you have chosen to invoice your employer and at the time of cancellation the relevant invoice has already been paid by your employer, the Exam Only Product Fee will be credited to your employer’s bank account within 28 days of receiving your notice of cancellation/giving notice to you of such cancellation.

4.7 You may cancel or defer your order pursuant to clause 4.1 and clause 4.2, by post or email using the contact details provided to you. Notice will be deemed to be given in accordance with the time period set out in clause 12.9.

4.8 Except as set out in clauses 4.1 and 4.2, no cancellations and no deferrals will be permitted for any Exam Only Product.

4.9 Your purchase of an Exam Only Product is personal to you and you will not be permitted to transfer your Exam Only Product to any other person.

4.10 BPP reserves the right to use its discretion to determine whether to make refunds and/or deferrals in exceptional circumstances which fall outside clause 4.1 and 4.2 and to charge additional fees in any such event.

5. BPP Rules and Regulations

5.1 By accepting the offer of an Exam Only Product, you acknowledge and agree that:

5.1.1 you shall comply with any and all rules and regulations of the relevant Awarding Body relating to the Exam Only Product; and

5.1.2 the offer of the Exam Only Product is subject to the overriding condition that, prior to the date on which the Exam Only Product commences, you will have provided to BPP’s satisfaction, evidence to show you have met any and all prerequisite requirements of the Awarding Body relating to the Exam Only Product (including but not limited obtaining membership of any required regulatory body or Awarding Body) and any and all requirements as notified to you either in the by email and/or displayed in the Brochure and/or on the Website for entry onto the Exam Only Product; and

5.1.3 you will abide by all codes, rules and regulations (as amended) of BPP in existence during the Examination and applicable to the Exam Only Product and these include (but are not limited to):

5.1.3.1 the Examination and Qualification specific rules and regulations relating to the Examination and/or Qualification (as applicable);

5.1.3.2 if relevant, the General Academic Regulations and the Manual on Policies and Procedures

5.1.3.3 BPP’s Student Handbook

5.1.3.4 where relevant, BPP’s Computer Use Policy

5.1.3.5 BPP’s Health and Safety Policy

5.1.3.6 all codes, rules and regulations of any other relevant organisation or institution, if required as part of your Exam Only Product.

5.2 On the date of your Exam Only Product, you must:

5.2.1 arrive at least 15 minutes before the start of the Exam Only Product. Admittance to the assessment room will not be permitted once the Exam Only Product has commenced;

5.2.2 produce your contact identification from the relevant Awarding Body (registration number) and photographic identification (by way of example only, passport or driving licence) as required by the relevant Awarding Body from time to time prior to sitting the Exam Only Product. Failure to provide such identification will result in you not being permitted to attempt the Exam Only Product;

5.2.3 except in relation to ICAEW qualifications (where pens and calculators are provided), bring your own pens and calculator. Your calculator must be non-programmable;

5.2.4 not bring any note paper or formula tables. Note paper and formula tables will be provided by BPP;

5.2.5 not talk or communicate with others during the Exam Only Product. Talking and communicating with others is strictly forbidden; and

5.2.6 comply with all requirements relating to the Exam Only Product notified by BPP to you.

5.3 Failure to comply with any of the requirements set out in clause 5.2 may result in you not being permitted to attempt the Exam Only Product and/or in your disqualification from the Exam Only Product. BPP accepts no liability for any failure by you to comply with any of the requirements set out in clause 5.2 and shall not in any circumstances be obliged to refund the Exam Only Product Fee or any part of it as a result of your failure to comply with any requirement set out in clause 5.2.

6. Warranties

6.1 BPP will use its reasonable endeavours to deliver the Exam Only Product in accordance with the description applied to it in the Brochure. BPP shall be entitled to make any variations to the Exam Only Product as permitted by the relevant Awarding Body.

6.2 BPP expects you to take reasonable care to verify that the Exam Only Product will meet your needs and any specific requirements that you have.

6.3 BPP does not make any representation, guarantee or commitment to you that the Exam Only Product will be error free.

6.4 Where relevant to the Exam Only Product, BPP does not make any commitment that the Exam Only Product will be compatible with or operate with your software or hardware.

6.5 All representations, warranties and/or terms and/or commitments not expressly set out in these Terms (whether implied by law, conduct, and statute or otherwise) are hereby excluded to the maximum extent permissible at law.

7. Limitation of liability

7.1 The exclusions and limitations of liability contained in these Terms do not apply to a party’s liability: (i) for fraud or wilful default; (ii) for death or personal injury caused by its negligence; or (iii) where such limitation or exclusion cannot lawfully be excluded.

7.2 Except as set out in these Terms, BPP shall not be responsible for losses that result from its failure to comply with these Terms including, but not limited to, losses that fall into the following categories:

7.2.1 indirect or consequential losses;

7.2.2 loss of income or revenue;

7.2.3 loss of business;

7.2.4 loss of anticipated savings; or

7.2.5 loss or corruption of data.

7.3 BPP cannot accept responsibility for damage to or loss of property howsoever caused.

7.4 Where relevant to the Exam Only Product, BPP is not responsible to you for any data that you lose as a result of accessing the Exam Only Product. It is your responsibility to ensure that you regularly save and back up all data which you hold on the computer from which you are accessing the Exam Only Product.

7.5 Save as otherwise set out in this clause 9, BPP’s maximum aggregate liability to you for any claims that you may have against BPP for direct loss in contract, tort or otherwise arising out of or in connection with these Terms, the Exam Only Product and any IT technical support shall be limited to the amount of the Exam Only Product Fee which has been paid, or is payable, by you or on your behalf.

7.6 BPP will not be held responsible for any delay or failure to comply with its obligations under these Terms if the delay or failure arises from any cause which is beyond BPP’s reasonable control. This condition does not affect your statutory rights.

7.7 Each provision in this clause 7 shall be construed separately as between you and BPP. If any part is held to be unreasonable, inapplicable, or unenforceable, but would be valid if some part thereof was deleted such provision shall apply but with such modification as may be necessary to make it valid and effective.

8. Disclaimer

8.1 The contents of the Exam Only Product are for assessment purposes only. BPP will not accept any responsibility to any party for the use of the contents of the Exam Only Product for any purpose other than assessment for educational purposes, including but not limited to the giving of advice by you to any third party.

8.2 The contents of the Exam Only Product and associated materials are confidential and should in no event be removed from the venue provided for the Examination or discussed, duplicated or distributed to any third party. In the event that such contents are removed, discussed, duplicated and/or distributed to any third party as a result of your actions, BPP reserves the right to take appropriate and proportionate action against you and this may (where appropriate) result in the revocation of your Qualification.

9. Intellectual Property

9.1 At all times, BPP or its licensors remains the owner of the intellectual property in the Exam Only Product. Neither the Exam Only Product nor any part thereof, may be reproduced, stored in a retrieval system or transmitted in any form or any means without the prior written permission of BPP.

9.2 Save as expressly set out in these Terms, you may not modify, copy, reproduce, re-publish, sub-licence, sell, upload, broadcast, post, transmit, make available, disseminate or distribute in any way any of the content of the Exam Only Product and/or Examination. You may not modify, adapt, merge, translate, disassemble, decompile, recompile or reverse engineer any software forming part of the Exam Only Product or create derivative works based on the whole of or any part, or which incorporate, the Exam Only Product into any software program. Use of the Exam Only Product and/or Examination not expressly permitted in these Terms is strictly prohibited and will constitute an infringement of either BPP’s copyright or BPP’s other intellectual property rights, and/or the copyright or other intellectual property rights of BPP’s licensors.

10. Confidentiality

10.1 Information regarding your attendance and academic performance on the Exam Only Product will be kept confidential within the BPP group of companies, unless you agree otherwise or you take steps to waive its confidential nature, save for information required to be disclosed by law, to a relevant regulatory body and/or professional body and/or to the relevant Awarding Body for the Exam Only Product.

10.2 If you request a reference from BPP, you agree to waive your right to confidentiality for the purposes of providing the reference and for BPP to process your personal data for that purpose and disclose it to the third party.

10.3 If you are sponsored by an employer, BPP is permitted to provide information regarding your progress (including, without limitation, details of your attendance, exam results and any other information reasonably requested by your employer and which BPP in its sole discretion considers appropriate for it to provide) to your sponsor and you agree to waive your right to confidentiality for those purposes.

11. Data Protection

11.1 BPP will process the information it receives from you or otherwise holds about you in accordance with these Terms and its privacy policy which can be viewed by clicking on the following link http://www.bpp.com/privacy. You consent to the use by BPP of such information in accordance with these Terms and BPP’s privacy policy. BPP will use such information including but not limited to:

11.1.1 perform its obligations and enforce its rights under these Terms;

11.1.2 contact you by email, telephone or post to inform you about other products or services which may be of interest to you;

11.1.3 inform you of feedback and exam results; and

11.1.4 communicate with your employer regarding your results and attendance.

BPP may share your information with its agents and service providers for these purposes.

11.2 Unless you contact us to request otherwise, you agree that BPP may share the information you provide with other members of the BPP group of companies, who may contact you by email, telephone or post to inform you about other products or services which may be of interest to you. Some members of the BPP group of companies are located outside the European Economic Area in countries providing a lower standard of data protection.

11.3 You have the right to receive details of the personal information held by BPP. A fee of £10 will be payable. For more information, please refer to BPP’s privacy policy.

11.4 In the event that you do not wish to receive marketing correspondence from BPP or any member of the BPP group of companies, a written request or email should be sent to the contact details set out at the end of these Terms.

11.5 On occasion we may conduct online surveys. This is used to gauge our service, collect demographic information and other information that we may find useful. We may share non-personal, aggregated information with third parties. You agree to BPP using your information in this manner.

12. General

12.1 BPP reserves the right to charge late payment interest on any sums that are due and payable by or on behalf of you, at a rate of 8% a year above the base lending rate of Barclays Bank plc from time to time. The interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with the overdue amount.

12.2 BPP reserves the right to recover any reasonable debt collection costs in connection with these Terms.

12.3 BPP may update or amend these Terms from time to time to comply with law or to meet its changing business requirements without notice to you. Any updates or amendments will be posted on the Website.

12.4 These Terms supersede any other terms and conditions previously published by us and any other representations or statements made by us to you, whether oral, written or otherwise.

12.5 You may not assign or sub-contract any of your rights or obligations under these Terms to any third party unless we agree in writing.

12.6 BPP may assign, transfer or sub-contract any of its rights or obligations under these Terms to any third party at its discretion.

12.7 No relaxation or delay by BPP in exercising any right or remedy under these Terms shall operate as waiver of that right or remedy or shall affect its ability to subsequently exercise that right or remedy. Any waiver must be agreed by BPP in writing.

12.8 If any provision of this Agreement is held to be invalid or unenforceable, then that provision will (so far as it is invalid or unenforceable) be given no effect and will be deemed not to be included in this Agreement, but without invalidating any of the remaining provisions of this Agreement.

12.9 Any notices required to be served by BPP under these Terms will be deemed properly served if sent via prepaid postage to the postal address, or emailed to the email address, notified by you to BPP, at BPP’s discretion. A notice delivered personally is deemed to be given on the day on which it was left at the specified address. A notice sent by post is deemed to be given on the day it was posted as evidenced by you. A notice sent by fax or e-mail is deemed to be given on the day it was sent.

12.10 Any notices required to be served on BPP by you will be deemed properly served if sent to address at the beginning of these Terms.

12.11 The agreement between you and BPP will be concluded in English only.

12.12 The agreement between you and BPP which is compromised in these Terms is not intended to be for the benefit of any third party, and shall not be exercised by any other person under the Contract (Rights of Third Parties) Act 1999 or otherwise.

12.13 These Terms, and any other matters arising out of or in relation to these Terms, are governed by and construed in accordance with the laws of England and Wales. You agree to submit to the exclusive jurisdiction of the English courts to settle any disputes which may arise out of or in connection with these Terms.