Terms & Conditions

Effective Date: November 1, 2021

Welcome to www.helenexley-usa.com (the “Site”), a website owned and operated by Exley Publications Limited (“Exley Publications”).

These Terms of Use constitute a legally binding agreement between you and Exley Publications. Please read these Terms of Use, or any additional terms and conditions, policies and guidelines posted on any other website, application, or services provided by Exley Publications (collectively, the “Site”) carefully before using the Site.

The terms and conditions stated below, along with any other policies and guidelines located throughout the Site (collectively herein the “Terms of Use”) identify what a user of the Site (“you” or “your” or “User” or “Users”) can expect from Exley Publications (referred to herein as “we”, “us” or “our”), and/or any persons who provide products or services to Exley Publications customers either directly or through the Site (“Service Providers”) and what Exley Publications in turn expects from Users. By visiting any Exley Publications Service, making a purchase, or otherwise viewing or visiting the Site, you agree that you have read, understood, and agree to be bound by the Terms of Use. If you do not agree to be bound by these Terms of Use and to follow all applicable laws, you should leave the Site or any other Exley Publications Service immediately.

These Terms and Conditions of Use require the use of binding arbitration to resolve disputes rather than jury trials or class actions. Please see Section 14 for details, including instructions to follow in order to opt out of binding arbitration and the class action waiver.

We retain the right to change or modify these Terms and Conditions at its discretion.

1. LICENSES AND RESTRICTIONS

1.1 Licenses. Exley Publications grants the User a limited, nonexclusive, revocable license to access and make personal, non-commercial use of the Site and its Content (as that term is defined in Section 3 below). Exley Publications further grants the User a limited, nonexclusive and revocable right to create a hyperlink to the Site so long as the link does not portray Exley Publications, its subsidiaries, and affiliates, or their respective products or services in a false, misleading, derogatory, or otherwise offensive matter.

1.2 Restrictions. The licenses in Section 1.1 do not include any rights to:

  1. modify, download (other than page caching), reproduce, copy, or resell the Site or the Content or any portion or derivative thereof;

  2. commercially use the Site, the Content or any portion derivative thereof (unless User has a business relationship with Exley Publications, in which case such commercial use will be governed by the terms applicable to such business relationship);

  3. enable high volume, automated, electronic processes that apply to the Site or its systems, the Content or any portion or derivative thereof;

  4. use any robot, spider, data miner, crawler, scraper or other automated means to access or index the Site or its systems, the Content or any portion or derivative thereof for any purpose;

  5. interfere or attempt to interfere with the proper working of the Site;

  6. bypass any measures used by Exley Publications to prevent or restrict access to any portion of the Site, the Content or any portion or derivative thereof;

  7. frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Exley Publications;

  8. use Exley Publications’ name, trademarks, services marks or logos in any meta tags or any other “hidden text”; or

  9. compile, repackage, disseminate or otherwise use data extracted from the Site.

  10. The foregoing are expressly prohibited and the right to do any of the foregoing shall require Exley Publications’ express written consent (which may include a written agreement signed by an authorized representative of Exley Publications).

Any unauthorized use of the Site, the Content or any portion or derivative thereof shall terminate any license or permission granted by Exley Publications.

2. TRADEMARKS

Exley Publications, or third parties from whom Exley Publications has permission, own the trademark used on the Site, being “Helen Exley”, which is registered with the USPTO under trademark serial number of 78322763. All rights are reserved. These and other graphics, logos, service marks, trademarks and trade dress of Exley Publications and its licensors may not be used without prior written consent of Exley Publications or its licensor, as the case may be. Without limiting the foregoing, no Exley Publications trademark or trade dress may be used in connection with any product or service that is not Exley Publications’, in any manner that is likely to cause confusion among Users, or in any manner that disparages or discredits Exley Publications.

3. CONTENT

3.1 Proprietary Rights. User acknowledges that the Site contains certain content (such as text, graphics, photographs, video, audio, code, and other data or information relating to any subject) (“Content”), that is protected by copyrights, trademarks, trade secrets, or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereinafter developed. All Content is or may be copyrighted as under the U.S. copyright laws, and Exley Publications owns a copyright in the selection, coordination, arrangement, and enhancement of such Content on the Site. User may not modify, remove, delete, augment, add to, publish, transmit, participate in the transfer or sale of, create derivative works from, or in any way exploit any such Content, in whole or in part. If no specific restrictions are displayed, Users may make copies of select portions of the Content, provided that the copies are made only for User’s personal use and that User maintains any notices contained in the Content, such as all copyright notices, trademark legends, or other proprietary rights notices. Except as provided in the preceding sentence or as permitted by the fair use privilege under the U.S. copyright laws (see, e.g., 17 U.S.C. Section 107), User may not upload, post, reproduce, or distribute in any way Content protected by copyright, or other proprietary right, without obtaining permission of the owner of the copyright or other property right. In addition to the foregoing, use of any software Content shall be governed by these terms and any software license agreement accompanying such software.

3.2 Digital Millennium Copyright Act

If you have reason to believe that material on this website infringes your copyright, please send a notice by mail or email to Exley Publications requesting that the infringing material be removed. The notice must contain the following information:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright.

2. A description of the work claimed to have been infringed, or a representative list of such works if the notice is intended to cover multiple works on the website.

3. Identification of the allegedly infringing material and where the material is located on the website.

4. Your contact information, including your name, address, telephone number, and email address.

5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.

6. A statement that the information in the notice is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of the exclusive right that has allegedly been infringed.

Notices for copyright claims should be sent to Exley Publications at either

  1. Exley Publications, Attention: Legal Department, 16 Chalk Hill, Watford, WD19 4BG or

  2. enquiries@helenexley.com

Upon receiving such a notice, Exley Publications will follow the procedures set forth in the Digital Millennium Copyright Act (17 U.S.C. § 512).

4. PRICES

4.1 Prices. The price for an item on the Site may differ from the price shown in a User’s shopping cart and it is possible that such price may increase or decrease between the time the item is placed in a shopping cart and the time that the purchase is actually made. On rare occasions, an item may be priced incorrectly on the Site. If the price for the item on the Site is incorrect and is actually higher than the price provided at the time of purchase, then, at the sole discretion of Exley Publications, Exley Publications may either (a) contact the User for instructions before shipping the item or charging the User for such item; (b) cancel the order for such item and notify the User of such cancellation; or (c) ship the item at the incorrect price to the benefit of the User. No contract will have been formed between you and Exley Publications until We have charged your credit or debit card, or processed another method of payment.

4.2 Notice. Please note that this policy regarding prices applies only to items sold and shipped by Exley Publications.

4.3 By placing an order on the Site you are offering to purchase the goods detailed within that order, which Exley Publications may or may not accept at their sole discretion.

4.4 If an order is accepted, Exley Publications will send you a confirmation e-mail.

4.5 You undertake that all details you provide for the purpose of ordering or purchasing goods are correct, that the credit or debit card you are using is your own and that there are sufficient funds to cover the costs of the products you are purchasing.

4.6 To ensure that your credit, debit or charge card is not being used without your consent, we will validate name, address and other personal information, supplied by you during or after the order process against appropriate third party databases. By accepting these terms and conditions you consent to such checks being made. All information provided by you will be treated securely and strictly in accordance with Exley Publications’ Privacy Policy and applicable laws.

4.7 If for any reason your payment details are incorrect or there are insufficient funds in your account or for any reason the order cannot be processed, Exley Publications will have the right to rescind and upon their election to do so, the order will be cancelled.

4.8 If there are any changes to the details supplied by you, it is your responsibility to inform Exley Communications as soon as possible.

5. RISK OF LOSS

The risk of loss and title for all items purchased via the Site pass to the User upon delivery of the item to the carrier.

6. PRODUCT DESCRIPTION

6.1 Exley Publications does not represent or warrant that the descriptions of items sold on the Site are accurate or complete.

6.2 IF A USER PURCHASES AN ITEM FROM EXLEY PUBLICATIONS THAT IS NOT AS DESCRIBED IN THE SITE, THE USER’S SOLE AND EXCLUSIVE REMEDY IS TO RETURN SUCH ITEM IN AN UNUSED CONDITION FOR A REFUND OF THE PURCHASE PRICE.

6.3 We do not accept liability (except as set out below) for any errors and omissions in the presentation of goods on the Site and reserve the right to change information, specifications and descriptions of listed goods and products at any time. Exley Publications will, however, use commercially reasonable efforts to correct any errors and omissions as quickly as practicable after being notified of them.

7. AGE OF USERS

7.1 Our products and services are marketed for and directed towards purchase by adults or with the consent of adults. Individuals under the age of 18 (“Minors”) are not permitted to use the Site without the supervision of a parent or legal guardian. Pursuant to 47 U.S.C. Section 230(d) as amended, Exley Publication hereby notifies you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available at the Electronic Frontier Foundation website: www.eff.org

7.2 Furthermore, we do not knowingly collect or solicit personal information from children under the age of 13 or knowingly allow such persons to register for an online account or to post personal information on our websites. Should we learn that someone under the age of 13 has provided any personal information to or on any of the Site, we will remove that information as soon as possible.

8. TERMINATION OF USAGE

8.1 Termination Rights. Exley Publications may issue a warning, temporarily suspend, indefinitely suspend or terminate any User’s right to use or access all or any part of the Site including any account thereon, without notice, for any reason in Exley Publications’ sole discretion, including, without limitation, violation of the Terms of Use, Exley Publications’ belief that such access would violate any applicable law or would be harmful to the interests of, or potentially cause financial loss or legal liability to, Exley Publications, any Service Provider or another User.

8.2 Restricted Users. In certain cases, in Exley Publications’ sole discretion, Exley Publications may provide written notice (a “Restriction Notice”) to a User (a “Restricted User”) to inform such Restricted User that (i) his or her right to use or access any part of the Site has been terminated, including the right to use, access or create any account thereon; (ii) that Exley Publications refuses to provide any services to such Restricted User; and (iii) any subsequent orders placed by a Restricted User will be subject to cancellation. Other conditions may apply and shall be set forth in the Restriction Notice.

9. INDEMNITY

User agrees to indemnify, defend and hold Exley Publications (and its affiliates, employees, contractors, agents, suppliers and partners) and each Service Provider harmless from any and all claims, suits, actions, losses, costs, damages, and any other liabilities, including reasonable attorneys' fees, brought by any third party due to or arising out of (i) such User’s use of the Site, (ii) any alleged breach or violation of the Terms of Use or (iii) such User’s violation of any law or the rights of a third party. Exley Publications reserves the right, at User’s expense, to assume the exclusive defense and control of any matter for which such User is required to indemnify Exley Publications, and User agrees to cooperate with Exley Publications’ defense of such matter. This defense and indemnification obligation is intended to extend to the fullest extent permitted by law and will survive the Terms of Use and your use of the Site.

10. NOTICES

User consents to electronic communications with Exley Publications, whether addressed to the e-mail address associated with such User’s Exley Publications account or posted on the Site. User acknowledges and agrees that any communication via e-mail or by postings on the Site satisfies any legal requirement that such communications be made in writing.

11. DISCLAIMERS AND LIMITATION OF LIABILITY

11.1 DISCLAIMER OF WARRANTIES.

  • (a) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE AND OUR SUPPLIERS AND LICENSORS PROVIDE THE SITE AND ANY EXLEY PUBLICATIONS ACCOUNT ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY WHATSOEVER. THE USE OF THE SITE OR ANY EXLEY PUBLICATIONS ACCOUNT IS AT YOUR SOLE RISK. NEITHER WE NOR OUR SUPPLIERS, AFFILIATES OR LICENSORS (AS APPLICABLE) MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, THAT THE SITE, ANY EXLEY PUBLICATIONS ACCOUNT OR THEIR USE WILL: (I) BE UNINTERRUPTED OR SECURE; (II) BE FREE OF DEFECTS, INACCURACIES OR ERRORS; OR (III) OTHERWISE MEET YOUR REQUIREMENTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, LACK OF HIDDEN OR LATENT DEFECTS, SECURITY, MERCHANTABILITY, SATISFACTORY QUALITY, QUIET ENJOYMENT AND NON-INFRINGEMENT OR ARISING BY REASON OF CUSTOM OR USAGE IN THE TRADE OR BY COURSE OF DEALING.

11.2 LIMITATION OF LIABILITY.

  • (a) EXCLUSION OF DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE AND OUR SUPPLIERS AND LICENSORS WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST REVENUE, LOST OR CORRUPTED DATA, OR DAMAGE TO REPUTATION OR GOODWILL OR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE OR OTHER INDIRECT DAMAGES OR LOSSES ARISING FROM, RELATING TO OR CONNECTED WITH YOUR USE OF (OR INABILITY TO USE) THE SITE OR ANY EXLEY PUBLICATIONS ACCOUNT REGARDLESS OF THE CAUSE OF ACTION ON WHICH THE CLAIM IS BASED (INCLUDING NEGLIGENCE, TORT, CONTRACT, STRICT LIABILITY, PRODUCT DEFECT OR MISREPRESENTATION), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

  • THE ABOVE EXCLUSIONS OF LIABILITY ARE NOT APPLICABLE TO RESIDENTS OF NEW JERSEY. WITH RESPECT TO RESIDENTS OF NEW JERSEY, EXLEY PUBLICATIONS SHALL NOT BE LIABLE FOR ANY DAMAGES RESULTING FROM THE USE OF THE SITE OR THE MATERIALS ON THE SITE UNLESS SUCH DAMAGES ARE THE RESULT OF OUR NEGLIGENT OR RECKLESS ACTS OR OMISSIONS.

  • (b) LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OUR AGGREGATE LIABILITY RELATED TO THE SITE OR YOUR EXLEY PUBLICATIONS ACCOUNT EXCEED US$50 IN TOTAL (OR THE EQUIVALENT IN LOCAL CURRENCY, TO THE EXTENT THAT LOCAL CURRENCY NEEDS TO APPLY).

12. SEVERABILITY

The provisions of these Terms of Use are intended to be severable. If for any reason any provision of these Terms of Use shall be held invalid or unenforceable in whole or in part in any applicable jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in any jurisdiction. The failure of Exley Publications to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision.

13. APPLICABLE LAW; JURISDICTION

13.1 Applicable Law. The Site are created and controlled by Exley Publications in the United Kingdom. The laws of England will govern the Terms of Use, without giving effect to any principles of conflicts of laws. If you are a consumer, this means a Contract for the purchase of products and any dispute or claim arising out of or in connection with it will be governed by English law, except that if you are not resident in England then English law shall apply only to the extent that it does not override any mandatory laws of the country in which you have your usual place of residence.

13.2 Jurisdiction. . In respect of any dispute or claim relating to a Contract, if you are a consumer each of Exley Publications and User agrees to submit to the nonexclusive personal jurisdiction of the courts located within England  , however, nothing in this clause shall limit your legal rights to bring actions against Exley Publications or to require proceedings to take place in the country in which you have your usual place of residence. If you are not a consumer, you and We both submit to the exclusive jurisdiction of the courts of England and Wales.

14. DISPUTE RESOLUTION

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND EXLEY PUBLICATIONS TO AGREE TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION.

Any dispute or claim arising from, relating to, or connected with these Terms of Use, the Site, the Exley Publications Content, any Exley Publications account (each a “Claim”) will be resolved by binding arbitration (rather than in court). All Claims submitted to arbitration under these Terms of Use will be administered by the American Arbitration Association under its Commercial Arbitration Rules (including the Supplementary Procedures for Consumer-Related Disputes, if applicable), and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The place of arbitration shall be the State of New York or, where limited by applicable law, the jurisdiction in which you reside or may be conducted by telephone, online or based solely upon written submissions where no in-person appearance is required. Notwithstanding this Section 14, we may bring a Claim for injunctive or other equitable relief in any court of competent jurisdiction as necessary to enforce our intellectual property rights or those of our affiliates, suppliers, or licensors.

WAIVER OF CLASS ACTIONS. We each agree that any Claim will be arbitrated or litigated, as the case may be, on an individual basis and shall not be consolidated with any Claim of any other party whether through class action proceedings, class arbitration proceedings or otherwise. WE EACH AGREE THAT WE ARE KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVING ANY RIGHT WE MAY HAVE TO A JURY TRIAL WITH RESPECT TO ANY LITIGATION ARISING OUT OF, RELATING TO OR IN CONNECTION WITH THESE TERMS OF SALE.

OPTION TO OPT-OUT. To opt out of the waiver terms in this Section 14, you must notify us in writing within 30 days of the date that you first accept these Terms and Conditions of Use (unless a longer period is required by applicable law). You must mail your written notification to either (i) Exley Publications, Attention: Legal Department, 16 Chalk Hill, Watford, WD19 4BG or (ii) enquiries@helenexley.com and your written notification must include your name, address and an unequivocal statement that you want to opt-out of this arbitration agreement.

You acknowledge and agree that, regardless of any statute or law to the contrary, any Claim or cause of action you may have must be filed within one (1) calendar year after such Claim or cause of action arises, or forever be barred.

For purposes of any Claim that is not subject to the arbitration procedures in this Section 14, we both agree to the governing law and jurisdiction as set out in Section 13.1 above.

15. EXPORT

Any software distributed by Exley Publications within the USA, whether now or in the future, is “commercial computer software” or “commercial computer software documentation.” The U.S. Government’s rights with respect to the Site are limited by these Terms and Conditions of Use, pursuant to FAR § 12.212(a) and/or DFARS § 227.7202-1(a), as applicable. User agrees that by installing, copying, or otherwise using the Site that: (i) User does not reside in a country subject to embargo or export controls by the U.S. Government; (ii) User is not on the List of Denied Persons as published by the U.S. government; and (iii) User will not use the Site for any illegal purpose. Because the Site, and related technical data are subject to U.S. export controls, User agrees that User shall not upload, export or “re-export” (transfer) the Site or any Content, unless User has complied with all applicable U.S. export controls.

16. Shipping Policy

16.1 All orders are sent via USPS and processed within 2-10 business days (depending on location). Orders are not processed on Sundays or holidays.

16.2 If we are experiencing a high volume of orders, shipments may be delayed by a few days. Please allow additional days in transit for delivery. If there will be a significant delay in shipment of your order, we will contact you via email.

16.3 Postage and Shipping are free of charge to our United States customers.

16.4 Shipping charges for your order will be calculated and displayed at checkout.

17. ADDITIONAL TERMS AND CONDITIONS

17.1 In addition to the policies and guidelines located throughout the Site, the following policies are incorporated into the Terms of Use (all of which are accessible via a link on the bottom of the Site pages):

  • Privacy Policy

  • Cookies Policy

17.2 Please review Exley Publications’ privacy policy to develop an understanding of Our practices with respect to this important issue. Our privacy policy is part of these Terms of Use and its provisions are incorporated herein by this reference. This website is hosted and operated in the United States, and is not intended to target EU and other non-U.S. residents. If you are accessing this site from outside the United States, use and disclosure laws will generally differ considerably from U.S. laws and requirements. By using this site, you agree and consent to use of your information under these Terms of Use and Our Privacy Policy.

18. ACKNOWLEDGMENT

The Terms of Use, including all documents referenced herein, represents the entire understanding between User and Exley Publications regarding User’s relationship with Exley Publications and supersedes any prior or contemporaneous statements or representations. Headings used in the Terms of Use are for reference only and shall not affect the meaning of any terms. As used in these Terms of Use, “including” means “including, without limitation.”

19. MODIFICATION

These terms were last revised on November 1, 2021.