Terms and Conditions of Sale and Service
Last updated April 2, 2019
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE MAKING A PAYMENT ON THIS SITE
1. THESE TERMS
1.1 These are the terms and conditions on which we supply products to you via our website, www.mathsnoproblem.com (our “website”), whether these are goods, services or digital content (individually, “Product”, collectively, “Products”).
1.2 Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide Products to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these terms, please contact us to discuss.
1.3 In some areas you will have different rights under these terms depending on whether you are a business or consumer. You are a consumer if:
a) you are an individual; and
b) you are buying Products from us wholly or mainly for your personal use (not for use in connection with your trade, business, craft or profession).
1.4 If you are a business customer these terms constitute the entire agreement between us in relation to your purchase. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation based on any statement in this agreement.
2. INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 We are Fig Leaf Promotions Limited, a company registered in England and Wales. Our company registration number is 07233807 and our registered office is at Third Floor, 20 Old Bailey, London, EC4M 7AN. Our registered VAT number is GB 812075950.
2.2 You can contact us by telephoning our customer service team at +44 1892 537 706 or by writing to us at the address above or at email@example.com.
2.3 If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
2.4 When we use the words “writing” or “written” in these terms, this includes emails.
3. OUR CONTRACT WITH YOU
3.1 Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.
3.2 If you are a school or business, you will have the option to purchase multiple user accounts under your account with us (“Group Account”). You will be asked to assign an administrator who will be responsible for assigning user privileges and inviting other users within the school or business (“Group User”) to register to use the Group Account.
3.3 Each Group User will be able to order and purchase Products but the contract will remain between us and you, the school or business.
3.4 Usernames and passwords must be kept secure and must not be shared. We reserve the right to invoice you for any money owed to us as a result of any breach of this clause by you or any Group User, and you acknowledge and agree to settle invoices issued as a result of your breach of this clause 3.4 within 30 days of the date on the invoice.
3.5 If we are unable to accept your order, we will inform you of this by email and will not charge you for the Product. This might be because the Product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because we have identified an error in the price or description of the Product or because we are unable to meet a delivery deadline you have specified.
3.6 We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.
4. OUR PRODUCTS
4.1 Products include but are not limited to books, teacher guides, an online tool which allows teachers to upload student test data for comparison purposes (“Pupil Assessment Portal”), and the ability to register for training events and conferences. The Products available on the website may change from time to time.
4.2 The images of Products on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours accurately reflects the colour of the Products. Your Product may vary slightly from those images.
4.3 The packaging of Products may vary from that shown in images on our website.
4.4 We may amend the Products available on our website at any time.
5. INTELLECTUAL PROPERTY RIGHTS
5.1 Where you are purchasing digital Products such as the online teacher guides and/or any other digital Products available on our website, including, but not limited to, videos and online training modules and materials (“Digital Products”), you acknowledge that:
(a) we are the owners of all intellectual property rights in Maths — No Problem! New Zealand series;
(b) subject to clause 5.2, you are granted a non-exclusive, revocable licence to use the Digital Products solely for the duration of your Subscription;
(c) the licence granted to you in clause 5.1 (b) is for the sole purpose of planning lessons and you may print out one copy only of the Digital Products you have purchased solely for that purpose;
(d) you shall not copy, modify, share, republish, or reproduce in whole or in part the Digital Products without our prior written consent.
5.2 Group Account holders purchasing the teacher edition shall receive one digital copy only of each of Textbooks A and B and Workbooks A and B for the academic level(s) selected (“Teacher Licence”). The Teacher Licence is granted solely for use by one Group User, who shall be nominated by the Group Account’s administrator to access and use the Teacher Licence pursuant to the licence granted in clause 5.1(b).
6. YOUR RIGHTS TO MAKE CHANGES
6.1 If you wish to make a change to the Product you have ordered, please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the Product, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.
7. OUR RIGHTS TO MAKE CHANGES
7.1 We may change the Product:
a) to reflect changes in relevant laws and regulatory requirements;
b) to implement minor technical adjustments and improvements, for example to address a security threat. We do not expect these changes will affect your use of the Product; and
c) where a Product is an online tool such as the Pupil Assessment Portal, it may be necessary for us to temporarily suspend access to the Product to make adjustments and improvements. We will notify you of any planned disruption by posting a notice on the relevant page of the website in advance.
7.2 We may update or require you to update digital content, provided that the digital content shall always match the description of it that we provided to you before you bought it.
8. PROVIDING THE PRODUCTS
8.1 The costs of delivery will be as displayed to you on our website.
8.2 When we will provide the Products:
a) if the Products are goods we will deliver them to you as soon as reasonably possible and in any event within 30 days after the day on which we accept your order (unless otherwise agreed with you in advance).
b) we will begin providing the services on the date agreed with you during the order process. The completion date for the services is as told to you during the order process.
c) if the product is a one-off purchase of digital content, we will make the digital content available for download by you as soon as we accept your order, subject to the restrictions and the licence granted to you in clause 5.1 for your use of the Digital Products.
d) if the Products are ongoing services provided as part of your subscription to receive goods or digital content (“Subscription”), or under your Group Account, we will supply the Products to you until either the services are
completed or the Subscription expires (if applicable), or you end the contract as described in clause 9 or we end the contract by written notice to you as described in clause 11.
8.3 We are not responsible for delays outside our control. If our supply of the Products is delayed by an event outside our control, we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any Products you have paid for but not received.
8.4 If no one is available at your address to take delivery and the Products cannot be posted through your letterbox, we will leave you a note informing you of how to rearrange delivery or collect the Products from a local depot.
8.5 If after a failed delivery to you, you do not re-arrange delivery or collect them from a delivery depot we will contact you for further instructions and may charge you for storage costs and any further delivery costs. If, despite our reasonable efforts, we are unable to contact you or re-arrange delivery or collection we may end the contract and clause 11.2 will apply.
8.6 A Product which is goods will be your responsibility from the time we deliver the Product to the address you gave us or you or a carrier organised by you.
8.7 You own a Product which is goods once we have received payment in full.
8.8 We may need certain information from you so that we can supply the Products to you, for example, dates and times and preferred locations of conferences and events. If so, this will have been stated in the description of the Products on our website. We will contact you to ask for this information. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (and clause 11.2 will apply) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the Products late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.
8.9 We may have to suspend the supply of a Product to:
a) deal with technical problems or make minor technical changes;
b) update the Product to reflect changes in relevant laws and regulatory requirements;
c) make changes to the Product as requested by you or notified by us to you (see clause 7).
8.10 We will contact you in advance to tell you we will be suspending supply of the Product, unless the problem is urgent or an emergency. If we have to suspend the Product for longer than 24 continuous hours in any one month, we will adjust the price so that you do not pay for Products while they are suspended. You may contact us to end the contract for a product if we suspend it, or tell you we are going to suspend it, in each case for a period of more than one month and we will refund any sums you have paid in advance for the Product in respect of the period after you end the contract.
8.11 If you do not pay us for the Products when you are supposed to (see clause 15.5) and you still do not make payment within 30 days of us reminding you that payment is due, we may suspend supply of the Products until you have paid us the outstanding amounts. We will contact you to tell you we are suspending supply of the Products. We will not suspend the Products where you dispute the unpaid invoice (see clause 15.9). We will not charge you for the Products during the period for which they are suspended. As well as suspending the Products we can also charge you interest on your overdue payments (see clause 15.8).
9. YOUR RIGHTS TO END THE CONTRACT
9.1 You can always end your contract with us. Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing, when you decide to end the contract, whether you have a Subscription or Group Account, and whether you are a consumer or business customer:
a) if what you have bought is faulty or misdescribed you may have a legal right to end the contract (or to get the product repaired or replaced or a service re-performed or to get some or all of your money back), see clause 13 if you are a consumer and clause 14 if you are a business;
b) if you want to end the contract because of something we have done or have told you we are going to do, see clause 9.2;
c) if you are a consumer and have just changed your mind about the Product, see clause 8.3. You may be able to get a refund if you are within the 14 day cooling-off period, but this may be subject to deductions;
d) in all other cases (if we are not at fault and you are not a consumer exercising your right to change your mind), see clause 9.6.
9.2 If you are ending a contract for a reason set out at (a) to (e) below, the contract will end immediately and we will refund you in full for any Products which have not been provided and you may also be entitled to compensation. The reasons are:
a) we have told you about an upcoming change to the Product or these terms which you do not agree to;
b) we have told you about an error in the price or description of the Product you have ordered and you do not wish to proceed;
c) there is a risk that supply of the Products may be significantly delayed because of events outside our control;
d) we have suspended supply of the Products for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than two weeks; or
e) you have a legal right to end the contract because of something we have done wrong.
9.3 If you are a consumer then for most Products bought online you have a legal right to change your mind within 14 days and receive a refund. These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in these terms.
9.4 Your right as a consumer to change your mind does not apply in respect of:
a) digital Products after you have started to download or stream these; and
b) services, once these have been completed, even if the cancellation period is still running.
9.5 If you are a consumer how long you have to change your mind depends on what you have ordered and how it is delivered:
a) If you have bought services (for example, our online training and education services), you have 14 days after the day we email you to confirm we accept your order. However, once we have completed the services you cannot change your mind, even if the period is still running. If you cancel after we have started the services, you must pay us for the services provided up until the time you tell us that you have changed your mind.
b) If you have bought digital content for download or streaming (for example, the Digital Products), you have 14 days after the day we email you to confirm we accept your order, or, if earlier, until you start downloading or streaming. If we delivered the digital content to you immediately, and you agreed to this when ordering, you will not have a right to change your mind.
c) If you have bought goods (for example, books), you have 14 days after the day you (or someone you nominate) receives the goods, unless your goods are split into several deliveries over different days. In this case you have until 14 days after the day you (or someone you nominate) receives the last delivery.
9.6 Even if we are not at fault and you are not a consumer who has a right to change their mind (see clause 9.1), you can still end the contract before it is completed, but you may have to pay us compensation. A contract for goods or digital content is completed when the Product is delivered, downloaded or streamed and paid for. A contract for services is completed when we have finished providing the services and you have paid for them. If you want to end a contract before it is completed where we are not at fault and you are not a consumer who has changed their mind, just contact us to let us know. The contract will end immediately and we will refund any sums paid by you for Products not provided but we may deduct from that refund (or, if you have not made an advance payment, charge you) reasonable compensation for the net costs we will incur as a result of your ending the contract.
9.7 Where the Products are to be provided to you under your Subscription or Group Account for which you make a payment to us on an annual basis, the contract will not end until 1 year after the day on which you contact us.
10. HOW TO END THE CONTRACT WITH US
(INCLUDING IF YOU ARE A CONSUMER WHO HAS CHANGED THEIR MIND)
10.1 To end the contract with us, please let us know by calling customer services on +44 1892 537 706 or email us at firstname.lastname@example.org. Please provide your name, address, details of the order (order or invoice number) and, where available, your phone number and email address.
10.2 If you end the contract for any reason after Products have been dispatched to you or you have received them, you must return them to us. Please call customer services on +44 1892 537 706 or email us at email@example.com to discuss returning the Products to us. If you are a consumer exercising your right to change your mind you must send off the goods within 14 days of telling us you wish to end the contract.
10.3 We will pay the costs of return if:
a) the Products are faulty or misdescribed; or
b) you are ending the contract because we have told you of an upcoming change to the Product or these terms, an error in pricing or description, a delay in delivery due to events outside our control or because you have a legal right to do so as a result of something we have done wrong.
In all other circumstances (including where you are a consumer exercising your right to change your mind) you must pay the costs of return.
10.4 If you are responsible for the costs of return and we are collecting the Product from you, we will charge you the direct cost to us of collection.
10.5 If you are entitled to a refund under these terms we will refund you the price you paid for the Products including delivery costs, by the method you used for payment. However, we may make deductions from the price, as described below.
10.6 If you are a consumer exercising your right to change your mind:
a) We may reduce your refund of the price (excluding delivery costs) to reflect any reduction in the value of the goods, if this has been caused by your handling them in a way which would not be permitted in a shop. If we refund you the price paid before we are able to inspect the goods and later discover you have handled them in an unacceptable way, you must pay us an appropriate amount;
b) The maximum refund for delivery costs will be the costs of delivery by the least expensive delivery method we offer. For example, if we offer delivery of a product within 3-5 days at one cost but you choose to have the Product delivered within 24 hours at a higher cost, then we will only refund what you would have paid for the cheaper delivery option;
c) Where the Product is a service, we may deduct from any refund an amount for the supply of the service for the period for which it was supplied, ending with the time when you told us you had changed your mind. The amount will be in proportion to what has been supplied, in comparison with the full coverage of the contract.
10.7 We will make any refunds due to you as soon as possible. If you are a consumer exercising your right to change your mind then:
a) If the Products are goods and we have not offered to collect them, your refund will be made within 14 days from the day on which we receive the Product back from you or, if earlier, the day on which you provide us with evidence that you have sent the Product back to us. For information about how to return a Product to us, see clause 10.2;
b) In all other cases, your refund will be made within 14 days of your telling us you have changed your mind.
11. OUR RIGHTS TO END THE CONTRACT
11.1 We may end the contract at any time by writing to you if:
a) you do not make any payment to us when it is due and you still do not make payment within 14 days of us reminding you that payment is due;
b) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the Products, for example, the email address for the account administrator or the address for delivery of the Products;
c) you do not, within a reasonable time, allow us to deliver the Products to you or collect them from us;
d) you do not, within a reasonable time, allow us access to your premises to supply the services; or
e) Individual log-in details are shared with anyone else.
11.2 If we end the contract in the situations set out in clause 11.1 we will refund any money you have paid in advance for Products we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract.
11.3 We may write to you to let you know that we are going to stop providing the Product. We will let you know at least one month in advance of our stopping the supply of the Product and will refund any sums you have paid in advance for Products which will not be provided.
12. IF THERE IS A PROBLEM WITH THE PRODUCT
12.1 If you have any questions or complaints about the Products, please contact us. You can write to us at firstname.lastname@example.org and PO Box 671, Tunbridge Wells, Kent, TN9 9SH.
13. YOUR RIGHTS IN RESPECT OF DEFECTIVE
PRODUCTS IF YOU ARE A CONSUMER
13.1 If you are a consumer we are under a legal duty to supply products that are in conformity with this contract. Nothing in these terms will affect your legal rights.
13.2 If you wish to exercise your legal rights to reject Products you must post them back to us. We will pay the costs of postage. Please email us at email@example.com for instructions on how to return the Products.
14. YOUR RIGHTS IN RESPECT OF DEFECTIVE
PRODUCTS IF YOU ARE A BUSINESS
14.1 If you are a business customer we warrant that on delivery, any Products which are goods shall:
a) conform in all material respects with their description;
b) be free from material defects in design, material and workmanship.
14.2 Subject to clause 14.3, if:
a) you give us notice in writing within a reasonable time of discovery that a Product does not comply with the warranty set out in clause 14.1;
b) we are given a reasonable opportunity of examining such Product; and
c) you return such Product to us at our cost, we shall, at our option, repair or replace the defective Product, or refund the price of the defective Product in full.
14.3 We will not be liable for a Product’s failure to comply with the warranty in clause 14.1 if:
a) you make any further use of such Product after giving a notice in accordance with clause 14.2(a);
b) the defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Product or (if there are none) good trade practice;
c) the defect arises as a result of us following any drawing, design or specification supplied by the Customer;
d) you alter or repair the Product without our written consent; or
e) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions.
14.4 Except as provided in this clause 14, we shall have no liability to you in respect ofa Product’s failure to comply with the warranty set out in clause 14.1.
14.5 These terms shall apply to any repaired or replacement Products supplied by us
under clause 14.2.
15. PRICE AND PAYMENT
15.1 Depending on the type of Product, Products will be charged either:
a) for Subscription users, annually in advance; or
b) for Group Users, annually in advance to the Group Account; or
c) where available, on a pay-as-you-go basis per Product, in which case we will charge you at the time you place the order for the Product.
15.2 The price of the Product (which includes VAT) will be the price indicated on the order pages when you placed your order. We take all reasonable care to ensure that the price of the product advised to you is correct. However please see clause 15.4 for what happens if we discover an error in the price of the Product you order.
15.3 If the rate of VAT changes between your order date and the date we supply the Product, we will adjust the rate of VAT that you pay, unless you have already paid for the Product in full before the change in the rate of VAT takes effect.
15.4 It is always possible that, despite our best efforts, some of the Products we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the Product’s correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the Product’s correct price at your order date is higher than the price stated to you, we will contact you for your instructions before we accept your order.
15.5 We accept payment with credit cards, debit cards, cheques or by account credit if agreed in advance of the order. When you must pay depends on what Product you are buying, and whether you have a Subscription or Group Account:
a) For goods, unless clause 15.6 applies to you, you must pay for the Products before we dispatch them. We will not charge your credit or debit card until we dispatch the Products to you;
b) For digital content, unless clause 15.6 applies to you, you must pay for the Products when you log in to your account for the first time;
c) For services, we will invoice you in accordance with clause 15.6. You must pay each invoice within 30 calendar days after the date of the invoice.
15.6 Where you take a Subscription or have a Group Account, we will send you an invoice which sets out the amounts payable to us within 30 days of the start of the year in which your account is activated (and 30 days from the start of each subsequent year of your Subscription or Group Account). You shall pay each invoice submitted to you within 30 days of receipt.
15.7 If you are a business customer you must pay all amounts due to us under these terms in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
15.8 If you do not make any payment to us by the due date we may charge interest to you on the overdue amount at the rate of 2% a year above the base lending rate of the HSBC Bank plc from time to time. This 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 any overdue amount.
15.9 If you think an invoice is wrong, please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
15.10 All online payments will be conducted in accordance with Payment Card Industry Data Security Standards.
16. OUR RESPONSIBILITY FOR LOSS OR DAMAGE
SUFFERED BY YOU IF YOU ARE A CONSUMER
16.1 If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
16.2 We do not exclude or limit liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the Products, including the right to receive Products which are: as described and match information we provided to you; of satisfactory quality; fit for any particular purpose made known to us; supplied with reasonable skill and care; and for defective products under the Consumer Protection Act 1987.
16.3 If defective digital content which we have supplied damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill we will either repair the damage or pay you compensation. However, we will not be liable for damage which you could have avoided by following our advice to apply an update offered to you free of charge or for damage which was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.
16.4 If you are a consumer we only supply the Products to you for domestic and private use. If you use the Products for any commercial, business or re-sale purpose our liability to you will be limited as set out in clause 17.
17. OUR RESPONSIBILITY FOR LOSS OR DAMAGE
SUFFERED BY YOU IF YOU ARE A BUSINESS
17.1 Nothing in these terms shall limit or exclude our liability for:
a) death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
b) fraud or fraudulent misrepresentation;
c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982.
17.2 Except to the extent expressly stated in clause 14.1 all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.
17.3 Subject to clause 17.1:
a) we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us; and
b) our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the total sum paid by you for Products under such contract.
18.1 Whether you are a business or a consumer, you shall indemnify us against all liabilities, costs, expenses, damages and losses suffered or incurred by us in connection with any claim made against us for actual or alleged infringement of a third party’s intellectual property rights arising out of or in connection with your use of the Products in any way that contravenes these terms.
19. HOW WE MAY USE YOUR PERSONAL
19.2 We warrant that any data uploaded via an online tool such as the Pupil Assessment Portal will be anonymised before it is displayed within the online tool to third party users. For the avoidance of doubt, such data may be shared internally with other Group Users of your Group Account.
20. OTHER IMPORTANT TERMS
20.1 We may transfer our rights and obligations under these terms to another organisation. We will contact you to let you know if we plan to do this. If you are unhappy with the transfer you may contact us to end the contract within 14 days of us telling you about it and we will refund you any payments you have made in advance for Products not provided.
20.2 You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
20.3 This contract is between you and us. No other person shall have any rights to enforce any of its terms.
20.4 Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
20.5 If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the Products, we can still require you to make the payment at a later date.
20.6 These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. You may also bring proceedings in the country in which you live.
20.7 If you are not happy with how we have handled any complaint, you may submit a complaint to the European Commission Online Dispute Resolution platform at http://ec.europa.eu/consumers/odr/.
20.8 If you are a business, any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have non-exclusive jurisdiction to settle any such dispute or claim.