1
2
3
4
Your Details
Course:Diploma in Aesthetic and Restorative Dentistry (PG Dip.)
Start Date:29 May 2026
Programme Terms & Conditions
1. DEFINITIONS AND INTERPRETATION
1.1.
Definitions. In this Agreement, the following terms shall have the following meanings:
“Applicable Law” means all laws, regulations, regulatory requirements and authorisations, professional association codes or other requirements applicable in the context of this Agreement.
“Confidential Information” means the confidential information more particularly described in section 15.
“Data Protection Legislation” means all applicable data protection and privacy legislation in force from time to time in the UK including the UK GDPR (as defined in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018), the Data Protection Act 2018, and all other legislation and regulatory requirements in force from time to time which apply to a Party relating to the use of personal data (including, without limitation, the Electronic Communications Data Protection Directive (2002/58/EC) and the Privacy and Electronic Communications (EC Directive) Regulations 2003 (SI 2003/2426)).
“Data Subject” shall have the meaning given to those terms under applicable Data Protection Legislation.
“Eligibility Requirements” means the educational, professional and language qualifications required to Enrol on the Programme as listed on the Website and/or Programme Prospectus.
“Enrol” or “Enrolment” means when successful application of a prospectus student’s application to undertake a Programme;
“Enrolment Process” means the registration and application to Enrol in the Programme as set out in section 3;
“Effective Date” means the date this Agreement is agreed to by both Parties via the Enrolment Process.
“Intellectual Property Rights” or “IPRs” means patents, rights to inventions, copyright and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
“Personal Data” means any information that relates to an identified or identifiable person that constitutes “personal data,” “personal information” or a similarly defined term under applicable Data Protection Legislation.
“Programme” means the postgraduate dental education diploma programme you are purchasing, as detailed on the Website.
“Programme Fee” means the total fee payable for the Programme, including all ancillary services offered in conjunction with the Programme, excluding Additional Charges.
“Programme Materials” means the educational materials provided and content presented on the Programme including webinars, online tutorials, clinical guide videos, review or practice exercises, PDF documents, online forums, practical exercises, and all ancillary VLE Content, as set out in the Programme Prospectus;
“Programme Prospectus” means the document on the Website containing detailed information about the Programme, including modules of study, Programme structure, entry requirements, assessment methods and endorsements.
“VLE” means any virtual learning environment and/or any web-based platform used by the London Dental Institute for its online learning environment;
“VLE Content” means all content made available on the VLE platform including an academic resources, webinar recordings, clinical case discussion forums, Q&A Sessions, Live Study Clubs, expert case support, video guides, on-demand lectures, posts by LDI representatives and/or other LDI students, clinical patient case information, feedback, etc.
“Website” means www.londondentalinstitute.com and/or any website operated by the London Dental Institute, including the VLE.
1.2.
Interpretation. In this Agreement, unless the context otherwise requires:
1.2.1.
The headings and sub-headings are for convenience only and shall not affect the interpretation of this Agreement. Any reference to a "Section" or "Schedule" is a reference to a section of, or schedule to, this Agreement. The Schedules form part of this Agreement and shall have effect as if set out in full in the body of this Agreement. Any reference to this Agreement includes the Schedules.
1.2.2.
Words importing the singular shall include the plural and vice versa.
1.2.3.
Words importing any gender shall include all genders.
1.2.4.
References to persons include natural persons, firms, companies, corporations, partnerships, associations, governments, governmental agencies, states, foundations, and trusts (in each case whether or not having separate legal personality).
1.2.5.
Any reference to a statute or statutory provision is a reference to it as amended, extended, re-enacted, or replaced from time to time.
2. ELIGIBILITY REQUIREMENTS
2.1.
In order to successfully Enrol in the Programme, you must meet certain Eligibility Requirements. Each programme offered by the London Dental Institute has its own specific Eligibility Requirements which can be found on the Website and/or in the Programme Prospectus.
2.2.
Enrolment on a Programme is subject to the overriding condition that you will have provided, to LDI’s satisfaction, evidence to show you have met the Eligibility Requirements, including professional, language and other qualifications (including but not limited to obtaining membership of any required regulatory or validating body).
3. APPLICATION PROCESS & PROGRAMME FEE PAYMENT
3.1.
In order to apply for Enrolment and purchase the Programme, you must register and apply for the Programme on the Website. Completing the application process results in you offering to purchase the Programme on the terms of this Agreement.
3.2.
During the application process, you will be asked to: register your details, confirm that you meet the Eligibility Requirements, agree to the terms of this Agreement, and make payment of the Programme Fee to reserve your place on the Programme.
3.3.
On completion of the application process and payment of the Programme Fee (in part or in full, as applicable), you will receive a confirmation email that your application has been received and you will be asked to set up an account and submit documentation supporting your application, including proof that you meet the Eligibility Requirements.
3.4.
Once all applicable information and documentation has been submitted by you, the LDI Admissions Team will review your application and determine whether you meet the Eligibility Requirements.
3.5.
If you do not meet the Eligibility Requirements, your application to Enrol will be rejected and your reservation in the Programme will be cancelled. You will be issued with a refund of the amount of Programme Fee paid (in part or in full as applicable), and this Agreement will automatically terminate.
3.6.
Your place on the Programme is not confirmed unless and until you have received an Enrolment e-mail.
4. CONFIRMATION & ENROLMENT
4.1.
If you meet the Eligibility Requirements, you will be sent a confirmation of Enrolment email, become a Student of LDI, and you will be provided immediate access to the VLE and portions of the Programme Materials.
5. PAYMENT TERMS
5.1.
The Programme Fee at any given time will be as listed in the Programme Prospectus, on the Website, and as displayed during the Enrolment Process. The Programme Fee is quoted in pounds sterling, exclusive of VAT and Additional Charges (where applicable). VAT will be added for Students where applicable.
5.2.
During the Enrolment Process, LDI will debit the Programme Fee from your credit or debit card via a third party payment provider, collected over a secure link and is taken immediately.
5.3.
Without prejudice to LDI’s rights and remedies under this Agreement, if any sum payable is not paid in cleared funds at the time of application, LDI reserves the right to suspend the Enrolment Process and refuse you entry to the Programme.
5.4.
In the unlikely event that due to a technical error, the Programme Fee amount displayed on the Website and/or during the Enrolment Process is incorrect, LDI will notify you as soon as it reasonably can. If the correct amount of the Fee is higher than the amount displayed, then you will be given the opportunity to cancel your application to Enrol and receive a refund.
5.5.
If you have elected to pay in monthly instalments, you hereby agree to pay the Programme Fee in line with the dates set out in your payment plan.
5.6.
The Programme Fee includes assessments and initial set of resits, if required, but excludes any cost of subsequent resits, materials not listed in the Programme Prospectus, and shipping fees (if applicable), which shall be payable by you on and when they are due. LDI is unable to control the prices charged by third parties, and therefore from time to time, there may be increases in these additional fees.
6. YOUR CANCELLATION RIGHTS
6.1.
Under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, Consumer Protection from Unfair Trading Regulations 2008 and Consumer Rights Act 2015, you may cancel your purchase of the Programme within a period of 14 calendar days ("Cancellation Period") from the date of your application and payment confirmation e-mail, except in cases where you accessed any Programme Materials or VLE Content during the Cancellation Period and/or the Programme has been performed.
6.2.
You must inform the London Dental Institute of your decision to cancel by sending an email to [email protected] within the Cancellation Period.
6.3.
On valid cancellation in accordance with the above, you will be entitled to a refund of the Programme Fee less any costs applicable to your cancellation request. Refunds will be made using the same method of payment as you used for the purchase.
6.4.
For further details of your rights under the Consumer Contracts Regulations you can visit your local Citizens’ Advice Bureau or visit the Competition and Markets Authority website.
6.5.
Except as set out in this Section 6, no cancellations will be permitted on the Programme.
6.6.
The London Dental Institute reserves the right to use its discretion to determine whether to permit cancellation and make refunds in exceptional circumstances which fall outside this Section 6 and to charge any additional fees in any such event to cover the administration costs incurred by LDI as a result. Any such additional fees will be communicated to you before you make your decision.
7. DEFERRAL POLICY
7.1.
In exceptional circumstances, once you are enrolled on the Programme, you may request to defer your participation to a later intake in accordance with the London Dental Institute’s Deferral Policy made available to you by LDI, listed on the Website and/or VLE.
7.2.
Requests for deferral will be considered on a case-by-case basis. If a deferral request is approved, the London Dental Institute support team will advise you of any fees for which you may be liable in connection with the deferral process.
7.3.
Except as set out in this Section 7 no deferrals will be permitted on the Programme.
PROGRAMME MATERIALS, THE VLE AND STUDENT SUPPORT
8. PROGRAMME MATERIALS AND THE VLE
8.1.
Upon successful Enrolment, you will be granted access to the Programme Materials via the VLE. The Programme Prospectus includes details of the Programme Materials, VLE Content and any other educational or support materials that will be provided to you for the duration of the Programme. Unless determined necessary by LDI, no additional materials will be provided or made available.
8.2.
Access to the VLE is personal to you, and you may not transfer your rights to access the VLE to any other third party.
8.3.
Please note that it is your responsibility to check that the computer you plan to use to access the VLE is capable of doing so. LDI will use reasonable endeavours to provide technical support for access to and use of the Study Materials and VLE, but does not guarantee that the technical support provided will resolve your technical problems and accepts no liability for any technology issues that arise as a result of your devices.
8.4.
LDI shall provide such clinical tutors, lecturers and other qualified professionals to present the Programme and is entitled to substitute any presenter with any other person who it deems suitably qualified to present the relevant Programme.
8.5.
You acknowledge that LDI operates a zero-tolerance policy in relation to inappropriate and/or unprofessional behaviour of students. In particular, harassing, disrespectful, abusive or violent behaviour directed at LDI representatives or other students, and/or dishonest practices will not be tolerated under any circumstances. Any posts or actions deemed unacceptable by the LDI will be removed.
8.6.
Failure to comply with this section 8 may result in the immediate removal of your access to the VLE and disciplinary actions, including up to expulsion from the Programme, may apply.
8.7.
LDI will use reasonable endeavours to make the Programme Materials, the VLE and VLE Content available at all times, but cannot guarantee uninterrupted, timely or error free availability or that defects will be corrected. LDI reserves the right to suspend access to the Website and/or VLE for the purpose of scheduled or emergency maintenance, repairs or upgrades to improve the performance or functionality of the Website. You also accept and acknowledge that LDI cannot be held responsible for any delay or disruptions to your access to the Programme Materials and/or the VLE as a result of such suspension or for any reason outside of LDI’s control.
9. VLE CONTENT; STUDENT SUPPORT
9.1.
As a student of the LDI, you will be provided with access to on-hand, 1:1 clinical advice services via the “Case Forum” area on the VLE. Clinical tutors are made available to offer advice, guidance and support on the cases you may encounter in your practice. The Case Forum serves as a secure platform for uploading patient records and for the tutors to provide ongoing feedback and discussion as required. Case guidance will not be provided through direct messaging or email.
9.2.
From time to time, LDI also offers students the opportunity to attend and participate in regular “Live Study Clubs” with our clinical tutors. Live Study Clubs are held via Zoom (or other virtual meeting platform) and provide interactive learning experiences designed to discuss key concepts and case-based examples with your peers, moderated by our clinical tutors.
9.3.
Attendance at the Live Study Clubs is optional, and the sessions are recorded for the benefit of those who are unable to attend.
9.4.
If set out in the Programme Prospectus, LDI will provide a “Clinical Simulation Kit” to facilitate practical application of the skills taught on the Programme. The cost of the kit is included within Programme Fee, exclusive of postage and packing.
9.5.
Access to and use of the Case Forum, Live Study Clubs and Clinical Simulation Kit (if applicable) are for educational, illustrative and guidance purposes only, and for you to use at your own discretion. Access to the VLE and Programme Materials will be available for the duration of the Programme and for two weeks following completion of the Programme. If you require or desire ongoing access to the VLE for clinical case support from LDI, you shall have the option to join the LDI Graduate Network available exclusively for LDI alumni for an annual subscription fee. More information on the LDI Graduate Network can be found on our Website.
10. ASSESSMENTS & DIPLOMA AWARD
10.1.
In order to obtain a postgraduate diploma for the Programme and corresponding certificate issued by a regulated UK awarding organisation (EduQual), a number of assessments must be successfully completed by you. Assessments are designed to evaluate your understanding of the Programme outcomes, technical application of each skill, and your knowledge of the specialist subject matter taught on the Programme.
10.2.
Assessments are Programme specific and will be carried out using a variety of methods including a combination of both summative and formative assessment (including but not limited to online exams including MCQ, Short Answer, Long Answer, Viva; and/or written presentations).
10.3.
Initial Assessments and any initial resits (if required) as scheduled are included within the Programme Fee. Any assessment deferrals or subsequent resits are at an additional cost.
10.4.
For more information pertaining to Programme assessments, please refer to the Assessment Policy made available to you by LDI, listed on the Website and/or VLE and/or as set out in the Programme Prospectus (as amended or updated from time to time).
10.5.
LDI agrees to use all commercially reasonable endeavours to issue diploma certificates as soon as practicable upon successful completion of the Programme.
11. DISCLAIMERS AND STUDENT RESPONSIBILITY
11.1.
The London Dental Institute provides the Programme Materials and VLE Content (including Case Forum and Live Study Clubs) for educational purposes only. You acknowledge and agree that you are solely responsible for your practice as a dental professional, your clinical patient care, determining and carrying out treatment plans, and decision making in your practice. You are solely responsible for ensuring that you have adequate in-clinic support from experienced professionals to assist where required.
11.2.
You are responsible for ensuring that all treatment you provide is in compliance with all relevant laws and regulations and that you hold all applicable licenses required to carry out your practice.
11.3.
None of the London Dental Institute, its lecturers, agents, nor any persons associated with the Programme hold any liability or responsibility for any clinical practice, treatments or patient care carried out by you nor any advice given by you to any patient or third party.
12. STUDENT OBLIGATIONS; LDI POLICIES
12.1.
You acknowledge and agree that you will abide by all policies, rules and regulations made available to you by LDI, listed on the Website and/or VLE (as amended or updated from time to time) for the duration of the Programme and at all times you are a student of LDI and have access to the VLE, including (but are not limited to):
12.1.1.
the Student Handbook;
12.1.2.
Academic Misconduct Policy;
12.1.3.
Attendance and Participation Policy;
12.1.4.
Anti-Discrimination and Anti-Harassment Policy;
12.1.5.
Anti-Retaliation Policy;
12.1.6.
Romantic & Family Relationships Policy;
12.1.7.
Webinar Participation Policy; and
12.1.8.
all codes, rules and regulations of any other relevant organisation, professional body, institution or external regulator, if required as part of your Programme.
12.2.
For the duration of the Programme, you further acknowledge and agree that you will:
12.2.1.
attend any compulsory sessions, complete all assessments and comply with all directives of the LDI as issued from time to time;
12.2.2.
produce genuine and original work with a high level of academic integrity and independent thought;
12.2.3.
maintain a high standard of professionalism and respect in interactions with other students, lecturers, professionals and members of the LDI team;
12.2.4.
not share account details including but not limited to username, password or other login information with any third party or let anyone else access or use your account or do anything else that might jeopardise the security of your account;
12.2.5.
adhere to the rules and guidelines pertaining to interactive sessions as detailed on the VLE; and
12.2.6.
ensure that all equipment supplied within the practical box (if applicable) is used for educational, training, and non-clinical purposes only.
12.3.
In the event you wish to raise a complaint about any part of the Programme, LDI requires that Students seek to resolve any complaints informally in the first instance. In the event that the informal complaints process is unsuccessful, students must follow LDI’s formal Complaints Procedure, a copy of which can be found on the Website.
12.4.
A copy of the LDI Student Handbook, and any LDI policies, rules or regulations can be found on the Website and/or VLE, or provided directly to you by emailing a request to [email protected].
13. LONDON DENTAL INSTITUTE WARRANTIES
13.1.
The London Dental Institute will do all it reasonably can to deliver the Programme in accordance with the description given in the Programme Prospectus and/or as listed on the Website for the duration of the Programme. LDI does not make any representation, guarantee or commitment to you that the Programme Materials will be error free.
13.2.
Notwithstanding the above, the London Dental Institute may be required to make changes to your Programme which it considers necessary, including (but not limited to) to reflect changes to the theory, or new understandings in a particular subject field, and/or changes required by a governing or professional regulatory body.
13.3.
You are expected to take reasonable care to verify that the Programme will meet your needs and any specific requirements that you have, and LDI will not be responsible for your failure to do so.
14. INTELLECTUAL PROPERTY
14.1.
At all times, the London Dental Institute and/or its licensors remain the owner of the Intellectual Property in the Programme, the Programme Materials and VLE Content.
14.2.
You may not modify, copy, reproduce, re-publish, sublicence, sell, upload, broadcast, post, transmit, make available, disseminate or distribute in any way any of Programme Materials and/or VLE Content, nor any part thereof in any form without the prior written permission of the London Dental Institute.
14.3.
You may not modify, adapt, merge, translate, disassemble, decompile, recompile or reverse engineer any software forming part of the Programme Materials or VLE Content or create derivative works based on the whole of or any part, or which incorporate, the Programme Materials or VLE into any software program. In addition, you are prohibited from making available (including by way of sale) any notes, materials, assessment answers (including mock assessments) created by you during your attendance on a Programme or through use of the Programme Materials and VLE.
14.4.
In consideration of receipt by LDI of the Programme Fee, LDI grants to you a non-exclusive, non-transferable licence to use the Programme Materials and VLE Content for the sole purpose of participating in and studying for the Programme.
14.5.
Use of the Programme Materials not expressly permitted under this Agreement is strictly prohibited and will constitute an infringement of either the LDI’s Intellectual Property Rights, and/or the Intellectual Property Rights of the LDI’s licensors.
14.6.
LDI reserves the right to monitor your usage of the Programme Materials and VLE. In the event that you violate these terms (including but not limited to in the event that you share your login details for the Programme and/or VLE with another person or share or publish Programme Materials), LDI may, at its discretion, suspend or terminate your access to the Programme and VLE. No refunds will be issued where such termination is in accordance with this Section 14.
14.7.
LDI reserves the right to monitor your usage of the Programme Materials and VLE. In the event that you violate these terms (including but not limited to in the event that you share your login details for the Programme and/or VLE with another person or share or publish Programme Materials), LDI may, at its discretion, suspend or terminate your access to the Programme and VLE. No refunds will be issued where such termination is in accordance with this Section 14.
15. CONFIDENTIAL INFORMATION / CONFIDENTIALITY
15.1.
As of the Effective Date, you agree to hold in strict confidence all Confidential Information disclosed to you by LDI and shall not disclose any Confidential Information to any third party for any reason.
15.2.
For the purpose of this Agreement, “Confidential Information” means any and all information of any kind whatsoever relating to the Programme, Programme Materials, VLE Content, and LDI’s business which LDI and/or its representatives directly or indirectly discloses or makes available to you in connection with the Programme, included but not limited to:
15.2.1.
Programme Materials, VLE Content and any other learning materials;
15.2.2.
information about the LDI’s operations, sales, results, strategies, or any materials, documents, computer software, proprietary products physical or digital, trade-secrets, innovations, techniques, (whether patentable or not), trade names, business names, logos, processes, database rights, or any other information that could be deemed material to LDI;
15.2.3.
any information, data or analysis derived from Confidential Information; and
15.2.4.
any other information that is identified as being of a confidential or proprietary nature by LDI.
15.3.
For the avoidance of doubt, information is not Confidential Information if it is, or becomes, generally available to the public other than as a direct or indirect result of the being disclosed by you in breach of this Agreement.
16. DATA PROTECTION
16.1.
The London Dental Institute will collect and process Personal Data in accordance with its privacy policy, available at https://londondentalinstitute.com/privacy-policy/.
16.2.
You acknowledge and agree that LDI may process your Personal Data in order to perform its obligations and enforce its rights under this Agreement and to comply with its data protection obligations. LDI will communicate with you via your provided email address or via the VLE.
16.3.
In the event you decide to share Personal Data with LDI (including by uploading or sharing patient cases to the VLE), you are solely responsible for ensuring: (i) the legality of the collecting and processing of Personal Data, including the means by which the Personal Data was collected and with an adequate legal basis, including that any applicable notices supplied to (and consents obtained, if applicable, from) the relevant Data Subjects, (ii) that you had, and shall continue to have, the right to disclose the Personal Data, and (iii) that the disclosure of Personal Data is carried out in accordance with applicable Data Protection Legislation.
17. INDEMNIFICATION
17.1.
Each Party shall indemnify the other from and against any and all third-party claims, liabilities, and expenses, including reasonable attorneys’ fees (“Claims”) arising out of or in connection with any breach of this Agreement and any negligent act, omission or wilful misconduct in the performance its obligations set out herein; except to the extent a Claim arises from the negligence, wilful misconduct, or fraud of the indemnified Party.
17.2.
For any Claim of indemnification under this Agreement, (i) the indemnified Party shall promptly give written notice to the indemnifying Party, and (ii) the London Dental Institute (whether the indemnified or indemnifying party) shall have sole control and authority to defend, settle or compromise such Claim, provided that the it shall not make any admission of liability or settle such claim without the prior written consent of the indemnified Party (such consent not to be unreasonably withheld or delayed).
18. LIMITATION OF LIABILITY
18.1.
The exclusions and limitations of liability contained in this Section 18 do not apply to a Party's liability where it cannot lawfully be excluded. Nothing in this Agreement shall exclude the London Dental Institute’s liability under s.57 of the Consumer Rights Act 2015.
18.2.
Except as set out in this Agreement, the London Dental Institute shall not be responsible for losses that result from a Student’s failure to comply with the terms and conditions contained in this Agreement. The maximum aggregate liability of LDI to you for any claims that you may have against it for direct loss in contract, tort or otherwise arising out of or in connection with this Agreement, shall be limited to the amount of the Programme Fee paid by you.
19. GOVERNING LAW AND VENUE
19.1.
This Agreement is governed by and interpreted in accordance with the laws of England and Wales. In the event of a dispute that cannot be amicably resolved between the Parties, the English courts shall have exclusive jurisdiction to settle any disputes which may arise out of or in connection with this Agreement.
20. MISCELLANEOUS
20.1.
Notices. Any notice given under this Agreement must be in writing and sent by email to [email protected]. Notices sent by email shall be deemed to have been received at the time of transmission, or, if this transmission falls outside regular business hours (09.00 - 17.00 GMT, BST, as applicable), at 9.00 a.m. on the next Business Day.
20.2.
Variation. LDI may update or amend the terms of this Agreement from time to time to comply with changes to the law, regulatory or government requirements, or to meet its changing business requirements without notice to you. Any updates or amendments affecting this Agreement will be communicated to you.
20.3.
Severance. If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification or deletion of a provision or part-provision under this section shall not affect the validity and enforceability of the rest of this Agreement.
20.4.
Waiver. No delay by LDI in exercising any right or remedy under this Agreement shall operate as a waiver of that right or remedy or shall affect its ability to subsequently exercise that right or remedy.
20.5.
Counterparts and Electronic Signature. This Agreement may be executed in any number of counterparts by either handwritten or electronic signature (including by docusign) with all the counterparts together constituting one Agreement, and each of which counterparts may be delivered by emailing the other Party to this Agreement signed scanned document or electronically signed portable document format (pdf) version of the contract (as applicable). Each Party agrees to the execution of this Agreement in this manner, and the Parties acknowledge that execution in this manner creates a binding contract between the Parties on the Effective Date.
20.6.
Third Party Rights. A person who is not a Party to this Agreement shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement.
20.7.
Assignment. You may not assign or sub-contract any of your rights or obligations under this Agreement to any other person. LDI may assign, transfer or sub-contract any of its rights or obligations under this Agreement at its discretion and without notice to you.
20.8.
Entire Agreement. This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. Each Party acknowledges that in entering into this Agreement it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Agreement.