Terms & Conditions
Effective 4th November 2020
Welcome to Clubmate website (“Site”).
We want to keep things as quick, simple and easy as possible but there is some legal stuff we need to get covered first.
Who we are
Clubmate Limited is a limited company registered in England and Wales under company number 11067127 and whose registered office is situated at Unit 4 Radford Way, Billericay CM12 0DP. (‘we’, ‘our’ and ‘us’)
You can contact us by telephoning our team on 0333 987 4677 or by writing to us at our email address: firstname.lastname@example.org.
Within these terms and conditions, the following terms have the meanings set out against the word:
Active Members means a member with an active membership plan.
Charges means the charges payable by the Customer for the supply of the Services and Goods provided by us, as set out on our Site.
Contract means the legally-binding agreement between you and us for the supply of the Services and Goods, if applicable.
Customer Data the data inputted by the Customer, Member, Authorised Users, or the Supplier on the Customer’s behalf for the purpose of using the Services or facilitating the Customer’s use of the Services.
Data Protection Legislation up to but excluding 25 May 2018, the Data Protection Act 1998 and thereafter: (a) unless and until the General Data Protection Regulation ((EU) 2016/679) (GDPR) is no longer directly applicable in the UK, the GDPR and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time, in the UK; and then (b) any successor legislation to the GDPR or the Data Protection Act 1998.
Fee means the payments made to us for the Services and Good provided under the terms of this agreement.
Goods means any goods that we supply to you with the Services, of the number and description as set out in the Order.
Non-member booking means a booking made via Clubmate booking system by an individual who is not an Active member with your organisation. This includes but is not limited to Day/Week/Monthly Ticket bookings and Open Match bookings.
Order means the Customer’s instructions for the Services from us as submitted following the step by step process set out on the Website.
Pay As You Go (PAYG) means the agreement by You to pay for the usage of our Services for the preceding month, as applicable, with no upfront commitment.
Services means the services advertised on our Website to be provided by us to you together with any other services from time to time as requested by you the Customer. (Member Management software, Bookings software, Website, Online Club Shop, Club Merchandise).
Services Start Date means the day on which us is to start provision of the Services, as set out in this agreement.
you, your or organisation means you the Customer as a User of the Site.
Website means the Clubmate.co.uk and Clubmate.fish sites on which the services are advertised.
User means all and any users or viewers of the Site, registered or otherwise.
2.1 The description of the Services and any Goods is as set out in the Website, catalogues, brochures or other form of advertisement. Any description is for illustrative purposes only and there may be small discrepancies in the size and colour of any Goods supplied.
2.2 In the case of the Services and any Goods made to your special requirements, it is your responsibility to ensure that any information or specification you provide unambiguous and accurate.
2.3 All Services and Goods which appear on the Website are subject to availability.
2.4 From time to time, we may make changes to the Services which are necessary to comply with any applicable law or safety requirement. We will notify you of these changes.
2.5 Our Services may include certain communications from us, such as service announcements, administrative messages and a Clubmate newsletter, which are considered part of our Services, although you will be able to opt out of receiving these.
2.6 You agree not to access the Services by any means other than through the interfaces provided by Clubmate for use in accessing the Services.
3. Personal Information and Organisation Registration
3.1 By registering with Clubmate, you are agreeing to meet the following conditions:
3.1.1 You are at least 18 years old and have provided your real name and email address during registration of you or organisation.
3.1.2 You may only register organisations you are authorised to represent.
3.1.3 You and all Users are responsible for the security of your passwords or email accounts used to sign in to our Services.
3.1.4 You agree to immediately notify us in writing of any unauthorised use of your password or account or any other breach of security and you must ensure that you exit from your account at the end of each session. We will not be liable for any loss or damage arising from your failure to comply with this clause.
3.1.5 We reserve the right to reject or suspend any registration we consider inappropriate use of our Site.
3.1.6 Any Users you create for your organisation are deemed to have accepted these terms and conditions.
3.1.7 You must co-operate with us in all matters relating to the Services, provide us and our employees, with all information required to perform the Services.
3.1.9 We may contact you by using e-mail or other electronic communication methods or by post and you expressly agree to this.
3.2 Data and Privacy
We understand that You will collect data from members during the administration of the Service. You may also upload other information onto our Website such as (without limitation) committee details, match fixtures, match results, videos and photos (“Club Data”). Where such data is personal data (as defined by Data Protection Legislation) You will be the data controller (as defined by Data Protection Legislation) and You shall ensure that You comply with all Your obligations as data controller when using such data including but not limited to:
3.2.1 ensuring that adequate privacy notices have been provided to data subjects (as defined by Data Protection Legislation) (including the Members) so they understand the circumstances their personal data will be shared with Us, and the purposes of the data sharing; and
3.3 You will indemnify Us against any claims, losses, damage or fines We incur due to Your breach of clauses 3.2 and 3.4.
3.4 Clubmate and Your Organisation shall comply in all respects with the provisions of Data Protection Legislation in our capacity as data controllers in relation to all information made available to each other.
3.5 Customer data
3.5.1 The Customer shall own all right, title and interest in and to all of the Customer Data that is not personal data and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of all such Customer Data.
3.5.2 The Supplier shall follow its archiving procedures for Customer Data. In the event of any loss or damage to Customer Data, the Customer’s sole and exclusive remedy against the Supplier shall be for the Supplier to use reasonable commercial endeavours to restore the lost or damaged Customer Data from the latest back-up of such Customer Data maintained by the Supplier. The Supplier shall not be responsible for any loss, destruction, alteration or disclosure of Customer Data caused by any third party (except those third parties sub-contracted by the Supplier to perform services related to Customer Data maintenance and back-up for which it shall remain fully liable under clause 3.5).
3.5.3 The Supplier shall, in providing the Services, comply with its Privacy Notice, as such document may be amended from time to time by the Supplier in its sole discretion.
3.5.4 Both parties will comply with all applicable requirements of the Data Protection Legislation. This clause 3.5 is in addition to, and does not relieve, remove or replace, a party’s obligations under the Data Protection Legislation.
3.5.5 The parties acknowledge that:
- if the Supplier processes any personal data on the Customer’s behalf when performing its obligations under this agreement, the Customer is the data controller and the Supplier is the data processor for the purposes of the Data Protection Legislation (where Data Controller and Data Processor have the meanings as defined in the Data Protection Legislation).
- the personal data may be transferred or stored outside the EEA or the country where the Customer and any Authorised Users are located in order to carry out the Services and the Supplier’s other obligations under this agreement.
3.5.6 Without prejudice to the generality of clause 3.5, the Customer will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the Personal Data to the Supplier for the duration and purposes of this agreement so that the Supplier may lawfully use, process and transfer the Personal Data in accordance with this agreement on the Customer’s behalf.
3.5.7 Without prejudice to the generality of clause 3.5, the Supplier shall, in relation to any Personal Data processed in connection with the performance by the Supplier of its obligations under this agreement:
- process that Personal Data only in accordance with its Privacy Notice unless the Supplier is required by the laws of any member of the European Union or by the laws of the European Union applicable to the Supplier to process Personal Data (Applicable Laws). Where the Supplier is relying on laws of a member of the European Union or European Union law as the basis for processing Personal Data, the Supplier shall promptly notify the Customer of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit the Supplier from so notifying the Customer;
- not transfer any Personal Data outside of the European Economic Area and the United Kingdom unless the following conditions are fulfilled:
- the Customer or the Supplier has provided appropriate safeguards in relation to the transfer;
- the data subject has enforceable rights and effective legal remedies;
- the Supplier complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred; and
- the Supplier complies with reasonable instructions notified to it in advance by the Customer with respect to the processing of the Personal Data;
- assist the Customer, at the Customer’s cost, in responding to any request from a Data Subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;
- notify the Customer without undue delay on becoming aware of a Personal Data breach;
- at the written direction of the Customer, delete or return Personal Data and copies thereof to the Customer on termination of the agreement unless required by Applicable Law to store the Personal Data; and
- maintain complete and accurate records and information to demonstrate its compliance with this clause 3.5.
3.5.8 Each party shall ensure that it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting Personal Data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to Personal Data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it).
3.5.9 The Customer consents to the Supplier appointing GoCardless, Stripe, Mailchimp and Plivo as third-party processors of Personal Data under this agreement. The Supplier confirms that it has entered or will enter with the third-party processor into a written agreement substantially on that third party’s standard terms of business. As between the Customer and the Supplier, the Supplier shall remain fully liable for all acts or omissions of any third-party processor appointed by it pursuant to this clause 3.5.
3.5.10 Either party may, at any time on not less than 30 days’ notice, revise this clause 3.5 by replacing it with any applicable controller to processor standard clauses or similar terms forming part of an applicable certification scheme (which shall apply when replaced by attachment to this agreement).
4. Fees and Payments
a) Our Fees consists of Services, Goods, SMS and Transaction fees.
b) All Fees are inclusive of VAT.
c) On registration you will be set up for Direct Debit payments which is our preferred method of payment. We can also accept alternative payment methods, but this may be subject to an administration fee of £15 (Cheques are NOT accepted).
d) Payments received by direct debit are processed via 3rd party payment providers. Clubmate will not have access to your card and/or bank details at any time.
e) If we are unable to collect payment for any reason or you fail to pay the charges, we may suspend the Service or Delivery of Goods until we receive payment in full and in cleared funds.
f) We reserve the right to change the Fees at any time by giving you not less than 30 days written notice.
4.2 Services Fees
g) A fee, a service fee, will be charged to access the Services. The fees are set out on the Website at the date you agree to register for the service or such other price as we may agree in writing.
h) Unless you have selected our Pay As You Go service (see 4.3), the fees for the Services will be payable in advance on an ongoing basis as advertised on Our website (monthly or annually). By agreeing to these Terms your access to the service will automatically renew on the anniversary of the initial agreement. This automatically authorises us to take payment and will continue to do so until you advise otherwise.
i) A reminder will be sent to you about the automatic renewal 4 weeks before the renewal takes effect, setting out the terms of the renewal and any reasonable steps you must take if you do not want to renew.
j) Our preferred method of payment is Direct Debit. This will be set up during the registration for the Services. We can also accept alternative payment methods, but this may be subject to an administration fee of £15 (Cheques are NOT accepted).
k) The Annual Service Fee is calculated on the volume of active members on the platform at registration and on renewal.
l) You will receive an invoice advising of all applicable Fees dues prior to collection by Direct Debit.
M) All clients using our Services for non-member bookings, will be billed as per PAYG (see 4.3).
N) For Fishing clubs selecting our Annual plan, there is a minimum service fee equivalent to 100 active members.
4.3 Pay As You Go Services Fees
a) When selecting our PAYG service, service fees will be billed monthly in arrears.
b) Invoices for PAYG service fees will be sent on or just after the 1st of each month via email. You will need to supply us with a billing email address in order to receive the invoice.
c) Unless otherwise agreed, service fees for the PAYG service will be collected by Direct Debit 7 days after the invoice date. The Direct Debit will be set up during the registration for the Services.
4.4 Goods Fees
a) Any additional goods that are ordered (such as Membership Cards or Merchandise) will be charged a fee. The fees are set out on the Website at the date you agree to order the Goods or such other price as we may agree in writing.
b) Goods ordered via our Site will be accepted by an acknowledgement email stating that the order has been accepted, at which point a contract will come into existence between you and us.
c) If you are a club You will be sent an invoice within 7 working days from the date of your order. These fees will be automatically collected 14 days from the date on the invoice by Direct Debit.
d) If you are an individual, You must make payment in full online by debit or credit card before the goods will be shipped.
e) In certain circumstances, payment must be made in full before the Goods are shipped. You will be made aware of these circumstances when the Goods are ordered.
f) Our preferred method of payment is Direct Debit. This will be set up during the registration of the Services. We can also accept alternative payment methods however they may be subject to an administration fee of £15 (we do NOT accept cheques under any circumstances).
g) By agreeing to these terms, you authorise us to automatically collect the payment for any Goods ordered via this Site within 14 working days from date of your order. We reserve the right to agree alternative payment terms with you in writing for any Goods ordered via the Site.
h) We will send you an invoice on or around the last working day of the month, itemising all outstanding fees for that month. These fees will be automatically collected by Direct Debit 14 days from the date on the invoice.
4.5 SMS Fees
a) Our Services enables you to send and receive SMS messages from a dedicated telephone number. You will need to register for a dedicated SMS number if you require this service.
b) A fee will be charged for both incoming and outgoing SMS messages. These fees are set out on the Website at the date you register for a dedicated SMS number.
c) You will be sent an invoice from us on or around the last working day of each month, itemising all outstanding fees incurred by you for that month. These fees will be automatically collected 14 days from the date on the invoice by Direct Debit.
4.6 Transaction fees
a) If you are an Organisation, our service will enable you to collect money directly from your members via our Site.
b) For each transaction processed, there will be a fee from the payment provider and dependent upon the Clubmate package you select, there will be an additional transaction fee levied by Clubmate.
c) The Clubmate transaction fee is set out on the Website and is no more than 1% of the full transaction amount.
d) The current payment providers transaction fees are available via their respective websites. At the time of publication of these Terms, the fees for UK clubs are:
- GoCardless: 1% (min: 20p, max: £2)
- Stripe: 1.4% + 20p
e) There is no VAT on transaction fees.
f) Transaction fees are automatically deducted before the funds are settled in to your bank account.
g) Transaction fees are deducted on successful payments only. There is no charge for failed payments (this does not include Chargebacks – see respective payment providers website for their full schedule of fees).
5. Cancellation of Services
5.1 You can cancel your subscription at any time by sending us an email via email@example.com, or in writing to our postal address. Please include your contact details in case we have an issue processing your request. We will endeavour to provide you with your membership data within 14 days of your notice of cancellation.
5.2 If you cancel the service within 30 days of the commencement of the contract, we will provide a 50% refund of the Services Fees unless such other amount is agreed in writing.
5.3 Cancellation after 30 days of the commencement of this agreement will forfeit any Services Fees paid unless agreed otherwise by us.
5.4 If we accidently take payment after you have given us notice that you no longer wish to pay for the Services, we will refund you in full.
6. Service delivery
Our Services will be made available within seven business days of agreeing to these Terms. You will receive a welcome email confirming instruction on how to start using the Services.
7. Goods Delivery
Goods ordered via this Site will typically be delivered within 10 working days from the date of placing your order. However, the delivery time for some Goods may vary. You will be made aware of the delivery times when you place your order.
8. Online Club Shop
8.1 Clubmate will provide a free online club shop for clubs signing up to the club merchandise service. This service will be provided via our Site or via the Club Website service.
8.2 Goods represented on the Site or Club Website Service are for illustrative purposes only and there may be discrepancies in the size and colour of any Goods supplied.
8.3 Samples are chargeable at the full RRP and are required to be paid in full at the time of ordering.
8.4 Return of Goods
Under no circumstances may goods, supplied against a firm order, be returned without the Purchaser having first applied for and obtained the written consent of Us. Goods returned without prior permission or that fall outside of the guidelines detailed below will not be accepted.
8.4.1 Customised & Bespoke Products – You do not have a legal right to cancel any goods that have been personalised to your requirements (these include the printing of your clubs logo). As these are customised for the club, We are unable to accept returns except in the case of manufacturing error or faulty goods. We will however, endeavour to work with your club to transfer your purchase to another buyer. You must contact your club to initiate this process.
8.4.2 If the Purchaser returns goods to Us due to a manufacturing fault, We will inspect the goods and either replace the item or refund the full purchase price for goods that we reasonably accept are defective, faulty or which are otherwise not in accordance with the contract. This is subject to the goods being returned to Us within 14 days from date of delivery.
8.4.3 We will replace the goods or refund the Purchaser provided that the defect or fault is not caused by usual wear and tear, damage caused deliberately or accidentally, negligence or if you fail to follow product care instructions or if the goods have been misused, altered or repaired without Our approval. If the Company does not find any fault or defect then your cancellation and refund rights are limited to those set out above. This does not affect the Purchaser’s statutory rights. The remedy in this clause represents Clubmate’s entire liability to the Purchaser for any claim under the guarantee period or any other guarantee or condition in respect of the goods which the law provides in so far as we are permitted to limit our liability to you.
8.4.4 Returned orders should be sent via courier or registered post. If the goods fail to arrive at the Company you will not be eligible for a credit note or refund. The Company cannot be held responsible for goods lost or damaged in the post. Goods returned after the return period has expired will not be eligible for a credit note or refund and the order will be returned to the Purchaser at the Purchasers own cost.
8.4.5 The Company will not reimburse the Purchaser’s return delivery costs except in the case of a manufacturing error. Where a manufacturing error has occurred, return postage cost of up to £8.00 UK or £25 International may be reimbursed upon proof of postage. Where the postage exceeds the stated value, prior approval must be obtained from The Company in writing.
Payments are accepted by credit or debit card only and will be processed securely during the online checkout via our Site or the club Website service. Debit and Credit card payments will be processed via a secure, approved payment processor – we currently work with Stripe.
8.6 Bulk Orders
Clubs wishing to place bulk orders of 10 or more items can be invoiced and payment accepted by card, direct debit or bank transfer. All payments must be received before the Goods are shipped. Bulk orders can only be placed by clubs and orders must be delivered to the same single address.
8.7 Club Commission
Clubmate agrees to pay Clubs a commission on all Club Merchandise sales placed via the Site or Club Website service.
8.7.1 Commission will be paid monthly via bank transfer as long as the value of the commission reaches at least £10. If the value does not reach £10, the commission will roll over to the next month and continue to do so until such time as the club reaches the minimum of £10 or chooses to cancel the service.
8.7.2 The standard rate of Commission is 10% on all Club Merchandise however We reserve the right to increase, decrease or cancel the Commission without notice.
9. Membership Cards
9.1 Membership cards are processed in weekly batches and can take up to 10 working days from processed date to arrive at the destination. All cards are sent via Royal Mail.
9.2 You are responsible to ensure that the membership data provided for the delivery and printing of your membership card is accurate. Fees for Membership cards that are printed using inaccurate data, provided by you, will not be refunded. An additional Fee/Credit will be charged for a replacement membership card with accurate information.
9.3 Should you identify an error with the member data prior to printing, please contact us as soon as possible and we will do our best to rectify prior to printing. We cannot guarantee that we will be able to rectify prior to printing.
9.4 Should a membership card with accurate data fail to arrive at its destination within 10 working days from the issue date, you should contact us for further investigation. If required, we will send a replacement card free of charge. Should the subsequent card fail to arrive at its destination for a second time, then we will resend another card free of charge, but this must be to an alternative destination. Any further subsequent cards will be subject to normal fees. (For the avoidance of doubt, we will dispatch membership cards twice to the same destination but to a different destination on the third attempt. Any further dispatch will incur the normal charges.)
9.5 We reserve the right to refuse sending a replacement memberships cards should we suspect any wrongdoing such as, fraudulent or criminal activity on your part.
9.6 ID cards are purchased upfront as credits and drawn down as required. Unless otherwise agreed, a minimum of 50 card credits can be purchased at any one time.
9.7 ID card credits are non-refundable however they may continue to be drawn against without expiry.
10. Club Website content, conduct rules and obligations
10.1 All information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services or other materials (“Content”) are the sole responsibility of the person from which such Content originated. As Webmaster You have a responsibility to moderate any such Content and remove it where you think it is inappropriate. We do not control the Content posted via the Service and, as such, do not guarantee the accuracy, integrity or quality of such Content.
10.2 We may preserve Content and may also disclose Content if required to do so by law or if We believe, in the good faith, that such preservation or disclosure is reasonably necessary to:
10.2.1 comply with legal process
10.2.2 enforce these Terms
10.2.3 respond to claims that any Content violates the rights of third-parties; or
10.2.4 protect the rights, property or personal safety of Clubmate, its users and the public.
10.3 Notwithstanding Your duty to moderate, should Content be found or reported to be in violation of these Terms, it will be in Clubmate’s sole discretion as to what action should be taken.
11. Viruses, Hacking and Other Offences
11.1 You must not misuse our Site by knowingly or recklessly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to our Site, the server on which our Site is stored, or any server, computer or database connected to our Site. You must not attack our Site via a denial-of-service attack or a distributed denial-of service attack.
11.2 By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990 as amended by the Serious Crime Act 2015). We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Site will cease immediately.
12. Intellectual Property Rights
We are the owner or the licensee of all intellectual property rights in the Services, Website, and in the material published on it and any necessary software used in connection with the Services (“Software”). These works are protected by copyright laws and treaties around the world. All such rights are reserved.
13. Partnership Discounts
13.1 Clubmate has partnered with the Angling Trust to provide a discounted service to Angling Trust organisations’ members. If your organisation is a member of the Angling Trust then your club will benefit from our discounted Services fees in return for us sharing your membership data with the Angling Trust.
13.2 If a club or organisation chooses to benefit from discounted fees with one of our partners, they authorise Clubmate to share membership data related to their club with our partners. The member’s data will include your club name, volume of active members, gender, disability & post code. Clubmate will never share personally identifiable information without explicit agreement from your club and its members.
14. Third Party Advertising
14.1 The Services may include advertisements and promotions by third-parties, which are necessary for us to provide the Services. Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the third-party advertiser or promoter. We will not be liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisement on the Services.
14.2 The Services or third-party advertisers may provide, links to other websites or resources. We have no control over such websites and resources and We are not responsible for the availability of such external sites or resources.
14.3 We do not endorse and are not liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Clubmate shall not be responsible or liable, directly or indirectly, for any damage or loss caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such website or resource.
15. Personal Information
15.1 The confidentiality of your personal information is of paramount concern to us and accordingly, we fully comply with Data Protection Legislation and its confidentiality obligations. All information submitted to us over this Website is protected when it reaches us.
15.3 We may contact you by using e-mail or other electronic communication methods and by pre-paid post and you expressly agree to this.
15.4 Our website will not hold your personal information except for your contact details. We can assure you that your contact details will be through the encrypted email.
15.5 Clubmate can assure its Customers that all personal data held by it on them will be deleted or stored securely for a period of 12 months after termination of our Services. Unless agreed by the Customer, all personal data will be totally destroyed within 18 months of the termination of the Services.
15.6 Our website may contain links to third party sites. These sites are beyond the control of Clubmate and accordingly, we accept no responsibility for their content.
16.1 You agree to indemnify us, and our subsidiaries, affiliates, officers, directors, agents, co-branders or other partners, from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your use of the Services, your connection to the Services, your violation of these Terms, whether you are a registered user or not. You are solely responsible for your actions when using the Services.
16.2 Nothing on this Website constitutes advice, nor does the transmission, downloading or sending of any information or the Material create any contractual relationship.
17.1 You expressly understand and agree that your use of the Services is at your sole risk. The Services is provided on an “as is” and “as available” basis. We expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
17.2 We will make reasonable efforts to maintain the Services, however, we are not responsible for any damage, loss of data, customer information or vendor data, revenue, or other harm to business arising out of delays, mis-delivery or non-delivery of information, restriction or loss of access, bugs or other errors, unauthorised use due to your sharing of access to the Services, or other interaction with the service. You are responsible for maintaining and backing-up your data and information that may reside on the Service.
17.3 We do not warrant that:
- the Services will meet your specific requirements;
- the Services will be uninterrupted, timely, secure, or error-free;
- the results that may be obtained from the use of the Services will be accurate or reliable;
- the quality of any products, services, information, or other material purchased or obtained by you through the Services will meet your expectations; and
- any errors in the software will be corrected.
17.4 Any material downloaded or otherwise obtained through the use of the Services is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.
17.5 No advice or information, whether oral or written, obtained through or from the Services shall create any warranty not expressly stated in these Terms.
18. Limitation of Liability
18.1 References to liability in this Clause 18 include every kind of liability arising under or in connection with the Contract including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
18.2 Subject to Clause 18.3 neither parties’ total liability to the other shall exceed the aggregate of the value of the Fees you paid to us in the 12 (twelve) months preceding the date the claim arose.
18.3 Nothing in the Contract shall exclude or limit (or be interpreted to exclude or limit) our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, for any breach of our obligations implied by Section 12 of the Sale of Goods Act 1979 or Section 2 Supply of the Goods and Services Act 1982 nor for any other liability which cannot be excluded by law.
18.4 We shall indemnify you, for the duration of the Contract, against personal injury and death to any persons, or the loss of or damage to any property (including any Software) which may arise out of any act, default or negligence by us, our servants or agents and against all claims, demands, proceedings, damages, costs, charges and expenses whatsoever in respect thereof or in relation thereto.
19.1 Failure by us to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
19.2 These Terms constitute the entire agreement between you and us and govern your use of the Services, superseding any prior agreements.
19.3 If a court says that part of this agreement is not enforceable in law the rest of the agreement shall still be enforceable.
20. Governing Law and Jurisdiction
20.1 The English courts will have exclusive jurisdiction over any claim arising from, or related to, a visit to our Website
20.2 These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.