V2.9 Updated: 16th March 2020
This agreement is made between GOLIATH Reservation Systems Limited (Registered in England under Company Number 07053414) trading as BOOKINGHOUND.COM and the CUSTOMER.
The parties agree as follows:
1.1 In this Agreement the following words or phrases have the meanings set out below:
1.1.1 "Business Day" means any day except a Saturday, Sunday or English public or bank holiday.
1.1.2 "Commencement Date" is the date following an initial thirty day period that the CUSTOMER applies to use BOOKINGHOUND.COM and accepts these terms and conditions.
1.1.3 "Intellectual Property Rights" includes copyrights, registered designs, patents, trademarks, service marks, design rights (registered and unregistered), database rights, rights to extract or exploit data from a database, applications for any of the above, trade secrets, rights of confidence, know-how and all other similar rights recognised from time to time anywhere in the world, and all accrued rights of action in respect of any of the foregoing.
1.1.4 "Customer" means YOU as the user of the service as detailed in 1.1.6
1.1.5 "End User" means YOUR customer as the purchaser of YOUR service.
1.1.6 "Service" means the BOOKINGHOUND.COM service as amended by BOOKINGHOUND.COM from time to time to include modifications, alterations, enhancements and improvements to the Services made by BOOKINGHOUND.COM.
1.1.7 "Scale of Charges" means the charges to be paid for use of the Service as detailed by BOOKINGHOUND.COM
1.1.8 "BOOKINGHOUND.COM Usage Fee" means the charge made to END USER as defined by schedule SS4.4
1.1.9 A BOOKINGHOUND.COM "Chargeable Transaction" is one as defined by Schedule SS 2.1.
1.1.10 Clause headings in this Agreement are for convenience only and do not affect the interpretation or construction of this Agreement.
1.1.11 Any reference in this Agreement to writing includes any text stored or transmitted electronically.
2. TERM AND TERMINATION
2.1 Subject to the CUSTOMER complying with its obligations under this Agreement, BOOKINGHOUND.COM will provide the Services to the CUSTOMER.
2.2 Unless otherwise agreed by a specific addendum, either party may terminate this Agreement without cause by giving not less than one month's written notice to the other to expire on any anniversary of the commencement date.
2.3 This Agreement may also be terminated at any time by BOOKINGHOUND.COM if the CUSTOMER is in breach of any provision of this Agreement and fails to rectify that breach within seven days after being requested to do so, or is the subject of a bankruptcy order, or becomes insolvent, or makes any arrangement or composition with or assignment for the benefit of its creditors, or goes into voluntary (otherwise than for reconstruction or amalgamation), or compulsory liquidation or a receiver or administrator is appointed over its assets.
2.4 On the termination of this Agreement, BOOKINGHOUND.COM will be entitled to receive all fees and other monies accrued due up to the date of termination and the CUSTOMER will immediately remove any links from the CUSTOMER's website to the Services. The CUSTOMER will not be entitled to any refund of fees relating to unused transactions already paid at the date of termination.
2.5 BOOKINGHOUND.COM may suspend or cancel, at its sole discretion, the CUSTOMER's right to receive the Services at any time.
2.6 If the CUSTOMER fails to pay BOOKINGHOUND.COM in accordance with clause 3, or if the CUSTOMER breaches any other provision of this Agreement, BOOKINGHOUND.COM may suspend or cancel, at its sole discretion, the CUSTOMER's right to receive the Services at any time. This may include the removal of the CUSTOMERS DATA from the BOOKINGHOUND.COM servers. BOOKINGHOUND.COM's suspension of the CUSTOMER's right to receive the Services will not preclude BOOKINGHOUND.COM later terminating this Agreement for the same or a different reason.
2.7 Termination in accordance with this clause shall not prejudice or affect any right of action or remedy which shall have accrued or shall thereafter accrue to either party and all provisions which are expressed to survive this Agreement or impliedly do so shall remain in full force and continue indefinitely.
3. CHARGES & PAYMENTS
3.1 In return for BOOKINGHOUND.COM providing the Service, depending on the pricing plan selected, the CUSTOMER or END USER will pay BOOKINGHOUND.COM either via its online purchasing facility using a credit or debit card in accordance with BOOKINGHOUND.COM's Scale of Charges as presented on the prices page of the BOOKINGHOUND.COM web site which are varied at its sole discretion from time to time or by pre-payment in accordance with a CUSTOMER specific addendum. The CUSTOMER will also pay all applicable third party payment gateway charges, sales value added taxes and any other taxes or charges levied by any governmental, statutory or regulatory authority in connection with the provision of the Services to the CUSTOMER.
3.2 If a due payment to Bookinghound.com is not authorised or received, we will send you a minimum of one email to inform you of the steps you need to take to resolve the issue. Should a payment remain outstanding for more than seven days beyond the unpaid invoice date then your account with BOOKINGHOUND.COM will, at BOOKINGHOUND.COM's sole discretion, be either immediately terminated or suspended until the appropriate funds are received by BOOKINGHOUND.COM. This will include the removal of the CUSTOMERS DATA from the BOOKINGHOUND.COM servers.
3.3 There may be various time limited transaction fee promotions applied from time to time and once ended the transactions fees will revert to the standard rates published at that time.
3.4 If a CUSTOMER signs a 'Disputed Transaction – Authority Not Given' document for a transaction with their credit card company - for whatever reason - and it subsequently transpires the card was not used fraudulently or without knowledge the following applies: The CUSTOMER agrees to pay for the transaction at the published rate at the time for the period/amount disputed - plus an administration fee of £75. The CUSTOMER hereby agrees to make the payment within fourteen days of invoice - forgo any rights whatsoever to defend this charge plus any costs incurred should it be necessary to recover it through the County Courts/Local or Civil Courts.
3.5 The CUSTOMER hereby agrees that if they do sign the aforementioned documents (3.4) with their credit card company then they must inform the relevant authorities (police/credit card company etc) at the earliest available opportunity and instruct them to carry out a full investigation into the alleged misuse of the card.
3.6 BOOKINGHOUND.COM will refund 100% of an individual failed transaction fee that is due to an operating failure of the BOOKINGHOUND.COM system. This excludes failed transactions due to any form of refused payment. To receive a full refund it must be demonstrated that after following all published instructions and taken advice from BOOKINGHOUND.COM support that the transaction has indeed failed to complete.
3.7 The 'Datacash' online authorisation and funds transfer facility for Visa, MasterCard, American Express and debit card transactions may be licensed for an on going annual fee of £360 +Vat payable in advance plus 20p +VAT per transaction invoiced monthly in arrears.
3.8 BOOKINGHOUND.COM may revise and implement its Scale of Charges in order to reflect any new, additional or improved Service(s) and will give the CUSTOMER thirty day's notice of any such changes.
4. PROPRIETARY RIGHTS
4.1 The CUSTOMER acknowledges and agrees that all software and other documentation that forms an integral part of the Services and all copies of them and all Intellectual Property Rights in or relating to them or the Services are and will remain the property of BOOKINGHOUND.COM or the third party from whom BOOKINGHOUND.COM has secured the right to use that software or any part of the Services.
4.2 Material must not be utilised in the Service, or, except as expressly provided by copyright law, copied, redistributed or published, that is in breach of copyright without the permission of the owner(s) of that copyrighted material.
4.3 The CUSTOMER hereby grants to BOOKINGHOUND.COM a non-exclusive, worldwide, and royalty-free licence for the duration of this Agreement, if applicable, to store, modify, translate, publish, transmit, participate in the transfer of, reproduce, create derivative works from, distribute, display, and otherwise use the CUSTOMER's content, including content supplied by third parties, only as necessary for the purposes of providing and operating the Services to the CUSTOMER under this Agreement. The CUSTOMER expressly agrees that such use is not an infringement of any of the CUSTOMER's intellectual property rights or any third party's intellectual property rights.
5. USE OF THE SERVICES
5.1 The CUSTOMER is responsible for ensuring that its account is only used and accessed in accordance with the terms of this Agreement and will not allow anyone except its duly authorised employees, agents and contract staff to use the Services or give or purport to give BOOKINGHOUND.COM any notification, instructions or power of attorney.
5.2 If the CUSTOMER believes that there is a fault with the Services, the CUSTOMER will report it to BOOKINGHOUND.COM as soon as possible and BOOKINGHOUND.COM will use its reasonable endeavours to resolve any defect as quickly as possible.
5.3 The CUSTOMER is responsible for the acquisition and maintenance of all hardware and software necessary to receive and use the Services and for ensuring that any equipment and software it uses are compatible with the Services.
5.4 The CUSTOMER warrants, represents and covenants to BOOKINGHOUND.COM that (a) it will use the Services only for lawful purposes and in accordance with this Agreement; (b) it has acquired or will acquire all authorisation(s) necessary for hypertext links to third-party websites or other content; and (c) it will comply with the Data Protection Act 1998 and all statutory re-enactments and amendments thereof.
5.5 The CUSTOMER agrees not to use the Services for any fraudulent purpose or to send, knowingly receive, upload, download, use or re-use any material which is abusive, indecent, defamatory, obscene or menacing, or in breach of any copyright, confidence, privacy or any other rights and will adhere to acceptable user practices provided in writing from time to time by BOOKINGHOUND.COM to the CUSTOMER and deemed to be accepted by the CUSTOMER. Once identified, BOOKINGHOUND.COM will notify the CUSTOMER promptly of any breach. BOOKINGHOUND.COM has the right, at its sole discretion, to suspend or terminate the CUSTOMER's account without notice or refund or to block access to the Service.
5.6 Whenever BOOKINGHOUND.COM reasonably requires the CUSTOMER to provide information or data, or give any co-operation, consent or authority that is necessary in order to allow BOOKINGHOUND.COM to provide the Services, the CUSTOMER will do so promptly and so as not to cause or contribute to any delay or interruption in the provision of the Services.
5.7 The CUSTOMER will do anything and execute any document that may reasonably be required to enable BOOKINGHOUND.COM to provide the Services to the CUSTOMER.
5.8 BOOKINGHOUND.COM may modify, suspend, discontinue or improve the Services at any time but, if that materially affects the Services, BOOKINGHOUND.COM will give the CUSTOMER not less than thirty day's notice.
6.1 The CUSTOMER may give instructions to BOOKINGHOUND.COM at any time but BOOKINGHOUND.COM will not be obliged to act on them except on Business Days and in accordance with the operational instructions and procedures provided by BOOKINGHOUND.COM.
6.2 The CUSTOMER shall from time to time provide BOOKINGHOUND.COM with a list of persons authorised to give instructions to BOOKINGHOUND.COM and will use reasonable measures to ensure that it only acts on authorised instructions, but shall not be responsible for any actions taken under instructions that appear to come from an authorised source but were inaccurate or incomplete or otherwise unauthorised.
6.3 BOOKINGHOUND.COM will incur no liability in respect of any loss or damage, directly or indirectly arising out of, any error, omission, discrepancy, inaccuracy or ambiguity in any instruction, notification, message, or other information received by it from the CUSTOMER, or in respect of any loss or liability arising out of the use of BOOKINGHOUND.COM as well as acting on any such instruction, notification, message or information or on any instruction, notification, message or information which appears to have been sent by or on behalf of the CUSTOMER.
7. DATA PROTECTION
7.1 Each of the parties will comply with all national and applicable requirements of their relevant Data Protection Legislation including the General Data Protection Regulation (GDPR) in the EU as appropriate.
7.2 Each of the parties acknowledge that for the purposes of the General Data Protection Regulation (GDPR), the CUSTOMER is the data controller and BOOKINGHOUND.COM is the data processor (only where the Data Controller and Data Processor have meanings as defined by the GDPR Legislation).
7.3 The CUSTOMER will warrant and ensure it has all necessary and appropriate consents in place to enable the lawful transfer of the Personal Data to BOOKINGHOUND.COM for the duration and purposes of this Agreement.
7.4 BOOKINGHOUND.COM will process Personal Data in order to deliver the SERVICE unless we are prohibited to by the laws of the European Union or a member of the European Union as applicable.
7.5 BOOKINGHOUND.COM has in place appropriate technical and organisational measures to protect against unauthorised processing of Personal Data.
7.6 BOOKINGHOUND.COM will ensure that all personnel who have access to Personal Data will keep the Personal Data confidential; and not transfer any Personal Data outside of the European Economic Area unless your prior consent has been obtained.
7.7 BOOKINGHOUND.COM does not sell, exchange or share the data we hold with any organisation unless your prior consent has been obtained or we are required by law to do so.
8.1 Each of the parties will at all times respect and protect the confidentiality of information acquired by it from the other under this Agreement except where it is obliged to disclose that information by law or pursuant to the requirements of any competent authority, or in order to perform its obligations under this Agreement. The CUSTOMER will keep confidential and not use for any purpose except to receive the Services, any information about or relating to the Services.
8.2 Clause 8.1 above does not prevent the disclosure of information by either party to its auditors, legal advisers or regulatory bodies in connection with the proper performance of their duties, or the disclosure of any information which is not of a confidential nature or which is or comes into the public domain (unless by virtue of a breach of clause 8.1).
8.3 Neither of the parties will do, nor omit to do, anything that would or might prejudice or bring into disrepute the business or reputation of the other party or any director or partner of that other party.
8.4 The CUSTOMER agrees that BOOKINGHOUND.COM may mention the CUSTOMER's name, their business activities and use their trading logo as a user of the Services in its marketing of the Services.
9. LIMITATION OF LIABILITY
9.1 The CUSTOMER agrees the use of the Services is at the CUSTOMER's sole risk. BOOKINGHOUND.COM, its agents, contractors, licensors, employees and information providers providing the Services and do not guarantee that they will be uninterrupted or free from error. The CUSTOMER accepts that without notice for commercial, technical or other reasons the Services or part thereof may be suspended and a network or service provider connected to the Services may suspend or terminate its connection to the Services. BOOKINGHOUND.COM may from time to time without notice close down or restrict the whole or part of the Services where necessary for emergency repair, to prevent overload of the network, or to preserve the safety, security or integrity of the Services and traffic conveyed. BOOKINGHOUND.COM shall at its sole discretion decide when such action is necessary and BOOKINGHOUND.COM will not be liable for the direct or indirect consequences of, any delay or interruption in the SERVICE or for any fault in any telecommunications or data communications system or network.
9.2 While BOOKINGHOUND.COM and its employees and authorised agents will use all reasonable endeavours to provide prompt continuing SERVICE, it will not be liable for any loss of data or any delay in or non-performance of its obligations under this Agreement howsoever caused, including but not limited to acts of God, fire, lightning, explosion, war disorder, flood, industrial disputes, sabotage, extremely severe weather or acts of local or central Government or other competent authorities, or by any errors or omissions of the CUSTOMER.
9.3 The CUSTOMER acknowledges that, in connection with the provision of the SERVICE, BOOKINGHOUND.COM may supply or rely on information supplied by the CUSTOMER and third parties and BOOKINGHOUND.COM will not incur any liability to the CUSTOMER in connection with any error, omission or inaccuracy in any of that information or for any negligent advice given by any third party via the Services.
9.4 BOOKINGHOUND.COM will not be liable for any direct, indirect or consequential loss or damage, any loss of profits, loss of business, loss of contracts, loss of savings, loss of opportunity, loss or spoiling of data or loss of use, whether that loss or damage arises from BOOKINGHOUND.COM's negligence, the performance or availability of BOOKINGHOUND.COM or the misuse of the CUSTOMER's passwords or in any other way.
9.5 BOOKINGHOUND.COM's aggregate liability to the CUSTOMER in connection with this Agreement or the Services, whether in contract or tort (including negligence) or in any other way, will not exceed the total charges paid by the CUSTOMER during the seven days immediately preceding the CUSTOMER notifying BOOKINGHOUND.COM of its claim.
10.1 The CUSTOMER will indemnify and keep BOOKINGHOUND.COM its agents, contractors, licensors, employees and information providers providing the Services indemnified from and against any and all losses, damages, costs, claims, expenses or liabilities of any kind which may be incurred by or asserted against BOOKINGHOUND.COM as a result of a breach of the terms and conditions of this Agreement by the CUSTOMER and from any claim brought by third parties alleging that use of the Services by the CUSTOMER or under its account has infringed any intellectual property or other right of any kind, or any applicable U.K. or international legislation or regulation.
11. SOURCE PROGRAMS
11.1 BOOKINGHOUND.COM will maintain up to date versions of the source programs of the computer system and software, which comprise the BOOKINGHOUND.COM system, on the computer hardware upon which the Services are provided. Under no circumstances will BOOKINGHOUND.COM give any form of warranty for Source Programs and BOOKINGHOUND.COM specifically disclaims the implied conditions of merchantability and fitness for a particular purpose on Source Programs.
11.2 Ownership, Title, Copyright and Intellectual Property Rights of the Source Programs remain solely with BOOKINGHOUND.COM.
11.3 If BOOKINGHOUND.COM shall cease to trade, or if a liquidator, receiver or administrative receiver or similar officer shall be appointed over its assets, the CUSTOMER may have the right to continue using the Services but shall not have any rights to ownership, title, copyright and intellectual property of the Services or Source Programs.
12.1 BOOKINGHOUND.COM will provide email support during the U.K. hours of 09:30 to 17:00 Monday to Friday excluding U.K. public holidays ("Business Hours"). Any support requirements in excess of these times may be provided by BOOKINGHOUND.COM on request at an additional charge to be agreed in advance, but BOOKINGHOUND.COM are under no obligation to provide support at any other times.
13.1 This Agreement and its Schedule(s) constitute the entire agreement between the parties relating to the provision of the Services, and supersede all previous agreements and all oral or written representations, agreements and understandings between the parties relating to that subject matter; provided that nothing in this Agreement is intended to exclude or restrict any liability for fraud.
13.2 Except as expressly provided for in this Agreement, no variation to this Agreement will be effective unless recorded in writing and signed on behalf of both of the parties.
13.3 Other than for the purpose of reorganisation or reconstruction, the CUSTOMER may not assign, sub-license, sub-contract, transfer or otherwise dispose of any or all of its rights or obligations under this Agreement.
13.4 Notices under this Agreement including any notification which forms part of the Services or which the CUSTOMER sends to BOOKINGHOUND.COM in the course of using the Services should be sent by email to firstname.lastname@example.org
13.5 No exercise or failure to exercise or delay in exercising any right, power or remedy vested in either party under or pursuant to this Agreement will constitute a waiver by that party or any other right, power or remedy.
13.6 The invalidity, illegality or unenforceability of any of the provisions of this Agreement will not affect the validity, legality and enforceability of the remaining provisions of this Agreement.
13.7 This Agreement will be governed by and construed in accordance with English law and the parties will submit to the non-exclusive jurisdiction of the English courts.
SCHEDULE SS FOR CUSTOMER ORDERS/RESERVATIONS
SS1. THE SERVICES
SS1.1 Upon receipt of CUSTOMER's order agreeing to the payment of the charges by CUSTOMER, BOOKINGHOUND.COM shall grant to CUSTOMER a non-exclusive, non-assignable (other than for the purpose of reorganisation or reconstruction) and non-transferable licence to use the Services described herein until this Agreement expires or is terminated.
SS1.2 The Services provide CUSTOMER with the facility to conduct business with its agents and the general public through the medium of the Internet. Dependant upon the payment plan the CUSTOMER subscribes to, the Services incorporate different & specific functionality.
SS1.3 BOOKINGHOUND.COM may enhance the Services from time to time and CUSTOMER shall have the right but not the obligation to utilise any such increased functionality, which may or may not incur additional charges as BOOKINGHOUND.COM may at its sole discretion determine.
SS1.4 CUSTOMER is responsible for the provision of the requisite links from CUSTOMER's Internet website to the Services, as instructed by BOOKINGHOUND.COM, and the hardware and communications facilities necessary to access the Internet in order to use the Services.
SS1.5 BOOKINGHOUND.COM will allocate to CUSTOMER a supervisory access code and password, which CUSTOMER will use to authorise the access codes and passwords of all other authorised users of CUSTOMER. It is CUSTOMER's responsibility to maintain the confidentiality of all access codes and passwords, ensure that they are not misused and remove any such access codes and passwords for users no longer authorised to use the Services on behalf of CUSTOMER.
SS2. SCALE OF CHARGES
SS2.1 These Services are partially charged to CUSTOMER on a 'per transaction' basis. A chargeable transaction arises when CUSTOMER generates an order from a transaction for either a dated or undated booking, a reservation, the sale of an item or items of merchandise, an API booking or voucher irrespective of the number of participants or any deposit amounts applied, for any and each of the following:
SS2.1.1 A booking or option of any type, confirmed or otherwise from the general public or any agent/3rd Party
SS2.1.2 The sale of any type of gift voucher.
SS2.1.3 The subsequent redemption of any type of gift voucher.
SS2.1.4 The sale of an item or items of merchandise.
A provisional booking or a booking where a deposit is charged counts as a chargeable transaction. These chargeable transactions include those entered by the supplier as well as those processed automatically without supplier involvement. Booking amendments do not incur a transaction fee, but no credit is given for cancelled bookings.
SS2.2 On termination of this Agreement by either party, no refunds will be made for any unused transactions that have been purchased but not utilised.
SS2.3 Upon the use of BOOKINGHOUND.COM by the CUSTOMER, it is regarded by both parties as agreement to these terms & conditions as well payment of any appropriate setup, monthly, annual, excess usage and ancillary fees by CUSTOMER, BOOKINGHOUND.COM shall grant to CUSTOMER a non-exclusive, non-assignable and non-transferable licence to use the Services until this Agreement expires or is terminated.
SS2.4 Additional services:
SS2.4.1 Training and implementation support will be charged at £60 per hour (£450 per 7.5 hour day) plus travel and subsistence expenses.
SS2.4.2 Software development services will be charged at £80 per hour (£600 per 7.5 hour day) plus travel and subsistence expenses.
A day is based upon 7.5 chargeable hours unless it is onsite when it will be the actual number of hours, inclusive of travelling time, but will not exceed a maximum of ten chargeable hours per day.
SCHEDULE FOR 'FREEDOM' PRICE PLAN
SS3. THE PROCESS
SS3.1 Upon receipt of END USERS chargeable order, BOOKINGHOUND.COM will calculate the total order value and add a BOOKINGHOUND.COM usage fee
SS3.2 The END USER will be charged the total order amount including the BOOKINGHOUND.COM usage fee
SS3.3 BOOKINGHOUND.COM will calculate the STRIPE credit card processing fee charge for each transaction that is to be deducted from CUSTOMERS STRIPE account.
SS3.4 Upon receipt of END USERS payment, CUSTOMER will receive an amount equivalent to the total order value plus the value of the STRIPE calculated credit card processing fee. The remaining amount will be retained by BOOKINGHOUND.COM
SS3.5 CUSTOMER is exclusively and totally responsible for directly paying the total and any credit card STRIPE processing fee(s)
SS3.6 Refunds made by CUSTOMER to its END USER will exclude any amount(s) paid to BOOKINGHOUND.COM and/or STRIPE as retained usage fees
SS4.1 The FREEDOM plan requires the CUSTOMER to open and have a validated STRIPE account in order to receive chargeable orders from the END USER.
SS4.2 The FREEDOM plan is exclusive and valid only for credit and debit card payments made via the STRIPE payment gateway only. Alternate CUSTOMER payment types are not be available as part of FREEDOM plan.
SS4.3 The FREEDOM plan cannot be used in conjunction with any other BOOKINGHOUND.COM payment plan options
SS4.4 The BOOKINGHOUND.COM usage fee is charged at five per cent (5%) of CUSTOMERS total order value and may be varied at its sole discretion with not less than 14 days' notice to CUSTOMER
SS4.5 The minimum charge that BOOKINGHOUND.COM will charge the END USER for a new chargeable booking or a booking amendment where there is an additional charge to pay using the FREEDOM plan will be one pound and fifty pence (£1.50) and may be varied at its sole discretion with not less than 14 days' notice to CUSTOMER
SS4.6 The fee due to STRIPE as their credit card processing fee is calculated by BookingHound, based on STRIPE's European card rate, which maybe varied from time to time, and is subject to mathematical rounding by both STRIPE and BookingHound. The BookingHound calculated fee may not be the exact amount due and charged by STRIPE. Additional and excess charges made by STRIPE for non-European cards will be paid by CUSTOMER at their expense
SS4.7 If CUSTOMERS BOOKINGHOUND.COM FREEDOM account transacts zero transactions for a period of thirty (30) days, it will be classed as dormant and immediately closed. This means we will permanently remove the CUSTOMERS DATA from the BOOKINGHOUND.COM servers
SCHEDULE FOR 'Android/iPhone/ipad App Services'
By using the App Content Management System and App Hosting and Support services of Goliath Reservation Systems Limited trading as BookingHound.com (ÒThe SupplierÒ), you are agreeing to be bound by the following additional terms and conditions ("Terms of Service").
The Supplier reserves the right to update and change the Terms of Service from time to time without notice. Any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your consent to such changes.
Violation of any of the terms below will result in the immediate termination of your Android/iPhone App Services Account. While The Supplier prohibits such conduct and Content on the Service, you understand and agree that The Supplier cannot be responsible for the Content posted on the Service and you nonetheless may be exposed to such materials. You agree to use the Service at your own risk.
* You must provide your legal full name, a valid email address and any other information requested by both Google and/or Apple as required in order to complete their app signup & submission process.
* You are responsible for maintaining the security of your Android/iPhone App Services account and password. The Supplier cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
* You are responsible for all Content posted and activity that occurs under your Android/iPhone App Services account (even when Content is posted by others who have access to your Android/iPhone App Services account).
* You may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
Payments and Refund Terms
There will be no refunds or credits for setup fees, partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open Android/iPhone App Services account. In order to treat everyone equally, no exceptions will be made.
All fees are due immediately upon invoice and are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties.
The Supplier will use commercially reasonable efforts to have the application approved by the appropriate mobile platform provider. Although there is a high likelihood of approval, we do not and cannot guarantee acceptance. If following any suggested changes to your app that your application is denied by the appropriate mobile platform provider you may cancel your Android/iPhone App Services account, however there are no refunds under any circumstances.
Payment Default Terms
If the Client in default has any information or files on The Supplier host space, The Supplier will immediately remove all such material from its host space. The Supplier is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client's Android/iPhone App Services account.
Clients with Android/iPhone App Services accounts in default agree to pay The Supplier reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by The Supplier in enforcing these Terms and Conditions.
Cancellation and Termination
You are solely responsible for properly cancelling your Android/iPhone App Services account. Android/iPhone App Services Account cancellation requests must be submitted in writing or email to email@example.com Cancellations by phone will not be considered valid.
All of your Content will be immediately deleted from the Android/iPhone App Services upon cancellation. This information cannot be recovered once your Android/iPhone App Services account is cancelled.
If you cancel the Android/iPhone App Service before the end of your current paid up month, your cancellation will take effect immediately and you will not be charged again.
The Supplier, in its sole discretion, has the right to suspend or terminate your Android/iPhone App Service account and refuse any and all current or future use of the Android/iPhone App Service, or any other The Supplier services for any reason at any time.
Such termination of the Android/iPhone App Service will result in the deactivation or deletion of your Android/iPhone App Service Account or your access to your Android/iPhone App Service Account, and the forfeiture and relinquishment of all content in your Android/iPhone App Service Account. The Supplier reserves the right to refuse and terminate the Android/iPhone App Service to anyone for any reason at any time.
Modifications to the Service and Prices
The Supplier reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Android/iPhone App Service (or any part thereof) with or without notice.
The Supplier shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Android/iPhone App Service.
From time to time, The Supplier may issue an update to the The Supplier Android/iPhone App systems that may add, modify, and/or remove features from the application. These updates may be pushed out automatically with little or no notice, although The Supplier will do everything in its power to notify you in advance of an upcoming update, including details on what the update includes.
Copyright and Content Ownership
We claim no intellectual property rights over the material you provide to the Android/iPhone App Service. Your profile and materials uploaded remain yours. The Supplier does not pre-screen Content, but The Supplier and its designee have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is provided.
Your use of the Content Management System is at your sole risk. The service is provided on an "as is" and "as available" basis.
You authorise The Company to use, reuse, and to grant others the right to use and reuse, your Android/iPhone App Content, and any reproduction or simulation thereof, in any form of media or technology now known or hereafter developed, both during and after your use of the Android/iPhone App Services, for any purposes related to the Service.
You understand that The Supplier uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Android/iPhone App Service.
You must not modify, adapt or hack the Android/iPhone App Service or modify another website so as to falsely imply that it is associated with the Android/iPhone App Service, or any other The Supplier services.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Android/iPhone App Service, use of the Android/iPhone App Service, or access to the Android/iPhone App Service without the express written permission by The Supplier.
We may, but have no obligation to, remove Android/iPhone App Content and/or Android/iPhone App Service Accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libellous, defamatory, pornographic, obscene or otherwise objectionable or violates any party's intellectual property or these Terms of Service.
You understand that the technical processing and transmission of the Android/iPhone App Service, including your Content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You must not upload, post, host, or transmit unsolicited email, SMSs, or "spam" messages. You must not transmit any worms or viruses or any code of a destructive nature.
The Supplier does not warrant that (i) the Android/iPhone App Service will meet your specific requirements, (ii) the Android/iPhone App Service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Android/iPhone App Service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the Android/iPhone App Service will be corrected.
You expressly understand and agree that The Supplier shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if The Supplier has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Android/iPhone App Service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Android/iPhone App Service; (iii) unauthorised access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the Android/iPhone App Service.
The failure of The Supplier to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and The Supplier and govern your use of the Android/iPhone App Service, superseding any prior agreements between you and The Supplier (including, but not limited to, any prior versions of the Terms of Service).
In no event shall The Supplier's liability to you exceed the amount actually paid to The Supplier for the use of the Android/iPhone App Services by you during the preceding 12 months.