Business Terms And Conditions

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This page (together with our Privacy Policy www.mytownmycity.co.uk/privacy-policy/ tells you information about us and the Terms on which we provide the Services to you.

 

These Terms will apply to any Contract between us for your use of the Services. Please read these Terms carefully and make sure that you understand them before applying to use the Services.

 

Please click on the button marked "I Accept" at the end of these Terms if you accept them. If you refuse to accept these Terms, you will not be able to apply to use the Services.

 

You should print a copy of these Terms or save them to your computer for future reference.

 

We amend these Terms from time to time as set out in clause 15. Please check these Terms if you amend the Services selected in the future to ensure you understand the terms which will apply at that time. These Terms were most recently updated on 16th December 2013.

 

These Terms, and any Contract between us, are only in the English language.

 

1. INFORMATION ABOUT US

1.1 We are My Town My City Limited a company registered in England and Wales under company number 07398744 and whose registered office at 424 Margate Road, Ramsgate, Kent, CT12 6SJ. To contact us please email info@myfolkestone.co.uk

 

2. DEFINITIONS

2.1 The following definitions and rules of interpretation in this clause apply in this agreement:

Additional Services: any one off promotional services selected by you in addition to your Service Package.

Art Work Guide: the art work and formatting guide available in your account area setting out the technical specifications and quality requirements of any images uploaded to your Listing.

Contract: the legally binding contract between you and us for the provision of the Services.

DPA: the Data Protection Act 1998 as amended.

Event Outside Our Control: any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or internet availability or other failure or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.

Intellectual Property Rights: copyright and related rights, trade marks, trade names and domain names, rights in get-up, rights in goodwill or to sue for passing off, rights in designs, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection.

Listing: the details of your organisation available to Members on the Website including the name, address and location of your organisation, its logo and your Residents Offer and Promotions.

Log-in: the user name and password selected by you when you apply to join the Scheme.

Member: a subscriber to the Scheme.

Promotion: the promotional deal, event or other offer made available to Members from time to time.

Renewal Date: one calendar month from the date of your application to join the Scheme under clause 5.1 and each subsequent monthly anniversary of that date thereafter. For example if you joined the Scheme on the 4th of the month the Renewal Date would be the 4th of each month.

Residents Offer: the exclusive residents offer made available to Members.

Scheme: the My Town My City promotional scheme operating in your local area to offer a residents card style scheme to Members using a membership card and smart phone app.

Service Package: the particular package of promotional services selected by you.

Services: the promotional services provided to you in accordance with these Terms including the applicable Service Package and any Additional Services selected from time to time.

Subscription Fees: the monthly fees payable in relation to each Service Package.

Terms: the legal terms and conditions contained in this document, as updated from time to time.

Website: www.mytownmycity.co.uk

2.2 Clause headings shall not affect the interpretation of these Terms.

2.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).

2.4 Words in the singular shall include the plural and vice versa.

2.5 A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time and shall include any subordinate legislation made from time to time.

2.6 Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.

2.7 Any obligation in these Terms not to do something includes an obligation not to agree or allow that thing to be done.

 

3. USE OF WEBSITE

3.1 You must not use the Website:

(a) in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the Website or any operating system;

(b) in any way that infringes our Intellectual Property Rights or those of any third party;

(c) to transmit any material that is defamatory, offensive or otherwise objectionable;

(d) in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; or

(e) to collect or harvest any information or data from our systems or attempt to decipher any transmissions to or from the servers running any service.

3.2 Any personal information provided by you will be used in accordance with our Privacy Policy.

3.3 3.23.3 You must treat your Log-in as confidential and must not disclose it to any party outside of your organisation. If you know or suspect that someone outside of your organisation knows the password you must promptly notify us and change your password.

 

4. YOUR STATUS

4.1 By submitting an application to join the Scheme and use the Services you confirm that you have authority to:

(a) enter into Contracts and bind any organisation on whose behalf you use the Website to purchase Services; and

(b) make the various warranties and representations contained in these Terms.

4.2 These Terms and the documents referred to in them constitute the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in these Terms or the documents referred to in them.

 

5. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US

5.1 To use the Services you must first register your organisation to join the Scheme by completing and submitting the online registration form on the Website. To complete the registration process you must activate your account by:

(a) setting up your Log-in;

(b) providing your payment details;

(c) completing your Listing; and

(d) selecting the Service Package and any Additional Services required.

5.2 Submitting your selection of Services whether initially to activate your account or to amend your selection in accordance with clause 7.2 is an offer by you to enter into a Contract with us which we are free to accept or decline at our discretion.

5.3 We may send you an email acknowledging receipt of your selection of Services however a Contract shall only come into existence when we start to provide you with the Services you have selected.

 

6. PAYMENT

6.1 The current Subscription Fees payable in relation to each Service Package shall be as set out on the Website. Unless otherwise agreed between us, you shall pay the applicable Subscription Fees for the Service Package selected on applying to join the Scheme and on each subsequent renewal date by recurring card payment, PayPal or such other payment method as may be offered by us from time to time.

6.2 If we have not received payment in cleared funds within 14 days of the due date for payment then without prejudice to any other remedies we may have and without liability to you we may disable your Listing and your access to your account and the Services.

6.3 Unless otherwise agreed between us any Additional Services required must be paid for in full at the time selected.

6.4 We may increase the Subscription Fees and the prices for Additional Services from time to time which we shall publicise on the Website and shall take effect from the next Renewal Date.

6.5 Although we aim to ensure that all prices on the Website are correct, errors may occur from time to time. If we discover an error in the prices on the Website we will inform you in writing and we will give you the option of continuing to receive the Services at the correct price or cancelling the Contract (if applicable). Please note that if the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mispricing, we do not have to provide the Services to you at the incorrect (lower) price.

 

7. CANCELLATION AND AMENDMENTS

7.1 We shall provide the selected Service Package to you on a rolling monthly basis and the Contract shall renew on the Renewal Date from month to month until it is terminated.

7.2 You may select an alternative Service Package or Additional Services at any time by selecting the appropriate option within your account. Subject to acceptance by us, any changes to the Service Package shall take effect from the next Renewal Date.

7.3 To cancel your Service Package and terminate the Contract you must give us notice of your cancellation by selecting the appropriate option from within your account. Cancellations shall take effect from the next Renewal Date and your Listing shall be removed from the Website at this time.

7.4 For the avoidance of doubt:

(a) any cancellations made on the Renewal Date shall not take effect until the next Renewal Date;

(b) no refunds shall be given in respect of any aspect of your Service Package that has been paid for but not performed by us on the date your cancellation takes effect; and

(c) additional services may not be cancelled by you once selected and paid for in any circumstances.

7.5 We may, without prejudice to any other rights or remedies we may have, cancel your Service Package, terminate the Contract and remove your Listing with immediate effect in the event that:

(a) you commit a material breach of these Terms and (if such a breach is remediable) you fail to remedy that breach within 14 days of being notified in writing of the breach; or

(b) you repeatedly breach these Terms or otherwise act in such a manner as to reasonably justify the opinion that your conduct is inconsistent with having the intention or ability to promote the best interests of the Scheme; or

(c) serious or persistent complaints are made to us about the quality of the service provided by you to Members and, having received notice of such complaints, you fail to improve such service to our reasonable satisfaction; or

(d) you have a bankruptcy order made against you or enter into any composition or arrangement with or for the benefit of your creditors (if an individual) or (if a company) you suffer an insolvency related event comprising either it being unable to pay your debts as they fall due, a petition is filed or order made for your winding up or an administrator, liquidator or receiver is appointed; or

(e) you cease, or threaten to cease, to trade; or

(f) you take or suffer any similar or analogous action in any jurisdiction in consequence of debt.

7.6 No refunds of any Subscription Fees or fees in respect of Additional Services shall be given in the event that the Contract is terminated in accordance with clauses 7.5(a)-7.5(f) above.

7.7 Following termination of the Contract for any reason you must remove any references to your participation in the Scheme from your website and any advertising or point of sale material.

 

8. YOUR OBLIGATIONS

8.1 It is your responsibility to keep your Listing accurate, complete and up-to-date at all times. Amendments can be made to your Listing at any time by using your Log-in to access your account.

8.2 The content of the Listings shall usually be updated on a daily basis and any amendments you have made to your Listing during the previous day shall go live on your Listing at that point.

8.3 Your Listing must always contain a Residents Offer during your use of the Services and the Residents Offer and must be available to any eligible Member on presentation of their membership card or app.

8.4 The content of your Residents Offer and any Promotions must:

(a) conform in all material respects with the Art Work Guide;

(b) be legal, decent, honest and truthful in compliance with all applicable laws and regulations including:

(i) the Equality Act 2010 and all other anti-discrimination legislation in force from time to time;

(ii) the Consumer Protection from Unfair Trading Regulations 2008; and

(iii) the UK Code of Non-Broadcast Advertising, Sales Promotion and Direct Marketing;

(c) clearly set out any applicable conditions, eligibility criteria, the period of availability and end date; and

(d) be in keeping with the ethos of the Scheme and not contain anything which may damage the reputation of the Scheme or bring it into disrepute.

8.5 If your Residents Offer or any Promotion relates or may relate to goods or services which are subject to age restrictions or otherwise of an adult nature you must indicate this clearly in such Residents Offer or Promotion. It is your sole responsibility to ensure such age restrictions are observed when providing a Promotion or Residents Offer to a Member, including checking suitable proof of age documents if applicable.

8.6 We reserve the right to review, amend or remove from the Website any Promotion, Residents Offer or other content which we consider, in our sole discretion;

(a) breaches these Terms;

(b) is otherwise not desirable or appropriate for inclusion on the Website as part of the Scheme,

if we make amendments to your Listing in accordance with this clause we reserve the right to make an additional charge to you for doing so.

8.7 No refunds of the Subscription Fees shall be given in the event that we take any action in accordance with clause 8.6 above. If we remove a Promotion or Residents Offer from your Listing you may be given the opportunity to replace it with a suitable alternative.

8.8 To provide a Promotion or Residents Offer to a Member you must have sight of their membership card or app code.

 

9. INTELLECTUAL PROPERTY RIGHTS

9.1 By agreeing to these Terms you acknowledge that we are the owner or the licensee of all Intellectual Property Rights arising out of or in connection with the Scheme and the Services, including in the Website (other than in relation to any links to third party websites). You may not use any such Intellectual Property Rights without our prior written permission.

9.2 In relation to your Listing you:

(a) warrant and represent to us that you are the owner or licensee of all Intellectual Property Rights in its content and have all the rights and/or consents necessary to use such content (including any photographs and other images) in your Listing in compliance with these Terms; and

(b) grant us a non-exclusive, royalty-free licence to use its content, including your logo, for the purposes of providing the Services and promoting and administering the Scheme.

 

10. DATA PROTECTION

10.1 We may from time to time provide you with feedback regarding your use of the Services in the appropriate section of your account which may include:

(a) the number of Members that have viewed your Listing in total;

(b) the number of Members that have viewed your Listing broken down into certain demographics such as age, gender, country or device type; and

(c) any other information that we see fit to provide from time to time,

such information shall not usually identify any individual and therefore shall not constitute personal data for the purposes of the DPA.

10.2 In the event that we provide you with personal data you warrant and represent that:

(a) you are registered as a data controller in accordance with the DPA; and

(b) you shall comply in all respects with your obligations under the DPA and the Privacy and Electronic Communications (EC Directive) Regulations 2003 as amended.

 

11. PRESS RELEASES AND OTHER ANNOUNCEMENTS

11.1 From time to time we may wish to make announcements or issue press releases in connection with the Scheme. By accepting these terms you agree that we may publicise your participation in the Scheme.

11.2 Should you wish to make an announcement or press release in connection with your participation in the Scheme you must first obtain our written approval of the content of such announcement or press release.

 

12. INDEMNITY

12.1 By accepting these Terms you agree that you shall indemnify us against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other reasonable professional costs and expenses) suffered or incurred by us arising out of or in connection with your breach of clauses 8,9 or 10.

 

13. LIMITATION OF LIABILITY

Your attention is particularly drawn to this clause.

13.1 This clause 13 sets out our entire financial liability (including any liability for the acts or omissions of our employees, agents and sub-contractors) to you in respect of:

(a) any breach of these Terms by us;

(b) any use made by you of the Services or the Scheme;

(c) any representation, statement or tortuous act or omission (including negligence) arising under or in connection with these Terms or the Contract.

13.2 Except as expressly and specifically provided in this agreement, you assume sole responsibility for results obtained from the use of the Services, the customer feedback gathered through it and for conclusions drawn from such use and feedback.

13.3 We shall provide the Services and the Scheme using reasonable care and skill however all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from the Contract.

13.4 The Subscription Fees are generally non-refundable however if the Website or other aspect of the Service is unavailable for a reason other than an Event Outside Our Control for a period of one day or more and we are unable to provide the Services to you we may at our discretion credit your account with an amount equal to the Subscription Fees payable in respect of that period.

13.5 Nothing in these Terms limit or exclude our liability for:

(a) death or personal injury caused by our negligence;

(b) fraud or fraudulent misrepresentation; or

(c) any other matter which it would be illegal, invalid or unenforceable for us to exclude or attempt to exclude our liability for.

13.6 Subject to clause 13.5, we will under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:

(a) any loss of profits, sales, business, or revenue;

(b) loss or corruption of data, information or software;

(c) loss of business opportunity;

(d) loss of anticipated savings;

(e) loss of goodwill; or

(f) any indirect or consequential loss.

13.7 Subject to this clause 13.5, our total liability to you in respect of all other losses arising under or in connection with these Terms and the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the total of the Subscription Fees paid for the Services during the 12 months immediately preceding the date on which the claim arose.

13.8 The Website contains links to the websites of third parties the content of which we have no control over. We will not be liable in any way for the content of such websites.

 

14. EVENTS OUTSIDE OUR CONTROL

Your attention is particularly drawn to this clause.

14.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by an Event Outside Our Control.

14.2 If an Event Outside Our Control takes place that affects the performance of our obligations under a Contract:

(a) we will contact you as soon as reasonably possible to notify you; and

(b) our obligations under a Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control.

 

15. OUR RIGHT TO VARY THESE TERMS

15.1 We may revise these Terms from time to time and the current version of the Terms shall apply to any Contract between us.

15.2 Whenever we revise these Terms in accordance with this clause 15, we will keep you informed and give you notice of this by stating that these Terms have been amended along with the relevant date at the top of this page.

 

16. COMMUNICATIONS BETWEEN US

16.1 When we refer, in these Terms, to "in writing", this will include e-mail.

16.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your application to register for the Scheme.

16.3 Any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee. The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

 

17. OTHER IMPORTANT TERMS

17.1 We may transfer our rights and obligations under a Contract to another organisation, but this will not affect your rights or our obligations under these Terms.

17.2 You may only transfer your rights or your obligations under these Terms to another person if we agree in writing.

17.3 The Contract is between you and us. No other person shall have any rights to enforce any of its terms (save where you enter into a Contract as agent for another), whether under the Contracts (Rights of Third Parties Act) 1999 or otherwise.

17.4 Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.

17.5 If we fail to insist that you perform any of your obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

17.6 These Terms are governed by English law. This means that a Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), will be governed by English law. We both agree to the exclusive jurisdiction of the courts of England.