The definitions and rules of interpretation in this clause apply in these terms and conditions.
Customer: the party specified on the Order Form.
End-User: an individual who accesses the internet via the Services provided to the Customer.
Equipment: the router and other equipment required to receive the Services.
HotSpots: each physical location of the radio access points offering the Service.
Minimum Period: there is no minimum period from the Operational Service Date.
Operational Service Date: the date set out in the Order Form.
Order Form: the order form to be completed by the Customer before the Service commences.
Personal Data: has the meaning set out in section 1(1) of the Data Protection Act 1998.
Service: access to the internet via the Collectifi LTD service and Customer analytics service as set out in the Service Schedule.
Service Level Agreement: the service level agreement set out in Schedule 2.
Collectifi LTD: Collectifi Limited, company registration number 9265043, whose registered office is at Suite 3, Plum Park Estate, Watling Street, Paulerspury, Towcester, Northamptonshire, NN12 6LQ
Service Schedule: Schedule 1 to these terms and conditions setting out the wireless access service displayed.
WiFi: the wireless fidelity technology based on the IEEE 802.11 standards, which allows WiFi-enabled devices to connect to the internet when within range of a WiFi Network.
WiFi Network: a network consisting of one or more HotSpots that enable connection to the internet.
|Clause and schedule headings do not affect the interpretation of this agreement.
|A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality) and that person's personal representatives, successors or permitted assigns.
|Unless the context otherwise requires, words in the singular include the plural and in the plural include the singular.
|Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
|A reference to a statute, statutory provision or subordinate legislation is a reference to it as it is in force from time to time, taking account of any amendment or re- enactment and includes any statute, statutory provision or subordinate legislation which it amends or re-enacts.
|A reference to writing or written includes faxes but not e-mail.
|Documents in agreed form are documents in the form agreed by the parties and initialled by or on behalf of them for identification.
|References to clauses and schedules are to the clauses and schedules of this agreement.
|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.
|COMMENCEMENT AND DURATION OF THE CONTRACT
|The Contract will commence on the Operational Service Date and shall be in force for the Minimum Period and thereafter unless it is terminated by the Customer or Collectifi LTD in accordance with these terms and conditions.
|THE PROVISION OF THE SERVICE
|Collectifi LTD shall provide the Service to the Customer in accordance with the Service Level Agreement.
|The service enables the End Users to register with and join the Collectifi LTD service either via their chosen social media account or through the Collectifi LTD log-in pages.
|The Customer shall procure that each End-User shall treat any information which forms part of Collectifi LTD's security procedures as confidential (Security Information) and that they shall not disclose it to any third party. The Customer shall be liable for any loss or damage arising out of the disclosure of any Security Information by any End-User.
|From time to time Collectifi LTD may:
|Collectifi LTD does not guarantee that products or services or any websites accessible via the Service are error or virus free, and dealings that the Customer or any End- User may have with promotions, services or merchants via the Service are solely between the Customer and/or the individual End-User and the person with whom they are dealing.
|Collectifi LTD does not warrant or guarantee the performance of the internet or that the transmission of information over the internet will be secure or that the internet will be accessible at all times or at the speeds indicated by Collectifi LTD.
|Data from end-user WiFi enabled devices will be offloaded via the Collectifi LTD system onto the WiFi network or internet connection. Sufficient bandwidth is required to provide a positive user experience.
|As part of the Service the access page contains a certain amount of advertising space. Collectifi LTD has the right to use this advertising space or allow selected third parties to use it. Any advertisement placed in this space will not contain inappropriate or illegal content and will not directly compete with the business of Customer. The Customer has no right under this agreement to access this advertising space or influence the content of advertisements.
|CONNECTION OF EQUIPMENT TO THE SERVICE
|The Customer shall ensure, and shall procure that any End-User shall ensure, that any equipment used by the End-User to connect to or use the Service is connected and used in accordance with any instructions, safety and security procedures applicable to the use of that equipment and/or the standards that Collectifi LTD has notified to the Customer.
|ACCESS TO HOTSPOTS
|Collectifi LTD provides the Service by enabling End Users to access HotSpots provided by third party networks. Collectifi LTD does not guarantee that End Users can access the internet or that End Users can continue to access the internet via any particular third party network at any time.
|Because Collectifi LTD does not control HotSpots provided by third party networks, Collectifi LTD cannot guarantee that End Users will be able to access the Service via any of the HotSpots or guarantee that the Service will continue to be available from a specific HotSpot.
|If End Users have any problems using the Service at a particular HotSpot, they should contact the staff at the location where the HotSpot is situated. Staff at such locations are not employed by Collectifi LTD, therefore Collectifi LTD shall not be liable to End Users for any information they provide to End Users.
|USE OF THE SERVICE
|Access to the Service is provided to the Customer for End Users' use only. The Customer may not re-sell the Service to any third party for money or money’s worth.
|The Customer warrants that it will comply with clause 6.2 and the Customer shall indemnify Collectifi LTD for any breach of that warranty.
|The Customer shall not do, and shall not permit any End-User to do, anything that is likely to adversely interfere with the provision of the Services.
|Collectifi LTD has the right to suspend the Service and terminate the Contract
immediately in the event of a breach by the Customer of any of the provisions of
|TERM AND TERMINATION
|Collectifi LTD shall, as soon as reasonably practicable after acceptance and payment, provide the Services in accordance with this agreement.
|Collectifi reserves the right to terminate the Contract or the Service provided under it with immediate effect.
|SUSPENSION OF SERVICE
|Collectifi LTD may terminate or temporarily suspend the Service if:
under any of the provisions of these terms and conditions if the End User of the service has used the Service
|INTELLECTUAL PROPERTY RIGHTS
|Where Collectifi LTD provides to the Customer software which enables End Users to use the Service, Collectifi LTD grants to the Customer a non-exclusive, non-transferable licence to allow End Users to use that software solely for that purpose. The Customer agrees that it shall not, and shall procure that no End Users shall, without Collectifi LTD's prior written consent, copy, decompile or modify the software, nor copy any manuals or documentation (except as permitted by law). The Customer shall sign, and procure that any End-User shall sign, any agreement reasonably required by Collectifi LTD or the owner of the copyright in the software (where the software is licensed by Collectifi LTD) to protect Collectifi LTD's or the owner's interest in that software.
|The Customer shall indemnify Collectifi LTD for any breach of clause 10 by the Customer or End Users.
|LIMITATION OF LIABILITY
|WARNING: you are strongly advised to read the drafting note commentary on this clause.
The following provisions set out the entire financial liability of Collectifi LTD (including any liability for the acts or omissions of its employees, agents and subcontractors) to the Customer in respect of:
|All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the agreement.
Nothing in these conditions excludes the liability of Collectifi LTD for:
Subject to condition 10.3:
|Collectifi LTD shall not be held responsible for any loss, damage or inconvenience the Customer or any End-User may suffer for emergencies or scheduled maintenance as detailed in the Service Level Agreement.
|Each party undertakes that it shall not at any time OR at any time during a Contract, and for a period of five years after termination of a Contract, disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party or of any member of the group of companies to which the other party belongs, except as permitted by clause 12.2.
Each party may disclose the other party's confidential information:
|No party shall use any other party's confidential information for any purpose other than to perform its obligations under this agreement.
|We DO NOT store or hold credit card details on file.
|PRIVACY AND DATA PROTECTION
|While Collectifi LTD agrees to take all necessary technical and organisational steps to ensure the security of the Service, it is not responsible for the accidental loss or destruction of any personal data any End-User transmits using the Service and Collectifi LTD excludes all liability of any kind in relation to the content or security of personal data that any End-User sends or receives through the Service. For the avoidance of doubt, this paragraph does not limit or exclude any liability of Collectifi LTD for a breach of Collectifi LTD's data protection obligations in relation to the information which Collectifi LTD obtains from the Customer before or during the term of the Contract.
The Customer agrees and acknowledges, and warrants that all End Users agree and
acknowledge, that Collectifi LTD may be required by law to provide assistance to law
enforcement, governmental agencies and other authorities. Accordingly, the
Customer agrees, and shall procure that all End Users agree:
|Unless otherwise expressly stated in these terms and conditions, all notices and other communications required or permitted to be given by the Customer or Collectifi LTD under these terms and conditions shall be in writing. All notices and other communications shall be deemed properly served if they have been delivered personally or sent by fax or pre-paid registered post or e-mail to the address set out above (in the case of notice given to Collectifi LTD by the Customer) or to the latest address provided to Collectifi LTD by the Customer (in the case of notice given to the Customer by Collectifi LTD).
Any notice shall be deemed to have been properly served:
|In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that the letter was properly addressed, stamped and placed in the post and, in the case of a fax, that the fax was duly dispatched to a current fax number of the addressee and, in the case of an e-mail, that the e-mail was sent to a current e-mail address of the addressee.
|Collectifi LTD has the right to revise and amend these terms and conditions from time to time on giving the Customer at least 30 days' notice in writing.
|Any Contract made under these terms and conditions is binding on the parties and their respective successors and assigns.
|The Customer shall not, without the prior written consent of Collectifi LTD (such consent not to be unreasonably conditioned, withheld or delayed), assign, transfer, mortgage, charge or deal in any other manner with any Contract or any of its rights and obligations under a Contract, or purport to do any of the same. The Customer shall not subcontract or delegate in any manner any or all of its obligations under this agreement to any third party or agent.
|Each party that has rights under a Contract is acting on its own behalf and not for the benefit of another person.
Collectifi LTD shall not be in breach of any Contract, nor liable for any failure or delay in performance of any obligations under a Contract (and, subject to clause 17.3, the time for performance of the obligations shall be extended accordingly) arising from or attributable acts, events, omissions or accidents beyond its reasonable control (Force Majeure Event), including but not limited to any of the following:
|The corresponding obligations of the Customer shall be suspended to the same extent as those of the party first affected by the Force Majeure Event.
|If the Force Majeure Event prevails for a continuous period of more than six months, the Customer may terminate this agreement with immediate effect.
|Any failure to exercise, or any delay in exercising, any right or remedy provided under this agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy.
|No single or partial exercise of any right or remedy provided under this agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy.
|A party that waives a right or remedy provided under this agreement or by law in relation to another party, or takes or fails to take any action against that party, does not affect its rights in relation to any other party.
|If any provision of these terms and conditions or any provisions of a Contract (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of the Contract, and the validity and enforceability of the other provisions of the Contract shall not be affected.
|If any provision of these terms and conditions or any provisions of a Contract (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable OR the parties shall negotiate in good faith to amend this provision such that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the parties' original commercial intention.
|NO PARTNERSHIP OR AGENCY
|Nothing in these terms and conditions is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, nor authorise any party to make or enter into any commitments for or on behalf of any other party.
|These terms and conditions and any documents referred to in it constitute the whole agreement between the parties and supersede any previous arrangement, understanding or agreement between them relating to the subject matter of this agreement.
|Each party acknowledges that, in entering into a Contract under these terms and conditions, it does not rely on any statement, representation, assurance or warranty (Representation) of any person (whether a party to that Contract or not) other than as expressly set out in these terms and conditions or any documents forming part of the Contract.
|Each party agrees and undertakes to the other parties that the only rights and remedies available to it arising out of or in connection with a Representation shall be for breach of contract as expressly provided in these terms and conditions.
|Nothing in this clause shall limit or exclude any liability for fraud.
|Clauses 1.1, 12 and 23 shall survive termination of this agreement and continue in full force and effect.
|GOVERNING LAW AND JURISDICTION
|Any Contract made under these terms and conditions 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) shall be governed by English law.
|Any dispute or claim arising out of or in connection with a Contract or its formation (including non-contractual disputes or claims) shall be subject to the jurisdiction of the courts of England and Wales.
End user access to the internet via the Collectifi LTD service and Customer analytics service as detailed at www.collectifi.com
|The Service is provided on an "as is" basis and therefore all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from this agreement.
|Scheduled Service Downtime
|The Company may, from time to time, require Scheduled Service Downtime in order to perform maintenance and upgrades on its computer systems, network and infrastructure.
|The Company shall use reasonable endeavours to ensure that any period of Scheduled Service Downtime causes minimal disruption to the WiFi Service and is as brief as is reasonably possible. Nothing in this sub-Clause 2.2 shall constitute a guarantee of the same.
This end-user licence agreement (EULA) is a legal agreement between you (End-user or you) and Collectifi LTD (Collectifi LTD, us or we) for use of the wireless internet access service via the Collectifi LTD service (the "Service").
Collectifi LTD Limited (We) are committed to protecting and respecting your privacy.
This policy sets out the basis on which any personal data We collect from you, or that you provide to us, will be processed by us. Please read the following carefully to understand our views and practices regarding your personal data and how We will treat it.
For the purpose of the Data Protection Act 1998, the data controller is Collectifi LTD.
We will collect and process the following data about you:
Submitted Information: the log in information which you provide and/or information from your social media account through which you access the Service (e.g. Twitter, Facebook etc). This information will be taken from your social media access page and will be subject to your privacy settings. We may also ask you for information when you enter a competition or promotion and when you report a problem with any of our Service.
if you contact us, We may keep a record of that correspondence;
We may also ask you to complete surveys that We use for research purposes, although you do not have to respond to them;
details of transactions you carry out through our Service;
details of your use of our Service including, but not limited to, location data, weblogs and other communication data and the resources that you access.
Device information: We may collect information about the mobile telephone, smart phone, hand held device, laptop, computer or any other device used to access and use the Services (Device), including, where available, the Device's unique Device identifiers, operating system, browser type and mobile network information as well as the Device's telephone number if applicable, for system administration and to report aggregate information to our advertisers. We may associate Device information with Submitted Information and will treat the combined information as personal data in accordance with this policy for as long as it is combined.
Location information: We may collect and process information about your actual location.
Log information: when you use the Service, We may automatically collect and store certain information in server logs, including but not limited to internet protocol (IP) addresses, internet service provider (ISP), clickstream data, browser type and language, viewed and exit pages and date or time stamps.
All information you provide to us is stored on our secure servers.
Unfortunately, the transmission of information via the internet is not completely secure. Although We will do our best to protect your personal data, We cannot guarantee the security of your data transmitted via our Service; any transmission is at your own risk. Once We have received your information, We will use strict procedures and security features to try to prevent unauthorised access. As access to the Service is through your chosen social media platform you should ensure when using these features that you do not submit any personal data that you do not want to be seen, collected or used by other users.
We use information held about you in the following ways:
To provide you with information regarding the venue in which you are using the Service including information relating to their goods and services;
To provide it to the venue owner or sponsor to enable them to see how the venue is being used and by whom
To report aggregate information to our advertisers or selected third parties for consumer analysis.
We may also use your data, or permit selected third parties to use your data, to provide you with information about goods and services that may be of interest to you.
We will only contact you by electronic means (e-mail or SMS) with information about goods and services.
Where We permit selected third parties to use your data, We (or they) will only contact you by electronic means.
We do not disclose information about identifiable individuals to our advertisers, but We may provide them with aggregate information about our users (for example, We may inform them that 500 men aged under 30 have clicked on their advertisement on any given day). We may also use such aggregate information to help advertisers reach the kind of audience they want to target (for example, women in SW1). We may make use of the personal data We have collected from you to enable us to comply with our advertisers' wishes by displaying their advertisement to that target audience.
We may disclose your personal information to any member of our group, which means our subsidiaries, our ultimate holding company and its subsidiaries, as defined in section 1159 of the Companies Act 2006.
We may disclose your personal information to third parties:
To our customers who operate and own the venue where you access the Services.
To the sponsors of the venue where you access the Services
To the selected third parties detailed at point 4 above
In the event that We sell or buy any business or assets, in which case We may disclose your personal data to the prospective seller or buyer of such business or assets.
If Collectifi LTD or substantially all of its assets are acquired by a third party, in which case personal data held by it about its customers will be one of the transferred assets.
If We are under a duty to disclose or share your personal data in order to comply with any legal or regulatory obligation or request. In order to:
enforce or apply the EULA, , terms and other agreements or to investigate potential breaches; or
protect the rights, property or safety of Collectifi LTD Ltd, our customers, or others. This includes exchanging information with other companies and organisations for the purposes of fraud protection and credit risk reduction.
Our Services may, from time to time, contain links to and from the websites of our partner networks, advertisers and affiliates (including, but not limited to, websites on which the Services are advertised). If you follow a link to any of these websites, please note that these websites and any services that may be accessible through them have their own privacy policies and that We do not accept any responsibility or liability for these policies or for any personal data that may be collected through these websites or services, such as contact and location data. Please check these policies before you submit any personal data to these websites or use these services.
The Data Protection Act 1998 gives you the right to access information held about you. Your right of access can be exercised in accordance with that Act. Any access request may be subject to a fee of £10 to meet our costs in providing you with details of the information We hold about you.
If you cancel your contract before installation a full refund will be offered within 14 days by the original payment method, unfortunately due to the nature of installation and our product we are unable to offer any refunds or returns after installation has been completed and activation has been finalised.
If you wish to stop using or cancel the service after installation, we will need to visit the premises and reset the unit and re-enable any systems previously shut down to this point. There is a one off installation removal fee that will be specified by your location at time of cancellation.
If you have opted for the monthly payment plan and wish to terminate your contract with Collectifi the full amount will then be due plus a 5% administration fee and the uninstallation charge.