Introduction

WhatSalon provides a fast, efficient and easy way for consumers to connect with high quality salons to find and book last-minute hair and beauty appointments.

You should consider printing these terms of service and storing them along with all confirmation emails, additional terms and payment methods relevant to your use of WhatSalon.

These terms are subject to change – see below in clause 25.

You accept to be bound by these terms of Service (the “Terms of Service”):

  • by downloading the WhatSalon app (the “App”); or
  • by using the Services (as defined below) generally (for example, by placing or accepting a Booking).

At that point, a legally binding agreement on these Terms of Service is concluded between:

  • you, the User or a Salon Owner as the case may be (“You”); and
  • What Applications Limited (trading as “WhatSalon”), an Irish registered company (with registration number 470763), and with its registered office at Suite 3, One Earlsfort Centre, Lower Hatch Street, Dublin 2, Ireland (referred to hereinafter as, “WhatSalon”, “We“, “Us” or “Our” as appropriate).

This set of Terms of Service is binding on You if you are a User or a Salon Owner. Certain terms will be binding on one only and not the other. These will be clearly marked. Otherwise, all terms apply separately to both parties.

INTERPRETATION

For the purpose of these Term of Service:

Salon” shall mean the place where Hair, Beauty and/or Aesthetic Services are provided to paying customers and includes all equipment, specialised facilities and staff;

Salon Owner” shall mean the person or persons who owns, runs or operates the business of providing hair, beauty and/or aesthetic services in a salon that is a registered on the WhatSalon App (and this term includes bodies corporate);

Successful Appointment” means an appointment made into WhatSalon GROW, WhatSalon GO or WhatSalon Connect i.e. one of our SaaS Vendor Integrations (either by way of a Treatwell Booking or any Booking Widget made from time to time) in respect of which the Salon has successfully provided the Hair, Beauty and/or Aesthetic Services to the User;

a “New Booking” has the meaning set out in clause 4;

a “Repeat Booking” means a Booking that does not fall under the definition of New Booking as defined in clause 4;

Hair, Beauty and/or Aesthetic Services” shall mean all or any hair, beauty and/or aesthetic treatments or services advertised as being available and which are promoted by Salons through the App;

a “Booking” shall mean a booking placed by a User for an appointment for a Hair, Beauty and/or Aesthetic Services in a Salon;

Booking Fee” shall mean the fee payable by the User to WhatSalon in order to place a Booking with a Salon;

User” means the end-user who has downloaded the App and is using it to make a Booking.

Your Account” means your account with the App.

1. THE SERVICES

1.1. WhatSalon provides an efficient and easy way:

  • for Users to find and make Bookings for last-minute hair and beauty appointments in high-quality salons; and
  • for Salons to receive Bookings and be connected with new customers (the “Services”).
2. GOVERNING AGREEMENT

2.1. These Terms of Service, together with the Privacy Policy and any other additional rules and terms published by Us or otherwise notified to You that specifically relate to and govern the Services, constitute a legally binding agreement between You and Us (the “Agreements”). You should read all of the Agreements carefully as each one forms part of the legally binding agreement between You and Us.

2.2. Where You access the Services through an App, You may also be bound by the terms and conditions of the platform through which You access the App (for example, the Apple App Store). We are not responsible for these terms or Your compliance with these terms.

2.3. Please note that these Terms of Service shall prevail in the event of any conflict between these Terms of Service and any other documents referred to in these Terms of Service.

2.4. By installing the App and accepting these Terms of Service, or by using the Services, You are also acknowledging and accepting these Agreements. Access to, and use of, the Services (including any updates to the App) is governed by these Agreements. If You have any questions about these Agreements, We would encourage You to seek independent legal advice.

2.5. From time to time updates to the App may be issued. Depending on the update, You may not be able to use the Services until You have downloaded or streamed the latest version of the App and accepted any new terms.

3. GRANT AND SCOPE OF LICENCE

3.1. In consideration of You agreeing to abide by these Terms of Service, we grant You a non-transferable, non-exclusive licence to use the App in order to obtain the benefit of the Services. We reserve all other rights.

3.2. You acknowledge that Your failure to comply with the Terms of Service may result in your disqualification from the Services and the closure of Your Account.

3.3. You will be assumed to have obtained permission from the owners of the mobile telephone or handheld devices that are controlled, but not owned, by You and to download or stream a copy of the App onto such devices. You and they may be charged by your and their service providers for internet access on such devices. You accept responsibility in accordance with these terms of use for the use of the App or any Services on or in relation to any device that the Services are accessed from, whether or not it is owned by You.

4. CHARGES AND PAYMENT

4.1. This clause 4 is addressed to and binding on Users only.

4.2. If You make a Booking using the WhatSalon App, You will be charged a Booking Fee. The Booking Fee is calculated as a percentage of the price of the Hair, Beauty and/or Aesthetic Services which You have booked and the total amount of the Booking Fee will be visible to You before You place a Booking.

4.3. The Booking Fee is dependent upon whether or not You as the user is a new or repeat customer in the salon in which the booking is made. Whether a Booking is deemed to be a New Booking or Repeat Booking depends on when You last had a successful appointment at the salon and whether You exists in the salon’s customer database and, if so, when they were created. You will be identified using either Your (1) email address; or (2) phone number together with their first name.

4.4. A Booking is regarded as a New Booking if the User:

  • does not exist in the salon’s customer database at all; or
  • was created in the salon’s customer database more than 365 days ago and has not had a successful appointment at the salon in the last 365 days; or
  • was created in the salon’s customer database less than 365 days ago as a result of an appointment which was not or has not yet become a successful appointment.

In all other cases, a Booking will be considered a Repeat Booking. New Bookings shall be charge at a commission of 15% of the price of the Hair, Beauty and/or Aesthetic Services which You have booked. New Bookings shall be charge at a commission of 5% of the price of the Hair, Beauty and/or Aesthetic Services which You have booked.

4.5. The Booking Fee is payable to WhatSalon as the provider of the Services. The remainder of the price of the Hair/Beauty Services which You obtain is payable directly to the Salon upon delivery of these Hair/Beauty Services. Each and every time You book Hair/Beauty Services through WhatSalon and subsequently receive those services, You acknowledge that there will be an amount owing to the Salon with which You have booked.

4.6. The Booking Fee will be charged at the time of Booking through a safe and secure third party card processing service (which is currently Stripe).

4.7. Making a Booking through WhatSalon will require You to register your card details with our third party card processing service. By submitting Your details, You agree that we may undertake authorisation checks on Your card when You first join as well as when You make Your first Booking.

4.8. You agree to pay the Booking Fee in respect of any Booking made using an Account registered to You.

5. CANCELLATION RIGHTS

5.1. The placing of a Booking by Us on your behalf constitutes the provision of a service for the purposes of the European Union (Consumer Information, Cancellation and other Rights) Regulations 2013 (insofar as that regulation is applicable to You). You have no right to cancel this service once a booking has been made as at that point, the service has been fully performed. You hereby acknowledge and expressly consent that where You make a Booking using the App, you have no right to a refund of that Booking Fee. This is the case even where You do not in fact proceed to attend a Salon and obtain Hair/Beauty Services or where the your appointment is cancelled by You or the Salon for any reason.

6. YOUR USE OF THE SERVICES

6.1. We reserve the right to suspend, modify, remove and/or add to any of the Services in Our sole discretion with immediate effect and without notice and We will not be liable for any such action. We further reserve the right to suspend Your use of the Services from time to time.

6.2. You acknowledge that Your failure to comply with the Terms of Service and/or Privacy Policy may result in You being excluded from accessing the Services. In addition, legal action may be brought against You for breach of these Terms of Service where appropriate and as further specified in these Terms of Service.

6.3. Subject to these Terms of Service, We grant You a non-exclusive, non-transferable, revocable limited licence, to access and use the Services. Any use of the Services in violation of these Terms of Service is strictly prohibited and may result in the immediate revocation of Your limited licence granted hereunder, and may subject You to liability for violations of law. Any attempt by You to disrupt or interfere with the Services, including undermining or manipulating the legitimate operation of the Services, is a violation of these Terms of Service and may be a violation of criminal and civil laws.

6.4. In Your use of the Services or your activities on the Services, You agree not to:

  • copy the App except where such copying is incidental to normal use of the App, or where it is necessary for the purpose of back-up or operational security;
  • to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the App;
  • to make alterations to, or modifications of, the whole or any part of the App, or permit the App or any part of it to be combined with, or become incorporated in, any other programs;
  • to provide or otherwise make available the App in whole or in part (including object and source code), in any form to any person without prior written consent from us;
  • reveal any personal information about another individual, including another person’s address, phone number, email address, credit card number or any information that may be used to track, contact or impersonate that individual without their consent;
  • attempt to impersonate any other party;
  • do anything which we reasonably believe to be disreputable or capable of damaging our reputation;
  • mislead others as to the origins of Your communications;
  • trick, defraud or mislead Us and other users, especially in any attempt to learn sensitive information;
  • make improper use of Our support services or submit false reports of abuse or misconduct;
  • engage in any commercial activities, including, without limitation, any attempt to raise money for anyone or advertise or promote a product, service, website, Ponzi scheme or other multi-tiered marketing scheme;
  • disparage, tarnish, or otherwise harm, in Our opinion, Us and/or the Services;
  • violate these Terms of Service or any local, state, federal or international law, rule or regulation or any other requirements or restrictions;
  • disseminate or transmit viruses, worms, Trojan horses, RATs, keyboard loggers, time bombs, spyware, adware, cancelbots or any other malicious or invasive code or program;
  • upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text) that interferes with any party’s uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts, alters or interferes with the use, features, functions, operation or maintenance of the Services;
  • copy or adapt the Service’s software including but not limited to Flash, PHP, HTML, JavaScript or other code;
  • reverse engineer, decompile, reverse assemble, modify or attempt to discover any software (source code or object code) that the Services creates to generate web pages or any software or other products or processes accessible through the Services;
  • create adaptations of the Services or derivative works based on the Services;
  • attempt to hack, distribute, modify, transmit, harm, cheat or misuse the Services;
  • upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies or other similar devices (sometimes referred to as “spyware”, “passive collection mechanisms” or “pcms”);
  • except as may be the result of standard search engine or internet browser usage, use or launch, develop or distribute any automated system, including, without limitation, any spider, robot (or “bot”), cheat utility, scraper or offline reader that accesses the Services, or use or launch any unauthorised script or other software;
  • cover or obscure any notice, banner or advertisement on the Services;
  • interfere with or circumvent any security feature of the Services or any feature that restricts or enforces limitations on use of or access to the Services;
  • sell or sublicense the Services or any part thereof; or
  • engage in any activity deemed by Us to be in conflict with the spirit or intent of the Services.

6.5. It is Your responsibility to provide all equipment and/or software which may be necessary in order for You to access the Services, including, but not limited to, a mobile device which is compatible with the Service if applicable. 6.6. For the avoidance of doubt, should You incur any fees in accessing the Service (e.g. internet charges and/or mobile device fees) it shall be Your sole responsibility to pay those fees.

6.6. For the avoidance of doubt, should You incur any fees in accessing the Service (e.g. internet charges and/or mobile device fees) it shall be Your sole responsibility to pay those fees.

7. TERMS APPLYING TO SALONS ONLY

7.1. If You access the Services as a Salon, You are subject to these Terms of Service as well as the following terms which apply specifically to Salons.

7.2. You hereby warrant and undertake that:

  • any and all data which You provide to us is true, accurate and correct. This includes data relating to the availability of Bookings, the price of Hair/Beauty Services and the opening hours of Salons;
  • You have no claim or whatsoever against WhatSalon in respect of Hair/Beauty Services and the cost of those services is a matter strictly as between You and the User;
  • where you accept a Booking, You have the capacity to perform the Hair/Beauty Services in accordance with that Booking; and
  • the quality of the Hair/Beauty Services provided by You to Users will be the same as the quality of equivalent services provided to other customers who book appointments otherwise than through the App.
8. LEGALITY OF USE OF THE SERVICES

8.1. You may only use the Services if You over the age of 16 or if You are under the age of 16 and You have the permission of Your parent or guardian. We reserve the right to ask for proof of age from You and Your Account may be suspended until satisfactory proof of age is provided.

8.2. You understand and accept that We are unable to provide You with any legal advice or assurances and that it is Your sole responsibility to ensure that at all times You comply with the laws that govern You and that You have the complete legal right to use the Services.

8.3. Without limitation to the above, access to the Services may be restricted from certain territories.

8.4. Any use of the Services is at Your sole option, discretion and risk. By using the Services, You acknowledge that You do not find the Services to be offensive, objectionable, unfair, or indecent in any way.

8.5. In any event, and in addition to the restrictions set out above, You shall not:

  • use the Services in an illegal manner or to engage in illegal conduct;
  • (if you are a User) use the Services for any commercial purposes; or
  • have more than one Account (as defined below).
9. ACCOUNT / REGISTRATION

9.1. To use the Services, You will need a genuine account with an applications provider for Your mobile device, through which You will be able to access the Services.

9.2. Please see Our Privacy Policy for further details on the information which we collect about You when You use the Services through your Account.

9.3. If You provide any information that is untrue, inaccurate, not current or incomplete, or We have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, We shall have the right to suspend or terminate Your ability to participate in the Services and refuse any and all current or future use of the Services (or any portion thereof).

10. TECHNICAL REQUIREMENTS

10.1. By using the Services You agree that You have the necessary hardware, software, suitable internet connection and capability required for its use. We accept no responsibility or liability for any failure of your system to meet the technical requirements of the Services as updated occasionally.

11. PATCHES, UPDATES AND CHANGES

11.1. From time to time, We may need to deploy or provide patches, updates, additional content or other modifications to the Services (for example to enhance the Services, to add new features or to resolve software bugs). You grant Us your consent to deploy and apply such patches, updates or other modifications to the Services automatically. From time to time, We may also at Our absolute discretion remove or suspend access to particular features, content or other parts of the Services.

12. CONTACT US

12.1. Please send any correspondence to: WhatSalon Ltd, Level 3, River House, Blackpool Retail Park, Cork City, IRELAND.

13. INTELLECTUAL PROPERTY

13.1. You acknowledge and accept that all trademarks, commercial names or logos, and all industrial and intellectual property rights, relating to the content and/or any other elements included in the Services, are the exclusive property of Us and/or third parties, who have the exclusive right to use them commercially. Under no circumstances shall access to the Services imply any kind of waiver, transfer, licence or assignment of said rights, in whole or in part, except where expressly stated to the contrary. The Terms of Service confer on You no right to use, alter, exploit, reproduce, distribute or publicly display the Services and/or its contents in any way other than expressly provided for herein. Any other use or exploitation of any rights shall be subject to the prior and express written authorisation specifically granted for that purpose by Us or the third party who holds the rights concerned.

13.2. Unless otherwise specified in writing, all materials that are part of the Services are owned, controlled, or licensed by Us and are protected by law from unauthorised use. Upon the acceptance of these Terms of Service You acknowledge Our exclusive (intellectual) property of the Services as well as the systems regulated by Us.

13.3. You do not acquire any ownership rights by using the Services.

13.4. You do not acquire any ownership rights by using the Services.

13.5. All comments, feedback, suggestions, reviews, ideas, and other submissions (hereinafter “User Input”) disclosed, submitted, or offered to Us in connection with the use of the Services shall be Our exclusive property. You agree that unless otherwise prohibited by law We may use, sell, exploit and disclose the User Input in any manner, without restriction and without compensation to You. You hereby grant to Us a non-exclusive, royalty-free, worldwide, non-revocable, perpetual licence (including the right to sublicense) to use and to make such copies of the User Input as We deem necessary.

14. DISCLOSURE OF ACCOUNT NAME AND PASSWORD

14.1. Every person who identifies himself/herself by using the Services through his/her Account or by using the Services through a Platform or otherwise is assumed by Us to be the rightful Account holder and all transactions in that Account’s name will be regarded as valid. In no event will We be liable for any loss You suffer as a result of any unauthorised use or misuse of Your mobile device or login details. We shall not be required to maintain Account names or passwords. If You misplace, forget, or lose Your Account name, username or password, We shall not be liable.

15. SUSPENSION / TERMINATION

15.1. Without limiting any other remedies, We may limit, suspend, terminate, modify, or delete Your access to the Services, or portions thereof, if You are, or We suspect that You are, failing to comply with any of these Terms of Service or for any actual or suspected illegal or improper use of the Services, with or without notice to You.

15.2. Without limiting Our other remedies, We may limit, suspend or terminate the Services or portions thereof, prohibit access to the Services, delay or remove hosted content, and take technical and legal steps to prevent You from accessing the Services if We believe that You are creating risk or possible legal liabilities, infringing the intellectual property rights of third parties, or acting inconsistently with the letter or spirit of the Terms of Service. Additionally, We may, in appropriate circumstances and at Our sole discretion, suspend or terminate Your access to the Services if We believe You may be an infringer of third party intellectual property rights.

15.3. We reserve the right to stop offering and/or supporting the Services, or part of the Services, at any time either permanently or temporarily, at which point Your use of the Services or a part thereof will be automatically terminated or suspended. In such event, We shall not be required to provide refunds, benefits or other compensation to You in connection with such discontinued elements of the Services.

15.4. Termination of Your Account can include disabling Your access to the Services, or any part thereof, including any content You submitted or others submitted.

16. COMPENSATION

16.1. You agree that You will only use the Services in accordance with the Agreements. You will compensate Us in full for any losses or costs (including reasonable legal fees) which We (or any member of our Group) incur arising from any breach by You of the Agreements.

17. DISCLAIMERS / LIMITATIONS / WAIVERS OF LIABILITY

17.1. WhatSalon offers a platform for consumers to make bookings with Salons. In order to provide the Services, we rely on the accuracy of the information provided to us by Users and Salons. We have no control over the information which is submitted to us by Salons (especially in relation to quality of Hair/Beauty Service, their availability or the pricing of same). We do not in the normal course of business monitor the communications between Salons and other User’s using the Services. We make no warranties whatsoever in relation to the quality, availability or price of the Hair/Beauty Services offered by Salons and in the event that a User is unhappy with any aspect of the service provided by a Salon, their sole recourse is to the Salon. We are not a party to the relationship between the User and the Salon, we merely facilitate the Booking of Hair/Beauty Services.

17.2. Your access to the Services, download of any software relating to the Services and use of the Services or any information We may provide in connection with Your use of the Services is at Your sole option, discretion and risk. You expressly agree that the Services are provided on an “as is” basis without warranties of any kind, either express or implied, including but not limited to, warranties of title or implied warranties of non-infringement, merchantability or fitness for a particular purpose (except only to the extent prohibited under applicable law with any legally required warranty period to the shorter of thirty (30) days from first use or the minimum period required). For the avoidance of doubt, we make no warranties in particular regarding:

  • 17.2.1. the operation of the Services or that it will be uninterrupted or error free; or
  • 17.2.2. the actions or inactions of a Salon (including the quality of the Hair/Beauty Services); or
  • 17.2.3. whether the Services comply with the local laws of any other country other than Ireland.

17.3. Without limiting the foregoing, We, including Our affiliates or subsidiaries, officers, directors, agents, lawyers, employees, third-party content providers, and distributor licensees or licensors (collectively, “Our Parties”), shall not be liable for any malfunctions of the computer programs relating to the Services, errors, bugs or viruses resulting in lost data or any other damage to Your computer equipment, mobile phone or mobile device, or software. Furthermore, We and Our Parties shall not be liable for any attempts by You to use the Services by methods, means or ways not intended by Us. We are not required to provide redundant or backup networks and/or systems.

17.4. To the fullest extent permitted by any applicable law, the disclaimers of liability contained herein apply to any and all damage whatsoever caused by or related to the use of, or inability to use, the Services under any cause or action whatsoever of any jurisdiction, including, without limitation, actions for breach of warranty, breach of contract or tort (including negligence). We and Our Parties shall not be liable for any indirect, incidental, special, exemplary or consequential damages, including for loss of profits, goodwill or data, in any way whatsoever arising out of the use of, or inability to use, the Services.

17.5. You further specifically acknowledge that We and Our Parties are not liable, and You agree not to seek to hold Us liable, for the conduct of third parties, including other users of the Services and operators of external sites, and that the risk of the Services and external sites and of injury from the foregoing rests entirely with You.

17.6. To the extent permissible under applicable laws, under no circumstances will We and Our Parties be liable to You for more than the amount of €1,000.

17.7. You acknowledge and agree that if You have not paid Us any amounts in the ninety (90) days immediately preceding the date on which You first assert any such claim, Your sole and exclusive remedy for any dispute with Us is to stop using the Services.

17.8. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain types of damages. Therefore, some of the above limitations in this clause may not apply to You. In particular, nothing in these Terms of Service shall limit or exclude any liability for death or personal injury.

17.9. We assume no liability for damages whatsoever, arising through the abuse of the Services by You or any third party (which third party acts with or without your authorisation).

18. INDEMNIFICATION

18.1. You agree to defend, indemnify and hold harmless Us and Our Parties from and against all claims and expenses, including legal fees and costs, arising out of Your use of the Services and/or Your breach or alleged breach of any term, condition, obligation, representation or warranty in these Terms of Service.

18.2. Insofar as You enter these Terms of Service as a Salon Owner, You agree to defend, indemnify and hold harmless Us and Our Parties from and against all claims and expenses, including legal fees and costs, arising out of any claim (including a personal injuries claim) by a User in relation to the i) performance, ii) non-performance or iii) delayed performance of the Hair/Beauty Services.

18.3. We reserve the right, at Your expense, to assume the exclusive defence and control of any matter for which You are required to indemnify Us, and You agree to cooperate with Our defence of these claims. You agree that the provisions in this clause 18 will survive any termination or suspension of Your Account(s) or the Services.

19. NOTICES / COMPLAINTS

19.1. All notices given by You, or required from You, under these Terms of Service shall be in writing and addressed to: WhatSalon Limited, Tolisons House, Bregoge, Buttevant, Co. Cork, Ireland. Any notices that You provide without compliance with this Section 19 shall have no legal effect.

19.2. In the event that You have any complaints, claims or disputes with regard to any outcome regarding the Services or any other activity performed by Us, You should in the first instance contact Us in accordance with clause 19.2 above.

20. DATA PROTECTION AND PRIVACY

20.1. By accepting these Terms of Service, You are also acknowledging and accepting the Privacy Policy. Additionally, by using the App (and the Services), You acknowledge and agree that internet transmissions are never completely private or secure. You understand that any message or information You send using the App to avail of the Services may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.

20.2. We may share Your Information (as this term is defined in Our Privacy Policy) with any of Our agents who may only use Your Information for strictly the same purposes as We are entitled to within these Terms of Service. We shall use Your Information in accordance with Our Privacy Policy. Where We enter into a partnership with a third party whereby it carries out certain functions for Us or We operate under the brand of a third party, We may share and/or transfer Your Information and any other data relating to Your use of the Services with such third party. By using the Services and agreeing to the Terms of Service You hereby give Your consent, for the purposes of all and any applicable data protection legislation and associated regulations, for Us to share and/or transfer Your Information to such third parties.

20.3. You agree to the storage and automation aided use of Your Information given to Us in the course of using the Services.

20.4. The App may contain links to other independent third-party websites (“Third-party Sites”). Third-party Sites are not under our control, and we are not responsible for and do not endorse their content or their privacy policies (if any). You will need to make your own independent judgement regarding your interaction with any Third-party Sites, including the purchase and use of any products or services accessible through them.

21. GOVERNING LAW

21.1. These Agreements shall be governed by and construed in accordance with the laws of Ireland. You irrevocably agree to submit to the exclusive jurisdiction of the courts of Ireland for settlement of any disputes or matters arising out of or concerning these Agreements or their enforceability. If any part of these Agreements is found to be invalid, illegal or unenforceable in any respect, it will not affect the validity of the remainder of the Agreements, which shall remain valid and enforceable according to their terms.

22. ASSIGNMENT

22.1. We reserve the right to transfer, assign, sublicense or pledge these Agreements, in whole or in part, to any person (but without Your consent) without notice, provided that any such assignment will be on the same terms or terms that are no less advantageous to You. You may not assign, sublicense or otherwise transfer in any manner whatsoever any of Your rights or obligations under these Agreements.

23. THIRD PARTY RIGHTS

23.1. Except insofar as these Terms of Service expressly provide that a third party may in their own right enforce a term of these Terms of Service, a person who is not a party to these Terms of Service has no right under local law or statute to rely upon or enforce any term of these Terms of Service but this does not affect any right or remedy of a third party which exists or is available other than under local law or statute.

23.2. For the avoidance of doubt, any affiliates, which shall mean subsidiaries, parent companies, joint ventures and other corporate entities under common ownership, of Us is an intended third party beneficiary of these Terms of Service.

24. THIRD PARTY ADVERTISING

24.1. You understand that the Services may feature advertisements from Us or third parties.

24.2. We may provide links on the Services to third party websites. Any charges or obligations You incur in Your dealings with these third parties are Your responsibility. We make no representation or warranty regarding any content, goods and/or services provided by any third party even if linked to from the Services, and will not be liable for any claim relating to any third party content, goods and/or services. The linked sites are not under the control of Us and may collect data or solicit personal information from You. We are not responsible for their content, business practices or privacy policies, or for the collection, use or disclosure of any information those sites may collect. Further, the inclusion of any link does not imply endorsement by Us of these linked sites. You acknowledge that We have not reviewed any of such third party websites and do not control and are not responsible for these websites or their content or availability.

25. ENTIRE AGREEMENT, MODIFICATION AND AMENDMENTS

25.1. You fully understand and agree to be bound by these Terms of Service as modified and/or amended by Us from time to time. We may amend these Terms of Service at any time by publishing the modified Terms of Service on any place through which You access the Services. Any such modification will take effect within twenty four (24) hours of publication. If any modification is unacceptable to You, Your only recourse is to terminate these Terms of Service. Your continued use of the Service following notification will be deemed binding acceptance of the modification. It is Your sole responsibility to review these Terms of Service and any amendments each time You access or use the Services. These Terms of Service and the documents referred to herein represent the complete and final agreement between You and Us in relation to these terms and supersede any and all prior agreements between You and Us.

26. EVENTS OUTSIDE OUR CONTROL/FORCE MAJURE

26.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by any act or event beyond our reasonable control, including failure of public or private telecommunications networks (“Event Outside Our Control”).

26.2. If an Event Outside Our Control takes place that affects the performance of our obligations under these Terms:

  • our obligations under these Terms will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and
  • we will use our reasonable endeavours to find a solution by which our obligations under these Terms may be performed despite the Event Outside Our Control.
27. GENERAL

27.1. You acknowledge that the rights granted and obligations made hereunder to Us are of a unique and irreplaceable nature, the loss of which shall irreparably harm Us and which cannot be replaced by monetary damages alone so that We shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by You. You irrevocably waive all rights to seek injunctive or other equitable relief and agree to limit Your claims to claims for monetary damages (if any).

27.2. Our failure to require or enforce strict performance by You of any provision of these Terms of Service or to exercise any right under them shall not be construed as a waiver or relinquishment of Our right to assert or rely upon any such provision or right in that or any other instance.

27.3. In case any one or more of the provisions contained in these Terms of Service shall be invalid, illegal, or unenforceable in any respect, the validity, legality or enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby. In lieu of the invalid or inoperable provision, these Terms of Service shall be applied in a reasonable manner, which, so far as legally permissible, comes as close as possible to the application of what the Parties intended, according to the spirit and purpose of these Terms of Service. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The clause headings used herein are for convenience only and shall not be given any legal import. Upon Our request, You will furnish Us any documentation, substantiation or releases necessary to verify Your compliance with these Terms of Service. You agree that these Terms of Service will not be construed against Us by virtue of having drafted them. You hereby waive any and all defences You may have based on the electronic form of these Terms of Service and the lack of signing by the parties hereto to execute these Terms of Service.

27.4. We will not be liable for any failure to perform any obligation under these Terms if that failure is caused by the happening of any unforeseen event beyond Our reasonable control including without limitation, Internet outages, communications outages, fire, flood, strike, war or act of God.

27.5. You and We both agree that to the fullest extent permitted by Law any claim or cause of action arising out of or related to use of the Services, Terms of Service or Privacy Policy must be filed within one year after such claim or cause of action arose or be forever barred, except as explicitly stated otherwise in these Terms of Service.