TERMS
Your attention is particularly drawn to the provisions of clause 10 (Limitation of liability).
1. INTERPRETATION
The following definitions and rules of interpretation apply in these Conditions.
1.1. Definitions:
Account: the account you use register with us on our website.
Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Charges: the charges payable by you for the supply of the Services in accordance with clause 7.
Climbing Equipment: all gear necessary or recommended for crack climbing, including but not limited to ropes, harnesses, helmets, protection devices, and footwear, for which you are solely responsible.
Commencement Date: has the meaning given in clause 3.2.
Community: the online group associated with the Course where we provide answers to questions related to the Course content or crack climbing.
Conditions: these terms and conditions as amended from time to time in accordance with clause 14.1.1.
Contract: the contract between us and you for the supply of Services in accordance with these Conditions.
Course: Global Crack School course supplied by us providing crack climbing techniques by way of pre-recorded video lessons and downloadable resources to help students practice what they have learnt through the course on their own accord.
Deliverables: the Course and the Community produced and managed by us for you.
Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how), all content included in the Course and Community and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Privacy Policy: our privacy policy at the time.
Order: your order for Services as set out in the purchase confirmation email provided to you.
Services: the services, including the Deliverables, supplied by us to you as set out in the Specification.
Specification: the description or specification of the Services provided by us to you.
1.2. Interpretation:
1.2.1. Unless expressly provided otherwise in this Contract, a reference to legislation or a legislative provision:
(a) is a reference to it as amended, extended or re-enacted from time to time; and
(b) shall include all subordinate legislation made from time to time under that legislation or legislative provision.
1.2.2. Any words following the terms including, include, in particular, for example or any similar expression, shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
1.2.3. A reference to writing or written includes fax and email.
2. ABOUT US
2.1. Wide Boyz Ltd trading as “Wide Boyz” (company number 10545594) (we/us/our) is a company registered in England and Wales and our registered office is at 17 Water Lane, Ashwell, Oakham, England, LE15 7LS. Our VAT number is 270427417. We operate the website www.wideboyz.com
2.2. To contact us, email us at [email protected]. How to give us formal notice of any matter under the Contract is set out in clause 13.2.
2.3. You can find everything you need to know about us, and our services on our website or in our promotional materials.
3. BASIS OF CONTRACT
3.1. The Order constitutes an offer by you to purchase Services in accordance with these
Conditions.
3.2. The Order shall only be deemed to be accepted when we issue email confirmation of the Order at which point and on which date the Contract shall come into existence (Commencement Date).
3.3. These Conditions apply to the Contract to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
4. OUR SERVICES
4.1. We shall supply the Services to you in accordance with the Specification in all material respects.
4.2. We shall use all reasonable endeavours to meet any performance dates specified in the Order but any such dates shall be estimates only and time shall not be of the essence for performance of the Services.
4.3. We reserve the right to amend the Services if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Services, and we shall notify you in any such event.
4.4. We warrant to you that the Services will be provided using reasonable care and skill.
4.5. We do not guarantee the uninterrupted availability of specific modules, features, or resources of the Services.
4.6. Any descriptions or illustrations on our website are published for the sole purpose of giving an approximate idea of the services described in them. They will not form part of the Contract or have any contractual force.
5. YOUR OBLIGATIONS
5.1. You shall:
5.1.1. ensure that the terms of the Order and any information you provide in the Specification including registering an Account with us are complete and accurate;
5.1.2. maintain the confidentiality of the login credentials of the Account and for all activity that occurs under your Account.
5.1.3. co-operate with us in all matters relating to the Services;
5.1.4. provide us with such information as we may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;
5.1.5. ensure that you have the necessary software and hardware to access the Services;
5.1.6. not do or say anything which may be harmful to us or to our brand, reputation or image;
5.1.7. act reasonably and in good faith towards us and other members at all times;
5.1.8. not say or do anything which is illegal, offensive, intended to cause damage or harm whether to us, other members or otherwise; and
5.1.9. agree that any feedback, reviews, or success stories you share within the Community or directly with us may be used to promote our services and the Course, unless you notify us otherwise.
6. YOUR DEFAULT
6.1. If our ability to perform the Services is prevented or delayed by any failure by you to fulfil any obligation listed in clause 6 (Your Default):
6.1.1. we will be entitled to suspend performance of the Services until you remedy Your Default, and to rely on Your Default to relieve us from the performance of the Services, in each case to the extent Your Default prevents or delays performance of the Services. In certain circumstances Your Default may entitle us to terminate the Contract under clause 12 (Termination);
6.1.2. we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to perform the Services; and
6.1.3. it will be your responsibility to reimburse us on written demand for any costs or losses we sustain or incur arising directly or indirectly from Your Default.
7. HOW TO PAY
7.1. You can pay for our Services using a direct debit, debit card or credit card.
7.2. The Charges for the Services shall be stated on our website at the time of purchase. We take all reasonable care to ensure that the prices stated for the Services are correct at the time when the relevant information was entered into the system. However, please see clause 7.5 for what happens if we discover an error in the price of the Services you applied for.
7.3. All amounts payable by you under the Contract are inclusive of amounts in respect of value added tax chargeable from time to time (VAT) where applicable.
7.4. If you subscribe to a recurring membership of the Community, the subscription will automatically renew at the end of each billing cycle unless it is cancelled before the renewal date.
7.5. It is always possible that, despite our reasonable efforts, some of the Services on our website may be incorrectly priced. If we mistakenly accept and process your application where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may cancel supply of the Services and refund you any sums you have paid.
8. INTELLECTUAL PROPERTY RIGHTS
8.1. All Intellectual Property Rights in or arising out of or in connection with the Services (other than Intellectual Property Rights in any materials provided by you) shall be owned by us.
8.2. We grant to you or shall procure the direct grant to you of, a fully paid-up, worldwide, non-exclusive, non-transferable licence during the term of the Contract for the purpose of receiving and using the Services and the Deliverables for non-commercial use only.
8.3. You shall not sub-license, assign or otherwise transfer the rights granted in clause 8.2.
9. DATA PROTECTION
By using the Services, you consent to the collection, use and storage of your data as described in our Privacy Policy.
10. LIMITATION OF LIABILITY
10.1. The limits and exclusions in this clause reflect the insurance cover we have been able to arrange and you are responsible for making your own arrangements for the insurance of any excess loss.
10.2. References to liability in this clause 10 include every kind of liability arising under or in connection with the Contract including liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
10.3. Nothing in this clause 10 shall limit your payment obligations under the Contract.
10.4. Nothing in the Contract limits any liability which cannot legally be limited, including but not limited to liability for:
10.4.1. death or personal injury caused by negligence;
10.4.2. fraud or fraudulent misrepresentation; and
10.4.3. breach of the terms implied by section 2 of the Supply of Goods and Services Act
1982 (title and quiet possession).
10.5. Subject to clause 10.4, this clause 10.5 sets out the types of loss that are wholly excluded by you using the Services:
10.5.1. loss of profits incurred directly or indirectly;
10.5.2. loss of sales or business;
10.5.3. loss of agreements or contracts;
10.5.4. loss of anticipated savings;
10.5.5. loss of use or corruption of software, data or information.
10.5.6. loss of or damage to goodwill;
10.5.7. any indirect or consequential loss;
10.5.8. any unauthorised access to or use of our servers and/or any personal information stored therein;
10.5.9. any injuries, health issues, or physical harm arising from participation in climbing activities or your failure to ensure you are physically fit to participate;
10.5.10.any loss or damage arising from the use of climbing locations suggested, including the safety or suitability of such locations;
10.5.11.any loss, damage, or injury resulting from use, maintenance, or failure of Climbing Equipment;
10.5.12.any interruption or cessation of transmission;
10.5.13.any errors or omissions in any content.
10.6. We have given commitments as to compliance of the Services with relevant specifications in clause 4. In view of these commitments, the terms implied by sections 3 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
10.7. Unless you notify us that you intend to make a claim in respect of an event within the notice period, we shall have no liability for that event. The notice period for an event shall start on the day on which you became, or ought reasonably to have become, aware of [the event having occurred and shall expire 3 months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
10.8. This clause 10 shall survive termination of the Contract.
11. EVENTS OUTSIDE OUR CONTROL
11.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
11.2. If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
11.2.1. we will contact you as soon as reasonably possible to notify you; and
11.2.2. our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for performance of the Services with you after the Event Outside Our Control is over.
11.3. You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us. If you opt to cancel we will refund the price you have paid, less the charges reasonably and actually incurred us by in performing the Services up to the date of the occurrence of the Event Outside Our Control.
12. TERMINATION, CONSEQUENCES OF TERMINATION AND SURVIVAL
12.1. Without limiting any of our other rights, we may suspend the performance of the Services, or terminate the Contract with immediate effect by giving written notice to you if:
12.1.1. you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 14 days of you being notified in writing to do so;
12.1.2. you are in breach of clause 4 (Your Obligations);
12.1.3. you fail to pay any amount due under the Contract on the due date for payment;
12.1.4. you engage in behaviour that, in our reasonable opinion, disrupts the Course or Community or infringes upon the experience of other members.
12.1.5. Your actions, including misuse of the Services, result in harm or potential harm to our intellectual property or reputation.
12.2. Termination of the Contract will not affect your or our rights and remedies that have accrued as at termination.
12.3. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination will remain in full force and effect.
13. COMMUNICATIONS BETWEEN US
13.1. When we refer to "in writing" in these Conditions, this includes email.
13.2. Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.
13.3. A notice or other communication is deemed to have been received:
13.3.1. if delivered personally, on signature of a delivery receipt or at the time the notice is left at the proper address;
13.3.2. if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or
13.3.3. if sent by email, at 9.00 am the next working day after transmission.
13.4. 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 email, that such email was sent to the specified email address of the addressee.
13.5. The provisions of this clause will not apply to the service of any proceedings or other documents in any legal action.
14. GENERAL
14.1. Assignment and transfer.
14.1.1. We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you in writing or by posting on this webpage if this happens.
14.1.2. You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
14.2. Variation. Except as set out in these Conditions, no variation of the Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
14.3. Waiver. If we do not insist that you perform any of your obligations under the Contract, 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 or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
14.4. Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of these Conditions.
14.5. Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
14.6. Governing law and jurisdiction. The Contract is governed by English law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the English courts.
