For Entrepreneurs Only Service Terms and Conditions
YOUR ATTENTION IS PARTICULARLY DRAWN TO THE PROVISIONS OF CLAUSE 2
(LIMITATION OF LIABILITY)
We, For Entrepreneurs Only Community Interest Company, shall provide, or procure the provision of, certain services as described in clause 1 or such other services as we agree from time to time in writing (“the Services”), to you, the individual who has elected to receive the Services, in accordance with these Service Terms and Conditions insofar as you use our Services from time to time.
1.1 In consideration of you agreeing to comply with the terms of the Agreement we agree to provide or procure the provision of the Services to you in accordance with these Service Terms and Conditions.The Services are set out below.
(a) Master Classes, Boot Camps, Seminars and other group events (“Events”)
You can book to attend any of our Events.A schedule of Events shall be published on our website and notified to you by email from time to time.The date and time of any Event may be changed, or the Event may be cancelled by us, at any time for any reason.Any Event may be cancelled by us if an insufficient number of attendees is anticipated to make the Event viable and each Event is subject to a maximum number of attendees and availability of the presenter(s).
(b) Entrepreneur Mentoring
You will have access to one or more entrepreneurs by appointment who will offer you business-related help and guidance on terms to be agreed by us and the entrepreneurs from time to time.The date and time of the Mentoring session shall be agreed between you and the entrepreneur and is subject to the entrepreneur’s availability.The date and time of any Mentoring session may be changed by the entrepreneur, or the Mentoring session may be cancelled by the entrepreneur, at any time for any reason.
(c) One to One Meetings
You can arrange to meet with FEO Members by prior agreement from time to time to discuss how your business is progressing, assess whether you are meeting your aspirations and ascertain what your business needs are. The date and time of the One to One Meeting shall be agreed between you and the relevant FEO Member and is subject to the relevant person’s availability.The date and time of any One to One Meeting may be changed by the FEO Member, or the One to One Meeting may be cancelled by the FEO Member, at any time for any reason.
You can attend any of our Clinics.Details of Clinic dates and opening hours shall be published on our website and notified to you by email from time to time.The date and opening hours of any Clinic may be changed, or the Clinic may be cancelled by us, at any time for any reason.Any Clinic may be cancelled by us if an insufficient number of attendees is anticipated to make the Clinic viable and each Clinic is subject to a maximum number of attendees and availability of the entrepreneur(s).
1.2 Time for delivery of the Services shall not be of the essence.
1.3 Neither you nor your company shall at any time be obliged to act on any information, suggestion, advice or guidance given by us, our employees or any other person or company involved with the provision of the Services (including but not limited to entrepreneurs).If and to the extent that you do so act, it shall be at your own risk.
1.4 You and your company are advised that you or it should take independent financial, legal or other appropriate professional advice before acting upon any information, suggestion, advice or guidance provided to you as part of the Services (including but not limited to by entrepreneurs).
1.5 We reserve the right, at our complete discretion, to reject any request to use our Services.
1.6 You are responsible for ensuring that any information that you provide to us is complete and accurate on the date that you provide us with such information.We reserve the right to cease providing you with the Services if we discover that any information provided by you to us, including but not limited to information provided on any Membership Form, is false or misleading.
2. Limitation of Liability
YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE
2.1 The provisions in clauses 2.2, 2.3 and 2.4 set out our and our employees’, agents’ and sub-contractors’ entire liability to you in respect of:
(a) any breach of the Agreement; and
(b) any representation, statement or tortious act or omission including negligence arising under or in connection with the Agreement.
2.2 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Agreement.
2.3 Nothing in the Agreement excludes or limits our liability for death or personal injury caused by our negligence or for fraudulent misrepresentation.
2.4 Subject to clauses 2.2 and 2.3:
(a) our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the Services and the performance or contemplated performance of the Agreement shall be limited to £1,000 (or, if higher, 150% of any Financial Contribution (as defined in the Membership Form) paid by you in respect of the Membership Year during which the claim is made); and
(b) we will not be liable to you for any lost profits, loss of sales or business, loss of agreements or contracts, loss of anticipated savings, loss of use or corruption of software, data or information, loss of or damage to goodwill or any type of indirect or consequential loss or damage, costs or expenses which arise out of or in connection with the Agreement.
3.1 Subject to clauses 3.1 to 3.3 inclusive, each party shall at all times during the term of the Agreement and thereafter keep confidential any confidential information which is disclosed to it by the other party pursuant to or in connection with the Agreement (whether orally or in writing), and whether or not such information is expressly stated to be confidential or marked as such, and each party shall not use any such information for any purpose other than the performance of its obligations under the Agreement.You acknowledge that (subject to clause 4) we may disclose your confidential information to third parties to the extent necessary to enable such third parties to provide you with the Services.
3.2 Unless we otherwise specify in writing, we, you and your company shall be entitled to publicise your use of the Services, and the help and advice that you have received in connection with the Services.
4. Data Protection
4.1 Both you and we will comply with all legislation and regulatory requirements in force from time to time relating to the use of personal data and the privacy of electronic communications, including without limitation data protection legislation from time to time in force in the UK including the Data Protection Act 2018 or any successor legislation, and (for so long as and to the extent that the law of the European Union has legal effect in the UK) the General Data Protection Regulation and any other directly applicable European Union regulation relating to privacy (Data Protection Legislation) to the extent this Data Protection Legislation applies to the Agreement.
5.Subscription term & Termination
5.1 If you are a paying FEO Member or FEO Key Partner, your subscription period will begin on the date we confirm your FEO Membership or FEO Key Partner status has commenced and will continue until the following 31st March, and then will automatically renew for successive periods of 12 months beginning on 1st April (each such period referred to below as a Membership Year), unless:
(a) you or we notify the other of termination, in writing, at least 30 days before the end of the any Membership Year, in which case your paid subscription will terminate on the expiry of the applicable Membership Year; or
(b) otherwise terminated in accordance with clause 5.2 below.
5.2 Without affecting other rights or remedies, we can end the Agreement (including the provision of Services, and where applicable your subscription as a paying FEO Member or FEO Key Partner) with immediate effect by notifying you in writing in any of the following circumstances:
(a) if you fail to pay any applicable FEO membership or FEO Key Partner financial contribution (“Financial Contributions”) or other amount due to FEO on the due date for payment, and you remain in default for 14 days or more after being notified in writing to make such payment;
(b) if you commit a material breach of any term of the Agreement, and (if the breach is remediable) you fail to remedy that breach within a period of 10 days after being notified in writing to do so;
(c) if you suspend or cease carrying on all or a substantial part of your business; or
(d) if you (or one of your directors or staff) commits any fraud or dishonesty or acts in any manner which in our opinion brings or is likely to bring you or FEO into disrepute, or which is materially adverse to our interests.
5.3 On termination of this Agreement for any reason:
(a) you are not entitled to a refund of any Financial Contributions which you have already paid (including amounts paid in advance relating to the period after termination); and
(b) any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination shall not be affected or prejudiced.
6.1 If you are a paying FEO Member or FEO Key Partner, Financial Contributions in the amount referred to your Membership Agreement (if you are a paying FEO Member) or the Key Partner introduction letter (if you are an FEO Key Partner) are payable annually in advance at the start of each Membership Year, subject to increases under clause 6.2 below, and we will invoice you prior to that date for the applicable amount.
6.2 We reserve the right to increase Financial Contributions on an annual basis to take effect at the start of each Membership Year. We will provide you with at least 60 days’ prior notice in writing of any such increase. Please be aware that if you are an FEO Member, the Financial Contribution you pay will also be subject to change if your business annual turnover falls within a different Band (as set out in your Membership Agreement) at the start of a new Membership Year.
6.3 You must pay each of our invoices within 30 days of the applicable date, in full and in cleared funds to our nominated bank account.
6.4 All amounts payable are exclusive of value added tax chargeable from time to time (VAT). You agree (subject to receiving a valid VAT invoice from us) to pay us such additional amounts in respect of VAT as are chargeable at the same time as payment is due for the Financial Contributions.
7. Our Intellectual Property Rights
7.1 You acknowledge and agree that we and/or our licensors own all intellectual property rights in the Services (including in our website, in any software used and in any documents and materials we make available to you). We do not grant you any user rights or licences in respect of these intellectual property rights, except as we may expressly specify to you in writing from time to time.
7.2 You may not use our name, or any name or logo associated with us, in any manner without our prior written consent.
8.1 Contacting us. If you have any queries in relation to the Agreement or the Services, please contact the Company Secretary by writing to: For Entrepreneurs Only, The Enterprise Centre, University of Hull, Cottingham Road, Hull, HU6 7RX or emailing firstname.lastname@example.org.
8.2 Force Majeure. We will not be liable to you for any failure or delay by us in complying with our obligations under the Agreement if the failure or delay is due to a reason beyond our reasonable control, including but not limited to lack of availability of personnel or accommodation.
8.3 Assignment & sub-contracting. You may not assign or sub-contract any or all of your rights or obligations under the Agreement (or any part of it) without our prior written consent.We are entitled to assign or sub-contract any of our rights and obligations to any person or organisation.
8.4 Third party rights. Nothing in the Agreement confers on any third party any benefit or any right to enforce any term of the Agreement.
8.5 Variation. Except as set out in the Agreement, no variation of the Agreement shall be effective unless it is in writing and signed by both you and us.
8.6 Waiver. A waiver of any right or remedy under the Agreement or by law is only effective if given in writing, and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by you or us to exercise any right or remedy provided under the Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent 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 the Agreement or by law shall prevent or restrict the further exercise of that or any other right or remedy.
8.7 Severance. If any provision or part-provision of the Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Agreement.
8.8 Notices. Any notice given under the Agreement shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case). Any notice shall be deemed to have been received:
(a) if delivered by hand, on signature of a delivery receipt ; and
(b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service.
8.9 Governing law & jurisdiction. The formation, existence, construction, performance, validity and all aspects of the Agreement, including any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter shall be governed by English law, and the English courts shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising between us out of or in connection with the Agreement.