| 1 |
INTERPRETATION |
| 1.1 |
In these Conditions the following words shall have the following meanings:
"Account" means the Organiser's online account with Participant Solution.
"Booking Fee" means any charge payable by a Participant in addition to the attendance fee for the event.
"Chargeback" means action taken by a Participant's credit card company or bank to invalidate a payment.
"Conditions" means the standard terms and conditions set out in this document.
"Contract" means the contract incorporating these Conditions entered into between the Organiser and CoTech when the Organiser registers on the Website.
"CoTech" means CoTech UK Ltd, a UK company (company registration number 06135167) located at Hersham Place Technology Park, Molesey Road, Hersham, Walton-on-Thames, Surrey, KT12 4RZ.
"Organiser" means the party wishing to use Participant Solution as an event organiser also referred to in these Conditions as "You" or "Your".
"Participant" means any third party wishing to attend the Organiser's event(s).
"Participant Solution" means the event organisation and payment services provided to the Organiser through the Website.
"Regulations" means The Consumer Protection (Distance Selling) Regulations 2000.
"Website" means the website found at www.participant.co.uk and any sub-domains and web pages provided to the Organiser by CoTech.
"Working Day" means any day (other than a Saturday and Sunday) on which the London clearing banks are open for business.
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| 1.2 |
Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, re enacted or extended at the relevant time. |
| 1.3 |
The headings in these Conditions are for convenience only and shall not affect their interpretation. |
| 1.4 |
Where the context dictates in these Conditions, the singular shall include the plural and vice versa and any gender includes the other gender. |
| 2 |
ACCEPTANCE OF CONDITIONS |
| 2.1 |
These Conditions include the terms of CoTech's Privacy Statement, which may be accessed from the "homepage" of the Website. |
| 2.2 |
By registering with CoTech through the Website, the Organiser will be deemed to accept these Conditions and the Organiser may copy these Conditions and store them for future reference. Please read the provisions set out below and the Privacy Statement carefully and confirm agreement to them before clicking the "Register" button at the end of the registration process to enter into the Contract. |
| 2.3 |
In the event that the Organiser is acting as a consumer, the Contract constitutes a distance contract for the purposes of the Regulations. CoTech will provide Participant Solution to the Organiser upon registration and by clicking the "Register" button, the Organiser accepts that it will not be able to cancel the Contract during any "cooling off" period under the Regulations. |
| 2.4 |
The Organiser is required to provide a username (being the Organiser's registration email address) and password to use Participant Solution and gain access to the Account. The Organiser must notify CoTech immediately of any unauthorised use of its username or password, or of any breach of security known to it and change its password through the Account. CoTech can require the Organiser to change its username and/or password for security reasons. |
| 2.5 |
The Organiser must keep their password confidential. The Organiser is responsible for all activities which occur under its username and password, save where such activities occur as a result of CoTech's negligence. |
| 2.6 |
Followingsubmission of the registration and verification of the Organiser's registration details provided in accordance with clause 4.1 below, CoTech will provide the Organiser with access to the Account and web pages on which the Organiser's events are to be published. The Organiser will not be permitted to register any events on the Website until CoTech accepts the registration by providing access to the Account. |
| 2.7 |
Information regarding fees payable in connection with Participant Solution is available on the Website. If You have any questions in relation to these Conditions or Participant Solution, please contact CoTech at support@Participant.co.uk or telephone customer services on 0808 2344021 during the hours of 08.00 and 16.00.
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| 3 |
INTRODUCTION TO PARTICIPANT SOLUTION |
| 3.1 |
Participant Solution is an online event registration and payment service. By logging into the Account, the Organiser may register its events with Participant Solution and publish event information on its event web pages. Participant Solution gives Organisers the ability to update event information through the Account and access an up to date record of Participants who have registered to attend the event. |
| 3.2 |
Participants register and pay any applicable fees and/or charges to attend an Organiser's event through the Website. Any applicable event fees and/or charges are determined by the Organiser. CoTech arranges the collection of all fees and charges from Participants. All payments received from Participants are held in a "Settlement Account" on behalf of the Organiser until the funds are transferred to the Organiser's account (less any amounts CoTech retains pursuant to clause 6 below). |
| 3.3 |
By registering with the Website, the Organiser appoints CoTech to register Participants with events the Organiser publishes on the Website and accept payment from such Participants. |
| 3.4 |
When a Participant successfully registers with the Organiser's event and (where applicable) payment is received, the Organiser enters into a legally binding contract with the Participant in respect of the event. |
| 4 |
REGISTRATION |
| 4.1 |
To use Participant Solution Organisers must provide the following details on registration:
- if registering as an individual the Organiser's name, email address and password;
- if registering as an organisation the Organiser's name, email address and password; the organisation name and address.
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| 4.2 |
The Organiser warrants that all information provided to CoTech is and shall remain at all times the Organiser uses Participant Solution accurate, complete and correct in all material respects and the Organiser shall promptly inform and update CoTech in the event of any changes. |
| 4.3 |
CoTech shall be permitted to disclose any registration details to a payment solution partner appointed by CoTech in connection with Participant Solution. |
| 4.4 |
Prior to accepting the Organiser's registration to use Participant Solution, CoTech and/or CoTech's payment solution partner shall verify the bank account details provided by the Organiser. In the event that the Organiser wishes to change any account details, CoTech and/or its payment solution provider shall be permitted to verify any such additional or updated details. |
| 4.5 |
Subject to the Organiser providing accurate and full information, CoTech shall use reasonable endeavours to accept the Organiser's registration within 1 Working Day. The Organiser will not be permitted to register events with Participant Solution until its registration has been accepted. |
| 5 |
ORGANISER'S OBLIGATIONS |
| 5.1 |
The registration details of Participants who have registered with the Organiser's event are accessible through the Organiser's Account. The Organiser shall be solely responsible for reviewing Participant details and any payments received from CoTech. In the event that the Organiser reasonably considers a payment to be incorrect, it shall promptly inform CoTech. |
| 5.2 |
The Organiser acknowledges that it shall be the data controller in respect of personal data relating to Participants registered with an event of the Organiser. The Organiser warrants that it shall comply with all of its obligations under the Data Protection Act 1998. |
| 5.3 |
The Organiser acknowledges and agrees that it:
- shall at all times use Participant Solution and deal with Participants in good faith and in accordance with all applicable laws;
- shall not use Participant Solution to organise events which would reasonably be considered to be illegal, or which would fall below reasonably accepted standards of decency;
- shall not post or make available material on the Website which is illegal, offensive, defamatory, infringes the rights of any third party (including, without limitation, intellectual property rights and privacy rights) or constitutes a misrepresentation;
- shall be responsible for all planning and running of events published on the Website including, without limitation, the distribution of any tickets for events, dealing with missing or lost tickets and responding to enquiries from Participants;
- is responsible for any and all taxes applicable in respect of an event;
- it shall enter into a legally binding agreement with a Participant when a Participant's registration for the Organiser's event is completed and in no circumstances will CoTech enter into a legally binding agreement with any Participants in respect of an event.
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| 5.4 |
If there is any change to an event (including, without limitation, a change to the date, time or location of the event) or the Organiser becomes aware of circumstances which means that a change to an event is reasonably likely, the Organiser shall promptly inform all Participants and CoTech of such change or anticipated change. |
| 6 |
FEES |
| 6.1 |
An Organiser may at its option charge Participants a fee to attend an event, including, by way of a Booking Fee. |
| 6.2 |
Subject to the remainder of this clause 6, CoTech shall be entitled to the following fees in respect of each Participant registering with the event:
- £0.99 (ninety nine pence) plus 2.5% of any applicable Booking Fee per Participant where the Organiser charges each Participant an attendance fee of £1 (one pound sterling) or more;
- £0.99 (ninety nine pence) where an Organiser does not charge Participants to attend the event.
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| 6.3 |
All fees are exclusive of VAT or any applicable taxes of any country. |
| 6.4 |
All fees payable by the Organiser to CoTech shall be deducted by CoTech prior to the transfer of Participants' payments from the Settlement Account to the Organiser's account. To the extent that there are insufficient sums held in the Settlement Account, CoTech shall be entitled issue the Organiser an invoice in respect of any outstanding fees. All invoices shall be payable within 20 days of issue. |
| 6.5 |
All outstanding fees shall be due immediately if the Contract is terminated by CoTech for any reason. |
| 7 |
PAYMENT |
| 7.1 |
Subject to clause 7.3(c), CoTech shall use reasonable endeavours to transfer funds held in the Organiser's Settlement Account to the Organiser, less any funds due to CoTech, within 7 Working Days of CoTech receiving payment in full from a Participant.
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| 7.2 |
The Organiser shall promptly and in any event within 7 days of it becoming aware of any overpayment, reimburse CoTech in respect of any funds paid in error including, without limitation, in the following circumstances:
- the Organiser receives funds in excess of what it is entitled to in respect of Participant registrations;
- CoTech does not receive payment from the Participant in cleared funds; and
- the Participant's payment transaction is cancelled or stopped for any reason (including, without limitation, as a result of a Chargeback or in the event that CoTech's payment solution partner cancels a payment transaction).
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| 7.3 |
CoTech reserves the right to:
- limit the amount which a participant can pay in a single transaction or a number of linked transactions;
- restrict the methods by which participants are able to pay for an event;
- withhold any payment of funds in the Settlement Account where there has been an allegation of or reasonable grounds to suspect fraudulent activity;
- withhold part of the payment due to the Organiser until completion of the event.
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| 7.4 |
In the event of a Chargeback, it will be the sole decision of CoTech to dispute the Chargeback. If the credit card company resolves the disputed Chargeback in favour of the Participant and invalidates a payment, CoTech will not charge the Organiser a fee in respect of such Participant. |
| 8 |
PROVISION OF PARTICIPANT SOLUTION AND THE WEBSITE |
| 8.1 |
Subject to the remainder of this clause 8, Participant Solution is available 24 hours a week, 7 days a week, subject to any maintenance requirements which affects the Website and/or Participant Solution or any part thereof. |
| 8.2 |
Access to the Website is on an "as is" basis and CoTech gives no warranties, express, implied or statutory including but without limitation, the implied warranties of satisfactory quality or fitness for a particular purpose of the Website or the availability of the Website and CoTech shall be under no liability for any downtime or malfunction of the Website. No warranty is given that the Website and its contents are free from infection by viruses or anything else which have or might have contaminating or destructive properties. |
| 8.3 |
CoTech reserves the right to:
- block the Organiser's access to the Account and/or web pages if in the reasonable opinion of CoTech, there is a risk that the Organiser is using or intends to use Participant Solution for any illegal purpose. CoTech shall notify the Organiser by email in the event that its access to the Account is blocked;
- make changes, additions or other alterations to the Website and/or Participant Solution; and
- require the Organiser to remove content it publishes on or makes available through the Website where such content is in the opinion of CoTech illegal, offensive, distasteful or otherwise unsuitable for the Website.
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| 9 |
LIABILITY OF THE ORGANISER |
| 9.1 |
The Organiser hereby agrees to indemnify and keep indemnified CoTech against any and all actions, costs, claims, demands, damages, expenses (including legal fees), liabilities, losses and proceedings in connection with the Organiser's breach of the Conditions or any claim by a Participant including, without limitation, in the event of a Participant cancelling their attendance at an event, cancellation of an event by the Organiser, dissatisfaction with an event or invalidation of a Participant's payment. |
| 9.2 |
The Organiser shall be liable for any loss or damage resulting from any hardware, software, systems or network connections of the Organiser. |
| 10 |
LIABILITY |
| 10.1 |
Subject to clause 10.3, CoTech accepts no liability:
- in respect of information published or made available using the Organiser's log in details including, without limitation, information on the Organiser's event web pages;
- for the acts or omissions of the Organiser and/or any third parties (including, without limitation, participants); or
- for any loss, damage, expenses or costs incurred by the Organiser as a result of any defects in or non-availability of the Website.
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| 10.2 |
Subject to clause 10.3, the maximum liability of CoTech for all claims under this Contract shall not in aggregate exceed the fees paid to CoTech and CoTech will not be liable (i) in contract, tort (including, without limitation, negligence) or otherwise for:
(a) any economic loss (including without limitation loss of revenues, profits, contracts, business or anticipated savings); or
(b) any loss of goodwill or reputation; or
(c) any special or indirect or consequential losses, howsoever arising and;
in any case whether or not such losses were within the contemplation of either of the parties at the date on which the event giving rise to the loss occurred.
- any economic loss (including without limitation loss of revenues, profits, contracts, business or anticipated savings); or
- any loss of goodwill or reputation; or
- any special or indirect or consequential losses, howsoever arising and;
in any case whether or not such losses were within the contemplation of either of the parties at the date on which the event giving rise to the loss occurred.
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| 10.3 |
Nothing in the Conditions shall exclude or limit CoTech's liability for death or personal injury resulting from its negligence or that of its servants, agents or employees, or any liability in the tort of deceit. |
| 11 |
FORCE MAJEURE |
| 11.1 |
CoTech shall not be liable to the Organiser or be deemed to be in breach of the Conditions by reason of any delay in performing, or any failure to perform, any of CoTech's obligations in relation to the provision of Participant Solution if the delay or failure was due to an act of force majeure beyond the reasonable control of CoTech including, without limitation, act of God, explosion, flood, tempest, fire or accident; war or threat of war, terrorism, sabotage, insurrection, civil disturbance or requisition; acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority; strikes, lock-outs or other industrial actions or trade disputes; power failure or breakdown in hardware.
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| 12 |
INTELLECTUAL PROPERTY |
| 12.1 |
The names, images, pictures, logos and icons identifying CoTech, or CoTech's services are, unless otherwise stated, the intellectual property of CoTech. |
| 12.2 |
All intellectual property rights in the design, content and arrangement of the Website (including its text and graphics, all software compilations or underlying source code, and all other material on the Website) are reserved by CoTech or its content and/or technology providers. |
| 12.3 |
The Organiser may not use any materials contained on the Website for any purpose other than as reasonably required for the organising of events through Participant Solution and taking a copy of these Conditions which must be used strictly for the Organiser's own record. The Organiser may use CoTech's name in such form as it appears on the Website only for the purposes of indicating to potential Participants where they are able to register for an event. |
| 12.4 |
The Organiser shall not and shall not procure that any other person creates a database in any form by regularly or systematically copying, downloading or storing all or any part of the Website including, without limitation, the Organiser's web pages, and no part of the Website may be reproduced or transmitted to or stored in any other website or disseminated in any form. |
| 12.5 |
In respect of any material or information on the Website published or provided by the Organiser in any form, the Organiser warrants that it owns all rights in and to such material or information and hereby grants to CoTech a royalty-free, perpetual and irrevocable, worldwide licence to use such material or information. |
| 13 |
TERM AND TERMINATION |
| 13.1 |
This Contract shall commence on the date on which the Organiser is registered to use Participant Solution and shall continue until either party gives the other party 7 days notice in writing or, in the case of the Organiser, the Organiser cancels its registration with the Website. |
| 13.2 |
CoTech may, without prejudice to any rights or remedies which it may have against the Organiser terminate the Contract if the Organiser:
- commits a material breach of the Conditions which is not capable of remedy; or
- commits a material breach of the Conditions which is capable of remedy but which has not been remedied within a period of 5 (five) days following receipt of written notice to do so; or
- enters into any compromise or arrangement with its creditors, or if an order is made or an effective resolution is passed for its winding up (except for the purposes of amalgamation or reconstruction as a solvent company) or if a petition is presented to court, or if a receiver, manager, administrative receiver or administrator is appointed in respect of the whole or any part of its undertaking or assets; or
- ceases or threatens to cease to carry on its business; or
- (if the Organiser is an individual) is made bankrupt.
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| 13.3 |
Upon termination of the Contract, the Organiser shall cease all use of Participant Solution and CoTech shall transfer any outstanding sums held in the Organiser's Settlement Account due to the Organiser, less any fees CoTech is entitled to receive under these Conditions. |
| 14 |
DATA PROTECTION |
| 14.1 |
Personal information provided through Participant Solution shall be processed in accordance with CoTech's Privacy Statement, a copy of which is available on the Website and includes information on the use of cookies. |
| 14.2 |
Personal data relating to Participants shall, where necessary, be collected by CoTech on behalf of the Organiser and the Organiser shall be considered to be the data controller in respect of such personal data. The terms personal data and data controller shall have the meanings as set out in the Data Protection Act 1998. |
| 14.3 |
The Organiser warrants and undertakes that it has obtained all necessary consents from individuals to enable CoTech to process personal data for the purposes of providing Participant Solution. |
| 15 |
ASSIGNMENT |
| 15.1 |
The Organiser shall not assign or transfer or purport to assign or transfer to any other person any of its rights or sub-contract any of its obligations under the Contract. |
| 15.2 |
CoTech may assign or subcontract the performance of some of its obligations under the Contract, including but without limitation, the provision of Participant Solutions. |
| 16 |
NOTICES |
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Notices shall be deemed to be served on transmission when transmitted by email. The Organiser's email address shall be its log in email address. CoTech shall notify the Organiser of a change of its address on the "contacts" page of the Website which the Organiser should check before attempting to contact CoTech. |
| 17 |
VARIATION |
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CoTech reserves the right to vary these Conditions on 30 days' notice |
| 18 |
NO WAIVER |
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No waiver by CoTech of any breach of these Conditions shall be considered as a waiver of any subsequent breach of the same or any other provision. |
| 19 |
NO PARTNERSHIP OR JOINT VENTURE |
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Nothing in the Contract shall constitute or be construed as constituting a partnership or joint venture between the Organiser and CoTech or shall authorise either party to enter into contractual relationships or incur obligations on behalf of the other party. |
| 20 |
CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999 |
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An entity which is not expressly a party to the Contract has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract or these Conditions. |
| 21 |
SEVERABILITY |
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If any provision of these Conditions is found by any competent authority or a court of law to be invalid or unenforceable for any reason, the remainder of these Conditions and the Contract shall continue in full force and effect. |
| 22 |
ENTIRE AGREEMENT |
| |
These Conditions represent the entire agreement between the parties relating to the provision of Participant Solution and supersedes all prior agreements, arrangements and undertakings between the parties relating to Participant Solution and the Organiser agrees that it will have no remedy in respect of any untrue representation innocently or negligently made by or on behalf of CoTech prior to entering into the Contract which the Organiser relied upon in entering into the Contract whether such representation was made orally or in writing. Nothing in these Conditions shall exclude or limit CoTech's liability for fraudulent misrepresentation. |
| 23 |
GOVERNING LAW |
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This Contract shall be governed by and construed in accordance with the laws of England and Wales, and the Organiser agrees to submit to the exclusive jurisdiction of the English courts. |
| 24 |
TELEPHONE CALLS |
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It is CoTech's policy to advise Organiser that telephone calls may be recorded for the purposes of CoTech's internal training. |
| 25 |
CONTACT |
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Please direct any enquiries regarding the Website, please email support@participant.co.uk. |