1.1 In these conditions, the following words have the following meanings, unless the context requires otherwise:
1.3 “Charitable Donation” means the proportion of any Gift which is paid to a Charity;
1.4 “Charity” means a charitable organisation which is promoted by Us via the Site and whose promotion on the Site has been approved by Us and remains valid for the time being;
1.5 “Content” means material posted on the Site including any File or series of Files, and including Subscriber generated material and information about Events posted on the Site;
1.6 “Default” means any breach of contract, tortious act and/or omission and/or any breach of statutory duty;
1.7 “Event” means an event details of which are posted to the Site by a Subscriber.
1.8 “Fee” means the fee or fees referred to in Clause 4 which is paid to Little Sharers by way of commission for the provision of the Service.
1.9 “File” means any text, text file, image, picture, logo or other graphical representation which a Subscriber is permitted to upload, post, view or use;
1.10 “Gift” means a sum of money (or a gift voucher with a face value equivalent thereto) given by a Guest to a Subscriber by way of a gift in connection with an Event and which includes a Charitable Donation;
1.11 “Intellectual Property Rights” means all intellectual property rights throughout the World whether currently in existence or otherwise and whether vested or contingent including, without limitation, copyright, database rights, design rights, registered designs, design patents, utility models, patents, trade marks, service marks, signs and other designations, confidential information, trade secrets and rights in know-how and all similar rights whether registered or otherwise including, without limitation, all extensions, reversions, revivals and renewals thereof from time-to-time. The above shall include, in relation to registrable rights, any applications made in respect of any such rights and the right to apply for registered rights;
1.12 “Little Sharers” shall have the meaning given in clause 2.1;
1.13 “[littlesharers.com]” means Little Sharers Limited, a limited company registered in England under number [ 9629253 ] with its registered office at 31a Charnham Street, Hungerford, Berkshire, RG17 0E.
1.14 “Partner” means any body or organisation associated with Little Sharers which promotes its services or products on the Site whose registration on the Site has been approved by Us and remains valid for the time being ;
1.16 “Service” means the service provided via the Site to You including, but not limited to, allowing You to browse the Site, search for, view details of and where applicable post details of an Event and to make a Gift;
1.17 “Site” shall have the meaning given in clause 2.1 and any other URLs which forward to such URL or which We may use to provide the Service from time to time;
1.18 “Subscriber” means any individual whose registration on the Site has been approved by Us and remains valid for the time being and who creates details of an Event and the terms “subscriptions” and “subscribe” shall be construed accordingly;
1.19 “User” means a Subscriber or a Guest;
1.20 “Guest” means any person who registers as a User of the Site at the invitation of a Subscriber whose registration on the Site has been approved by Us and remains valid for the time being;
1.21 “We/Us” means [www.littlesharers.com] and Little Sharers Limited and the terms “Us” and “our” shall be construed accordingly;
1.22 “You” means a User, a Subscriber or a Guest as the context requires and the terms “Your” and “Yourself” shall be interpreted accordingly.
1.23 The singular includes the plural and the masculine includes the feminine and vice versa.
2 ABOUT US/THE SITE
2.1 The website hosted at [www.littlesharers.com] (the “Site”) is operated by Little Sharers Limited as the “Little Sharers” platform in order to:
• Increase awareness of and raise money for charitable causes
• Host details of Events such as children’s birthday parties
• Communicate details of Events to other Users
• Encourage other Users to buy a Gift for an Event and make a Charitable Donation
• Promote and enable Users to obtain information about charitable causes;
2.2 “Little Sharers” is a trading name of Little Sharers Limited.
3 SERVICES PROVIDED BY US TO YOU
3.1 Our Service:
(a) allows individual Subscribers to create Events, communicate information about Events and where applicable the timing and location of Events and to invite third parties to access the Site as Guests for the purpose of viewing details of Events, to purchase Gifts and make Charitable Donations to Charities nominated by individual Subscribers.
(b) allows Guests invited to the Site by Subscribers to view details of Events, to purchase Gifts and to make Charitable Donations.
3.3 In order to create an Event, upload, view and use Content You need to become a Subscriber.
(a) In order to become a Subscriber You must complete a Subscriber registration form providing details about Yourself in order to set up an account with Us.
(b) Once You have created an account with Us, You can create an Event, nominate the Charity which You wish to receive Charitable Donations and invite Guests to view details of the Event, buy Gifts and make Charitable Donations.
(c) You will then be able to log into Your account at any time in order to edit the details of the Event and nominated Charity and to create further Events.
(d) We reserve the right to refuse approval of any Subscriber application. Your registration shall not be deemed to have been accepted by Us until You have received a confirmation e-mail requiring You to confirm Your registration and contact details in order to activate Your account. Once You have activated Your account, You will be considered a Subscriber.
3.4 In order to view details of an Event, to purchase and send a Gift and make a Charitable Donation, You will need to be a Guest or already be registered with Us as a Subscriber.
(a) In order to become a Guest You need an invitation from a Subscriber and You will need to register as a Guest unless you have previously registered with Us as a Guest or a Subscriber.
(b) In order to become a Guest You must complete a Guest registration form providing details about Yourself in order to set up an account with Us.
(c) Guests may only view details of Events which they have been invited to view by Subscribers.
(d) [Invitations to an Event are sent in the form of a one-time code which may be used in order to create or log into a Guest account on the Site and view details of the Event. ]
(e) We reserve the right to refuse approval of any Guest application. Your registration shall not be deemed to have been accepted by Us until You have received a confirmation e-mail requiring You to confirm Your registration and contact details in order to activate Your account. Once You have activated Your account, You will be considered a Guest.
4 PAYMENTS AND FEES
4.1 Little Sharers is an Internet-based service which facilitates the purchase of Gifts and the making of Charitable Donations. Little Sharers does not handle any monies on behalf of Users and does not collect payment data. All transactions are carried out on the Mangopay platform which is owned and operated by an independent third party in accordance with Mangopay’s terms and conditions which can be viewed here. When entering into a transaction through the Site, You will be re-directed to the Mangopay platform. We are not responsible for the content or availability of third party services. We are not liable for any loss You suffer if a third party procures unauthorised access to any data which you provide to Mangopay as a result of Your use of Mangopay’s payment service.
4.2 Little Sharers receives by way of commission for the provision of the Service a fee (“Fee”) of 3% +£1 of the amount of each Gift purchased via the Site. Gifts purchased via the Site are also subject to third party payment processing fees. The amount of each Gift less commission and payment processing fees is divided equally between Charity and Subscriber. The Fee is paid to Little Sharers by Mangopay.
4.3 When receiving Gifts, Subscribers have the option of either taking the total aggregate value of all Gifts as a sum of money or a gift voucher with a face value equivalent to the total aggregate sum of money paid by Guests as Gifts (“Gift Voucher”). After the amount of each Gift less commission and third party payment processing fees has been calculated in accordance with Clause 4.2, the total aggregate amount payable to the Subscriber will either be paid to the Subscriber by Mangopay as a sum of money by bank transfer to their nominated account or it will be converted by Mangopay into a Gift Voucher with an equivalent face value.
4.4 Gift Vouchers are provided by Amazon EU Sarl and are redeemable on www.amazon.co.uk.
4.5 Guests have the option of adding Gift Aid to Charitable Donations made through the Site by selecting the option to apply Gift Aid at the time of payment. Charities to which Charitable Donations are made will then claim Gift Aid through HM Revenue & Customs, which will increase the value of Charitable Donations by 25%. If you elect to add Gift Aid to Your Charitable Donations it is Your responsibility to pay the difference and to notify the relevant Charities if you pay less Income Tax and/or Capital Gains Tax than the amount of Gift Aid claimed on all of Your donations to charities in any tax year. If You elect to apply Gift Aid to a Charitable Donation, Your personal details will be provided by Mangopay to Your chosen charity in order to enable them to reclaim the amount of the Gift Aid, but not for any other purpose.
5.1 This Agreement shall begin when You choose to access the Site. By choosing to enter the Site You agree to be bound by this Agreement. This Agreement shall continue until terminated in accordance with these terms. Once terminated, You shall have no right to use the Site.
6 CONDITIONS OF USE
6.1 You must be an individual to register as a Subscriber or Guest.
6.2 By using the Site, You represent and warrant that You have the right, authority and capacity to enter into and to abide by the terms and conditions of this Agreement.
6.3 The terms and conditions of this Agreement shall supersede any prior terms and conditions previously notified to You.
6.4 Any use of the Site for purposes other than those set out herein is strictly prohibited and a breach of this Agreement.
6.5 Only one account can be created on the Site per Subscriber, which shall include details of the Subscriber but which may include any number of Events.
6.6 You accept that the purpose of the Site is to provide a facility for the giving of Gifts and the making of Charitable Donations which is provided to individuals and Charities.
6.7 We do not warrant the accuracy of any Content on the Site.
6.8 Our employees, sub-contractors and/or agents are not authorised to make any representations or warranties concerning the Service unless confirmed by Us in writing.
6.9 You acknowledge that You do not rely on any representation and/or warranty which has not been made in accordance with this Agreement and that We do not make any representations or imply any warranty through the course of dealing or usage or trade.
6.10 We do not monitor or verify the information provided by Subscribers, Guests, Charities or Partners, but reserve the right at our option to remove for any reason any Content.
6.11 We have the right to terminate Your account in accordance with the terms of this Agreement at any time for non-compliance with the terms of this Agreement.
7 YOUR OBLIGATIONS
7.1 You agree not to, and shall not:
(a) disclose Your chosen password to any unauthorised person. You agree to notify Us of any unauthorised use of Your password, account or other breach of security;
(b) leave Your browser logged on to the Site without Your attendance so that unauthorised persons might be able to access and/or amend Your Profile or send messages or make comments without Your knowledge;
(c) exit from the Site without properly logging off using the “Sign Out” link;
(d) attempt to gain unauthorised access to any information available on the Service or to any of the networks used in providing the Service;
(e) post and/or reproduce in any way any Content, Files or information and/or material which infringes the Intellectual Property Rights of another party;
(f) copy, store, modify, transmit, distribute, broadcast or publish any part of the Content of the Site, save in accordance with this Agreement;
(g) use the Service to initiate the sending of unsolicited advertising or promotional material, whether for commercial or non-commercial reasons;
(h) impersonate any other person or entity or use a false name or a name which You are not authorised to use;
(i) in any way assign, transfer, part with and/or authorise any other person to use Your account;
(j) subject to clause 7.3, permit or create unauthorised framing of, or deep linking to, the Site or the creation of derivative works thereof from another website under Your management or control;
(k) copy, modify, reverse engineer/assemble or otherwise attempt to discover/tamper with any source code, sell, assign, sub-license, grant a security interest in, or otherwise transfer, any rights related to the coding of the Site or modify the coding in any manner or form;
(l) use modified versions of the coding for the Site, including (without limitation) for the purpose of obtaining unauthorised access to this Site;
(m) access the Site by any means other than through the interface that is provided by the Site for on-line access, as displayed to the general public or to Subscribers or Guests via the dedicated sign in page;
(n) use the Site for Your own commercial purposes or commercial gain in a way that is not associated with the purpose of the Site, or in a way which infringes the rights of others;
(o) use a name so as to infringe our rights, or those of any other person (whether in statute or common law), in a corresponding trade mark, name or domain name. You acknowledge that We cannot guarantee that any username You request will be available or approved for use. We reserve the right to require You to select a replacement name and We will suspend our Service to You if, in our sole opinion, there are reasonable grounds for Us to believe that Your current choice of name is, or is likely to be, in breach of the provisions of this Agreement.
7.3 You may link to the Site provided You do so in a way that is fair and legal and does not damage the reputation of or take advantage of Little Sharers, Little Sharers Limited or its Subscribers or any Charities or Partners registered with the Site or associated with Us. In the absence of our express written consent, You may not establish a link in such a way as to suggest any form of association, approval or endorsement by Us where none exists. You must not establish a link from any website that is not owned by You other than by way of recommendation of the Site as part of a post on a social media platform. You must not establish a link from any website containing offensive or otherwise inappropriate Content. The Site may not be framed on any other site, nor may You create a link to any part of the Site other than the home page. We reserve the right to remove linking permission without notice. You agree to remove any links upon our request or on termination of this Agreement.
8 YOUR ACCOUNT
8.1 You warrant that the information provided to Us at the time of setting up Your account on the Site is truthful, complete and accurate, not misleading and is regularly updated by You as and when necessary.
8.2 We reserve the right to review Your account from time to time and to amend and/or delete it if We, in our sole discretion (on reasonable grounds), think that it should be amended and/or deleted.
9 INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY
9.1 All Intellectual Property Rights in the Service and Site are owned by Us absolutely. All Intellectual Property Rights in Content posted by You are owned by You absolutely. You hereby grant a non-exclusive licence to Us for the purposes of displaying, copying, reproducing, analysing and using Your Content as We deem fit for the purposes of the Site including the promotion of the Site.
9.2 You agree that You will keep confidential and not use, except for purposes contemplated by this Agreement, any information relating to the Service which may be disclosed to You or which You may learn, except where such information is public knowledge or is required to be disclosed by law.
9.4 We may use information You supply for the purposes of managing Your participation in the Site, for monitoring and audit purposes, and to refer You to services of value to You.
9.6 We do not accept responsibility for You sharing confidential information with other Users of the Site. It is Your responsibility to ensure the security of information which You make available to other Users and that any necessary confidentiality provisions or agreements are in place prior to sharing such information.
10 ACCURACY OF INFORMATION
10.1 Whilst We endeavour to keep the information contained on the Site, and any other websites relating to Little Sharers produced and controlled by Us, relating to provision of the Service up-to-date and correct, We make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability of such information, products or services.
10.2 The pages of the Site are subject to change without notice. Any reliance You place on any such information is therefore strictly at Your own risk.
10.3 We do not warrant that any of the information and/or Content provided as part of the Service is accurate. It is a condition of our allowing You to access the Site and Service that You accept that We will not be liable for any action You take in reliance on the Content contained therein.
10.4 It is Your responsibility as a User to identify and correct any mistakes or errors in any information held on the Site about You or about an Event. For the avoidance of doubt, We are not responsible for any information You provide to Us or to other Users.
10.5 It is the responsibility of all Subscribers to ensure the accuracy of all information that they provide about Events. We do not review or monitor Content. It is Your responsibility to inform Us if You believe that information on the Site is inaccurate or misleading.
10.6 The information provided on the Site about Charities is provided to Us by the Charities concerned and is made available by Us for information purposes only. We make no representations and give no warranties by the inclusion of such information. In particular, We do not warrant the accuracy of any such information. It is Your responsibility to ensure the accuracy of all third party information provided via the Site before relying on it.
10.7 We accept no responsibility or liability whatsoever for any loss or damage which You might suffer or incur in the event that any information provided by a Subscriber, a Charity or a Partner is inaccurate or incomplete.
10.8 We are not responsible for the organisation or hosting of Events and We accept no liability for loss or damage of any sort arising from details of Events being posted on the Site and made available by Subscribers to third parties.
10.9 Due to the nature of the Internet Little Sharers provides and maintains the site on an “as is” basis. We make no promise that Your use of the site will be uninterrupted or entirely error free. We do not provide any warranty in respect of the Service, results, availability, and/or uninterrupted use of the Service due to technical issues beyond our control. In particular, errors or conflicts in the software or data may not be correctable. We are not responsible to You if we are unable to provide our Internet services for any reason beyond our control.
10.10 You are responsible for obtaining access to the Service via the Internet. We cannot assume any responsibility for Your failure to access or maintain access to the Site or Service from any location or browser. Any access fees incurred in reaching the Site (such as dial-up charges) and any equipment necessary to access the Service shall be Your responsibility. You are also responsible for any fees or expenses incurred in uploading Content to the Site.
11 UPLOADING CONTENT TO THE SITE
11.1 Should You choose to make use of functionality which allows You to upload Content to the Site, You must comply with the following provisions.
11.2 These provisions apply to any Content uploaded to the Site. Uploads and other contributions must be accurate and fair, comply with applicable laws and must not:
11.3 be defamatory, obscene, offensive, discriminatory, hateful or inflammatory or promote violence or illegal activity;
11.4 be likely to cause annoyance, inconvenience or needless anxiety for any other Users;
11.5 infringe the Intellectual Property Rights of any third party;
11.6 be likely to deceive;
11.7 be in contradiction of any legal duty owed to a third party;
11.8 amount to a misrepresentation;
11.9 imply any representation by Us.
11.10 You agree to notify Us as soon as is practicable in the event that You believe any Content contained within Your account or provided by others on the Site does not comply with the provisions of this clause in order that We may investigate whether it should be removed from the Site or edited.
11.11 You must take all reasonable precautions (including using appropriate virus checking software) to ensure that any information, content, material or data You provide is free from viruses, spyware, malicious software, trojans, worms, logic bombs and anything else which may have a contaminating, harmful or destructive effect on any part of the Site.
12 CONTACT VIA THE SITE
12.1 You are solely responsible for Your interactions with other Users and We accept no liability for the same.
12.2 We may communicate with You via the e-mail address which You have provided to Us.
12.3 Unless You tell Us not to, We may use the e-mail address which You have provided to Us to update You from time to time about the progress of charitable causes to which You have made a Charitable Donation using the Service.
13 POSTING CONTENT ON THE SITE
13.1 Whilst We provide the functionality for Subscribers to post Content on the Site, We are not responsible for that Content or any Event, nor are We acting as agent for any Subscriber in relation to any Content or any Event.
14.1 Notwithstanding any other clause of this Agreement, either party may terminate this Agreement at any time, for any reason at its absolute discretion. To close Your account, please contact Us at firstname.lastname@example.org. Termination shall be effective immediately upon our sending an e-mail or letter giving notice of termination to the most recent e-mail address or postal address with which You have provided to Us.
14.2 Termination of this Agreement shall not affect the accrued rights and liabilities of either party.
14.3 Following termination, You agree that We may immediately deactivate Your account and all related data in Your account and/or bar any further access to the Service. You agree that We shall not be liable to You or any third party for any termination of Your access to the Service and shall not be liable to remove Content or other data if requested or demanded by any individual or entity. We shall not be responsible for failure to remove any Content or other data supplied by You, once the account becomes inactive for any reason, but shall remove it as soon as reasonably practicable after a written request by You.
14.4 We may terminate this Agreement or transfer our rights and obligations under it, together with any Content and other data We are holding on Your behalf or in relation to You or an Event to a replacement provider in the event that the Service is no longer provided by Us.
15 LIMITATION OF LIABILITY
15.1 We and our appointed third parties do not accept any responsibility for liability howsoever arising from a Subscriber’s decision to publish details of an Event via the Site and to invite Guests to view details of an Event.
15.2 We cannot be responsible for any Content transmitted or obtained through use of the Service, which is done at Your own discretion and risk. You will solely be responsible for any damage to Your computer system stemming from any losses which might result from use of the Service.
15.3 You shall produce to Us written evidence of any claim for which it is alleged that We are liable, together with written details of how any loss was caused by Us and the steps You have taken to mitigate Your loss before We shall have any liability for any claim by You.
15.4 It is possible for other Users and/or third parties to obtain and misuse information about You as a result of Your misuse of or inability to use the Service. We shall have no liability to You arising out of such misuse or inability to use, which is beyond our reasonable control.
15.5 Through the Site You are able to connect to third party websites which are not under the control of Us. We are not responsible for and have no control over the nature, Content and availability of those sites or for any products or services provided by third parties advertised, sold or otherwise made available on them. The inclusion of any links does not necessarily imply a recommendation or endorse the views expressed within them. In no event shall We be liable for any losses arising from use of services provided by third parties to which links are provided from the Site.
(a) neither party shall have any liability to the other for any:
(b) consequential losses (including but not limited to loss of profits, damage to goodwill, damage to reputation, loss of data, loss of programs and/or Service interruptions);
(c) economic and/or other similar losses; and/or
(d) special damages and indirect losses.
15.6 Each party shall be under a duty to mitigate any loss, damage, costs or expenses that it may suffer.
15.7 You must inform Us immediately if anyone makes or threatens to make any claim or issue legal proceedings against You relating to Your use of the Service or any information on the Site and You will, at our request, immediately stop the act or acts complained of. If We ask You to, You must confirm the details of the claim(s) in writing.
15.8 If You fail to stop the act or acts complained of, We may suspend the Service available to You. If We do so, We will not restore it until We receive an appropriate assurance from You that there will be no further contravention of the terms of this Agreement.
15.9 We shall have no liability to You under and/or arising under this Agreement if You are a Guest.
15.10 Nothing in this Agreement shall exclude or limit liability for death or personal injury due to either party’s negligence or fraudulent misrepresentation.
15.11 We shall have no liability to You for any delay in performance of the Service and/or any other matters to the extent that such events and/or matters are due to any event outside our reasonable control, including but not limited to an act of God, war, flood, fire, labour dispute, strike, lock-out, riot, civil commotion, malicious damage, explosion, governmental action or any other similar events.
16.1 The contents of this Site are for information purposes only and to provide a facility for the purchase of Gifts and the making of Charitable Donations and are not an invitation to enter into a contractual obligation, including to buy products or services. We do not offer advice and accordingly any information contained on this Site should not be construed as advice.
17.1 You agree to indemnify and keep Us indemnified against any and all losses, proceedings, lost profits, damages, awards, expenses and costs (including increased administration costs and legal costs on a full indemnity basis), claims, actions and any other losses and/or liabilities suffered by Us and arising from and/or relating to Your use of the Service, as a result of any Default by You, including any Content You upload to the Site and activity which You engage in as a result of Your use of the Site.
18.1 The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement and no third party shall have any right to enforce this Agreement, save that any assignee of our rights and obligations set out in this Agreement may do so. We may assign this Agreement to any third party without Your consent.
18.2 No waiver by Us of any breach of this Agreement shall be considered as a waiver of any subsequent breach of the same provision or any other provision.
18.3 This Agreement constitutes the entire agreement between You and Us in respect of Your use of the Site and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings, whether written or oral, relating to its subject matter.
18.4 Each party agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Agreement.
18.5 Each party confirms that it has not relied on any representations made by the other party when entering into this Agreement.
18.6 If any provision of this Agreement shall be held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the remaining parts of this Agreement and the remainder of the affected provision shall be unaffected and shall remain in full force and effect.
18.8 This Agreement shall be governed by and construed in accordance with the laws of England and Wales including in respect of any non-contractual obligations. All claims, disputes or other matters in question between the parties related to or arising out of this Agreement, including in relation to any non-contractual obligations, shall be subject to the non-exclusive jurisdiction of the English Courts.
18.10 This Site is only intended for use by individuals within the United Kingdom. We make no warranty or representation that any service referred to on this Site and/or any service We provide is available or otherwise appropriate for use outside the United Kingdom. If You choose to use this Site from locations outside the United Kingdom, You do so at Your sole risk and You are responsible for compliance with all applicable local laws.
19.1 Our aim is at all times to provide You with an excellent service. If You are unhappy with Our service for any reason, please contact Us by writing to Us at email@example.com.
19.2 We shall aim to resolve Your complaint within 48 hours. If We are not able to do so, We shall provide You with an acknowledgement. After We have had an opportunity to investigate Your concerns, We shall issue You with a final response.
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