PLEASE READ THIS DOCUMENT CAREFULLY. IT CONTAINS IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS. IT ALSO CONTAINS A DISCLAIMER OF WARRANTY AND A LIMITATION OF LIABILITY CLAUSE.
The Company operates a Platform which provides technology support to users of all ages. The User wishes to use the Services offered by the Company in accordance with these terms and conditions (the “Terms”).
These Terms outline the terms on which you (the User) make use of the Services. By continuing to use the Platform following notification of these Terms to you, you are deemed to have accepted the provisions herein.
1 DEFINITIONS AND INTERPRETATION
1.1 Capitalised terms used in these Terms shall have the following meanings:
Applicable Laws: means (for so long as and to the extent that they apply to the Company) the law of the European Union and/or English Law, in each case including but not limited to the Data Protection Legislation;
Business Days: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business;
Company: means April Support Limited (operating as ‘April’), with company number 11792233 and registered address at 85 Great Portland Street, London, United Kingdom, W1W 7LT;
Data Protection Legislation: the data protection legislation as applicable in the United Kingdom from time to time, including without limitation the provisions of the General Data Protection Regulation (EU) 2016/679 and the Data Protection Act 2018;
Device: means any device through which a User intends to access the Platform;
Fee: means the fee payable for subscription to the Services for the Initial Term and each Renewal Term which is £21.00 (including VAT) per calendar quarter. The Fee may be increased from time to time by the Company notifying the User and any increase in the Fee shall take effect at the start of the next Renewal Term. The Company may in its sole and absolute discretion discount the Fee for a particular User as part of a limited time or permanent offer. Any such amendment to the Fee shall be agreed on Sign-Up for the duration set out at that time;
Initial Term: has the meaning given in clause 2.1;
Intellectual Property Rights: patents, utility models, rights to inventions, copyright and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, 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 and trade secrets), 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;
Payment Details: means the bank account or card details via which the User pays the Fee;
Personal Data: has the definition given in the Data Protection Legislation;
Platform: means the April platform including, without limitation, the Website and Helpline;
Renewal Term: has the meaning given in clause 2.1;
Services: the provision of the Platform by the Company for the benefit of the User;
Special Category Data: has the meaning given in the Data Protection Legislation;
Term: means the Initial Term and any subsequent Renewal Term;
Third Party Processor: has the meaning given in clause 9.5;
Third-Party Payment Processor: means WorldPay (UK) Limited, with company number 07316500 and registered address at The Walbrook Building, 25 Walbrook, London, EC4N 8AF or such other payment processor as the Company may retain for the processing of User payments in its sole and absolute discretion;
User: a user which seeks to procure the Services on the terms of these Terms;
User Details: has the meaning given in clause 3.2; and
Website: means https://myapril.co.uk.
1.2 A reference to a statute or statutory provision is a reference to it as amended or re-enacted. A reference to a statute or statutory provision includes all subordinate legislation made under that statute or statutory provision.
1.3 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.
1.4 A reference to writing or written includes email.
2.1 The Term shall commence on the date of your deemed acceptance of these Terms or your use of the Platform (whichever is sooner) and shall continue for an initial period of three (3) calendar months (the “Initial Term”). The Term shall automatically renew for additional terms of three (3) calendar months (each a “Renewal Term”) unless cancelled in accordance with clause 5.
2.2 Notwithstanding clause 2.1, the Company may terminate these Terms at any time by giving notice to the User in accordance with clause 5.3.
3.1 The User may sign-up to the Platform either by completing the sign-up form on the Website or by phone by calling the number detailed on the Website (“Sign-Up”).
3.2 The User shall provide the Company with the following details in order that the Company may create a User Account for the User (the “User Details”):
(a) full name;
(b) birth year and month;
(c) current address and email address (if applicable);
(d) details of any Devices the prospective User may have;
(e) details of the User’s hobbies and interests.
3.4 On receipt of the Fee in accordance with clause 4, the Company shall create a User Account for the User on the Platform to enable the User to make use of the Services. The Company shall provide the User with a user log-in and password by telephone, email or post in order that the User may access the Platform via the User Account and make use of the Services.
3.5 The User must keep the user log-in and password secure at all times and must not share it with any third party. The Company accepts no liability in the event of misuse of the Platform and/or the User Account by any third party, whether authorised by the User or otherwise.
4.1 In exchange for provision of the Services by the Company, the User shall pay the Fee to the Company in accordance with this clause 4.
4.3 Prior to the commencement of each Renewal Term, the Company shall instruct the Third-Party Payment Processor to use the Payment Details previously provided to it to process the Fee for that Renewal Term.
4.4 The Company shall provide the User with an invoice by email evidencing payment of the Fee on each occasion that payment of the Fee is made.
4.5 All amounts payable by the User under these Terms are inclusive of amounts in respect of value added tax chargeable from time to time (VAT).
5. Cancellation and Refunds
5.1 The User may cancel the Services within 14 days of the date of Set-Up on condition that they have not printed any Materials from the Platform and/or have not made more than incidental use of the Platform. The User shall provide notice by no later than midnight on the 14th clear day after the date of Sign-Up to the Company in accordance with clause 5.3. So long as the conditions in this clause 5.1 are met, the Company shall refund any Fee paid to the User within 14 days of receipt of the notice. Save in the event that the Services are cancelled in accordance with this clause 5.1, all Fees are non-refundable once paid.
5.2 The User may terminate their subscription for the Services at the expiry of the Initial Term or any Renewal Term by providing at least 7 days’ notice to the Company in accordance with clause 5.3 which notice must expire prior to the expiry of the relevant Initial Term or Renewal Term (as appropriate).
5.3 Notice may be given by the User to the Company by one of the following means:
(a) by speaking with a call handler on the telephone on 07307 380352 or
(a) by sending an email to firstname.lastname@example.org stating clearly that the User wishes to cancel or terminate (as appropriate) and providing their username.
5.4 The Company will acknowledge any notice served under clause 5.3 within 48 hours. The User is advised to call the Company if an acknowledgment is not received during that timeframe.
6.1 The Company shall provide videos and materials on the Platform (the “Materials”) to assist the User with their use of technology.
6.2 The User may (where appropriate) download, print off and make use of the Materials for their own personal use. Without the prior written consent of the Company, the User may share Materials in print format with their friends subject to the following conditions:
(a) any printed Materials are not amended or adjusted to remove the Company’s branding or the copyright notice which appears on the Materials;
(b) any printed Materials are not used for commercial purposes or in an educational establishment , or licensed or sold for profit, or aggregated with other content and published (whether or not for profit); and
(c) any printed Materials are not reproduced or copied more than 10 times.
(The Company welcomes enquiries from educational establishments, business and charities to use the Materials and is happy to provide access to Materials to such persons on specific licenses allowing for commercial and/or educational use. )
6.3 The User acknowledges that the Materials provide general guidance which should be interpreted in accordance with the User’s specific needs. The Company in no way warrants that the Materials are fit for the specific purpose of the User and/or their specific needs, and accepts no responsibility for reliance upon the content therein.
7. Operation of Telephone Helpline
7.1 As part of the Services, the Company provides a telephone helpline for the provision of support to the User (the “Helpline”). The Company intends to operate the Helpline between 8am and 6pm, but the Company does not guarantee that the Helpline will always be available between these times.
7.2 The User may make reasonable use of the Helpline within the hours set out at clause 7.1. The User may not permit any other person to use the Helpline using the User’s login and password.
7.4 The Company may in its sole and absolute discretion disclose the content of any calls to the Helpline to the appropriate authorities where the Company reasonably determines that the User is at risk of physical harm and/or where it considers that it has a legal obligation to do so
8. Intellectual Property Rights
8.1 All Intellectual Property Rights in the Materials and the Platform and/or arising out of the Services shall at all times be owned by the Company.
8.2 The Company grants to the User for the duration of the Term a fully paid-up, worldwide, non-exclusive, royalty-free limited licence to use the Materials and access the Platform for the purpose of accessing and using the Services.
8.3 The User shall not sub-license, assign or otherwise transfer the rights granted in clause 8.2 to any person.
8.4 The User undertakes that they shall not seek to introduce viruses, Trojan Horses or other damaging code into the Platform and shall not seek to copy, reproduce, replicate or decompile the code and/or content making up the Website and/or any of the databases belonging to the Company.
9. Data protection
9.3 The Company has implemented commercially reasonable technological solutions in order to protect and backup the User’s Personal Data. The Company in no way guarantees that an unauthorised third party will be unable to breach such technological solutions.
9.4 The Company undertakes to comply with the Data Protection Legislation.
9.5 The User acknowledges and agrees that the Company may retain the services of certain third parties (each a “Third Party Processor”) for the provision of the Helpline and/or any other function of the Platform, and that such Third Party Processors will be a processor for the purposes of the Data Protection Legislation.
9.6 The Company shall, in relation to any personal data processed in connection with the performance by the Company of its obligations under these Terms:
(b) ensure that it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting personal data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to personal data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it);
(c) ensure that all personnel who have access to and/or process personal data are obliged to keep the personal data confidential; and
(d) not transfer any personal data outside of the European Economic Area unless the prior written consent of the User has been obtained and the following conditions are fulfilled:
(i) the Company has provided appropriate safeguards in relation to the transfer;
(ii) the User has enforceable rights and effective legal remedies;
(iii) the Company complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any personal data that is transferred;
(e) notify the User without undue delay on becoming aware of a personal data breach;
(f) at the written direction of the User, delete or return personal data and copies thereof to the User unless required by Applicable Law or other valid processing condition to store the personal data; and
(g) maintain complete and accurate records and information to demonstrate its compliance with this clause 9.
9.7 The User consents to the Company appointing such person as the Company determines, in its sole and absolute discretion, may be necessary for the provision of the Services to the User as a Third Party Processor of personal data pursuant to these Terms.
10.1 In the event that any attempt to take payment of the Fee fails, the Company may try to take that payment again. In the event that the second attempt is unsuccessful, the Company may in its sole and absolute discretion either suspend provision of the Services or terminate the agreement constituted by these Terms.
10.2 Without affecting any other right or remedy available to it, either party may terminate these Terms with immediate effect by giving written notice to the other party if:
(a) the other party commits a material breach of any term of these Terms and (if such a breach is remediable) fails to remedy that breach within three (3) Business Days of that party being notified in writing to do so;
(b) the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
(c) the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
(d) the other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under these Terms has been placed in jeopardy.
10.3 Termination or expiry of these Terms shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of these Terms which existed at or before the date of termination or expiry.
10.4 Any provision of these Terms that expressly or by implication is intended to come into or continue in force on or after termination or expiry of these Terms shall remain in full force and effect.
11. Limitation of liability
11.1 The Company in no way warrants that the User may enjoy uninterrupted access to the Platform during the period of the Term. In the event that the Platform is rendered unavailable during the Term due to a technical fault or otherwise, the Company shall use reasonable endeavours to restore User access to the Platform.
11.2 The Company accepts no liability in the event that any damage is caused to the User’s Devices or any other property of the User as a result of the User’s use of the Services and/or Materials, whether or not the Services and/or Materials are used in accordance with the instructions as stated in the Materials.
11.3 The Company may, at its discretion, assist a User to open an email account. The Company accepts no liability for any emails received by any such email account, nor loss incurred as a result of the use of any such email account.
11.4 Nothing in these Terms limits any liability which cannot legally be limited, including but not limited to liability for:
(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation; and
(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
11.5 The restrictions on liability in this clause 11 apply to every liability arising under or in connection with these Terms including liability in contract, tort (including negligence), misrepresentation, restitution or otherwise. Subject to clause 11.4, the Company’s total liability to the User shall not exceed the total sum paid by the User to the Company for the provision of the Services pursuant to these Terms during the previous 12 month period.
11.6 Subject to clause 11.4, the following types of loss are wholly excluded:
(a) loss of profits;
(b) loss of sales or business;
(c) loss of agreements or contracts;
(d) loss of anticipated savings;
(e) loss of use or corruption of software, data or information;
(f) loss of or damage to goodwill; and
(g) indirect or consequential loss.
11.7 The terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from these Terms.
Assignment and other dealings.
12.1 The Company may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under these Terms.
12.2 The User shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under these Terms without the prior written consent of the Company in writing.
12.3 Each party undertakes that it shall not at any time during these Terms, and for a period of five (5) years after termination of these Terms, disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party, except as permitted by clause 12.4.
12.4 Each party may disclose the other party’s confidential information:
(a) to its employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out the party’s obligations under these Terms. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to whom it discloses the other party’s confidential information comply with clause 12.3; and
(b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
12.5 Neither party shall use the other party’s confidential information for any purpose other than to perform its obligations under these Terms.
12.7 Each party acknowledges that in entering into these Terms it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these Terms.
12.8 Nothing in this clause shall limit or exclude any liability for fraud.
12.9 Except as set out in these Terms, no variation shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
12.10 A waiver of any right or remedy under these Terms 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 a party to exercise any right or remedy provided under these Terms 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 these Terms or by law shall prevent or restrict the further exercise of that or any other right or remedy.
12.11 If any provision or part-provision of these Terms 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 shall not affect the validity and enforceability of the rest of these Terms.
Third party rights
12.12 Unless it expressly states otherwise, these Terms does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms.
Governing law and jurisdiction
12.13 These Terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by, and construed in accordance with the law of England and Wales.
12.14 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms or its subject matter or formation.