Effective date: 29 March 2019
Go Out London and the Venue enter into this agreement on the basis of a mutually beneficial relationship; however neither party makes any guarantee to one another in respect of without limitation to any increase in profits, clientele and publicity. With that said, each party should do their upmost within reason to promote the other party’s service(s). Go Out London through the App and Website shall promote the Venues service(s). In accordance with accepting the Services from Go Out London the Venue agrees on a reciprocal and voluntary basis to promote the services of the minicab company London Carriages to its staff and to its Venue customers.
The “App” means the Company’s computer software application herein referred to as Go Out London that enables the Venue to utilise and access the Company’s services pursuant to this Agreement. The Company may exercise their discretion from time to time to update or modify this software application.
The “Website” means the Company’s domain name www.gooutlondon.org which enables the Venue to utilise and access the Company’s services pursuant to this Agreement. The Company may exercise their discretion from time to time to update or modify the website.
The “Company” means “We” who are Innovative Technological Systems Ltd, Unit 11, Churchill Court, 58 Station Road, Harrow, London, HA2 7SA, who maintain the ownership rights in relation to Go Out London.
The “Content” means the information, software, photographs, videos, graphics, music, sounds and/or any other materials that appear on the Website, App or are made available by any other means through the Service.
The “Intellectual Property Rights” mean all intellectual and proprietary rights including but not limited to trade and service marks, registered and unregistered design rights, all design right applications, patents, copyrights, database rights, moral rights, and rights in know-how, confidential information and inventions and other intellectual property rights of a similar or corresponding character whenever and however arising and all renewals and extensions of such rights which may or in the future subsist.
The “Reservation” means a booking that a User is able to make through the Service facilitated by Go Out London and is accepted and fulfilled by the Venue and/or Transportation Service Provider. All services provided at a Venue at the time of the Reservation fulfilment are solely transacted between the User and the applicable venue and are not part of the Service. Go Out London does not operate any of the Venues listed on its app or website.
The “Service” means the advertising and promotional service that presents listings of Venues and Transportation Services, to browse said listings of transportation relation information by geographical area, made available by the Company either online or through its Website or via the App. The Service is also provided to the Venues who have the ability to display and promote offers, discount codes and promotions through the Website or App.
The “Transportation Services” means the service provided by London Carriages & Couriers Ltd which the Venue will promote to their customers.
The “Venue” an individual entity (including any sole trader, partnership, limited company or other organisations) that has registered itself with Go Out London by means of the registration screen on the Website or App, or uses the Website, App and or Service in any manner, and this shall include any Venue who has registered with the Go Out London.
The “Venue Content” means any information that “corporate entity” (including any sole trader, partnership, limited company or other organisations or person), and including any establishment determined as a Venue, may upload, post, publish or display through our Service including but not limited to code, information, data, maps, icons, text, graphics, images, video, messages and or other content or materials.
The “Venue” means an establishment including but not limited to restaurants, bars and clubs which are advertised listed and promoted on the App and Website to facilitate Service provided by the Company.
The “Website” means a collection of one or more web pages grouped under the same domain name, which can be found at: www.gooutlondon.org
Licence to use the Go Out London Service
- Services shall include, but not be limited to, any services Go Out London performs or provides for you. Whether that is through any applications offered to you by Go Out London that you download from the Website, iTunes® Store, Google Play or otherwise, subject to the terms set out under the “Third-party Sites and Services” section below.
- The Company retains all rights and ownership in relation to all Intellectual Property Rights, including but not limited to copyrights, trademarks, service marks, unregistered design rights, all design right applications, and patents, as well as all designs, text, graphics, pictures, video, visual interfaces, information, compilation, applications, software, music, sound, aggregate Venue review ratings, and elements and components and their selection and arrangement that are associated with the Content and Service provided by Go Out London.
- As such, the Venue must not modify, reproduce, distribute, frame, create derivative works or adaptations of, publicly display, sell or in any way exploit any of the Company’s Content and Service provided in whole or part, except as expressly authorised by the Company. The Company does not grant the Venue with any express or implied rights in the Content and Service, and all rights in and to the Go Out London Service are retained by the Company.
- The Venue shall warrant that he/she shall not modify the paper or digital copies of materials that they have printed or downloaded from the Website, App or through any other means whereby information relating to the Content and Service is available, and must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
- Should it be deemed that the Venue is in breach of any of the terms pursuant to the Company’s Intellectual Property Rights provisions, the Venue shall have no further right to use the Website, App or service and the Venue must promptly return or destroy any copies of the materials made.
Use of the Go Out London Service
- A Venue may upload to the website certain Content to promote their establishment. However, as a condition to use certain aspects of the Service and the App, it is mandatory for a Venue to register and represent, warrant and covenant that:
(a)The Venue shall provide the Company with accurate, complete and up-to-date registration information, including but not limited to the venues service, offers, promotions and discounts.
(b) The Venue confirms it has the requisite power and legal authority to enter into this Agreement and to use this Service and upload the Content with all terms and conditions herein;
(c) The Venue warrants and accepts to display and inform users of the rules, procedures, admissions policies, conditions, dress code, age limit, behaviour conduct, and any other conditions relevant to the entry or use of the Venues operating times of the Venue and hereby accepts to hold all liability in respect of Users being refused entry for any reason.
(d) The Venue shall not and will not upload inflammatory, untoward, discriminatory, false or misleading content to the website or app and hereby accepts any such information uploaded will result in the Venue being removed from the app and website immediately.
Member Account, Password and Security
- Should a Venue register to use the Service and create an account, the Venue accepts and acknowledges it is their responsibility for maintaining their account and should ensure they exit their account at the end of each session when accessing the Service.
- The Venue shall safeguard their account information, and accepts to supervise and be completely responsible for any and all activities that occur under the Venue’s user and password protected use of the service, including where the account is used by anyone other than the Venue.
- Should there be any unauthorised access of the Venue’s account or any other breach of security, the Venue shall promptly notify the Company as soon they becomes aware of this materialising.
- If the Venue has been previously banned from the Go Out London Service the Venue accepts and acknowledges that they may not access or use the Service in any way without the express written authorisation of the Company.
- The Company will not be responsible for any loss or damage arising from a Venue’s failure to comply with unauthorised transactions made under a Venue’s account and password the safeguarding of access that lead to.
- The Company shall only authorise the Venue to create, update and monitor their account. If any dispute whatsoever arises due to the usage of their account, the Company reserves the right to suspend a Venue’s account, at its sole discretion, until the Company have investigated the dispute and made a final The Venue therefore hereby agrees that the Company has sole control as to whether any Venue shall be displayed on the Go Out London Service.
- The Venue accepts, warrants and covenants that they are solely responsible for all of their Venue Content that is uploaded, posted, published, displayed on the Company’s website or app.
- The Venue agrees not to, and under any circumstances, shall not assist, encourage or enable third parties to use the Go Out London Service to:
(b) Commit any act that may violate any third-party’s rights, including but not limited to any breach of confidence, trademark, patent, copyright, trade secrets, moral right, privacy right or other;
(c) Remove or modify any copyright, trademark, or any other intellectual or proprietary rights notice that appears on any portion of the Go Out London Service or on any materials printed or copied from the Go Out London Service;
(d) Engage in any form of behaviour towards the Company and members of the Service’s online community that is unlawful, misleading, libelous, defamatory, obscene, vulgar, threatening, abusive, harassing or advocates harassment of another person, pornographic, lewd, suggestive, tortious, fraudulent, violent, psychologically and/or physically harmful, invasive of another’s privacy or publicity rights, racist, or in any way promotes bigotry, hatred or discrimination towards a particular person/group, or otherwise objectionable, which may restrict or inhibit another person from using or enjoying the Service, or which may expose Go Out London or its Venues to any harm or liability of any type;
(e) Impersonate any person or entity, or falsely state or misrepresent your affiliation with a person or entity;
(f) Write any fake or defamatory review, trading reviews with another Venue and/or Venue, or compensate someone or be compensated by someone to write or remove a review posted on the Service;
(g) Engage in any form of unsolicited or unauthorised advertising, promotions, mass mailings, spamming, surveys, transmission of junk mail, chain letters, political campaigning, pyramid schemes, contests, sweepstakes or any other form of solicitation;
(h)Other than appropriate use of an Add-to Link, involves commercial activities (whether or not for profit) and/or sales without the Company’s express consent;
(i) Solicit personal information from anyone under the age of 18 years old, or send invitations to use the Service to individuals under the age of 18 years old;
(j) Pose or create a security risk to the Company, through any attempt or unauthorised access to the Go Out Service, Venue accounts, computer systems or network connected to the Go Out Service through containing viruses, corrupted data or harmful, disruptive or destructive files, hacking, password mining or any other means;
(k) Use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of the Go Out London Service or any Content posted on the Go Out London Service;
Venue Responsibility for any goods, services, materials, products or other listed on the Go Out London Service’s platform(s)
- The Venue hereby grants the company a right to publish Venue Content via the Website, App, or otherwise for the purposes of the Company to facilitate the Venue’s engagement and use of the Service.
- The Venue shall accept and acknowledge that it is solely the responsibility of the Venue to check for the accuracy of any of the Venue Content, including but not limited to its design, grammar and spelling prior to publication on the Go Out London Website and/or App, or any other means whereby the Venue publishes Venue Content via the Service.
- The Venue shall warrant the following:
(a) The Venue will act in good faith at all times;
(b) Any information supplied by the Venue in connection of their Venue Content is accurate, complete and true;
(c) Any publication, reproduction or otherwise of the Venue Content that is made via the service must breach any contract or infringe or violate any copyright, trademark or any other personal or proprietary right of any person or render the Company liable to any claim or proceedings whatsoever;
Limitation of Liability
- These terms and conditions shall apply in full, without any limitation, qualification or proviso whatsoever unless specifically agreed by us in writing.
- The Company shall not be liable for any loss to a Venue(s) should the Company terminate this agreement in accordance with clause 43.
- The liability of the Company in respect of the engagement with the Venue shall be limited as follows:
(a) The Company shall not in any event be liable directly or indirectly to any Venue for consequential loss for any loss or damage, including bodily harm or psychological harm, arising directly or indirectly from a breakdown, an accident, adverse weather conditions or any circumstances beyond the Company’s control (including but without limitation in relations to: any strike, industrial action, fire, flood, acts of God, any consequence of riot or destruction of property by an act of terrorism and any other force majeure event).
(b) The Company shall not, under any circumstances, be liable to any Venue for any direct, indirect or consequential loss or damage to the Venue. This is including but not limited to any form of liability whatsoever for the loss of a Venue’s business operation, loss or interruption of marketing campaign, loss of profits, loss of contracts, loss of anticipated savings, data, goodwill, revenue, or otherwise.
(c) The Company do not own or operate the Venues and nothing in this Agreement shall construe any form of guarantee as to the availability of the Transportation Services and/or Reservations for such that are made through the App, Website or otherwise.
(d) By engaging with the Service, the Venue acknowledges and accepts that during the course of the Company providing the said services pursuant to this Agreement, the Venue may be introduced to third-parties, including but not limited to Venues, Transportation Services, other third parties and or members of the public. In such event, the Company shall not take any responsibility for the actions or omissions of the Venues, Transportation Services, and/or any third-parties. The Venue is therefore advised to take reasonable precautions with respect to any and all interactions with any third-parties encountered in connection with the said Services and use of the App.
(e) The Company does not represent, warrant or guarantee that the App and/or Website will remain uninterrupted or error free, and in the event that the App and/or Website are subject to limitations, delays or other problems inherent in the use of internet and electronic communications, the Company is not responsible for any delays, delivery failures, other damages, or liabilities arising from such problems.
(f) The Company does not guarantee or warrant that by the Venue engaging in the Company’s service, an increase in profit or clientele/customer will result.
- It is the duty of the “Data Controller” to comply with the (UK) General Protection Regulation 2016/679. The “Data Controller” is Innovative Technological Systems Ltd, Unit 11, Churchill Court, 58 Station Road, Harrow, London, HA2 7SA.
- The Company shall comply with the requirements set out under this regulatory provision, and all applicable UK Data Protection legislation, together with any relevant guidance and/or codes of practice issued by the Information Commissioner.
- The Venue consents that the Data Processor will process there personal information, and this shall be only for the purposes connected and strictly necessary with the performance of the Services and pursuant to the terms and conditions contained therein this Agreement. This is including but not limited to the Venue’s:
- (a) Venue’s name, telephone number and e-mail address;
- (b) Travel and location data to include the precise location, including geographical information via GPS, or otherwise to enable the Company to facilitate the ability to provide a list of Venues and/or transportation links based upon the Venue’s location.
- The Company shall comply, at all times, with all the minimum security requirements pursuant to UK Data Protection regulation to ensure the safe transmission, storing, updating and deletion of data in accordance to its retention period.
- The Company shall retain each item of Data, as above, only for as long as necessary with reference to the reasonable cause for which it was obtained.
- The Venue has the right to make a Subject Access Request to the Company to retrieve any information the Company may hold about them pursuant to the terms of this agreement. Any request must be made in writing to the Company, and we shall respond within the prescribed 30 calendar days from the date of validation. The Company shall verify the identity of the Venue making the request on each occasion and take reasonable steps to ensure information about any third- party, not covered by the request, is only disclosed in accordance with UK Data Protection Legislation.
Permission for the use of Location Information
- When using the App on a mobile device or any other electronic device(s) the Venue consents to the transmission of its location information to be received by the Company via the App.
- The Venue acknowledges and accepts that the Company will collect the precise location of the Venue’s device(s) when the App is running in the foreground or background.
- For the purposes of this Agreement, the Venue acknowledges and accepts that the obtaining and sharing of a Venue’s location information is strictly necessary for the Company to provide the Service to the User. The transmission will include the location and geographical information via GPS or otherwise.
- The Venue acknowledges and accepts that the data may in addition be used for furthering and improving the Company’s Services, including quality management performance.
- The Venue shall fully indemnify and hold harmless the Company and Company’s officers, directors, employees, agents, successors and assigns at all times against all claims, demands, proven and direct liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Company arising from any of the actions or omissions that arise in connection with:
- (a) Bodily injury (including death), psychological injury, or damage to tangible personal or real property caused by any act, error or omission, or misconduct by the Venue;
- (b) Breach or violation of any representations, warranties, guarantees, obligations or material terms under this Agreement by the Venue;
- (c) Violation of the rights of any third-party, including Venue(s), and other Venue(s), regulators, governmental authorities or any third-party providers, either directly or indirectly by the Venue;
- (d) Violation of any law or regulation by the Venue.
- This Agreement is effective and shall remain in force until terminated by either the Company or Venue.
- The Company may at its sole discretion terminate this agreement for any reason along with the services provided.
- Should the Company elect to either suspend or terminate a Venue’s account and/or ability to use the Go Out London Service, this may result in the forfeiture and destruction of all information associated with a Venue’s membership. The Company retains the right to remove and or delete any data added to its App or Website by any Venue in accordance with the Company’s Privacy and Data Protection Policies.
- A Venue is permitted, at any time, without notice to terminate their use of their account by following the instructions provided on the Website and App.
- In the event of a concern, claim or dispute, Venues shall communicate directly with the other party in resolving such concern, claim or dispute.
- In the event the Company receives complaints about a Venue, the Company will investigate the complaint at our sole discretion and may request the Venue to respond to the other party directly.
Third- Party Rights
50. The Venue accepts and acknowledges that the license to use the Website, App and the Go Out London Service is conditioned upon compliance with all third-party terms of the agreement.
Entire Agreement and Severability
52. The Company at their discretion may vary the terms and conditions of this agreement, at any time the Company deems necessary.
54. All operative provisions contained therein this Agreement shall remain in full force and effect where the Company has lawfully assigned, transferred or sub-contracted any rights, licenses, or otherwise that are subject to this Agreement to any third-party.
55. Except as otherwise agreed, the Venue warrants that they will not directly or indirectly assign, transfer, sub-contract, or otherwise any rights, licenses or otherwise that are subject to this Agreement to any third-party or deal with in any way, by operation of law, without the prior written consent of Company.
55. The Go Out London Service may contain links to third-party websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by the Company.
56. The Company will not endorse or assume any responsibility for any such third-party sites, information, materials, products or service that is contained on our Website and App.
57. Should the Venue elect to access a third-party website from the Go Out London Service, such as through Facebook, Instagram or Twitter, or other, the Venue shall assume all risks in doing so.
59. The Venue shall expressly release the Company from any liability that may arise out of his use of any third-party website, service or content.
60. The Company shall not be responsible for any loss or damage of any sort in relation to the actions or omissions between any Venue and any third-party.
62. The Venue shall acknowledge and accept compliance with all applicable laws regarding the transmission of technical data exported from the United Kingdom of the country in which the Venue resides in, should it be outside of the UK, and with such local laws and regulations regarding the use and conduct on the internet.
Law and Jurisdiction
63. This Agreement, any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law.
Commencement of this Agreement
- This agreement and the terms herein shall commence when the Venue fills the tick box on the Company’s website or app.