END USER LICENSING AGREEMENT (EULA)
PLEASE READ CAREFULLY BEFORE DOWNLOADING OR USING THE SKIFFL APP
This end-user licence agreement (“EULA”) is a legal agreement between you (“End-user” or “you”) and Skiffl Limited (Licensor, us or we) for the “Skiffl App” mobile application software (the “Skiffl App”).
We license use of the Skiffl App to you on the basis of this EULA and subject to any rules or policies applied by any appstore provider or operator from whose website you have downloaded the Skiffl App (the “Appstore” and the “Appstore Rules”). We do not sell the Skiffl App to you; we remain the owners of the Skiffl App at all times.
OPERATING SYSTEM REQUIREMENTS THIS APP REQUIRES:
- A [TYPE OF MOBILE TELEPHONE OR HANDHELD DEVICE] DEVICE WITH A MINIMUM OF [AMOUNT] OF MEMORY.
- INTERNET ACCESS AND THE iOS or ANDROID OPERATING SYSTEM, [VERSION OF OPERATING SYSTEM – iOS]or [VERSION OF OPERATING SYSTEM – ANDROID] .
- BY DOWNLOADING THE SKIFFL APP OR CLICKING ON THE “ACCEPT” BUTTON BELOW YOU AGREE TO THE TERMS OF THIS EULA WHICH WILL LEGALLY BIND YOU. THE TERMS OF THIS EULA INCLUDE, IN PARTICULAR, THE PRIVACY AND COOKIES POLICY DEFINED IN CLAUSE 2.6 AND LIMITATIONS ON LIABILITY IN CLAUSE 9.
- IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, WE WILL NOT LICENSE THE SKIFFL APP TO YOU AND YOU MUST STOP THE DOWNLOADING PROCESS NOW BY CLICKING ON THE “CANCEL” BUTTON BELOW. IN THIS CASE THE DOWNLOADING PROCESS WILL TERMINATE.
- You should print a copy of this EULA for future reference. This EULA can be accessed at www.skiffl.com/terms-of-use.
1. Information about us
1.1 We are Skiffl Limited, a company registered in England and Wales. Our company registration number is 10226047 and our registered office is at 26 Greek Street, Stockport, Cheshire, United Kingdom, SK3 8AB.
1.2 You can contact us by telephoning our customer service team at [NUMBER] or by writing to us at [EMAIL ADDRESS].
1.3 If we have to contact you, we will do so by telephone or by writing to you at the email address or postal address you provided to us in your Order (as defined below).
1.4 When we use the words “writing” or “written” in this EULA, this includes emails.
1.5 In this EULA, any words following the terms “including”, “include”, “in particular” or “for example” or any similar phrase shall be construed as illustrative and shall not limit the generality of the related general words.
2.1 The terms of this EULA apply to the Skiffl App or any of the services accessible through the Skiffl App (the “Services”), including any updates or supplements to the Skiffl App or any Services, unless they come with separate terms, in which case those terms apply. If any open-source software is included in the Skiffl App or any Services, the terms of an open-source licence may override some of the terms of this EULA.
2.2 We may change this EULA at any time by sending you an email with details of the change or notifying you of a change when you next start the Skiffl App. The new terms may be displayed on-screen and you may be required to read and accept them to continue your use of the Services.
2.3 From time to time updates to the Skiffl App may be issued through the Appstore. Depending on the update, you may not be able to use the Services until you have downloaded the latest version of the Skiffl App and accepted any new terms.
2.4 From time to time we may automatically update the Skiffl App and change the Service to improve performance, enhance functionality, reflect changes to the operating system or address security issues. If you choose not to install such updates or if you opt out of automatic updates you may not be able to continue using the Skiffl App and the Services.
2.5 If the device onto which you intend to download the Skiffl App (“Device”) is not owned by you, you will be assumed to have obtained permission from the owner of that Device to download a copy of the Skiffl App onto that Device. You and they may be charged by your and their service providers for Internet access on the Device. You accept responsibility in accordance with the terms of this EULA for the use of the Skiffl App or any Services on or in relation to any Device, whether or not it is owned by you.
2.6 The terms of our Privacy and Cookies Policy (“Privacy and Cookies Policy”) are incorporated into this EULA by reference and apply to the Services. Additionally, by using the Skiffl App or any Services, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information you send using the Skiffl App or any Services may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.
2.7 By using the Skiffl App or any of the Services, you consent to us collecting and using technical information about the Device and related software, hardware and peripherals for Services that are Internet-based or wireless to improve our products and to provide any Services to you.
2.8 Certain Services will make use of location data sent from the Device. You can turn off this functionality at any time by turning off the location services settings for the Skiffl App on the Device. If you use these Services, you consent to us and our affiliates’ and licensees’ transmission, collection, retention, maintenance, processing and use of your location data and queries to provide and improve location-based products and services. You may withdraw this consent at any time by turning off the location services settings on the Device.
2.9 The Skiffl App or any Services may contain links to other independent third-party websites (“Third-party Sites”). Third-party Sites are not under our control, and we are not responsible for and do not endorse their content or their privacy policies (if any). You will need to make your own independent judgement regarding your interaction with any Third-party Sites, including the purchase and use of any products or services accessible through them.
3. The Services
3.1 You may only download and use the Skiffl App if you are at least 18 years’ old.
3.2 When using the Skiffl App and the Services, you will be able to search for entertainment and hospitality venues (each a “Venue”) that are local to your current location and see the price for various entertainment and hospitality packages that each Venue offers (the “Packages”). You will then be able to select and purchase specific Packages from a Venue, on a particular date, and for a particular timeframe (the “Package Timeslot”) which will be available to you on arrival at the Venue.
3.3 Once you have selected the Packages you wish to order from the menu of your chosen Venue on the Skiffl App and provided the other information required by the Skiffl App, you will be given the opportunity to submit your order for those Packages (your “Order”) by touching the “proceed”, “place an order” or similar button. You should check all the information that you enter and correct any errors before submitting your Order. When you submit your Order, we pass that Order directly to the relevant Venue. Details of whether your Order has been accepted by the relevant Venue and any information relating to the provision of the Packages by the Venue will be provided to you by email by us or the relevant Venue.
3.4 Each Order that you submit will be subject to the terms and conditions of the relevant Venue, which will be available to you through the Skiffl App and sent to you once you have submitted your Order.
3.5 You have 14 days after the day you receive an email to confirm the Venue accepts your order to cancel your Order. However, once the Venue has provided the Packages you cannot change your mind, even if the cancellation period is still running. If you do want to cancel your Order, you can use the Cancellation Form[NZ1] .
3.6 For the avoidance of doubt, whilst we field any complaints you may have in respect of a Venue and/or the Packages you receive from them, the relevant Venue shall be responsible ultimately for dealing with all complaints made by you, and all refunds granted to you; any such correspondence should be directed to the relevant Venue.
3.7 You authorise us to act as your limited representative solely to conclude a contract on your behalf between you and the relevant Venue. We help to facilitate transactions that are carried out using the Services, but we are not a Venue and we do not provide Packages. We provide a platform for Venues and consumers to complete transactions in accordance with the provisions of this EULA and any agreement between us and Venues.
3.8 We are not an agent of the Venue and, subject to clause 9.5 below, we shall not have any liability for the Packages they provide (or fail to provide). All contracts are formed solely between you and the relevant Venue, and the enforcement of any such contract is the responsibility of you and the relevant Venue (being the parties to that transaction), and, subject to clause 9.5 below, we shall not have any liability for the failure of either you or the relevant Venue to fulfil such obligations. However, to the extent that we collect any payment from you on behalf of any Venue, we shall be a fee-collecting agent; as a fee-collecting agent, we shall be responsible for collecting payment for Packages from you and passing that payment on to the relevant Venue. We may act as a liaison in respect of disputes between you and the relevant Venue using our complaints procedure, but we are not obliged to mediate between you and any Venue or to enforce or execute any fulfilment of any contract.
3.9 You use the Services and the Packages at your own risk.
3.10 Before you submit your Order, you will be prompted to insert your payment details. We use Stripe to process all payments through the Skiffl App. Once you have submitted your Order and your payment (if applicable) has been authorised, we will not be able to help you to change or cancel your Order. If you wish to change or cancel your Order, you may contact the Venue using the contact details contained in the confirmation email you receive once you have submitted your Order, [or by following the instructions in the Skiffl App]. Please note, if you cancel your Order less than 24 hours before the commencement of the Package Timeslot, the Venue will charge you a cancellation fee of 10% of the price you have paid for that Package. Refunds will be dealt with in accordance with the terms and conditions of the relevant Venue, which will be available to you when you place your Order.
3.11 Where any payment you make is not authorised, your Order will not be processed or communicated to the relevant Venue. We will inform you if this happens.
3.12 On receipt of your Order, we will begin processing it by sending it to the relevant Venue. Please note that any confirmation page that you may see on the Skiffl App merely indicates that your Order has been received and is being processed by us, and does not necessarily mean that your Order has been accepted by the Venue. We encourage all our Venues to accept all Orders and to communicate any rejection promptly, and we will inform you (usually by email) as soon as reasonably practicable if a Venue rejects your Order. However, Venues have the discretion to reject Orders at any time because they are too busy or for any other reason. We will send you a confirmation email once your Order has been accepted.
4. Price and payment
4.1 Prices for Venues and Packages will be as quoted in the Skiffl App. These prices [include VAT] and may exclude any online payment administration charge imposed by the Venue (if you pay for your Order on the Skiffl App). These will be added to the total amount due where applicable.
4.2 The Skiffl App contains a large number of menus for Packages and it is possible that some of the menus may include incorrect prices. Venues will normally check prices before accepting your Order so that, where the correct price at your Order date is less than our stated price on the Skiffl App at your Order date, you will be charged the lower amount. If the correct price at your Order date is higher than the price stated on the Skiffl App, we will contact you for your instructions before the Venue accepts your Order.
4.3 If you pay using Stripe, you may be required to show the card used for payment to the Venue at the time of delivery as proof of identification and so that they can check that the card conforms to the receipt data for the Order. Please note that from time to time there may be delays with the processing of card payments and transactions; this may result in a delay in deducting payments from your bank account or being charged to your credit or debit card.
4.4 If you have a credit or discount voucher to use with the Skiffl App, you will be able to use the voucher only when you pay with Stripe. Due to the way banks operate, it may be that the full value of your Order (without the credit or discount being applied) may be set-aside, and unavailable, within your account until such time as your bank transfers the money for the Order to us; at that point, we will apply the credit or discount, and the credited or discount money will be transferred back into your bank account and will be available to you. You acknowledge that the transfer of this money back into your bank account is the responsibility of your bank or card issuer and neither we (subject to clause 9.5 below) nor the relevant Venue will be responsible or liable to you in relation to any delay by your bank or card issuer to release the money back to you.
4.5 Due to the way banks work, once you have submitted an Order that you are paying for by Stripe and your payment has been authorised, your bank or card issuer will set-aside the value of your Order in your account, and that amount will be unavailable to you. If the relevant Venue then rejects your Order or your Order is cancelled for some other reason, your bank or card issuer will not transfer the money for the Order to us, and will instead release the money back to you. This may take a few days, depending on your bank or card issuer. You acknowledge and agree that neither we (subject to clause 9.5 below) nor the relevant Venue will be responsible or liable to you in relation to this delay by your bank or card issuer to release the money back to you.
5. Grant and scope of licence
5.1 In consideration of you agreeing to abide by the terms of this EULA, we grant you a non-transferable, non-exclusive licence to use the Skiffl App on the Device, subject to these terms, the Privacy and Cookies Policy and the Appstore Rules, incorporated into this EULA by reference. We reserve all other rights.
5.2 You may download a copy of the Skiffl App onto one mobile device and to view, use and display the Skiffl App on the Device for your personal purposes only.
6. Licence restrictions
Except as expressly set out in this EULA or as permitted by any local law, you agree:
(a) not to copy the Skiffl App except where such copying is incidental to normal use of the Skiffl App, or where it is necessary for the purpose of back-up or operational security;
(b) not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Skiffl App;
(c) not to make alterations to, or modifications of, the whole or any part of the Skiffl App, or permit the Skiffl App or any part of it to be combined with, or become incorporated in, any other programs;
(d) not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Skiffl App or attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Skiffl App with another software program, and provided that the information obtained by you during such activities:
(i) is used only for the purpose of achieving inter-operability of the Skiffl App with another software program;
(ii) is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
(iii) is not used to create any software that is substantially similar to the Skiffl App;
(e) to keep all copies of the Skiffl App secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Skiffl App;
(f) to include our copyright notice on all entire and partial copies you make of the Skiffl App on any medium;
(g) not to provide or otherwise make available the Skiffl App in whole or in part (including object and source code), in any form to any person without prior written consent from us; and
(h) to comply with all technology control or export laws and regulations that apply to the technology used or supported by the Skiffl App or any Service (“Technology”);
together, the “Licence Restrictions”.
7. Acceptable use restrictions
(a) not use the Skiffl App or any Services in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this EULA, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the Skiffl App, any Services or any operating system;
(b) not infringe our intellectual property rights or those of any third party in relation to your use of the Skiffl App or any Services, including the submission of any material (to the extent that such use is not licensed by this EULA);
(c) not transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of the Skiffl App or any Services;
(d) not use the Skiffl App or any Services in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; and
(e) not collect or harvest any information or data from any Services or our systems or attempt to decipher any transmissions to or from the servers running any Service.
together “Acceptable Use Restrictions”.
8. Intellectual property rights
8.1 You acknowledge that all intellectual property rights in the Skiffl App and the Technology anywhere in the world belong to us or our licensors, that rights in the Skiffl App are licensed (not sold) to you, and that you have no rights in, or to, the Skiffl App or the Technology other than the right to use each of them in accordance with the terms of this EULA.
8.2 You acknowledge that you have no right to have access to the Skiffl App in source-code form.
9. Limitation of liability
9.1 You acknowledge that the Skiffl App has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Skiffl App meet your requirements.
9.2 We only supply the Skiffl App for domestic and private use. You agree not to use the Skiffl App for any commercial, business or resale purposes, and, subject to clause 9.5 below, we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
9.3 We are only responsible for loss or damage you suffer that is a foreseeable result of our breach of this EULA or our negligence up to the limit specified in clause 9.4 below, but we are not responsible for any unforeseeable loss or damage. Loss or damage is foreseeable if it is an obvious consequence of our breach or if they were contemplated by you and us at the time we granted you the EULA.
9.4 Our maximum aggregate liability under or in connection with this EULA (including your use of any Services) whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to [£50]. This does not apply to the types of loss set out in clause 9.5 below.
9.5 Nothing in this EULA shall limit or exclude our liability for:
(a) death or personal injury resulting from our negligence;
(b) fraud or fraudulent misrepresentation; and/or
(c) any other liability that cannot be excluded or limited by English law.
10.1 This EULA shall commence on the date on which you download the Skiffl App and accept the terms of this EULA. This EULA will continue until you delete the Skiffl App, or we otherwise terminate this EULA and your right to use the Skiffl App.
10.2 Without prejudice to any of our rights or remedies, whether under this EULA or at law, we may terminate this EULA for any reason with immediate effect by giving you notice.
10.3 On termination for any reason:
(a) all rights granted to you under this EULA shall cease;
(b) you must immediately cease all activities authorised by this EULA, including, but not limited to, your use of any Services;
(c) you must immediately delete or remove the Skiffl App from the Device, and immediately destroy all copies of the Skiffl App (if any) then in your possession, custody or control and certify to us that you have done so;
(d) we may remotely access the Device and remove the Skiffl App from it and cease providing you with access to the Services; and
(e) for the avoidance of doubt, for any Order in respect of which you have already received an Order acceptance from the relevant Venue, you have a contract with that Venue (and not us) in respect of that Order which will be unaffected by termination of this EULA only.
11. Communication between us
11.1 If you wish to contact us in writing, or if any provision in this EULA requires you to give us notice in writing, you can send this to us by e-mail or by prepaid post to Skiffl Limited at 26 Greek Street, Stockport, Cheshire, United Kingdom, SK3 8AB and email@example.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.
11.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your request for the Skiffl App.
12. Other important terms
12.1 We may transfer this EULA to someone else: We may transfer our rights and obligations under this EULA to another organisation.
12.2 You need our consent to transfer your rights under this EULA to someone else: You may only transfer your rights or your obligations under this EULA to another person if we agree to this in writing.
12.3 Nobody else has any rights under this EULA: This EULA is between you and us. No other person shall have any rights to enforce any of its terms.
12.4 If a court finds part of this EULA illegal, the rest will continue in force: Each of the conditions of this EULA operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining conditions will remain in full force and effect.
12.5 Even if we delay in enforcing this EULA, we can still enforce it later: If we do not insist immediately that you do anything you are required to do under this EULA, or if we delay in taking steps against you in respect of your breaking this EULA, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
12.6 Which laws apply to this EULA and where you may bring legal proceedings: This EULA (including, but not limited to, all non-contractual disputes and claims arising out of or in connection with it) shall be governed by and construed in accordance with English law. Any dispute or claim arising out of or in connection with this EULA shall be subject to the exclusive jurisdiction of the English courts, except where, by law, such dispute or claim must be brought in the jurisdiction in which you are domiciled, or where the relevant law contains mandatory provisions that override such exclusive jurisdiction.
[NZ1]You have to make this available, whether through the App or the Website, and provide other routes to cancel as well. We have provided a specimen cancellation form at the end of the EULA which you may use.