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Document Registered User Terms And Conditions

Version 1.0.1 - Last Updated 28th March 2010

This page, together with the documents referred to on it, tells you the terms under which you register as a user of our website.

1.1. These terms apply to your registered use of our website.

1.2. By registering to use our website you agree to be bound by these terms.

1.3. You should print a copy of these terms for future reference.

1.4. Please click on the button marked "I Accept" at the end of these terms if you accept and agree to them. If you refuse to accept these terms you will not be able to register to use our website.

1.5. Before you register to use our website you should:

  1. make sure that your personal details are complete and accurate;
  2. read and understand these terms.

1.6. You will be bound by these terms once a contract comes into existence between you and us.

1.7. A contract will come into existence between you and us as set out in the How The Contract Is Formed Between You And Us section below.

1.8. English is the only language in which the contract may be concluded.

1.9. The contract will be stored by us and may be accessed by you, and downloaded in a durable medium, within the Account section of our website.

1.10. Headings do not affect the interpretation of these terms.

Definitions

2.1. By "our website" we mean http://www.chooseachallenge.com, any sub folders of http://www.chooseachallenge.com and any domain names which we own which forward to http://www.chooseachallenge.com or which forward to any sub folders of http://www.chooseachallenge.com.

2.2. By "us", "we" and "our" we mean Smith Ellison Ltd.

2.3. By "terms" we mean these Registered User Terms and Conditions, our General Terms of Website Use, our Privacy Policy and your application.

2.4. By "durable medium" we mean any instrument which enables you to store information addressed personally to you in a way accessible for future reference for a period of time adequate for the purposes of the information stored and allows the unchanged reproduction of the information stored. The durable medium we use is PDF (Portable Document Format). The terms which you have agreed to are accessible in the Account part of our website.

2.5. By "use" we mean use, copy, view, distribute, modify, translate, and create derivative works of.

2.6. By "application" we mean your application to become a registered user of our website.

2.7. By "registered user" we mean anyone who has a Choose a Challenge account.

2.8. By "confirmation" we mean as set out in clause 6.5.

2.9. By "content" we mean data, text, information, user names, graphics, photos, profiles, software, music, files, sound, static and mobile images.

2.10. By "force majeure event" we mean as set out in clause 15.

2.11. By "minor" we mean persons who are less than 18 years of age.

2.12. By "our serviced countries" we mean the United Kingdom, Jersey and the United States of America.

Our Information

3.1. Our company name is Smith Ellison Ltd.

3.2. We are registered in England and Wales under company number 06933942.

3.3. Our trading name is Choose a Challenge.

3.4. Our website is http://www.chooseachallenge.com.

3.5. Our registered office is at 33 Poplar Close, Brandon Groves, South Ockendon, Essex, RM15 6TU, United Kingdom.

3.6. Our VAT number is 983 8602 77.

3.7. We are a limited company.

3.8. We are a member of the Fundraising Standards Board (FRSB).

3.9. We are a Corporate Member of the Institute of Fundraising (IoF).

Service Availability

4.1. Our website is only intended for use by people resident in one of our serviced countries.

4.2. We do not accept applications that are made from outside one of our serviced countries.

4.3. We may have to suspend access to our website if we have to deal with technical problems or to make improvements to it. We will let you know in advance when this occurs, unless the problem is urgent or an emergency.

Your Status

5.1. By registering to use our website, you warrant that:

  1. you are legally capable of entering into binding contracts;
  2. you are resident in one of our serviced countries;
  3. you are accessing our website from one of our serviced countries.

5.2. You must be at least 13 years of age to register as a user of our website.

5.3. If you are not legally capable of entering into binding contracts or not at least 13 years of age then we may, acting lawfully, either refuse to accept your application or require your parent or guardian to contract on your behalf or provide any appropriate consent.

How The Contract Is Formed Between You And Us

6.1. You are given the opportunity to check your application and cancel it or amend its content prior to its final submission to us.

6.2. You agree that you will become a registered user immediately on our issuing a confirmation.

6.3. We do not have to accept your application. We will act in accordance with the law when deciding whether or not to accept your application.

6.4. Your application constitutes an offer by you to us to enter into a binding contract with us.

6.5. Subject to clause 6.6, a contract will come into existence and these terms shall become binding on you and us when we issue a confirmation or when you begin to use our website as a registered user whichever is the earlier.

6.6. You may not become a registered user of our website and there will be no contract between you and us if:

  1. you are under 13 years of age;
  2. you are legally prohibited from using our services or registering to use our website;
  3. you are not resident in one of our serviced countries.

Ending Our Contract

7.1. Your registration will last indefinitely unless terminated in accordance with these terms or by operation of law.

7.2. Unless you have booked a challenge which you have not yet completed, you may terminate your registration at any time by contacting us at team@chooseachallenge.com.

7.3. Either party may terminate this contract if the other party is in material breach of these terms and if such breach is capable of remedy the defaulting party has failed to remedy the breach within 10 days notice of the breach or immediately if the breach is incapable of remedy.

7.4. Either party may terminate this contract where required or permitted to do so by law.

7.5. Termination will not affect either party's outstanding rights or duties, including our right to recover from you any money you owe us.

Your Use Of Our Website

8.1. You may only use our website for domestic and private use.

8.2. You agree not to use our website for any commercial or illegal or immoral purpose.

8.3. Without limitation you may not:

  1. use our website to generate, send or facilitate the generation or sending of unsolicited electronic communications or spam;
  2. send communications in breach of the Privacy and Electronic Communications (EC Directive) Regulations 2003 or Data Protection Act 1998 or any other applicable laws;
  3. imitate genuine accounts or create false accounts for any illegal or immoral purpose, including without limitation the purpose of generating or sending spam;
  4. send, upload, distribute or disseminate any unlawful, defamatory, discriminatory, fraudulent, abusive, derogatory, infringing, obscene or otherwise immoral, offensive or objectionable material;
  5. engage in or promote or encourage terrorist or violent activities;
  6. engage in or promote or encourage activities which may harm or corrupt minors or otherwise expose minors to harmful or corrupting influences;
  7. impersonate another person or entity or otherwise misrepresent the sender of any message or other communication;
  8. engage in any illegal file sharing;
  9. pretend to be an official or representative of any organisation;
  10. abuse, harass, stalk, threaten or intimidate any registered user or visitor of our website;
  11. interfere with other registered users' or visitors' enjoyment of our website;
  12. modify, adapt, translate, decompile or reverse engineer our website or any part of it, including without limitation any software or code which underpins our website;
  13. remove any copyright, trade mark or other notices that are part of our website.

8.4. We will terminate your registered user account if we become aware of any of the above activities. We will also cancel your challenge(s). See our Challenge Terms and Conditions for more details.

8.5. You shall not do anything which interferes with or disrupts the operation of our website or any of the services and networks which are associated with our website.

8.6. You must keep your password and login details confidential. You are responsible for any use of our website under your password and login details. We have no responsibility for such use. If you become aware of any unauthorised use of your password or login details please contact us immediately at team@chooseachallenge.com.

8.7. You are solely responsible for any content that you create, transmit, upload or display when using our website and we have no responsibility for such content.

8.8. You understand that by using our website you may receive or be exposed to third party content which you may find indecent, offensive or objectionable but you use the service at your own risk and we are not responsible for such third party content.

8.9. Your user name must not contain any swear words or expletives or any words which could be construed as such in any language.

8.10. Your user name must not denigrate the character or reputation of any entity with which are associated or its officers, employees, personnel, members, customers or stake holders.

8.11. If, in our reasonable opinion, it appears that you have innocently breached clauses 8.9. or 8.10. then you may change your user name at no extra cost.

8.12. Any content you upload to our website will be considered non confidential and non proprietary, and we have the right to use, copy, distribute and disclose to third parties any such material for any purpose. We also have the right to disclose your identity to any third party who is claiming that any material posted or uploaded by you to our website constitutes a violation of their intellectual property rights, or of their right to privacy.

8.13. We have the right to remove content if, in our opinion, such material does not comply with the content standards set out in these terms.

8.14. We have the right to remove content if we are notified that it may be illegal or defamatory.

8.15. Content generated by registered users is not moderated.

Minors

9.1. In accordance with clause 6.6, minors of less than 13 years of age are not permitted to register to use our website.

9.2. The use of our website by minors is subject to the consent of their parent or guardian.

9.3. We advise parents and guardians who permit minors to use our website that it is important that they communicate with them about their safety online. Minors who are using our website should be made aware of the potential risks to them and of their obligation to comply with these terms when using our website.

To find out more about internet safety for minors please visit http://www.direct.gov.uk/en/Parents/Yourchildshealthandsafety/Internetsafety/.

9.4. We will try to assess any possible risks to minors from third parties when they use our website and we will decide in each case whether it is appropriate to use moderation of the relevant service, including what kind of moderation to use, in the light of those risks.

What We Will Do With Your Information

10.1. For details of what information we collect about you, what we will do with it and who we may share it with or transfer it to please see our Privacy Policy.

10.2. You agree that we may use your information in accordance with our Privacy Policy.

Our Liability

11.1. If we fail to comply with these terms we shall not be responsible for any losses that you suffer as a result, except for those losses which we could reasonably foresee would result from the failure to comply with these terms.

11.2. We do not exclude or limit in any way our liability for:

  1. death or personal injury caused by our negligence;
  2. fraud or fraudulent misrepresentation;
  3. any breach of the obligations implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
  4. losses for which it is prohibited by the Consumer Protection Act 1987 to limit or exclude;
  5. for any matter for which it would be illegal for us to exclude or limit, or attempt to exclude or limit, our liability.

11.3. Subject to clauses 11.2.a. to 11.2.e. (inclusive), we are not responsible for indirect losses which happen as a side effect of your main loss or damage, even if such losses result from a deliberate breach of this contract by us that would entitle you to terminate this contract. Such indirect losses include but are not limited to:

  1. wasted costs and expenses;
  2. loss of data;
  3. loss caused by waste of time however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable provided that this clause 11.3 shall not prevent claims for loss of or damage to your tangible property that fall within the terms of clause 11.1 or any other claims for direct financial loss that are not excluded as above.

Written Communications

12.1. We will contact you by email or provide you with information by posting notices on our website.

12.2. For contractual purposes, you agree to this electronic means of communication and you agree that all contracts, notices, information and other communications that we provide to you electronically are in writing. This condition does not affect your statutory rights.

Notices

13.1. All notices given to us must be given to Smith Ellison Ltd by post at 33 Poplar Close, Brandon Groves, South Ockendon, Essex, RM15 6TU, United Kingdom or by email at team@chooseachallenge.com.

13.2. We may give notice to you at either the email or postal address you provide to us when registering, or in any of the ways specified in clauses 12.1. and 12.2.

13.3. Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an email is sent, or 3 days after the date of posting of any letter.

13.4. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.

Transfer Of Rights And Obligations

14.1. The contract between you and us is binding on you and us and on our respective successors and assigns.

14.2. You may not transfer, assign, charge or otherwise dispose of a contract, or any of your rights or obligations arising under it, without our prior written consent.

14.3. We may transfer, assign, charge, sub-contract or otherwise dispose of a contract, or any of our rights or obligations arising under it, at any time during the term of the contract.

Events Outside Our Control

15.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these terms that are caused by events outside our reasonable control (force majeure event).

15.2. A force majeure event includes any act, event, non-occurrence, omission or accident beyond our reasonable control and includes, in particular, without limitation, the following:

  1. strikes, lock-outs or other industrial action;
  2. civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
  3. fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
  4. impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport;
  5. impossibility of the use of public or private telecommunications networks;
  6. the acts, decrees, legislation, regulations or restrictions of any government.

15.3. Our obligations under these terms are suspended for the period that the force majeure event continues, and we will extend the time to perform these obligations for the duration of that period.

15.4. We will take reasonable steps to limit the effects of the force majeure event or to find a solution by which our obligations under these terms can be performed despite the force majeure event.

Waiver

16.1. If we fail, at any time during the term of a contract, to insist upon strict performance of any of your obligations under the contract, or if we fail to exercise any of the rights or remedies to which we are entitled under the contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations. A waiver by us of a particular default shall not constitute a waiver of any other default. No waiver by us of any of these terms shall be effective unless it is expressly stated to be a waiver and is in writing.

Severability

17.1. If any terms, conditions or provisions of a contract are invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

Entire Agreement

18.1. These terms and any document expressly referred to in them are the entire agreement between you and us in relation to your use of our website and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.

18.2. We each acknowledge that, in entering into a contract, neither you or us have relied on any representation, undertaking or promise given by the other or implied from anything said or written in negotiations between you and us prior to such contract except as expressly stated in these terms.

18.3. Neither you or us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any contract (unless such untrue statement was made fraudulently) and the other party's only remedy shall be for breach of contract as provided in these terms.

Variations

19.1. We have the right to revise and amend these Registered User Terms And Conditions from time to time without notice.

19.2. You will be subject to the policies and terms in force at the time of your application unless any change to those policies or these terms is required by law or government or regulatory authority in which case it will apply immediately.

19.3. If we change these Registered User Terms And Conditions then we will post a new version of them on our website.

19.4. You are expected to check this page from time to time to take notice of any changes we have made, as they are binding on you.

19.5. Details of the changes made to these Registered User Terms And Conditions will be available;

  1. within the Directors' Blog section of our website;
  2. within the Terms section of our website;
  3. if you are a registered user, within the Account section of our website.

19.6. If you object to any new Registered User Terms And Conditions then you must file an objection immediately. You may file an objection by contacting us at team@chooseachallenge.com.

19.7. Some of the provisions contained in these Registered User Terms And Conditions may also be superseded by provisions or notices published elsewhere on our website.

Third Party Rights

20.1. Charities, non-profit organisations, universities, companies, societies, challenge providers and any other entity with which we are affiliated have rights under the Contracts (Rights of Third Parties) Act 1999 to enforce or benefit from the protections and disclaimers set out in any of the terms of this contract.

20.2 Other than as stated in clause 20.1, a person who is not a party to this contract has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce or benefit from any term of this contract but this does not affect any right or remedy of a third party which exists, or is available, apart from that Act.

20.3. The rights of the parties to terminate, rescind or agree any variation, waiver or settlement of these terms is not subject to the consent of any person that is not a party to this contract.

Conflict

21.1. If these Registered User Terms and Conditions conflict with your application or our General Terms of Website Use then these Registered User Terms and Conditions shall prevail to the extent of the conflict.

Law And Jurisdiction

22.1. English law will apply to:

  1. these terms;
  2. any dispute or claim arising out of or in connection with these terms or their subject matter or formation (including non-contractual disputes or claims).

22.2. Any dispute or claim arising out of or in connection with our contract (including non-contractual disputes or claims) shall be subject to the non-exclusive jurisdiction of the courts of England and Wales.