1.1 The definitions and rules of interpretation in this condition apply in these donation terms and conditions (Conditions).Acceptance
: Giving Aid’s acceptance as set out in Clause 2.2.Charity
: means one of the Charities identified on the Site at www.givingaid.co.uk.Contract
: the Customer's completed Subscription and these Conditions. Customer
: the person, firm or company who completes the registration form for the purpose of making donations to the charity they have nominated.Registered Customer
: the person, firm or company who completes the registration form an continues to make donations via the Giving Aid system.Donation
: a donation which shall be no less than £10.00. Friend
: a person, firm or company introduced by the Customer to the Site.Subscription
: means the subscription form accessible at[http://www.givingaid.co.uk/account/account_registration. asp ].Services
: the Charity donation services to be provided by Giving Aid to the Customer under the Contract. Site
. Giving Aid
: Giving Aid Limited is a company registered in England and Wales. The Companies number is: 06668020 and its registered office is:
1 Darklake View, Estover, Plymouth PL6 7TL
1.2 Headings in these conditions shall not affect their interpretation.
1.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.4 A reference to writing or written includes faxes but not e-mail.
1.5 Any obligation in the Contract on a person not to do something includes, without limitation, an obligation not to agree, allow, permit or acquiesce in that thing being done.
2. APPLICATION OF CONDITIONS
2.1 These Conditions shall:
(a) apply to and be incorporated into the Contract; and
(b) prevail over any inconsistent terms or conditions supplied by the Customer.
2.2 The Customer's completion of the Subscription constitutes an offer by the Customer to subscribe for the Services subject to these Conditions. The Customer’s offer shall be accepted by Giving Aid when a unique username and password is issued to Customer by Giving Aid (“Acceptance”).
3. CHARITIES AND ORGANISATIONS FEATURED ON THE SITE
3.1 The Site allows Customers to donate money directly to Charities of the their choice via the website. It is the Customer’s responsibility to ensure that they donate money to the Charity intended by completing the appropriate box on the Subscription.
3.2 Each Charity featured on the Site has registered with Giving Aid to receive donations online through the Site or has been nominated by the customer with a correct Charity number. At this time only 'Operation Henry' will be 'live' and able to accept donations as of October 2011 until further notice. However, customers will be able to register and introduce members during the pre-launch period and nominate other Charities.
4. COMMENCEMENT AND DURATION
4.1 The Services supplied under the Contract shall be provided by Giving Aid to the Customer from the date of Acceptance.
4.2 The Services supplied under the Contract shall continue to be supplied, unless the Contract is terminated in accordance with condition 10.
5. CHARGES AND PAYMENT
5.1 In consideration of the provision of the Services by Giving Aid, the Customer shall pay the monthly donation.
5.2 The monthly donation shall be payable monthly in advance on the same day of each month on which the first payment was made by the Customer and the Customer shall be a “Registered 'Partner' ” for any month in respect of which their donation has been paid.
5.3 The donation shall be paid by direct debit or Credit Card directly into the bank account of the nominated charity via the website.
5.4 If the Customer fails to pay the donation on the relevant due date, Giving Aid shall suspend all Services until payment has been made in full.
5.5 Giving Aid will invoice the charities one month in arrears up to a maximum of 15% for administration.
5.6 Time for payment shall be of the essence of the Contract.
5.7 The nominated charities will not refund any donation made by the Customer.
5.8 All payments under this Contract are exclusive of VAT.
6. USE OF DONATIONS
6.1 Giving Aid does not accept any responsibility for the way in which the participating Charities use the donations. Charities may reserve the right to use the donations for general purposes.
7. CASH-BACK INCENTIVE SCHEME
7.1 The participating charities will all operate a cash-back incentive scheme for all Customers who have registered and have made donations via the Site. For the avoidance of doubt, the cash-back incentive scheme shall cease to apply if the Customer ceases to be a Registered Customer.
7.2 The cash-back incentive scheme shall only apply to a Customer, if:
(a) that Customer is a Registered Customer; and
(b) has introduced Friends to the Site; and
(c) Friends have completed the registration and continue to pay a donation.
7.3 Provided that the Customer has complied with all obligations under clause 7.2, The participating charities shall pay the Customer up to £2.50 of donations made by the Customer who the have directly introduced by the sponsor through the Site being the sum retained under clause 5.5.(a);
7.4 The participating charities shall pay the cash-back payments set out in clause 7.3 to the Customer to a bank account nominated by the Customer in its Subscription at the end of each month, whilst the Customer is a Registered Customer.
7.5 Giving Aid shall make payments once the account due is £10 or more.
8. LIMITATION OF LIABILITY
8.1 This condition 8 sets out the entire financial liability of Giving Aid (including any liability for the acts or omissions of its employees, agents, consultants, and subcontractors) to the Customer in respect of:
(a) any breach of the Contract;
(b) any representation, statement or tortious act or omission (including negligence) arising under or in connection with the Contract.
8.2 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.
8.3 Nothing in these Conditions limits or excludes the liability of the Giving Aid:
(a) for death or personal injury resulting from negligence; or
(b) for any damage or liability incurred by the Customer as a result of fraud or fraudulent misrepresentation by Giving Aid.
8.4 Subject to condition 8.2 and condition 8.3
(a) Giving Aid shall not be liable for loss of profits; loss of business; depletion of goodwill and/or similar losses; loss of anticipated savings; loss of goods; loss of contract; loss of use; loss of corruption of data or information; any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses.
(b) the Giving Aid's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance, or contemplated performance, of the Contract shall be limited to the Donation paid by the Customer.
9. DATA PROTECTION
10.1 Without prejudice to any other rights or remedies which Giving Aid may have, Giving Aid may terminate the Contract without liability to the Customer immediately on giving notice to the Customer if:
(a) the Customer fails to pay any amount due under the Contract on the due date for payment;
(b) the Customer commits a breach of any of the terms of the Contract and (if such a breach is remediable) fails to remedy that breach within 30 days of that party being notified in writing of the breach;
(c) the Customer suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or (being a company) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or (being a natural person) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986 or (being a partnership) has any partner to whom any of the foregoing apply; or
(d) any event occurs, or proceeding is taken, with respect to the other party in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in condition 10.1(c).
11. FORCE MAJEURE
Giving Aid shall have no liability to the Customer under the Contract if it is prevented from, or delayed in performing, its obligations under the Contract or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including (without limitation) strikes, lock-outs or other industrial disputes (whether involving the workforce of Giving Aid or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of Giving Aids or subcontractors.
12.1 Giving Aid may, from time to time and without notice, change the Services in order to comply with any applicable statutory requirements, provided that such changes do not materially affect the nature, scope of, or the charges for the Services.
13.1 If any provision of the Contract (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of the Contract, and the validity and enforceability of the other provisions of the Contract shall not be affected.
14. ENTIRE AGREEMENT
The Contract constitutes the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter.
15.1 The Customer shall not, without the prior written consent of Giving Aid, assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract.
16. RIGHTS OF THIRD PARTIES
A person who is not a party to the Contract shall not have any rights under or in connection with it.
17.1 Any notice required to be given under the Contract shall be in writing and shall be delivered personally, or sent by pre-paid first-class post, recorded delivery or by commercial courier to the other party.
17.2 Any notice shall be deemed to have been duly received if delivered personally, when left at the address and for the contact, if sent by pre-paid first-class post or recorded delivery, at 9.00 am on the second business day after posting, or if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed.
18. GOVERNING LAW AND JURISDICTION
18.1 The Contract, and any dispute or claim arising out of or in connection with it or its subject matter, shall be governed by, and construed in accordance with, the law of England and Wales.
18.2 The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of, or in connection with, the Contract or its subject matter.
Last updated on [14 JULY 2011]