- Definition
“Contract” means the agreement between The Business Growth Network and the Member or Patron upon these terms and conditions.
“Contract Price” means the amount payable by the Member or Patron.
“Events” means any conference, trade show, exhibition, meeting or other gathering (including an online event) hosted by or on behalf of, The Business Growth Network
“The Business Growth Network” means the Company known as The Business Growth Network Limited registered number 11632521.
“Member” means the organisation or entity that subscribes to Membership Services exclusively for business purposes. It shall not include a Consumer within the meaning of the Consumer Rights Act 2015.
“Membership Services” means the services and entitlements associated with the various subscription packages offered by The Business Growth Network which may, from time to time, include listings on the Website and profile promotion on Social Media, printed media, webinars, access to events and access to Sponsors.
“Patron” means the organisation or entity that subscribes to Sponsorship Services exclusively for business purposes. It shall not include a Consumer within the meaning of the Consumer Rights Act 2015.
“Intellectual Property Rights” means patents, rights to inventions, copyright and related rights, moral rights, trademarks, business names and domain names, rights in get-up, 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.
“Licence” means permitted access to, and inclusion in, the Website, permitted use of the Logo and access to Membership or Sponsorship Services pursuant to the terms and conditions of this Contract.
“Logo” means the logo “The Business Growth Network”.
“Order” means the placing of an order for any of the Membership or Sponsorship Services. An Order may be placed by telephone, email or other correspondence and will commence upon the date set out in the Order as accepted by the Member or Patron or at the latest, upon access to the Services.
“Social Media” means the channels, sites and postings made by The Business Growth Network on any social media sites including without limitation, Facebook, Twitter, Instagram, LinkedIn third parties’ websites and YouTube and What’s App.
“Sponsorship Services” means the services and entitlements associated with the sponsorship subscription packages offered by The Business Growth Network which may, from time to time, include listings on the Website, Social Media, access to Events and access to Members.
“Website” means The Business Growth Network website.
- The Basis of Access to Services
2.1 Acceptance of the Contract for Membership or Sponsorship Services (together “Services”) occurs upon receipt by The Business Growth Network of the Order via our website or email confirmation from the Member. Provided that the Member pays the Contract Price or any instalment as it falls due, the Contract shall continue in full force and effect until the expiry of the 12 months or another fixed term period unless terminated in accordance with clause 9.
2.2 The Business Growth Network shall have the right to vary the terms of the Contract from time to time including amending prices. Members and Sponsors shall be deemed to have accepted the terms of the Contract (as varied) upon continuing to pay an instalment or continuing their entitlement to access the Services until the expiry of the 12 months on a our fixed term memberships.
2.3 Access to the Services is provided solely to the Member or to the Patron. Services may be used by multiple people always provided that no more than one Member or Patron is in receipt of the Services.
2.4 Any dates for the provision of the Services including any Events, are approximate only and time is not of the essence.
- Payment of the Contract Price
3.1 The Contract Price is calculated by reference to the relevant subscription package for the fixed term commencing upon the date identified in the Order or at the latest, the commencement of access to the Services. The Member or the Patron shall pay to The Business Growth Network the Contract Price comprised of (as required);
3.1.1 All membership levels are shown in 30 days instalment and can be paid either
3.1.2 with annual fee via DD using GoCardless or Card Payments via Paypal.
3.2 The Contract Price is net of VAT or any further duty (whether or not initially charged by The Business Growth Network) and payable in addition to the Contract Price and will include any increase applicable to the rate of such tax or duty.
3.3 The Contract Price may be increased at the discretion of the business as long as notice is given to the Member or Patron or following the expiry of the annual fixed term or monthly contract.
3.4 Upon receipt of the Order by The Business Growth Network, the Contract Price is payable in full without any deduction or set-off. Time is of the essence for payment for any of the instalments.
3.5 The Business Growth Network reserves the right to suspend access to the Services pending full payment by the Member or Patron of all outstanding amounts due.
4. Licence and Permitted Use
4.1 In consideration of the Contract Price, and subject to the terms of the Order, The Business Growth Network grants to the Member or Patron a limited, non-exclusive and non-transferable licence to gain access to inclusion in the Website, Social Media and to the Services and/or to benefit from using the Logo and Intellectual Property associated with The Business Growth Network, in accordance with the terms of this Contract, for as long as Contract Price is paid, subject to the conditions below.
4.2 All Intellectual Property Rights relating to the Website, Social Media, the Logo and the Services shall be the property of The Business Growth Network and the Member or Patron shall have no rights thereto except for the licence to use it granted by this Contract.
4.3 The Member or Patron shall not allow the use of the Website, Social Media, the Logo and the Services by, or for the benefit of, any entity other than the Member or the Patron respectively.
4.4 The Member or Patron has no right, and shall not permit any third party, to use, copy adapt, reverse engineer, decompile, disassemble or modify the Website, Social media or the Logo in whole or in part other than for the permitted purposes of this Licence.
4.5 The Member or the Patron shall not use any information provided by The Business Growth Network to create, use or publicise, an offering whose expression is substantially similar to that of the Website, Social Media, Logo or Services, nor use any information in any manner which would be restricted by any copyright subsisting in it, without the prior written consent of The Business Growth Network.
4.6 Nothing in this clause prevents the Member or Patron from using their own intellectual property associated with their entity.
5. The Obligations of the Member or Patron
5.1 The provision of the Services is provided subject to the following conditions which shall comprise the obligations of the Member or the Patron. The Member or Patron agrees to;
5.1.1 Upon request, provide information suitable for use with the Website, Social Media, including without limitation, the address, website and contact details of the Member or Patron, any artwork, branding and images together with any additional requested information concerning the Member or Patron;
5.1.2 Be responsible for fully cooperating with The Business Growth Network and in particular, shall provide all information required by The Business Growth Network and shall facilitate actual or deemed consent to; news articles, blog posts, case studies, interviews, videos and other content for Social Media broadcasted by or on behalf of The Business Growth Network.
5.1.3 To investigate any possible problem with the Website, Social Media and to determine to the best of its ability the cause and then notify The Business Growth Network ;
5.1.4 In relation to the Events, to comply with the agenda and any reasonable instructions concerning the Event including, without limitation, any health and safety or other regulatory guidance and any admission criteria including the wearing of personal protective equipment and maximum numbers.
5.1.5 In relation to the Events (including the exhibitions): (i) to carry out a risk assessment concerning their participation,(ii) to hold and provide a current and valid certificate of Employer Liability and Public Liability insurance and (iii) to be fully responsible for the personal safety of their employees and any visitors to their company premises and exhibition stand (if applicable) and the use of their equipment at the Event.
5.1.6 To comply with any The Business Growth Network Code of Conduct including in the posting of information on the Website and Social Media and not include any content that is untrue, defamatory, unlawful or which has as its object the harassment or lowering of the reputation of any entity, group or person.
5.1.7 To deal politely with the staff and representatives of The Business Growth Network, together with other Members and Patrons and to refrain from using verbal abuse, aggressive, inappropriate or threatening behaviour.
6. Warranties
6.1 The Business Growth Network warrants that the Services, including any Events, the Website and its Social Media will substantially perform the functions and have the features as described on the relevant version of The Business Growth Network website, at the date of commencement of the Contract.
6.2 In the event of a problem with the Website, Social Media, the Member’s or Patron’s sole remedy shall be limited to fixing or re-installation.
6.3 The Website and Social Media are not solely supported by The Business Growth Network. The Member and Patron acknowledge that enhancements and updates shall be provided from time to time and that access may be affected during this process.
6.4 Members and Patrons may from time to time submit postings on the Website or Social Media. The Business Growth Network does not accept any responsibility for the content provided by or on behalf of Members or Patrons.
6.5 The Business Growth Network does not warrant that the use of, and access to, the Website and Social Media will be uninterrupted or error-free and specifically does not warrant the Website and Social Media will be provided in case of lack of internet connectivity as a result of a fault by the data host, the Member, Patron or any third party.
6.6 The Member or Patron accepts responsibility for the selection of which subscription package will achieve its intended results and acknowledges that they are not provided to meet the individual requirements of the Member or Patron.
6.7 The Business Growth Network does not provide any warranties in relation to the Events, including the size of the event, the occurrence, the timing, the content and duration of the programme, the speakers and the number of Members, Patrons or delegates attending the Event.
6.8 The Business Growth Network shall have the right to cancel the Event or to limit numbers to the Event according to the size of the venue and shall have the right to refuse access to any event.
6.9 In the event of a warranty claim, The Business Growth Network shall have the option to terminate this Contract immediately by notice in writing to the Member or Patron and refund part of the Contract Price (less any amounts due to the end of the fixed term). If so terminated, this shall be the sole remedy under this Contract for a member or Patron.
6.10 There is no warranty in relation to the Website, Social Media, the Services, including the Events, if any part of the problem or failure results from a third party, the Member or the Patron or for any reason outside the Business Growth Network’s control. This includes any security breaches, cyber-attacks or other third-party spam attacks using information gained from the Website.
7. Exemptions and Limitations of Liability
7.1 The Member or Patron accepts that it is responsible for its selection of the subscription package and how it will meet its specific requirements. In particular, The Business Growth Network does not accept any liability for whether the Member’s Order will meet the Member’s requirements.
7.2 The Member or Patron shall always inform The Business Growth Network of any alleged loss in connection with this Contract and shall afford it a reasonable opportunity of correcting the alleged default or terminating the Contract in accordance with clause 6.9 above.
7.3 Whilst The Business Growth Network may accept liability for death or personal injury directly and solely caused by its act or omission, it will not be liable for any loss or damage howsoever caused (even if foreseeable) in connection with the Contract, including any loss or damage caused by third parties, suppliers, Members, Patrons, Social Media hosts, users or delegates to events.
7.4 The Business Growth Network will not be liable for any losses where the Contract has been terminated or the problem has been rectified.
7.5 The Business Growth Network will not be liable to its Members or Patrons for:
7.5.1 Any loss of profits; or
7.5.2 Any loss of data or failure to comply with Data Protection Legislation
7.5.3 Any loss of business; or
7.5.4 Depletion of any goodwill and/or similar losses; or
7.5.5 Any loss of revenue; or
7.5.6 Any wasted costs or expenses; or
7.5.7 Any loss of anticipated savings; or
7.5.8 Any loss of goods or services; or
7.5.9 Any loss of contract; or
7.5.10 Any loss of reputation; or
7.5.11 Any loss caused by The Business Growth Network their employees or agents, as a result of the actions or instructions of any Member or Patron;
7.6 The Business Growth Network will not be liable for any special, indirect, consequential or pure economic or financial loss, costs, damages, charges or expenses.
7.7 The Business Growth Network’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 this Contract shall in all circumstances and for all losses arising out of one incident, be limited to the total Contract Price for 12 months.
7.8 Where The Business Growth Network has introduced the Member to any Patron, or a third party as the supplier of any goods or services to the Member, The Business Growth Network gives no warranty or guarantee as to the suitability or quality of the goods or services provided.
7.9 Where The Business Growth Network has introduced the Patron to any Member or third party, The Business Growth Network gives no warranty or guarantee as to the creditworthiness or standing of the Member or third party.
7.10 The Member or Patron acknowledges that the Contract Price has been calculated on the basis that The Business Growth Network excludes and/or limits its liability to the Member or Patron in accordance with the Contract and that the exclusions and limitations contained in the Contract are fair and reasonable in all the circumstances known at the date of the Contract.
7.11 Each of the limitations and exclusions set out above is to be construed as a separate limitation or exclusion, applying where other limitations or exclusions are held inapplicable or unreasonable and shall remain in force despite termination of the Contract.
8. Confidentiality and Data Protection
8.1 In this Clause (and elsewhere as required) the following terms are defined:
“Controller” means the organisation or entity that determines the purposes and means of processing personal data under the General Data Protection Regulations.
“Data” means any data including personal data and sensitive personal data as set out in the GDPR
“Data Protection Legislation” means (i) unless and until the GDPR is no longer directly applicable in the UK, the General Data Protection Regulation ((EU) 2016/679) and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time, in the UK and then (ii) any successor legislation to the GDPR or the Data Protection Act 1998 and 2018.
“Processing” or “Process” means any operation or set of operations that are performed upon Data.
“Processor” means the organisation or entity that is responsible for processing Data on behalf of a Controller under the General Data Protection Regulations.
“Sub-Processor” means the organisation or entity that is responsible for processing Data on behalf of a Processor under the General Data Protection Regulations.
8.2 The parties acknowledge that for the purposes of the Data Protection Legislation, the Member or Patron is the Controller and The Business Growth Network is the Processor of Data. The Member or Patron shall have sole responsibility for the accuracy, quality and legality of the Data processed and the means by which they acquired any personal data.
8.3 The Member or Patron shall comply with all applicable requirements of the Data Protection Legislation. This clause 8 is in addition to and does not replace, the Member’s obligations under the Data Protection Legislation
8.4 Without prejudice to the generality of this Clause 8, the Member or Patron shall ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the Data to The Business Growth Network for the purposes of this Contract and as set out below:
8.4.1 Purpose: a collection of Data is for the purpose of enabling the Website, and Social Media to operate and in order to facilitate and share in the arrangements for Events.
8.4.2 Subject matter: The data that is collected includes information about individual delegates to Events and points of contact for other Members and Patrons.
8.4.3 Type of Data: Data may include Personal Data including the name, address and contact details of employees of Members or Patrons.
8.4.4 Duration: The Data is processed for the duration of this Contract and for a reasonable period thereafter to facilitate reconnection to the Services, or otherwise for the purposes of the Contract or the legitimate interests of the Member, the Patron or its data subjects.
8.5 The Member or Patron acknowledges that:
8.5.1 the Website, Social Media is provided by means of a third party connected over the internet;
8.5.2 the Events and Services may be provided by third parties;
8.6 The Member or Patron shall consent to any Personal Data processed in connection with and ancillary to, the performance by The Business Growth Network if its obligations under this Contract: The Member or Patron shall consent to The Business Growth Network appointing a third-party Sub-Processor of Data under this Contract by a Contract containing obligations similar to the basis upon which The Business Growth Network processes Data.
8.7 The Member or Patron shall assist The Business Growth Network in meeting its obligations under the Data Protection Legislation, specifically in relation to the basis of processing, the notification of personal data breaches, providing information for data protection impact assessments where appropriate, and providing subject access and allowing data subjects to exercise their rights.
8.8 The Member or the Patron undertakes to treat as confidential and keep secret any confidential information concerning any other entity including other Members or Patrons received in connection with the Services not to use it for purposes other than in relation to the Contract and not to disclose any part of it to any person without the consent of The Business Growth Network, or the relevant Member or Patron to whom it applies. This provision will remain in force following the termination of the contract but is subject to the information becoming part of the public domain.
8.9 The Business Growth Network excludes to the fullest extent possible any liability in connection with a breach of confidentiality or any unauthorised access to the Member’s or Patron’s confidential information whether through a third party, an employee or former employee of The Business Growth Network, a Sub-Processor, a Member or Patron who have used confidential information or Personal Data
8.10 The Member or Patron shall be responsible for complying with any law (whether applying in the United Kingdom or elsewhere and whether now in force or coming into force hereafter) restricting or affecting the transmission or processing of data and its protection and shall be responsible for obtaining any permission or licence therefor, and shall be responsible for (and shall indemnify The Business Growth Network against) the payment of any fee, duty or transmission charges payable in relation thereto.
8.11 The Member or Patron shall indemnify The Business Growth Network against any losses, monies, revenues, penalties, fines, expenses and any amounts paid to a claimant as a result of or in connection with, the Member’s obligations under the Data Protection Legislation, any breach of any confidentiality, and any actionable defamation in connection with this Contract, including without limitation, this Clause 8.
8.12 The Business Growth Network acknowledges its obligations pursuant to Data Protection Legislation and shall comply with its Privacy Policy available at www.bgnuk.com. It shall exercise all reasonable care in keeping information supplied by the Member or Patron confidential and preventing access thereto by unauthorised persons but shall have no liability for any failure in this connection.
9. Trials & Termination
9.1 The Business Growth Network may terminate this Contract immediately by giving written notice to the Member or Patron if;
9.1.1 The Contract Price or any instalment, or any part of it is not paid within 30 days of the due date for payment;
9.1.2 The Member or Patron commits any other breach of any of the provisions of the Contract and, if the breach is capable of remedy, fails to remedy it within 14 days after being given written notice giving full particulars of the breach and requiring it to be remedied;
9.2 Upon the expiry of any fixed term, the Member or Patron may terminate upon 30 days’ notice in writing sent to The Business Growth Network pursuant to clause 11.7 below, before the date upon which the fixed terms shall expire.
9.3 Either party may terminate immediately if:
9.3.1 The other party is dissolved ceases to conduct substantially all of its business or becomes unable to pay its debts as they fall due or in the event of a receiver being appointed, of any of the property or assets of that other party;
9.3.2 The other party makes any voluntary arrangement with its creditors or, being a company, becomes subject to an administration order (within the meaning of the Insolvency Act 1986) or goes into liquidation.
9.4 Termination of this Contract will not affect either party’s accrued rights (including rights to be paid) as of the date of termination. The Business Growth Network shall have no obligation to provide access to any of its Services. The information relating to Member or Patron shall be removed from the Website and Social Media and may be deleted.
9.5 Any payments not received within the agreed period will be subject to a cancelation fee of £50+VAT plus any outstanding amounts. Further to this should payments still not be made the debt will be passed to third party agency.
9.6 Visitors using our discount codes are able to attend a maximum of two events unless on our 30 Day Free Trial. This includes our Latte Networking, Online or Socials. Should a visitor wish to continue to attend they would need to become a member by either paying for their membership in full at a discounted rate or spreading their cost over of 12 months. Visitors agree to our membership code of practice and our privacy notice.
9.7 Trial Period Duration: Your trial period will last for 30 days from the date of sign-up.
9.7.1 Unlimited Event Access: As a trial member, you’ll enjoy unrestricted access to all our events during the trial period. This includes networking sessions, workshops, seminars, and more.
9.7.2 Cancellation Policy: Should you decide to cancel your trial membership, please ensure to provide us with notice before the 30-day period concludes. According to section 11.7 of our terms and conditions, you are required to give notice of cancellation within the trial period.
9.7.3 Transition to Full Membership: Failure to provide cancellation notice before the end of the 30-day trial period will result in automatic enrollment as a full member. At that point, our standard terms and conditions will apply to your membership.
9.8 Upon termination, the Member or Patron shall no longer have permission to use the Website, Social Media or Logo pursuant to the Licence or to access the Services and Events.
10. Force Majeure
The Business Growth Network shall not be liable for any loss or damage caused by delay or failure to fulfil its obligations under this Contract where such delay or failure is due to any cause beyond the control of The Business Growth Network , as the case may be, including (without limitation) acts of God, war or warlike action, civil disorder, terrorism, insurrections or riots, fire, storm, flood, explosions, earthquakes, epidemics or quarantine restrictions, sabotage, government disorders, priorities or regulations affecting materials, sub-contractors or facilities or venues, court orders, strikes actual or threatened, labour troubles causing cessation, slowdown or interruption of work, failure, cessation or interruption of the data hosts equipment causing interruption or loss to the Website and Social Media, inability to obtain necessary governmental or regulatory authority approval, delay or cancellation of any commercial air or transport service, or any cause to the extent it is beyond the reasonable control of The Business Growth Network. If The Business Growth Network is prevented from fulfilling all or part of the Contract due to force majeure, the Member or Patron must make all payments due before or after the event of force majeure.
11. General
11.1 The Business Growth Network may assign, transfer, sub-contract, or in any other manner makeover to any third party the benefit and/or burden of this Contract. The Member or Patron cannot assign or otherwise transfer this Contract without the prior written consent of The Business Growth Network.
11.2 The Business Growth Network may update the versions of this Contract from time to time without the consent of its Members or Patrons by making the latest version available on the Website. Any change or exception to the terms of the Contract requested by a Member or Patron requires the written consent of The Business Growth Network.
11.3 The Contracts (Rights of Third Parties) Act 1999 will not apply to this Contract and no third party will have any right to enforce or rely on any provision of this Contract.
11.4 The Business Growth Network’s failure at any time to require strict performance by the Member or Patron of any provision of the contract shall not waive or diminish The Business Growth Network’s rights subsequently to demand strict performance of any part of the Contract.
11.5 Provisions which by their intent or terms are meant to survive the termination of this Contract will do so.
11.6 If any court or competent authority finds that any provision of this Contract (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision will, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of this Contract will not be affected.
11.7 Any notice to be delivered under this Contract must be in writing and delivered by pre-paid first-class post to or left by hand delivery at the registered address or place of business of the notified party, or sent by email using [email protected], to an authorised representative. Notices sent by post shall be deemed to be delivered on the second business day after posting; notices delivered by hand will be deemed to have been received at the time the notice is left at the proper address; Notices sent by email will be deemed to have been received on the next business day after transmission (although there may be a delay in acknowledgement). Oral notices shall not be valid.
11.8 Cancelation of this contract before the expiry date will require the member to pay in full any remaining fees for the term (all memberships are a minimum of 12 months). Early membership cancelation fees of £50+vat will be applied to cover administration costs.
12. Whole Contract
12.1 The Contract and the documents referred to, contain the whole Contract between the parties relating to the transactions contemplated by the Contract and supersede all previous versions of this Contract and agreements between the parties relating to these transactions.
12.2 The Member or Patron acknowledges that in agreeing to enter into this Contract it has not relied on any representation, promise, statement or warranty or other assurance except those set out in the contract and the documents referred to in it.
12.3 Nothing in this clause shall prejudice either party’s right to a cause of action in fraudulent misrepresentation.
13. Applicable Law and Jurisdiction
The Contract shall be subject to the laws of England and Wales and the Member or Patron irrevocably submits to the exclusive jurisdiction of the English Courts.