Terms of Service

Last Updated: 14 April, 2018

**PLEASE READ THIS DOCUMENT CAREFULLY. Guestplan ("Guestplan," "we," or "us") offers an event guest management platform through its website located at guestplan.co.uk and other Guestplan-operated sites (collectively, the "Guestplan Site"), mobile applications and other online services (collectively and including the Guestplan Site, the "Guestplan Service"). By registering as a member or by using the Guestplan Service in any way, you accept these Terms of Service ("Agreement"), which forms a binding agreement between you and Guestplan. If you do not wish to be bound by this Agreement, do not use the Guestplan Service. **

1. Who May Use the Guestplan Service

AGE REQUIREMENT: You must be at least 13 years old to use the Guestplan Service. If you are at least 13, but are still a minor (this depends on where you live), you must have your parent or legal guardian's permission to use the Guestplan Service. Please have him or her read this Agreement with you.

NOTICE TO PARENTS AND GUARDIANS: By granting your child permission to use the Guestplan Service, you agree to the terms of this Agreement on behalf of your child. You are responsible for monitoring and supervising your child's use of the Guestplan Service. If your child is using the Guestplan Service and is either under 13 or does not have your permission, please contact us immediately so that we can disable his or her access.

2. License to Use the Guestplan Service

LICENSE: Guestplan grants you a limited, non-exclusive license to access and use the Guestplan Service for your own personal, non-commercial purposes. This includes the right to view content available on the Guestplan Service. This license is personal to you and may not be assigned or sublicensed to anyone else.

COMMERCIAL USE: You may not use the Guestplan Service for commercial purposes unless:

You are a Guestplan PRO or higher subscriber, in which case you may use and access the Guestplan Service for commercial and non-commercial purposes;

If you sell Guestplan event reports directly to users other than through Guestplan, such usage will be deemed an "Application" under our API Terms (whether you use our API or not) and will be subject to our API Terms.

RESTRICTIONS: Except as expressly permitted by Guestplan in writing, you will not scrape, reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble the Guestplan Service or any source code therein. Nor will you attempt to circumvent any of Guestplan's technical measures or take any measures to interfere with or damage the Guestplan Service. All rights not expressly granted by Guestplan are reserved.

MOBILE APP: Your use of the Guestplan Service through one of our mobile applications is also subject to our Mobile App Addendum.

3. Privacy

Your privacy rights are set forth in our Privacy Policy, which forms a part of this Agreement. Please review the Privacy Policy to learn about:

What information we may collect about you;
What we use that information for; and
With whom we share that information.

4. Membership

REGISTRATION: To fully use the Guestplan Service, you must register as a member by providing a name, password, and valid email address. You must provide complete and accurate registration information to Guestplan and notify us if your information changes. If you are a business, government, or non-profit entity, the person whose email address is associated with the account must have the authority to bind the entity to this Agreement.

USER NAME: We encourage you to use your real name. If you are a business, government, or non-profit entity, you must use the actual name of your organization. You may not use someone else's name, a name that violates any third party right, or a name that is obscene or otherwise objectionable.

ACCOUNT SECURITY: You are responsible for all activity that occurs under your account, including any activity by authorized or unauthorized users. You must not allow others to use your account credentials and you must safeguard the confidentiality of those credentials. If you are using a computer that others have access to, you must log out of your account after using the Guestplan Service. If you become aware of an unauthorized access to your account, you must change your password and notify us immediately.

VENUE ACCESS: If you are a PRO or Business subscriber, you may grant access to your account to other Guestplan members subject to a seat limit. You are responsible for the actions of those persons insofar as your account is concerned. If you are a Guestplan member who has been granted access to a PRO or Business account, you must comply with the terms of this Agreement in accessing that account.

5. Subscriptions and Purchases

SUBSCRIPTIONS: In addition to offering Basic (free) Guestplan memberships, we offer paid subscriptions.

CANCELATION AND REFUNDS: Users who purchase annual subscriptions have thirty (30) days after their purchase to cancel and receive a full refund. Users who purchase monthly subscriptions have five (5) days after purchase to cancel and receive a full refund. After the cancelation period ends, all purchases are final and all fees paid are non-refundable, even if your account is later terminated by Guestplan. If your account is terminated due to your breach of this Agreement during the relevant cancelation period, you will not be refunded. If you have questions, please contact us.

RENEWALS: Subject to the terms hereof, you may choose to renew your subscription at the end of the subscription period. By default, all subscriptions are set to automatically renew for the same period of time as the original subscription. You may decline to renew at any time prior to the commencement of a renewal subscription. Guestplan reserves the right to deny subscriptions, renewals, and other purchases for any reason.

END OF SUBSCRIPTION: When a paid subscription ends, the account automatically becomes a Basic (free) account and Guestplan may disable access to or delete any content to comply with Basic account limits. If you're using Guestplan for commercial purposes, you will need to maintain a Guestplan PRO or higher plan to continue hosting your events. Your account and its content may be deleted if your subscription is not renewed.

6. Term and Termination; Account Deletion

TERM: This Agreement begins on the date you first use the Guestplan Service and continues as long as you have an account with us.

ACCOUNT DELETION: You may delete your account at any time. Basic accounts may be deleted from the Guestplan Service if they remain inactive (i.e., the user fails to log in) for a continuous period of at least six (6) months. Paid subscription accounts will remain active until the end of the subscription term and any renewal term.

TERMINATION FOR BREACH: Guestplan may suspend, disable, or delete your account (or any part thereof) or block or remove any content you submitted if Guestplan determines that you have violated any provision of this Agreement or that your conduct or content would tend to damage Guestplan's reputation and goodwill. If Guestplan deletes your account for the foregoing reasons, you may not re-register for the Guestplan Service. Guestplan may block your email address and Internet protocol address to prevent further registration.

EFFECT OF TERMINATION/ACCOUNT DELETION: Upon termination, all licenses granted by Guestplan will terminate. Sections 6 and 11 though 16 shall survive termination. In the event of account deletion for any reason, content that you submitted may no longer be available. Guestplan shall not be responsible for the loss of such content.

7. Content Restrictions

You may not upload, post, or transmit (collectively, "submit") any video, image, text, audio recording, or other work (collectively, "content") that:

Infringes any third party's copyrights or other rights (e.g., trademark, privacy rights, etc.);
Contains sexually explicit content or pornography;
Contains hateful, defamatory, or discriminatory content or incites hatred against any individual or group;
Exploits minors;
Depicts unlawful acts or extreme violence;
Depicts animal cruelty or extreme violence towards animals;
Promotes fraudulent or dubious business schemes; or
Violates any law.

8. Code of Conduct

In using the Guestplan Service, you must behave in a civil and respectful manner at all times. Further, you will not:

Act in a deceptive manner by, among other things, impersonating any person;
Harass or stalk any other person;
Harm or exploit minors;
Distribute "spam";
Collect information about others; or
Advertise or solicit others to purchase any product or service within the Guestplan Site (unless you are an official Guestplan partner or advertiser and have a written agreement with Guestplan).

Guestplan has the right, but not the obligation, to monitor all conduct on and content submitted to the Guestplan Service.

9. Licenses Granted by You

9 Content

As between you and Guestplan, you own all content that you submit to the Guestplan Service. You grant Guestplan and its affiliates a worldwide, perpetual, irrevocable, non-exclusive, royalty-free license and right to copy, transmit, distribute, publicly perform and display (through all media now known or hereafter created), and make derivative works from your content. In addition, you waive any so-called "moral rights" in your content. You further grant all users of the Guestplan Service permission to view your content for their personal, non-commercial purposes. If you make suggestions to Guestplan on improving or adding new features to the Guestplan Service, Guestplan shall have the right to use your suggestions without any compensation to you.

10. Your Representations and Warranties

For each piece of content that you submit, you represent and warrant that: (i) you have the right to submit the content to Guestplan and grant the licenses set forth above; (ii) Guestplan will not need to obtain licenses from any third party or pay royalties to any third party; (iii) the content does not infringe any third party's rights, including intellectual property rights and privacy rights; and (iv) the content complies with this Agreement and all applicable laws.

11. Indemnification

You will indemnify, defend, and hold harmless Guestplan and its affiliates, directors, officers, employees, and agents, from and against all third party actions that: (i) arise from your activities on the Guestplan Service; (ii) assert a violation by you of any term of this Agreement; or (iii) assert that any content you submitted to Guestplan violates any law or infringes any third party right, including any intellectual property or privacy right.

12. Disclaimers

Guestplan reserves the right to modify the Guestplan Service. You are responsible for providing your own access (e.g., computer, mobile device, Internet connection, etc.) to the Guestplan Service. Guestplan has no obligation to screen or monitor any content and does not guarantee that any content available on the Guestplan Service complies with this Agreement or is suitable for all users.

Guestplan provides the Guestplan Service on an "as is" and "as available" basis. You therefore use the Guestplan Service at your own risk. Guestplan expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any other warranty that might arise under any law. Without limiting the foregoing, Guestplan makes no representations or warranties:

That the Guestplan Service will be permitted in your jurisdiction;
That the Guestplan Service will be uninterrupted or error-free;
Concerning any content submitted by any member;
Concerning any third party's use of content that you submit;
That any content you submit will be made available on the Guestplan Service or will be stored by Guestplan;
That the Guestplan Service will meet your business or professional needs;
That Guestplan will continue to support any particular feature of the Guestplan Service; or
Concerning sites and resources outside of the Guestplan Service, even if linked to from the Guestplan Service.

To the extent any disclaimer or limitation of liability does not apply, all applicable express, implied, and statutory warranties will be limited in duration to a period of thirty (30) days after the date on which you first used the Guestplan Service, and no warranties shall apply after such period.

13. Limitation of Liability

To the fullest extent permitted by law: (i) Guestplan shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses; and (ii) Guestplan's total liability to you shall not exceed the amounts paid by you to Guestplan over the twelve (12) months preceding your claim(s).

14. General Provisions

GOVERNING LAW: This Agreement shall be governed by the laws of the United Kingdom, without regard to principles of conflicts of law. The Uniform Commercial Code, the Uniform Computer Information Transaction Act, and the United Nations Convention of Controls for International Sale of Goods shall not apply.

DISPUTES: Any action arising out of or relating to this Agreement or your use of the Guestplan Service must be commenced in the UK courts (and you consent to the jurisdiction of those courts). In any such action, Guestplan and you irrevocably waive any right to a trial by jury.

INTERPRETATION; SEVERABILITY; WAIVER; REMEDIES: Headings are for convenience only and shall not be used to construe the terms of this Agreement. If any term of this Agreement is found invalid or unenforceable by any court of competent jurisdiction, that term will be severed from this Agreement. No failure or delay by Guestplan in exercising any right hereunder will waive any further exercise of that right. Guestplan's rights and remedies hereunder are cumulative and not exclusive.

SUCCESSORS; ASSIGNMENT; NO THIRD PARTY BENEFICIARIES: This Agreement is binding upon and shall inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns. You may not assign this Agreement without Guestplan's prior written consent. No third party shall have any rights hereunder.

NOTICES: You consent to receive all communications including notices, agreements, disclosures, or other information from Guestplan electronically. Guestplan may provide all such communications by email or by posting them on the Guestplan Service. For support-related inquiries, you may contact us. You may send notices of a legal nature to Guestplan at legal[at]Guestplan[dot]co[dot]uk or the following address:

Guestplan
121 Giles Street
Edinburgh
EH6 6BZ
Attention: Legal Department

Nothing herein shall limit Guestplan's right to object to subpoenas, claims, or other demands.

MODIFICATION: This Agreement may not be modified except by a revised Terms of Service posted by Guestplan on the Guestplan Site or a written amendment signed by an authorized representative of Guestplan. A revised Terms of Service will be effective as of the date it is posted on the Guestplan Site.

ENTIRE AGREEMENT: This Agreement incorporates the following documents by reference:

This Agreement constitutes the entire understanding between Guestplan and you concerning the subject matter hereof and supersedes all prior agreements and understandings regarding the same.

Guestplan is a trading name of Primitive State Ltd registered in Scotland number: SC329469, registered office: 121 Giles Street, Edinburgh EH6 6BZ