Digital Products Terms and Conditions
This Agreement contains the terms and conditions applicable to the use of any Products by You. By placing an Order for any Product, you agree to the terms and conditions of this Agreement.
INTERPRETATION
1.1 Unless the context requires otherwise, the following definitions shall apply:
Agreement means this agreement between You and Instant Quizzes ;
Authorised User means any person in Your organisation to whom access to a Product is provided in accordance with the terms of this Agreement;
Instant Quizzes’ Website means www.instantquizzes.co.uk and all other sites owned by the company
Commencement Date means the date upon which You place an order for a quiz round or quiz pack
Force Majeure means circumstances beyond the relevant party’s control that prevent use of the quiz including any failure or breakdown of electronic systems upon which the provision of a quiz is dependent;
Intellectual Property Rights or IPR means any and all intellectual property rights including trademarks, copyright, moral rights, database rights, know-how and all other intellectual and proprietary information rights as may exist now or hereafter come into existence; all modifications, renewals, rights to apply for, renewals and extension of any of the foregoing arising under the laws of any country, state or jurisdiction in the world;
Order means an order placed by You for the purchase of a Product through Instant Quizzes’ Website;
Price means the amount to be paid by You to Instant Quizzes for the Product as quoted to You at the time You place an Order;
Products means any materials which you purchase from Instant Quizzess website as may be updated from time to time;
You means the organisation on whose behalf you are placing an Order for a Product. Yours and Your shall be construed accordingly.
YOUR STATUS
2.1 By placing an Order you warrant and represent that:
2.1.1 The individual placing the Order is fully authorised to enter into this Agreement on Your behalf; and
2.1.2 The Order is being placed on behalf of you or your business and the individual placing the Order is not acting as a consumer.
2.1.3 As a digital download Product, the quiz is available instantly following payment. All sales are final, and Instant Quizzes Ltd does not offer any money-back guarantees for digital downloads. You recognize and agree that you shall not be entitled to a refund for any purchase under any circumstances save for an error made by us as detailed in section 4.2
USE OF THE PRODUCTS
3.1 Payment of the Price will entitle You to a royalty free, non-exclusive, non-transferable, non-sublicensable licence to use, download and store the Product(s). You acknowledge that You have purchased a licence to use the Product, and that the grant of this licence does not constitute a transfer of ownership.
3.2 You may only use the Product in one quiz in the course of Your own business, or for personal use unless otherwise agreed in writing with Instant Quizzes . You shall not forward (and shall procure that no Authorised User shall forward), via any means, any content provided by Instant Quizzes to anyone other than Your Authorised Users.
3.3 It is your responsibility to ensure that you can access Instant Quizzes’ website and to have and maintain licences to use any software required to access any Product.
3.4 You may not, unless otherwise expressly permitted:
3.4.1 sell, sub-licence, distribute, display, copy, disassemble, decompile, reverse engineer, translate, transfer, or otherwise make available any Product and/or its content to any other person;
3.4.2 use any Product or its content to create any derivative works or products that could be considered competitive products;
3.4.3 allow any third party to access, benefit or use any Product or its content in any way; or
3.4.4 share any password, username or other access information that can be used to access any Product or its content.
3.5 You shall maintain all security measures as may reasonably be required to prevent any unauthorised access to or use of any Product.
3.6 Your rights under this Agreement may be revoked if You fail to comply with any of the terms of this Agreement, and upon notice of revocation You shall, and shall procure that Your Authorised Users and anyone else to whom you have provided access to any Product shall, immediately:
3.6.1 cease to use or access the Product and its content; and
3.6.2 destroy all copies of the Product, its contents and any information or derivative works which have been created or acquired by You as a result of or in connection with this Agreement.
3.7 You agree to indemnify Instant Quizzes , its members, employees, officers and licensors against any and all liability arising from Your or any third party’s unauthorised use of any Product or its contents provided to You and any use by You or any third party of any derivative works made by you.
RELIANCE
4.1 The Products are provided ‘as is’ for general information purposes only and Instant Quizzes only guarantee that information is correct at the date of uploading to our website, and You should not rely on them as such. The Products may not be suitable for Your purposes and it is your responsibility to ensure via information given on our website that they will be suitable for you or your potential audience.
4.2 On the rare occasion that a quiz contains an error, please contact us withing 7 days of purchase for a full refund of the cost of the quiz. Instant Quizzes accept no liability for any losses or claims that may arise from participants for said error - please ensure you are happy with the quiz before use.
4.3 Instant Quizzes does not warrant that use of the Products will ensure Your compliance with any applicable legal or regulatory requirements.
4.4 All warranties, representations and obligations not set out in this Agreement (whether expressly or as implied by law) are hereby excluded to the maximum extent permitted by law.
PAYMENT AND SUBSCRIPTIONS
5.1 Instant Quizzes require full payment for all quizzes prior to download and use.
5.2 The Price is inclusive of VAT. Currently there is no VAT on printable materials and downloadable printable product.
5.3 We make all reasonable efforts to ensure that all details of the Content and Subscriptions and its corresponding price will be set out on the relevant page of Our Site. We may from time to time change Our prices. Changes in price will not affect any Subscription that you have already purchased but will apply to any subsequent renewal or new Subscription. We will inform you of any change in price at least one month before the change is due to take effect. If you do not agree to such a change, you may cancel the Subscription as described in 5.9.
5.4 Minor changes may, from time to time, be made to certain Content, for example, to reflect changes in relevant laws and regulatory requirements, or to address technical or security issues. These changes will not alter the main characteristics of the Content and should not normally affect your use of that Content. However, if any change is made that would affect your use of the Content, suitable information will be provided to you.
5.5 In some cases, as described in the relevant content descriptions, We may also make more significant changes to the Content. If We do so, We will inform you at least one month before the changes are due to take effect. If you do not agree to the changes, you may cancel the Contract as described in 5.9. Where any updates are made to Content, that Content will continue to match Our description of it as provided to you before you purchased your Subscription to access the Content. Please note that this does not prevent Us from enhancing the Content, thereby going beyond the original description.
5.6 We make all reasonable efforts to ensure that all prices shown on Our Site are correct at the time of going online. Changes in price will not affect any order that you have already placed (please note sub-Clause 5.8 regarding VAT, however).
5.7 If the price of a Subscription that you have ordered changes between your order being placed and Us processing that order and taking payment, you will be charged the price shown on Our Site at the time of placing your order. Subsequent Subscriptions and renewals will be charged at the new price.
5.8 Prices on Our Site are shown inclusive of VAT (unless stated otherwise). If the VAT rate changes between your order being placed and Us taking payment, the amount of VAT payable will be automatically adjusted when taking payment.
5.9 You have the right to cancel any pre-paid subscription at a point that the contract term terminates. Instant Quizzes Ltd. accept no liability for full or partial refunds of a pre-paid subscription that is terminated by you prior to the end of the agreed term.
Instant Quizzes' OBLIGATIONS
6.1 Upon receipt of Your Order, Instant Quizzes shall, as soon as reasonably practicable, issue You with a downloadable link to access the Product(s) via Instant Quizzes' Website or if ordering by telephone or by standing order by email. Weekly quizzes will be sent out on a weekly basis every Thursday between 12noon and 4pm
6.2 Instant Quizzes is not under any obligation to provide maintenance or support for any Product or its content.
INTELLECTUAL PROPERTY
7.1 Any IPR subsisting in the Products is and shall remain the sole property of Instant Quizzes or, where applicable, its licensors. You acknowledge that all present and future rights in and title to the Products, including the right to grant access to and use of the same, shall vest in Instant Quizzes and, where applicable, its licensors.
7.2 You shall indemnify Instant Quizzes from and against all costs and expenses (including reasonable legal expenses) arising from any claim that any derivative work that you create based on any Product infringes any third party’s IPR. You agree to cooperate with Instant Quizzes in the defence of any such claim at Your own expense.
DATA PROTECTION
8.1 To the extent that Instant Quizzes processes any personal data provided by You in connection with this Agreement, Instant Quizzes will do so in accordance with Instant Quizzes’ privacy statement as set out at RYAN TO INSERT LINK and in accordance with any applicable data protection laws of the United Kingdom.
LIABILITY
9.1 Nothing in this Agreement shall limit a party’s liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability which cannot by law be limited.
9.2 Instant Quizzes shall not be liable to You for any indirect, special, incidental and/or consequential loss and/or damage incurred by You in connection with your use of any Product.
9.3 Instant Quizzes shall not be responsible for any loss, damage or other cost resulting from any decisions that are made in reliance on any Product including, without limitation, compliance and/or risk management decisions, and You acknowledge that any use of any Product or any of its contents are at Your own risk.
9.4 Instant Quizzes excludes to the fullest extent permitted by law any liability whatsoever for any:
9.4.1 loss of profit, business, revenue, goodwill and/or anticipated savings; and/or
9.4.2 sanctions imposed upon You arising out of or in connection with Your non-compliance with any legal or regulatory requirements.
9.5 Instant Quizzes' total aggregate liability to You in connection with this Agreement shall be limited to the Price.
NOTICE
10.1 If You wish to provide notice under this Agreement, such notice must be sent to Instant Quizzes Ltd at 22 Castle House Drive, Stafford, ST16 1DS
10.2 If Instant Quizzes needs to provide You with notice under this Agreement, it shall be sent to You using the email address that You provided when placing Your Order. It is Your responsibility to ensure that Your details are up to date and correct.
ASSIGNMENT
11.1 You may not assign, transfer, sub-licence or deal with any of Your rights or obligations under this Agreement without Instant Quizzes ’s express permission.
VARIATION
12.1 Instant Quizzes may at its sole discretion update the terms of this Agreement from time to time on the Website. It is your responsibility to check the Instant Quizzes Website from time to time to ensure your compliance with any updated terms.
TERMINATION
13.1 Instant Quizzes may terminate this Agreement at any time where:
13.1.1 You breach any material term of it, or
13.1.2 Instant Quizzes has reasonable grounds to believe that the performance of it may be unlawful or cause Instant Quizzes and/or You to breach any legal, regulatory or professional requirement.
GOVERNING LAW AND JURISDICTION
14.1 This Agreement and any dispute arising out of or in connection with it (whether contractual or non-contractual) shall be governed by the laws of England and Wales, and any dispute arising out of or in relation to this Agreement (whether contractual or non-contractual) shall be subject to the exclusive jurisdiction of the Courts of England.
GENERAL
15.1 This Agreement constitutes the entire agreement between Instant Quizzes and You in relation to any Products This Agreement supersedes all previous discussions, correspondence, negotiations, understandings or agreements entered into by us in relation to any Products.
15.2 Subject to clause 9.1, You agree that You have not relied upon, nor will you have any claim in respect of any representation, warranty or condition that is not set out in this Agreement.
15.3 This Agreement does not grant any rights under the Contracts (Rights of Third Parties) Act 1999 to any third party to enforce any term of this Agreement.
15.4 In the event that any provision of this Agreement is deemed to be invalid or unenforceable, it shall be severed from the Agreement and shall not affect the validity and enforceability of any other term in this Agreement.
15.5 No failure by Instant Quizzes to exercise any right under this Agreement or to take action against You in the event of a breach of this Agreement shall constitute a waiver of such right or any other rights under this Agreement.
