Happity Terms of Service
Effective from 1 December 2020
These Terms apply to Carers and Class Providers, but we have separated the relevant provisions for ease as follows:
- Part A applies to all users
- Part B applies only to Carers
- Part C applies only to Class Providers.
PART A: ALL USERS OF THE SITE
1.2 We may update the Terms from time to time at our discretion. We may do so for technical or legal reasons, or because the needs of our business have changed. We shall notify you of any changes we make to the Terms if you have a current registered account on the Site. You agree that if you do not accept any amendment to our Terms then you shall immediately stop accessing and/or using the Site. Updated Terms will be effective as soon as they are accessible.
1.3 The Site is an online marketplace where Class Providers can list their Classes, and Carers can book certain Classes. We are an intermediary platform and we are not bound by any contract that may arise at any time between a Class Providers and a Carer. We do not employ any Class Provider, and we do not provide the Classes ourselves.
2. Definitions & Interpretation
2.1 Words defined in Condition 1 shall have the same meaning when used throughout the Terms. In addition, the following words have the following meanings:
Carer: any individual who books a Class on the Site and/or any adult who attends a Class booked through the Site;
Class: any class provided by a Class Provider and listed on the Site, including both an online class and an in person class;
Class Provider: an individual, business or other entity that registers on the Site in order to promote and sell their Classes;
Class Provider’s Terms: the terms and conditions on which the Class Provider provides the Classes (if any);
IP Rights: any patent, trade mark, registered design or any application for registration of the same, or the right to apply for registration of the same, any copyright or related rights, database right, design rights, rights in trade, business or domain names, rights in trade dress, rights in confidential information or any similar of equivalent rights in any part of the world;
Working Day: any day other than a Saturday, Sunday or public holiday in England; and
you: any user of the Site, including a Class Provider and/or Carer as the case may be.
2.2 Words in the singular include the plural and in the plural include the singular.
2.3 Headings shall not affect the interpretation of the Terms.
2.4 References to Conditions are references to the conditions of the Terms.
2.5 Unless a right or remedy of a party is expressed to be an exclusive right or remedy, the exercise of it by a party is without prejudice to that party’s other rights and remedies.
2.6 Any phrase introduced by the words including or includes shall be construed as illustrative and shall not limit the generality of the related words.
3. Site Use and Availability
3.1 When you use the Site you must comply with all applicable laws and you agree not to:
(a) try to gain access to networks, servers or computer systems connected to the Site;
(b) harvest or otherwise collect non-public information about another user obtained through the Site (including email addresses), without the consent of the holder of the appropriate rights to such information;
(c) add another user to your email or physical mailing list without their consent after adequate disclosure, or use their email address or contact details for antisocial, disruptive, or destructive purposes;
(d) transmit spam, chain letters or other unsolicited emails;
(e) reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble all or part of the Site save to the extent expressly permitted by law not capable of lawful exclusion;
(f) cause any damage to the Site or impairment of the availability or accessibility of the Site;
(g) store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;
(h) conduct any systematic or automated data collection activities (including scraping, data mining, data extraction and data harvesting) on or in relation to the Site; and/or
(i) view or access the Site with the intention of replicating similar content or functionality within a competing platform, site or mobile application.
3.2 The copyright in the Site and all content on the Site is owned by or licensed to us. All rights are reserved. You may not copy or distribute any part of the Site without our prior written consent or the prior written consent of our licensor.
3.3 We try to maintain and make the Site available at all times. However, there may be occasions when access may be interrupted, including for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment. We shall try to schedule maintenance and upgrades outside of normal working hours. However, you agree that we have no liability to you for such interruptions.
3.4 We are not liable if you are unable to access the Site for any reason within your control, including your failure to use appropriate equipment or your insufficient bandwidth.
4.2 If any provision of the Terms is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be construed, as nearly as possible, to reflect the intentions of the parties to that provision and all other provisions shall remain in full force and effect.
4.3 Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.
4.4 Notices may be sent under the Terms by email to the latest email address notified by a party. Notices shall be deemed received on the date of sending of the email.
4.5 We may assign or otherwise transfer our rights and obligations of the Terms to third parties. You remain bound by the Terms following such assignment or transfer.
4.6 The Terms shall be governed by and construed in accordance with English law and you agree to submit to the exclusive jurisdiction of the English Courts. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of Scotland, you may also bring proceedings in Scotland.
PART B: CARER TERMS
5. Registration and Use of the Site
5.1 If you wish to register on or use the Site as a Carer, you must be at least 16 years old and legally capable of entering into a contract. We may not accept your registration on the Site at our sole discretion.
5.2 You can book Classes as a guest on the Site, or you can register on the Site to create an account. If you register on the Site you create a password. You are responsible for keeping your password confidential. You are responsible for any activity under your account. Please take precautions to protect your password and contact us immediately by email to [email protected] if you believe there has been any unauthorised use of your account. You may not transfer your account to anyone else. Please keep your account information up-to-date either by notifying us of any changes, or making any changes yourself within your account.
6. Booking and payment
6.1 All Classes must be paid for in full when the booking is made. The price for each Class is set out on the Site.
- Once payment has been received in full, you and the Class Provider have entered into a legally binding contract in respect of the Class booked. If the Class Provider’s Terms are accessible on the Site or otherwise provided to you, then the contract is on the has the Class Provider’s Terms.
- We will send you a booking confirmation email once you have successfully booked a Class. You may also receive a separate confirmation email from the relevant Class Provider. If you have not received a booking confirmation, you may be refused entry to the class. Please contact your class provider if you have not received an email.
6.4 You understand that by booking or attending a Class, you are providing your personal data, and the personal data of your child, to the Class Provider who shall process all such personal data as a controller under the applicable data protection laws.
7. Disclaimer – Your attention is particularly drawn to this Condition
7.1 You acknowledge and agree that the Site is provided for information purposes only. We make no warranties or representations about the completeness, accuracy or reliability of the information uploaded to the Site by our users.
7.2 It is your responsibility to ensure that the Class and the Class Provider is suitable for your needs, including that the target age range for the Class is appropriate for your child. You should carry out all normal and prudent checks in respect of a Class and/or a Class Provider, such as confirmation of the time and location of Classes, age suitability, costs and description. We strongly advise you to contact Class Providers directly before attending a Class.
7.3 Although we carry out a number of checks on our Class Providers, these are inevitably limited and therefore, we do not warrant or represent that we:
(a) confirm the suitability of any particular Class, or that a Class Provider has the experience, training, qualifications or authorisation to provide the Class; and/or
(b) give any indication to you as to whether the Class Provider is suitable to provide the Class.
7.4 We are not responsible for any act or omission of a Class Provider or for the Classes provided by a Class Provider or any failure to provide the Classes. Please contact the Class Provider if you have any complaints in respect of their Classes or otherwise.
7.5 In any event, our liability shall be limited to foreseeable damages arising as a direct result of our breach of the Terms and/or our negligence. Foreseeable means that the losses could have been reasonably contemplated by you and us at the time of entering into the Terms.
7.6 Nothing in the Terms shall be construed as excluding or limiting our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation or for any other liability that cannot be excluded by English law. Your consumer statutory rights are unaffected.
7.7 The Site and any newsletters we may send to you may include third party advertisements, which may be targeted towards you. We do not endorse or recommend any product or service offered for sale by any advertiser within the advertisements on the Site and any newsletters and we are not responsible for the content of any third party advertisement.
8. Termination or Suspension
8.1 We may suspend or terminate your account at any time and without liability for any reason.
8.2 Following termination by us of your account you must cease to use the Site and you must not re-register on the Site under any other name. If you do wish to re-register, you should contact us at [email protected] and we will discuss this with you.
8.3 You may contact us at any time at [email protected] to terminate your account.
PART C: CLASS PROVIDER TERMS
9. Registration and Use of the Site
9.1 If you wish to register on or use the Site as a Class Provider, you must be at least 16 years old and legally capable of entering into a contract.
9.2 We may ask for further information from you such as your DBS check, details about your insurances, website, social media accounts and licences, and you agree to provide that information to us. We may not accept your registration on the Site at our sole discretion. We may also close an account if it is not activated within a specified period of time, or if it is inactive or not maintained for a prolonged period of time or otherwise in accordance with the Terms.
9.3 When you register on the Site you will create a password. You are responsible for keeping your password confidential. You are responsible for any activity under your account. Please take precautions to protect your password and contact us immediately by email to [email protected] if you believe there has been any unauthorised use of your account. You may not transfer your account to anyone else. Please keep your account information up-to-date either by notifying us of any changes, or making any changes yourself within your account.
9.4 Following registration, we shall be entitled to reproduce all of the content you have provided to us, including business’ name and associated logos and descriptions and images, in our marketing materials, including the Site, emails, our social media accounts and within our newsletters. If we wish to use any such content to promote our Site and business in third party marketing materials, we shall obtain your prior written permission.
9.5 Please keep your account information up-to-date by making any changes yourself within your account.
10. Happity Accounts
10.1 You can register for a free account on the Site and receive a limited service to upload details of Classes only. No bookings can be taken.
10.2 You can upgrade to a Membership for a number of additional benefits as set out here including bookings for your Classes on the Site. The Membership fee is payable annually in advance, and we may amend the Membership fee on 30 days’ notice to you before your Membership renews. Membership will automatically renew each year, unless you change this setting in your account or cancel. You can check your renewal date within your account on the Site and will receive a reminder 7 days before it’s due.
10.3 You can purchase a Franchisee Marketing Package if you operate a franchise where we have agreed to offer this with your franchisor. The Franchise Marketing Package allows you to include a link on the Site to your franchisor’s platform where a Carer can book Classes directly with you. The Franchise Marketing Package Fee is payable annually in advance, and we may amend the fee on 30 days’ notice to you before your Franchise Marketing Package renews. You can check your renewal date within your account on the Site.
10.4 If you want to cancel your Membership or Franchise Marketing Package please contact us at [email protected]. No refund is due or payable unless you contact us within the first 30 days of your Membership or Franchise Marketing Package and you have not used any of the benefits of the Membership or Franchise Marketing Package as the case may be.
11. Class Information
- Once registered as a Class Provider you can upload details about your Classes to the Site. We reserve the right to reject a Class at our discretion or delete it at any time. Otherwise, the Class will remain on the Site indefinitely until you terminate your account or remove the Class.
- It is a material provision of these Terms that you keep all Class content current and up-to-date so that Carers can rely on the information. If you fail to do so, we may terminate your account without liability to you and without affecting any other rights or remedies available to us.
- You may offer a free in person Class provided multi-session Class bookings are also available to purchase. Online Classes may not be offered for free whatsoever without our prior written approval due to safeguarding reasons. The price on our Site for your class must be no more expensive than the price offered by you to anyone who wishes to book the same class away from the Site.
11.4 You must not post any content on the Site, including within your Class description that:
- is dishonest, false or incomplete;
- is obscene offensive, hateful, inflammatory, or unlawful, or promotes illegal activities, violence or hatred;
- is discriminatory of any group of people;
- includes any IP Rights that do not belong to you unless you have the written permission of the owner of such IP Rights to reproduce it on the Site;
- includes any link to any third party booking or other competing platform for your Classes. You can of course link to your own website;
- includes any third party advertising whatsoever;
- includes any personal insults or attacks; and/or
- encourages or otherwise deliberately or recklessly involves any breach of applicable laws, regulations, codes of practice and/or guidelines.
11.5 We may at our sole discretion:
(a) require you to amend any content you have posted on the Site; and/or
(b) edit or remove any content you have posted on the Site at any time and without notice to you if we reasonably believe that such content breaches any part of the Terms.
11.6 Notwithstanding our rights under the Terms, we do not undertake to monitor the submission of your Class content to, or the publication of such content on, this Site.
- Payment processing services are provided by Stripe and are subject to the Stripe Connected Account Agreement which includes the Stripe Terms of Service (collectively the Stripe Services Agreement) and you agree to be bound by the Stripe Services Agreement as the same may be amended from time to time. As a condition of us enabling payment processing services through Stripe, you agree to provide to us accurate and complete information about you and your business and you authorise us to share it and transaction information related to your use of the payment processing services provided by Stripe.
12.2 We take a commission for all Classes booked through the Site. Stripe shall deduct our commission from the fee paid by a Carer for a Class and pay the remainder to your Stripe Account. All Stripe fees are payable by you. Our commission is currently 3% and we may amend the calculation of our commission fee on 30 days’ notice to you.
12.3 If you have opted into our promoted listings service, we shall invoice you once a month and take payment through the payment details you have provide to us. If we are unable to obtain payment within 30 days of the date of the invoice, we may terminate your membership and/or your account on the Site.
13. The Carer and Class Provider relationship
13.1 Your Class Provider’s Terms shall apply to all of your Classes, and accordingly you warrant and represent to us that you will provide the Class in accordance with your Class Provider’s Terms.
13.2 Notwithstanding any provision of your Class Provider’s Terms (and/or if you do not have any Class Provider’s Terms), you agree to:
(a) provide the Classes with reasonable skill and care and in accordance with the description made available on the Site;
(b) provide the Classes in accordance with all applicable laws and regulations, including all health and safety laws, the Equality Act 2010 and child safety laws;
(c) ensure that all individuals providing the Class have a current DBS check in place if required and comply with all laws, regulations and guidelines relating to the provision of online and in person classes to young children, including guidelines issued by the National Society for the Protection of Cruelty to Children and Child Exploitation and Online Protection; and
(d) ensure that your Class Provider’s Terms comply with all applicable laws and regulations, including consumer law.
13.3 You shall treat all personal data and other information relating to a Carer and their child as confidential and shall comply with all applicable data processing laws and regulations. In particular, you shall:
(a) keep all such information secure, and not share the data with any third party, or use such data for any purpose except to provide the Class or otherwise in accordance with applicable laws;
(b) take appropriate security measures (including physical, electronic and procedural measures) to help safeguard such personal data from unauthorised access, loss and disclosure;
(c) ensure that individuals processing such personal data are subject to a duty of confidence in relation to such personal data; and
(d) assist us in providing subject access and allowing data subjects to exercise their rights under applicable laws and assist us in meeting our legal obligations in relation to the security of processing, the notification of personal data breaches and data protection impact assessments.
14. Disclaimer – Your attention is particularly drawn to this Condition
14.1 You acknowledge and agree that the Site is provided for information purposes only. We make no warranties or representations about the completeness, accuracy or reliability of the information uploaded to the Site by our users.
14.2 We do not warrant or represent that we propose any particular Carer to you or provide any additional information or promises about a Carer and/or their child, including their behaviour and suitability for a Class.
14.3 We are not responsible for any act or omission of a Carer including the obligation to pay any sums due and/or the acts or omissions of their child, including any damage caused to property.
14.4 Subject to Condition 14.7, we shall in no circumstances be liable to a Class Provider in contract, tort (including negligence) or otherwise for any:
(a) loss of profit, anticipated profits or business;
(b) loss of data and content;
(c) loss of opportunity;
(d) loss of revenue or wasted expenditure;
(e) loss of goodwill or reputation; and/or
(f) consequential, special or incidental loss or damage (whether or not advised of the possibility of the same).
The provisions of this Condition 14.4 are separate exclusions of our liability.
14.5 Subject to Condition 14.7, our maximum liability to you whether in contract, tort or otherwise shall in no circumstances exceed the lesser of the commission we receive in respect of the Classes booked with you on the Site in the 3 months’ preceding the date of the claim and £100.
14.6 In any event, our liability shall be limited to foreseeable damages arising as a direct result of our breach of the Terms and/or our negligence. Foreseeable means that the losses could have been reasonably contemplated by you and us at the time of entering into the Terms.
14.7 Nothing in the Terms shall be construed as excluding or limiting our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation or for any other liability that cannot be excluded by English law.
14.8 The Site and any newsletter we may send to you may include third party advertisements, which may be targeted towards you. We do not endorse or recommend any product or service offered for sale by any advertiser within the advertisements on the Site and any newsletter and we are not responsible for the content of any third party advertisement.
15.1 You shall defend and indemnify us and keep us indemnified and held harmless from and against any costs, claims, losses, damages, expenses and liabilities that we may suffer or incur arising as a result of any claim received by us in relation to your acts or omissions, including your breach of these Terms, negligence and/or wilful or reckless default.
15.2 This indemnity will survive termination of your account on the Site.
16. Termination or Suspension
16.1 We may suspend or terminate your free account at any time and without liability for any reason.
16.2 We may only terminate a Membership or a Franchise Marketing Package if:
(a) any identification or financial information that you provide to us is not true or we cannot verify or authenticate any such information;
(b) you are in breach of any of the Terms; and/or
(d) we receive complaints or disputes are raised in relation to your activities on the Site or otherwise.
12.2 Following termination by us of your account you must cease to use the Site and you must not re-register on the Site under any other name. Nothing in this Condition shall affect your obligations under Condition 9.
12.3 You may contact us at any time at [email protected] to terminate your account. If you then wish to re-register with another business, you may do so subject to our approval in accordance with Condition 9 above.
Happity Ltd, 85 Great Portland Street, London, England, W1W 7LT