Terms & Conditions
BEFORE YOU USE THE SERVICE SUBJECT TO THESE TERMS OF SERVICE (THE “AGREEMENT”), PLEASE READ THIS DOCUMENT CAREFULLY. THIS IS A LEGAL AGREEMENT BETWEEN FOGLDN (“OUR”, “US”, “WE”, THE “COMPANY” OR “FOGLDN”), AND YOU (“YOU”, “YOUR” OR “YOURSELF”) WHICH GOVERNS YOUR USE OF OUR INTERNET-BASED SERVICES. YOUR USE OF THE SERVICE (AS DEFINED BELOW) IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT TO THE EXCLUSION OF ALL OTHER TERMS. BY USING THE SERVICES IN ANY MANNER (AS APPLICABLE) (I) YOU OR THE ENTITY THAT YOU REPRESENT (“YOU”, “YOUR”, OR “CUSTOMER”) AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY AND A PARTY TO THESE TERMS OF SERVICE (TOGETHER WITH ANY ADDITIONAL TERMS ON SUCH ORDER FORM, THE “AGREEMENT”) TO THE EXCLUSION OF ALL OTHER TERMS, AND (II) YOU REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED TO BIND CUSTOMER.
1. FOGLDN Service
A. You are granted a nonexclusive right during the Term (as defined below) to use the FOGLDN Service (the “Service”) subject to the terms, conditions and restrictions set forth in this Agreement and any other restrictions stipulated to you by us in writing.
B. You agree to pay for the Service in accordance with our service fees, as further set forth on the site.
C. FOGLDN uses a 3rd party service named Stripe to store a protected copy of credit card numbers of your users. This billing data belongs to you (and your customers) and by utilizing the Service, you grant FOGLDN a license to use this data for the purposes of fulfilling our Service obligations to you and FOGLDN shall otherwise use commercially reasonable efforts to keep such information confidential and secure in accordance with general industry standards. FOGLDN has and will continue to use PCI compliant processing provided by Stripe.
D. Following any termination or expiration of this Agreement or your FOGLDN membership, FOGLDN will retain a copy of your billing data for a period of thirty (30) days. You acknowledge and agree that (i) you are solely responsible for exporting a copy of your billing data prior to any such termination or expiration, and (ii) if you require access to such data following any such termination or expiration, you may be required to pay professional service fees to FOGLDN to retrieve such data.
2. Term and Termination
The term of this Agreement (the “Term”) shall commence as of the date you first register for, access or use of the Service, and shall continue until terminated as set forth below. You may terminate this Agreement at any time by notifying FOGLDN that you wish to terminate your membership. FOGLDN may terminate this Agreement at any time, for any reason or no reason (including, without limitation, for your breach of this Agreement, violation of applicable law, or violation of card association rules or regulations). Upon any termination of this Agreement, any amounts owed to FOGLDN which accrued prior to such termination will become immediately due and payable.
3. Modifications to Agreement or Service
FOGLDN reserves the right to amend or modify this Agreement at any time, but if we do, we will bring it to your attention by placing a notice on the Service, by sending you an email and/or by some other means. If you don’t agree with the amended or modified Agreement, you are free to reject it; but you will no longer be able to use the Services. If you use the Services in any way after a change to this Agreement is effective, that means you agree to all of the changes. Except for changes to this Agreement made by FOGLDN in accordance with this section, no other amendment or modification of this Agreement will be effective unless in writing and signed by both you and FOGLDN.
FOGLDN may change, suspend, or discontinue all or any part of the Service at any time, with or without reason (including, without limitation, for any nonpayment of any fees due hereunder). You acknowledge that the operation of the Service may from time to time encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors and FOGLDN shall not be responsible to you or others for any such interruptions, errors or problems or an outright discontinuance of the Service.
4. Service Implementation, Registration and Payment Terms.
A. FOGLDN will submit your payment information to the Stripe gateway and will charge you a fee based on the membership fee. Monthly charges for the Service will be at the rates set forth by Service type and agreed upon by you in the Registration process. Such charges may be modified by FOGLDN upon thirty (30) days prior written notice. Payments reflecting charges for the prior month’s use of the Service will be billed by FOGLDN and deducted from your authorized credit card promptly on the agreed date of each calendar month. Prices established in this Agreement, and in any schedule, exhibit or related agreement hereto, are inclusive of taxes and other fees which may be imposed on FOGLDN or you for the provision or use of the Service. You will be responsible for such taxes and other fees. All fees associated with your chosen payment gateway are also separate and not included in FOGLDN’s fees. Without limiting any remedy available to FOGLDN, if you fail to pay any fees due hereunder, FOGLDN may terminate your access to the Service.
B. FOGLDN is not liable for any losses relating to chargebacks, fraudulent charges, or other actions by you or your customers that are deceptive, fraudulent or otherwise invalid (“Fraudulent Actions”). By using the Service, you hereby release FOGLDN from any liability arising from Fraudulent Actions. You will also use best efforts to promptly notify FOGLDN of any Fraudulent Actions which may affect the Service. FOGLDN reserves the right, in its sole discretion, to terminate your account if you engage in, or permit any other user or customer to engage in, Fraudulent Actions.
5. Service Use and Limitations.
We will make reasonable efforts to keep the complete Service operational 24 hours a day/7 days a week, except for: (i) planned downtime of certain services (of which we will use reasonable efforts to provide at least 72 hours prior notice); or (ii) any unavailability caused by circumstances beyond our control, including but not limited to, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labour problems or Internet service provider failures or delays.
6. Third Party Products & Services (Stripe – https://stripe.com/uk/terms)
The Service may provide you with access to, be integrated with, or contain links or references to, products, services, data, information, sites or other materials which are provided or operated by third parties (collectively, “Third Party Products or Services”). Third Party Products are not under FOGLDNS’s control, and you acknowledge that FOGLDN is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such Third Party Products. You shall comply with all Third Party Terms, and shall indemnify and hold FOGLDN harmless from all damages, costs, settlements, attorneys’ fees and expenses arising from or related to your breach of any Third Party Terms. Any provision by FOGLDN of Third Party Products, and any exchange of data between you and any third-party provider of a Third Party Product, is solely between you and the applicable third-party provider.
7. Proprietary Rights
A. The Service contains content and technology of FOGLDN that is protected by copyright, trademark, patent, trade secret and other laws. As between the parties, FOGLDN owns all intellectual property and other proprietary rights to the Service, including but not limited to the design, artwork, logos, functionality, and documentation relating thereto (collectively, the “FOGLDN Property”). You may not: (i) copy, modify, or reverse engineer any part of the Service or any FOGLDN Property (except to the extent such restriction is prohibited by applicable law); (ii) rent, sell, lease, distribute, provide on a service bureau basis, or otherwise use the Service for the benefit of any third party; or (iii) remove or otherwise alter any proprietary notices or labels from the Service or any portion thereof. The names, logos or trademarks of any third party companies and products mentioned on the Service (including, without limitation, FOGLDN Partners and Partner Sites) may be the trademarks of their respective owners.
B. Subject to the terms and conditions hereof, FOGLDN hereby grants you a limited, revocable, nonsublicensable license to display the FOGLDN Property (excluding any software code) solely for personal, non-commercial use in connection with viewing the Service or other uses which are expressly permitted by FOGLDN in writing. Notwithstanding such permitted uses and license, you acknowledge that all derivative designs and artwork which utilize the Service’s logo or other property are the sole property of FOGLDN. No other rights are granted to you with respect to the FOGLDN Property other than those rights granted explicitly herein.
C. Any text, images, or other audiovisual information posted on the Service by a user (collectively, “User Content”) shall belong to the user that posted such User Content. You may use any User Content posted by you in any other way without restriction. You may only use User Content posted by others in the ways described in this Agreement.
D. FOGLDN reserves the right to remove any content (including, without limitation, User Content) from the service, at its sole discretion.
E. FOGLDN respects the intellectual property of others. It may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who repeatedly infringe others’ rights. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide the following information to FOGLDN’s copyright agent:
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
a description of the copyrighted work or other intellectual property that you claim has been infringed;
description of where the material that you claim is infringing is located on the site;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or are authorized to act on the copyright or intellectual property owner’s behalf.
FOGLDN’s agent for notice of claims of copyright or other intellectual property infringement can be reached as follows:
8. Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. FOGLDN AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
FOGLDN MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (II) THAT YOUR ACCESS TO OR USE OF THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, (III) THAT ANY DEFECTS IN THE SERVICE WILL BE CORRECTED, OR (IV) THAT THE SERVICE OR ANY SERVER THROUGH WHICH YOU ACCESS THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
YOU UNDERSTAND THAT IN USING THE SERVICE, SENSITIVE INFORMATION WILL TRAVEL THROUGH THIRD PARTY INFRASTRUCTURES WHICH ARE NOT UNDER FOGLDN’s CONTROL (SUCH AS A THIRD PARTY SERVERS). FOGLDN MAKES NO WARRANTY WITH RESPECT TO THE SECURITY OF SUCH THIRD PARTY INFRASTRUCTURES.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FOGLDN OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
9. Limitation of Liability
EXCEPT FOR ANY INDEMNIFICATION OBLIGATIONS OF THE PARTIES SET OUT HEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY ON ACCOUNT OF ANY CLAIM (WHETHER BASED UPON PRINCIPLES OF CONTRACT, WARRANTY, NEGLIGENCE OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, THE FAILURE OF ANY LIMITED REMEDY TO ACHIEVE ITS ESSENTIAL PURPOSE, OR OTHERWISE) FOR (I) ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY AMOUNTS IN EXCESS (IN THE AGGREGATE) OF THE FEES PAID (OR PAYABLE) BY YOU UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING ANY CLAIM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
FOGLDN may assign these Terms of Service in whole or part at any time.
Any notice required or permitted in this Agreement shall be sent via email (and shall be deemed to have been duly given upon receipt), (i) if to Company, at firstname.lastname@example.org or (ii) if to you, at the email address that you provide when registering your account. Either party may update its email address for notice purposes via a notice delivered in accordance with this paragraph.
Neither party may assign or transfer its rights or obligations under this Agreement without the other party’s prior written consent; provided that either party may assign or transfer all of its rights and obligations under this Agreement without such consent to a successor-in-interest to all or substantially all of such party’s assets, business or equity interests relating to this Agreement (whether effected by merger, acquisition, sale of assets, change of control, or otherwise). FOGLDN may subcontract its obligations hereunder (provided that FOGLDN shall at all times remain fully responsible for the performance of any subcontractor).
This Agreement and the relationship between you and FOGLDN shall be governed by the laws of the United Kingdom without regard to its conflict of law provisions. You and FOGLDN agree to submit to the personal and exclusive jurisdiction of the courts located within the United Kingdom.
The provisions of this Agreement are intended for the benefit of, and are enforceable solely by, the parties hereto, and nothing in this Agreement shall be construed as giving any other person any right, remedy or claim under or in respect of this Agreement or any provision hereof.
The parties shall be independent contractors under this Agreement, and nothing herein shall constitute either party as the employer, employee, agent or representative of the other party, or both parties as joint venturers or partners for any purpose.
Any failure of FOGLDN to enforce or exercise a right provided in these terms is not a waiver of that right.
Should any provision of these terms be found invalid or unenforceable, such provision shall be limited or deleted to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.
If you contact your bank or credit card company to decline, chargeback or otherwise reverse the charge of any payable fees to us (“Chargeback”), we may automatically terminate your Account. If you have questions about a payment made to us, we encourage you to contact our support team before filing a Chargeback. If no attempt to contact or respond to the support team is made within one day (24 hours) of the payment being processed, we will assume all transactions were valid. We reserve our right to dispute any Chargeback.