Bookwhen Terms & conditions

Bookwhen Limited, registered in England and Wales, No 08914060 Registered office: Belsyre Court, 57 Woodstock Road, Oxford, England, OX2 6HJ

These terms and conditions ("Ts & Cs") govern your licensing and use of bookwhen services. If you order a free trial for bookwhen services, these Ts & Cs will also govern your use during the free trial.

You will be asked to give your express agreement to these Ts & Cs by ticking a box before you place an order on bookwhen’s website. By doing so and using bookwhen website, you accept these Ts & Cs in full; accordingly, if you disagree with these Ts & Cs or any part of these Ts & Cs, you must not use bookwhen website or bookwhen services.

You warrant and represent to bookwhen that you contract with bookwhen under these Ts & Cs exclusivey in the course of a business and not as a consumer.

You must be at least 18 years of age to use bookwhen website; by using bookwhen website or agreeing to these Ts & Cs, you warrant and represent to bookwhen that you are at least 18 years of age.

If you are entering into these Ts & Cs on behalf of a company or other legal entity, you warrant and represent that you have the authority to bind such entity to these Ts & Cs, in which case the terms "you" or "your" shall refer to such entity. If you do not have such authority, you must not accept these Ts & Cs and may not use the services.

  1. DEFINITIONS
    • “Account Dashboard” pages within Your account via which You can purchase Premium Services and transfer to different subscription plans.
    • “Bookwhen Website” means Bookwhen’s website found at https://bookwhen.com/.
    • “Business Day” means a day (other than a Saturday or a Sunday) on which clearing banks are open for business in the City of London.
    • “Commencement Date” has the meaning given in Clause 10.1.
    • “Confidential Information” means all information of a confidential nature received or obtained as a result of entering into or performing these Ts & Cs which relates to the provisions or subject matter of these Ts & Cs or the other Party.
    • “Customer Personal Data” means any Personal Data that is processed by Bookwhen on Your behalf in relation to these Ts & Cs.
    • “Data Protection Laws” means all applicable laws relating to the processing of Personal Data including, while it is in force and applicable to Customer Personal Data, the General Data Protection Regulation (Regulation (EU) 2016/679).
    • “Free Plan” means a subscription plan which is available free of charge, details of which are set out on the Bookwhen Website.
    • “Free Trial” has the meaning given to it in Clause 2.
    • “Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these "intellectual property rights" include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs).
    • “Party” and “Parties” means You or Bookwhen, or You and Bookwhen as the context requires.
    • “Personal Data” has the meaning given to it in the Data Protection Laws applicable in the United Kingdom from time to time.
    • “Premium Services” means paid Services that You purchase using the Account Dashboard, as distinguished from those provided pursuant to a Free Trial or under the Free Plan.
    • “Services” means any services that Bookwhen provides to You under these Ts & Cs, details of which are set out on the Bookwhen Website.
    • “Standard Plan” means a subscription plan, details of which are set out on the Bookwhen Website.
    • “Term” has a meaning given to it in Clause 10.1.
    • “Ts & Cs”  these terms and conditions as amended from time to time in accordance with Clause 13.7.
    • "Bookwhen," "Us" or "Our" means Bookwhen Limited, registered in England and Wales, No 08914060 Registered office: Belsyre Court, 57 Woodstock Road, Oxford, England, OX2 6HJ.
    • "You" or "Your" means an individual, company or other legal entity which enters into these Ts & Cs with Bookwhen.
    • “Your Data” means electronic data and information submitted by You to the Services or collected and processed by You using the Services.
  2. FREE TRIAL

    If You register for a free trial, Bookwhen will provide You with access to a Standard Plan on a trial basis free of charge until the earlier of (a) the end of the 14-day free trial period, or (b) the start date of a Free Plan or a Premium Service ordered by You using the Account Dashboard (“Free Trial”). On the expiration of the 14-day free trial period Your subscription to a Free Trial will automatically convert to the Free Plan unless you have purchased a Premium Service.  

  3. BOOKWHEN RESPONSIBILITIES
    1. Provision of Services. Bookwhen will (a) make the Services available to You pursuant to these Ts & Cs, (b) provide support to You as set out in Clause 3.3 at no additional charge, and (c) use commercially reasonable efforts to make the online Premium Services available 24 hours a day, 7 days a week, except in the case of:
      1. any planned downtime (for which Bookwhen shall endeavour to give at least 8 hours electronic notice and which Bookwhen shall schedule to the extent practicable during periods of low demand); or
      2. any unavailability caused by circumstances beyond Bookwhen’s reasonable control, including, for example, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, act of war, strike or other labour problem (other than a labour issue or strike involving Bookwhen’s employees), power outage, network failure, Internet service provider failure or delay or malicious code, malware, attack, bugs, viruses, trojans or similar.
    2. How the Services are provided. Access to the Services will be provided to You by Bookwhen supplying you with a user identification and password.
    3. Support for the Services. Bookwhen will provide fist line support for Premium Services which includes in-app chat and email support. The in-app chat will be only available during Business Days between 9:00 a.m. and 5.30 p.m. GMT. For any support enquiries submitted by email, Bookwhen will use its reasonable efforts to respond within one (1) Business Day. For the Services under the Free Trial or Free Plan, Bookwhen will provide such support as it feels is reasonable from time to time.
    4. Protection of Your Data. Bookwhen will maintain administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Your Data. Those safeguards will include, but will not be limited to, measures for preventing access, use, modification or disclosure of Your Data by Bookwhen’s personnel except (a) to provide the Services and prevent or address service or technical problems, (b) as required by law, or (c) as You expressly permit in writing.
  4. USE OF SERVICE
    1. Subscriptions.
    1. Premium Services are purchased as annual or monthly subscriptions. At the end of each subscription period the subscription will automatically renew for another period of the corresponding length to the previous one unless (a) You have downgraded Your subscription to the Free Plan, or (b) these Ts & Cs have been terminated in accordance with Clause 10.
    2. The Free Plan is a rolling subscription and shall continue indefinitely until either (a) You purchase a Premium Service, or (b) these Ts & Cs have been terminated in accordance with Clause 10.
    1. Licence. Subject to your compliance with these Ts & Cs at all times, Bookwhen hereby grants You a non-exclusive, non-transferrable licence to use the Services for your own internal business purposes.
    2. Usage Limits. The individual file size limit of a document you can attach to your event is 15MB.
    3. Your Responsibilities. You shall: (a) use commercially reasonable efforts to restrict use of the Services to You only and prevent unauthorised access to the Services by any third parties, and notify Bookwhen immediately upon You becoming aware of any such unauthorised access or use; (b) be responsible for the accuracy, quality and legality of Your Data and the means by which You acquire Your Data; (c) manage and monitor Your Data at all times and use commercially reasonable efforts to ensure the use of the Services is in accordance with any applicable laws and government regulations; (d) notify Bookwhen immediately on becoming aware of any malpractice with respect to the Services or Your Data and facilitate or expedite any action required by You or Bookwhen to appropriately address such malpractice; (e) be solely responsible for ensuring that the email address You provide to Bookwhen for correspondence is up-to-date and effective for correspondence between You and Bookwhen; (f) be solely responsible for familiarising Yourself with the functionality of the Services and for Your use of the Services, including but not limited to, customising Your account, setting up event prices, promotions and discounts; and (g) be solely responsible for ensuring that the information You provide to Bookwhen in relation to Your subscription payment method is up to date and valid.  
    4. Usage Restrictions. You shall not: (a) make the Services available to, or use the Services for the benefit of, anyone other than You; (b) sell, resell, license, sub-license, distribute, rent, lease or lend the Services, or include the Services in any service bureau, white labelling or outsourcing offering; (c) use the Services to store, upload, distribute or transmit any infringing, libellous, defamatory, obscene or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights; (d) use the Services to store or transmit any malicious code, malware, attack, bugs, viruses, Trojans or similar; (e) in any way interfere with or disrupt the integrity or performance of the Services or any third-party data contained therein; (f) attempt to gain unauthorised access to the Services or its related systems or networks; (g) copy the Services or any part, feature, function or user interface thereof; (h) use the Services to in any way bring Bookwhen into disrepute; (i) access or use the Services in order to provide a product or service that is in anyway competitive with Bookwhen’s Services; or (j) reverse engineer, decompile, manipulate or access any source code or object code related to the Services (to the extent such restriction is permitted by law); (k) use the Services in any way that causes, or may cause, damage to the Services or Bookwhen’s platform; (l) use the Services in any way that is unlawful, illegal, fraudulent or harmful or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity; (m) use the Services to generate and transmit spam or unethical or unwanted content or content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing); and (n) use the Services to collect data from Your clients that is beyond what is required for the running of the services You offer.
  5. ACKNOWLEDGEMENTS
    1. You acknowledge that complex software is never wholly free from defects, errors and bugs; and subject to the other provisions of these Ts & Cs, Bookwhen gives no warranty or representation that the Services will be wholly free from defects, errors and bugs.
    2. You acknowledge that complex software is never entirely free from security vulnerabilities; and subject to the other provisions of these Ts & Cs, Bookwhen gives no warranty or representation that the Services will be entirely secure.
    3. Bookwhen shall have no responsibility for any third party added applications such as online payment services.
    4. Bookwhen shall not be liable for any booking refunds, losses or damages which Your clients may be issuing against You, irrespective of whether the cause of the refunds, losses or damages was human error or an error in misuse of the Services.
    5. Bookwhen may, at its sole discretion, refuse or remove from the Services any content that in its opinion violates these Ts & Cs or is in any way harmful or objectionable and will have no obligation to provide a refund of any amounts previously paid.  
  6. FEES AND PAYMENT FOR PURCHASED SERVICES
    1. Fees. You shall pay the Fees to Bookwhen in accordance with these Ts & Cs. The Free Trial and Free Plan subscriptions are free of charge. The current prices for the Premium Services are stated on the Bookwhen Website.  By ordering a Premium Service You agree to pay Bookwhen the annual or monthly subscription fee indicated for that Premium Service.  All amounts payable by You under these Ts & Cs are exclusive of amounts in respect of value added tax (VAT) and You shall in addition pay an amount equal to any VAT chargeable on those sums.
    2. The Fees will be calculated based on the type of subscription plan You ordered and length of the subscription. If You transfer to a different subscription plan before the end of the current subscription period, the Fees for that subscription period will be prorated accordingly and the relevant amount will be credited or debited, as applicable, to Your Bookwhen account at the end of the subscription period during which the change of the subscription plan occurred. The Fees are not refundable and any credited amount will be automatically used towards Your subsequent subscription fee.  
    3. Payment. You must pay the Fees by debit card or credit card or by means as otherwise agreed between You and Bookwhen. Unless otherwise agreed by the Parties, the subscription fees will be payable in advance on the first day of each subscription period. If You do not cancel your account or downgrade to the Free Plan before the next due date of Your subscription fee, Bookwhen will automatically charge the then-applicable periodic subscription fee using the payment method You provided to Bookwhen.
    4. If the payment method You provided to Bookwhen is invalid or if the charge is refused for any other reason outside of Bookwhen’s control, Bookwhen will notify You of this by email and will attempt to take the payment two more times within the following 10 days. If Your payment method is declined and You have failed to provide Bookwhen with a new eligible payment method within 10 days from Bookwhen’s first attempt to charge the subscription fee, Your account will be automatically downgraded to a Free Plan.
    5. Invoicing. Unless otherwise agreed between You and Bookwhen, Bookwhen will issue invoices for the Fees to You following the payment for the subscription fee. You are responsible for providing complete and accurate billing and contact information to Bookwhen and notifying Bookwhen of any changes to such information.
    6. Overdue Charges. If any invoiced amount is not received by Bookwhen by the due date, then without limiting any other rights or remedies which may be available to Bookwhen, that amount shall bear interest from the due date until payment is made in full, both before and after any judgment, at a rate of 5% per annum over the Lloyds Bank base rate.
    7. Legal Fees. You will pay on demand all of Bookwhen’s reasonable legal and attorney fees and other costs incurred by Bookwhen in order to collect any fees or charges due to Bookwhen under these Ts & Cs following Your breach of Clauses 6.3 and 6.4 (Payment) or 6.6 (Overdue Charges).
    8. Payment Disputes. Bookwhen will not exercise its rights under Clause 6.6 (Overdue Charges) above if You are disputing the applicable charges reasonably and in good faith and are co-operating diligently to resolve the dispute.
    9. Fee Increase. The pricing during any automatic renewal term will be the same as that during the immediately prior term unless Bookwhen has given You written notice of a pricing increase at least thirty (30) days before the end of that prior term, in which case the pricing increase will be effective upon renewal and thereafter.
    10. Future Functionality. You acknowledge and agree that Your purchases in accordance with these Ts & Cs are not contingent on the delivery of any future functionality or features in relation to the Services, or dependent on any oral or written public comments made by Bookwhen regarding future functionality or features of the Services.
  7. CONFIDENTIALITY
    1. Each Party must:
      1. keep the Confidential Information strictly confidential;
      2. not disclose the Confidential Information to any person without the other Party's prior written consent, and then only under conditions of confidentiality no less onerous than those contained in these Ts & Cs;
      3. use the same degree of care to protect the confidentiality of the Confidential Information as the Party uses to protect its own confidential information of a similar nature, being at least a reasonable degree of care;
      4. act in good faith at all times in relation to the Confidential Information; and
      5. not use any of the Confidential Information for any purpose other than as contemplated by and subject to these Tc & Cs.
    2. Notwithstanding Clause 7.1, each Party may disclose the Confidential Information to its officers, employees, professional advisers, insurers, agents and subcontractors who have a need to access the Confidential Information for the performance of their work with respect to these Ts & Cs and who are bound by a written agreement or professional obligation to protect the confidentiality of the Confidential Information.
    3. This Clause 7 imposes no obligations upon either Party with respect to Confidential Information that:
      1. is known to that Party before disclosure under these Ts & Cs and is not subject to any other obligation of confidentiality;
      2. is or becomes publicly known through no act or default of that Party; or
      3. is obtained by that Party from a third party in circumstances where That Party has no reason to believe that there has been a breach of an obligation of confidentiality.
    4. The restrictions in this Clause 7 do not apply to the extent that any Confidential Information is required to be disclosed by any law or regulation, by any judicial or governmental order or request, or pursuant to disclosure requirements relating to the listing of the stock of the Parties on any recognised stock exchange.
    5. The provisions of this Clause 7 shall continue in force for a period of 5 years following the termination of these Tc & Cs, at the end of which period they will cease to have effect.
  8. DATA PROTECTION
    1. Bookwhen acknowledges and agrees it is a processor in relation to the Customer Personal Data. In respect of other Personal Data Bookwhen may process under this Agreement it is a controller under the Data Protection Laws.  
    2. Each Party shall comply with the Data Protection Laws with respect to the processing of the Customer Personal Data.
    3. You warrant to Bookwhen that you have the legal right to disclose all Personal Data that you do in fact disclose to Bookwhen under or in connection with these Ts & Cs.
    4. You shall only supply to Bookwhen, and Bookwhen shall only process, in each case under or in relation to these Tc & Cs:
      1. the Personal Data of data subjects falling within the categories specified in Part 1 of Schedule 1 (Data processing information) (or such other categories as may be agreed by the Parties in writing); and
      2. Personal Data of the types specified in Part 2 of Schedule 1 (Data processing information) (or such other types as may be agreed by the Parties in writing).
    5. Bookwhen shall only process the Customer Personal Data for the purposes specified in Part 3 of Schedule 1 (Data processing information).
    6. Bookwhen shall only process the Customer Personal Data during the Term and for not more than 4 Business Days following the end of the Term, subject to the other provisions of this Clause 8.
    7. Bookwhen shall only process the Customer Personal Data on Your documented instructions (including with regard to transfers of the Customer Personal Data to any place outside the European Economic Area), as set out in these Ts & Cs or any other document agreed by the Parties in writing.
    8. You hereby authorise Bookwhen to make the following transfers of Customer Personal Data:
      1. Bookwhen may transfer the Customer Personal Data to its sub-processors in the jurisdictions identified in Part 5 of Schedule 1(Data processing information), providing that such transfers must be protected by any appropriate safeguards identified therein; and
      2. Bookwhen may transfer the Customer Personal Data to a country, a territory or sector to the extent that the European Commission has decided that the country, territory or sector ensures an adequate level of protection for Personal Data.
    9. Bookwhen shall promptly inform You if, in the opinion of Bookwhen, Your instruction relating to the processing of the Customer Personal Data infringes the Data Protection Laws.
    10. Notwithstanding any other provision of these Ts & Cs, Bookwhen may process the Customer Personal Data if and to the extent that Bookwhen is required to do so by applicable law. In such a case, Bookwhen shall inform You of the legal requirement before processing, unless that law prohibits such information on important grounds of public interest.
    11. Bookwhen shall ensure that persons authorised to process the Customer Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality.
    12. You and Bookwhen shall each implement appropriate technical and organisational measures to ensure an appropriate level of security for the Customer Personal Data.
    13. Bookwhen must not engage any third party to process the Customer Personal Data without Your prior specific or general written authorisation. In the case of a general written authorisation, Bookwhen shall inform You at least 14 days in advance of any intended changes concerning the addition or replacement of any third party processor, and if You object to any such changes before their implementation, then Bookwhen shall use reasonable endeavours to take Your reasonable objections into account. Bookwhen shall ensure that each third party processor is subject to equivalent legal obligations as those imposed on Bookwhen by this Clause 8.
    14. As at the Commencement Date, Bookwhen is hereby authorised by You to engage, as sub-processors with respect to Customer Personal Data, the third parties identified in Part 5 of Schedule 1 (Data processing information).
    15. Bookwhen shall, insofar as possible and taking into account the nature of the processing, take appropriate technical and organisational measures to assist You with the fulfilment of Your obligation to respond to requests exercising a data subject's rights under the Data Protection Laws.
    16. Bookwhen shall assist You in ensuring compliance with the obligations relating to the security of processing of personal data, the notification of personal data breaches to the supervisory authority, the communication of personal data breaches to the data subject, data protection impact assessments and prior consultation in relation to high-risk processing under the Data Protection Laws. Bookwhen may charge You at its standard time-based charging rates for any work performed by Bookwhen at Your request pursuant to this Clause 8.16.
    17. Bookwhen must notify You of any Personal Data breach affecting the Customer Personal Data without undue delay and, in any case, not later than 72 hours after Bookwhen becomes aware of the breach.
    18. Bookwhen shall make available to You all information necessary to demonstrate its compliance with its obligations under this Clause 8 and the Data Protection Laws. Bookwhen may charge You at its standard time-based charging rates for any work performed by Bookwhen at Your request pursuant to this Clause 8.18, providing that no such charges shall be levied with respect to the completion by Bookwhen (at Your reasonable request, not more than once per calendar year) of Your standard information security questionnaire.
    19. Bookwhen shall, at Your choice as per Clause 11.4, delete or return all of the Customer Personal Data to You after the provision of services relating to the processing, and shall delete existing copies save to the extent that applicable law requires storage of the relevant Personal Data.
    20. Bookwhen shall allow for and contribute to audits, including inspections, conducted by the You or another auditor mandated by You in respect of the compliance of the Bookwhen's processing of Customer Personal Data with the Data Protection Laws and this Clause 8. Bookwhen may charge You at its standard time-based charging rates for any work performed by Bookwhen at Your request pursuant to this Clause 8.20, providing that no such charges shall be levied where the request to perform the work arises out of any breach by Bookwhen of these Tc & Cs or any security breach affecting the Bookwhen’s systems.
    21. If any changes or prospective changes to the Data Protection Laws result or will result in one or both Parties not complying with the Data Protection Laws in relation to processing of Personal Data carried out under these Ts & Cs, then the Parties shall use their best endeavours promptly to agree such variations to these Ts & Cs as may be necessary to remedy such non-compliance.
  9. INTELLECTUAL PROPERTY RIGHTS
    1. Bookwhen will not acquire ownership of any Intellectual Property Rights subsisting in Your Data which You may, from time to time, require Bookwhen to host, store or otherwise make available or distribute in the course of providing the Services.
    2. You hereby grant to Bookwhen a non-exclusive, worldwide, royalty-free right to use, copy, store, transmit, distribute, perform and display, modify and create derivative works of Your Data solely to the extent necessary to provide the Services.
    3. You agree to fully indemnify Bookwhen and hold it harmless against any and all costs, expenses, liabilities, losses, damages, claims and judgments that Bookwhen may incur or be subject to as a result of the infringement of any Intellectual Property Rights belonging to any third party arising out of Your failure to comply with these Ts & Cs or to obtain the necessary rights and permissions from third parties in relation to any such material or Your Data (or Intellectual Property Rights) owned by such third parties.
    4. Except for Your Data, you acknowledge and agree that everything comprising the Services is owned (or licensed) by Bookwhen and nothing in these Ts & Cs gives you any rights or title in respect of the Services except as set out in these Ts & Cs.
    5. Subject to Clause 9.1, any Intellectual Property Rights that may arise out of the performance of the Services by Bookwhen shall be the exclusive property of Bookwhen.
  10. TERM AND TERMINATION
    1. Term of these Ts & Cs. These Ts & Cs commence on the date You first accept them (the “Commencement Date”) and continue until all subscriptions hereunder have expired or have been terminated (“Term”).
    2. Suspension and Termination. Bookwhen may (a) suspend the Services with immediate effect or (b) deny You access to use the Bookwhen Website or the Services if You commit a material breach of these Ts & Cs (for the avoidance of doubt breach of Clauses 4.4 and 4.5 will constitute a breach of these Ts & Cs).
    3. You can terminate these Ts & Cs at any time by cancelling your account using the Account Dashboard. If You cancel Your account during a subscription term under the Premium Services the Fees in respect of that subscription term will not be refundable.  
    4. Bookwhen may forthwith terminate these Ts & Cs by giving You written notice if: (a) any sum owed by You under any of the provisions of these Ts & Cs is not paid within 30 days of the due date for payment; (b) You commit any other material breach of any of the provisions of these Ts & Cs and, if the breach is capable of remedy, fail to remedy it within ten (10) working days after being given written notice of the breach; (c) any form of insolvency action that might or will affect You is taken, or threatened to be taken, or You cease, or threaten to cease, to carry on business ; or (d) in Bookwhen’s sole opinion, Your account has been dormant for at least 12 months.  
    5. If these Ts & Cs are terminated by You in accordance with Clause 10.3, after the effective date of termination these Ts & Cs will not automatically renew at the end of Your subscription term.
    6. If these Ts & Cs are terminated in accordance with Clause 10.4, after the effective date of termination You will immediately cease to use and to have access to the Services.
    7. The right to terminate these Ts & Cs given by this Clause 10 shall not prejudice any other right or remedy of either Party in respect of the breach concerned (if any) or any other breach.
  11. POST-TERMINATION PROVISIONS

    Upon the termination of these Ts & Cs for any reason:

    1. any sum owing by either Party to the other Party under any of the provisions of these Ts & Cs shall become immediately due and payable;
    2. any rights or obligations to which any of the Parties to these Ts & Cs may be entitled or be subject before its termination shall remain in full force and effect where they are expressly stated to survive such termination; for the avoidance of doubt clauses 7, 8, 9, 11, 12 and 18 shall survive termination;
    3. termination shall not affect or prejudice any right to damages or other remedy which the terminating Party may have in respect of the event giving rise to the termination or any other right to damages or other remedy which either Party may have in respect of any breach of these Ts & Cs which existed at or before the date of termination;
    4. unless You make a request to Bookwhen within 4 days after the effective date of termination of these Ts & Cs for export or download of Your Data, after that 4-day period Bookwhen will delete all Your Data in Bookwhen’s possession or control, unless legally prohibited to do so. If such request is made by You, Bookwhen will use its reasonable endeavours to assist You with the export or download of Your Data and may require You to pay additional charges.  
    5. except as provided in this Clause 11, and except in respect of any accrued rights, neither Party shall be under any further obligation to the other; and
    6. each Party shall (except to the extent referred to in Clause 7) forthwith cease to use, either directly or indirectly, any Confidential Information, and shall forthwith return to the other Party any documents in its possession or control which contain or record any Confidential Information.
  12. LIABILITY AND INDEMNITY
    1. Nothing in these Terms and Conditions will:
      1. limit or exclude any liability for death or personal injury resulting from negligence;
      2. limit or exclude any liability for fraud or fraudulent misrepresentation;
      3. limit any liabilities in any way that is not permitted under applicable law; or
      4. exclude any liabilities that may not be excluded under applicable law.
    2. The limitations and exclusions of liability set out in this Clause 18 and elsewhere in these Terms and Conditions:
      1. are subject to Clause 12.1; and
      2. govern all liabilities arising under these Ts & Cs or relating to the subject matter of these Ts & Cs, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these Ts & Cs.
    3. Neither Party shall be liable to the other Party in respect of any (a) losses arising out of a Force Majeure Event; (b) loss of profits or anticipated savings; (c) loss of revenue or income; (d) loss of use; (e) loss of business, contracts or opportunities; (f) loss or corruption of any data, database or software; and (g) special, indirect or consequential loss or damage.
    4. The aggregate liability of Bookwhen to You under these Tc & Cs shall not exceed the greater of:
      1. £500; and
      2. total amount paid by You to Bookwhen under these Tc & Cs in the 12 month period preceding the commencement of the event or events.
  13. NATURE OF THESE TERMS AND CONDITIONS
    1. These Ts & Cs are specific to You and You may not assign, mortgage, or charge any of Your rights hereunder, or sub-contract or otherwise delegate any of Your obligations hereunder, except with Bookwhen’s written consent.
    2. These Ts & Cs constitute the entire agreement between the Parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
    3. Each Party acknowledges that, in entering into these Ts & Cs, it does not rely on any representation, warranty or other provision except as expressly provided in these Ts & Cs, and all conditions, warranties or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
    4. No failure or delay by either Party in exercising any of its rights under these Ts & Cs shall be deemed to be a waiver of that right, and no waiver by either Party of a breach of any provision of these Ts & Cs shall be deemed to be a waiver of any subsequent breach of the same or any other provision.
    5. At any time after the date of commencement of these Ts & Cs each of the Parties shall, at the request and cost of the other Party, execute or procure the execution of such documents and do or procure the doing of such acts and things as the Party so requiring may reasonably require for the purpose of giving to the Party so requiring the full benefit of all the provisions of these Ts & Cs.
    6. Unless expressly provided in these Ts & Cs, no terms of these Ts & Cs are enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to it.
    7. Bookwhen reserves the right to amend the terms of these Ts & Cs at any time by giving You reasonable written notice to that effect in writing.
  14. SEVERABILITY

    The Parties agree that, in the event that one or more of the provisions of these Ts & Cs is found to be unlawful, invalid or otherwise unenforceable, the relevant provision(s) shall be deemed severed from the remainder of these Ts & Cs, which shall be and shall remain fully valid and enforceable.

  15. RELATIONSHIP OF PARTIES
    1. Nothing in these Ts & Cs shall constitute, or be deemed to constitute, a partnership between the Parties nor, except as expressly provided, shall it constitute, or be deemed to constitute an agency of any other party for any purpose.
    2. Subject to any express provisions to the contrary in these Ts & Cs, Bookwhen shall have no right or authority to, and shall not do any act, enter into any contract, make any representation, give any warranty, incur any liability, assume any obligation, whether express or implied, of any kind on behalf of You or bind You in any way.
  16. NOTICES
    1. All notices under these Ts & Cs shall be in writing and delivered by email to the email addresses as set out in Clause 16.2 or if another email address is notified as a replacement email address, to that email address, provided that the sender is able to verify that the email reached the recipient’s servers without error. Any such notice will be deemed to have been served upon the email reaching the server.
    2. Notices for Bookwhen are to be sent to the following email address: accounts@bookwhen.com. Notices for You shall be sent to the email address You provide to Bookwhen from time to time.
  17. FORCE MAJEURE

    Neither Party to these Ts & Cs shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that Party. Such causes include, but are not limited to: power failure, internet service provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the Party in question.

  18. LAW AND JURISTICTION
    1. These Ts & Cs (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.
    2. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (whether contractual or non-contractual) arising out of or in connection with these Ts & Cs, its subject matter or formation.

Schedule 1

Data processing information
  1. Categories of data subject

    The data subjects whose Personal Data may be processed are Your clients who will use Bookwhen Website to book their events and update information about themselves.

  2. Types of Personal Data

    The types of Personal Data which will be processed are as follows: email address, name, phone number, business address and company number, IP and browser information.

  3. Purposes of processing

    Bookwhen may process the Personal Data to provide the Services under these Ts & Cs.

  4. Sub-processors of Personal Data
    1. The authorised sub-processors of Personal Data are as follows:

Sub-processor Service provided Jurisdiction Safeguards
Stripe Payments United States EU-U.S Privacy Shield
Google Email, file storage United Kingdom
United States
GDPR
EU-U.S Privacy Shield
Intercom Chat support United States EU-U.S Privacy Shield
Help Scout Email support United States EU-U.S Privacy Shield
Postmark Email United States EU-U.S Privacy Shield
Wootric Customer feedback United States EU-U.S Privacy Shield
Profitwell Subscription analysis United States EU-U.S Privacy Shield