This agreement applies as between you, the User of this Website and CAM Solutions Ltd. a company registered in Scotland under registration number SC405805 whose registered office is at 9-10 St Andrew Square, Edinburgh EH2 2AF trading as Coach Logic, the owner(s) of this Website. Your agreement to comply with and be bound by these Terms and Conditions is deemed to occur upon your first use of the Website. If you do not agree to be bound by these Terms and Conditions, you should stop using the Website immediately.
You must be at least 18 years old to use this Website, if you are not 18 years old then you should stop using the Website immediately.
No part of this Website is intended to constitute a contractual offer capable of acceptance. Contracts are created in accordance with Clause 11.4 below.
In this Agreement the following terms shall have the following meanings:
|“Account”||means collectively the personal/business information, Payment Information and credentials (user name and password) used by Users to access the Services;|
|“Blog”||means a discussion or post, posted or uploaded to a User Site or to a related social media site such as Facebook™;|
|“Coach Logic”||means the said CAM Solutions Ltd;|
|“Content”||means any text, graphics, images, audio, video, software, data compilations including, but not limited to, text, graphics, logos, icons, sound clips, video clips, data compilations, page layout, underlying code and software and any other form of information capable of being stored in a computer that appears on, is uploaded to or forms part of the Subscription Services or the Platform; BUT excluding User Content;|
|“Database”||means the database stored on the Platform which contains inter alia User Data;|
|“Data Controller”, “Data Processor” and “Personal Data” “processing”, and “data subject”||shall have the meanings ascribed to them in the GDPR;|
|“Documentation”||means User documentation including (but not restricted to) guidelines, instructions and operating manuals (including instructional videos) provided electronically by Us for use with the Services, as periodically updated;|
|“End User”||any person using a User Site;|
|“End User Data”||means data uploaded to a User Site by an End User;|
|“End User Terms”||means the terms specified in Clause 10;|
|“GDPR”||means Regulation (EU) 2016/679;|
|“ICO”||means the UK’s supervisory authority, the Information Commissioner’s Office;|
|“Payment Information”||means any details required for the purchase of Services from this Website. This includes, but is not limited to, credit / debit card numbers, bank account numbers and sort codes;|
|“Personal Data”||has the meaning ascribed to it in the GDPR;|
|“Platform”||means the hardware and software environment in which the Services operate, which comprises one or more server computers (whether virtual or not), mirroring/duplicating/back-up and storage systems and relative hardware operating software, virtual machine software (where relevant), operating system software, database software, anti-virus and security software, switches, power supplies and telecommunications infrastructure;|
|“Purchase Information”||means collectively any orders, invoices, receipts or similar that may be in hard copy or electronic form;|
|“Premises”||means our place(s) of business located at 9-10 St Andrew Square, Edinburgh EH2 2AF;|
|“Service(s)”||means collectively any online facilities, tools, services or information that Coach Logic makes available through the Website and the Platform either now or in the future;|
|“Sub-Processing Agreement”||means an agreement between Coach Logic and a Sub-Processor governing the Personal Data processing carried out by the Sub-Processor, as described in Clause 22.24;|
|“Sub-Processor”||means a sub-processor appointed by Coach Logic to process the Personal Data;|
|“System”||means any online communications infrastructure that Coach Logic makes available through the Website and/or the Platform either now or in the future and whether administered by Coach Logic or by a third party. This includes, the Services and also, but is not limited to, web-based email, message boards, live chat facilities and email links;|
|“Update”||means any update, update rollup, service pack, feature pack, critical update, security update, or hotfix that is used to improve or to fix a software product;|
|“Upgrade”||means a software package that replaces an installed version of a product with a newer version of the same product, typically leaving existing customer data and preferences intact while replacing the existing software with the newer version;|
|“User” / “Users”||means you/any third party that accesses the Website and is not employed by Coach Logic and acting in the course of their employment;|
|“User Content”||means any text, graphics, images, audio, video, software, data compilations and any other form of information capable of being stored in a computer that appears on, is uploaded to or forms part of a User Site or the Services and has been uploaded by a User or an End User;|
|“User Data”||means data created via a User Site and stored in the Database which shall include End User Data;|
|“User Site”||means a website created by a User using the Services which shall contain User Content and shall be hosted on the Platform;|
|“Website”||means the website that you are currently using (https://www.coach-logic.com/) and any sub-domains of this site (e.g. subdomain.coach-logic.com) unless expressly excluded by their own terms and conditions.|
|“We/Us/Our”||means Coach Logic;|
These Terms and Conditions apply to business customers and non-business customers. If you are a non-business customer please consult the consumers’ legal rights detailed in Clause 23.6.
3.1 Subject to the exceptions in Clause 4 of these Terms and Conditions, all Content included on the Website, including any material contained within User Sites that is not User Content, including, but not limited to, text, graphics, logos, icons, images, sound clips, video clips, data compilations, page layout, underlying code and software and the Database is the property of Coach Logic, or Our affiliates. By continuing to use the Website you acknowledge that such material is protected by applicable United Kingdom and international intellectual property and other laws.
3.2 You may print, reproduce, copy, distribute, store or in any other fashion re-use Content from the Website as specified in Clause 5 of these Terms and Conditions and for personal or educational purposes only unless otherwise indicated on the Website or unless given Our express written permission to do so. Specifically, you agree that:
3.2.1 You will not systematically copy Content from the Website with a view to creating or compiling any form of comprehensive collection, compilation, directory or database unless given Our express written permission to do so.
4.1 The intellectual property rights subsisting in the User Content of User Sites belong to the User to which that/those User Site(s) belong(s) unless it is expressly stated otherwise.
4.2 Where expressly indicated, certain Content available through User Sites and the intellectual property rights subsisting therein belongs to other parties.
4.3 The Content described in this Clause 4, unless expressly stated to be so, is not covered by any permission granted by Clause 3 of these Terms and Conditions to use Content from the Website. The exceptions in Clause 5 continue to apply.
4.4 For the avoidance of doubt, the Database shall not be considered User Content.
Material from the Website may be re-used without written permission where any of the exceptions detailed in Chapter III of the Copyright Designs and Patents Act 1988 apply.
6.1 Unless otherwise expressly indicated, all Intellectual Property rights including, but not limited to, Copyright and Trademarks, in product images, films, music and other media and descriptions and designs belong to the manufacturers or distributors of such products as may be applicable.
6.2 Subject to Clause 5 you may not reproduce, copy, distribute, store or in any other fashion re-use such material unless otherwise indicated on the Website or unless given express written permission to do so by the relevant manufacturer or supplier.
This Website may contain links to other sites. Unless expressly stated, these sites are not under the control of Coach Logic or that of our affiliates. We assume no responsibility for the content of such websites and disclaim liability for any and all forms of loss or damage arising out of the use of them. The inclusion of a link to another site on this Website does not imply any endorsement of the sites themselves or of those in control of them.
Those wishing to place a link to this Website on other sites may do so only to the home page and/or the Login page of the Website without prior permission. Deep linking (i.e. links to specific pages within the site) requires the express permission of Coach Logic. To find out more please contact us by email at firstname.lastname@example.org or Phone: 07731 945 152.
9.1 When creating a User Site using the Services; you should do so in accordance with the following rules:
9.1.1 You must not use obscene or vulgar language;
9.1.2 Your User Site may not contain any material that is unlawful or otherwise objectionable (including that which may be in breach of rules, regulations or legislation in force in the United Kingdom or any other jurisdiction in which your User Site can be lawfully accessed. This does not extend to material which may be automatically blocked in certain jurisdictions but that is lawful in your home country);
9.1.3 Your User Site may not contain any material that is intended to promote or incite violence or any other unlawful conduct against any group, individual or animal. This includes, but is not limited to, the provision of instructions on how to assemble weapons of any kind, bombs, grenades or other explosive devices;
9.1.4 Your User Site must be honest and fair, should not make any unsubstantiated or unsupportable claims;
9.1.5 Your User Site must not be used to sell or offer for sale any item, goods or services;
9.1.6 That Coach Logic determines, in Our sole discretion, is not appropriate for sale through Our Service.
9.1.7 Your User Site may not infringe the intellectual property rights of any third party including, but not limited to, copyright, trademarks, patents and designs;
9.1.8 Your User Site may not contain links to other websites containing any of the above types of material;
9.1.9 Your User Site may not contain any material that may contain viruses or other software or instructions that may damage or disrupt other software, computer hardware or communications networks;
9.1.10 Your User Site may not be used for unauthorised mass-communications such as “spam” or “junk mail”;
9.1.11 Your User Site may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any material transmitted through the Service (including, but not limited to, your User Site);
9.1.12 You may not use your User Site to impersonate any person or entity including, but not limited to, any employee, agent or sub-contractor of Coach Logic or any of our affiliates;
9.1.13 You may not use your User Site for phishing purposes;
9.1.14 You may not use your User Site for the purpose of uploading files solely to have them hosted by Coach Logic; and
9.1.15 Your User Site may not contain any material that is adult in nature including, but not limited to, that which is pornographic or otherwise of a sexual nature.
9.1.16 Your User Site must not be used to intimidate, harass or bully any individual.
9.2 Coach Logic does not screen or pre-approve any User Site or User Content submitted for publication (although you acknowledge that Coach Logic may do so if it wishes), however on notification from Users or third parties, We may examine User Sites and such User Sites may be edited and/or taken down.
9.3 Coach Logic may edit your User Site to comply with the provisions of sub-Clause 9.1 without prior consultation. In cases of severe breaches of the provisions of sub-Clause 9.1 and 9.2, your User Site may be taken down and your Account may be suspended or terminated. You will not be informed in writing of the reasons for such alterations or take downs.
9.4 By creating and submitting a User Site you warrant and represent that you are the author of the User Content on that User Site or that you have acquired all of the appropriate rights and / or permissions to use it. We accept no responsibility or liability for any infringement of third party rights by User Sites.
9.5 If the Services include support, then Coach Logic will have administration access to the User Site in order to carry out certain elements of support. The terms of Clause 22 shall apply to Coach Logic’s access to the User Site in relation to such administration accesss.
9.6 Coach Logic will not be liable in any way or under any circumstances for any loss or damage that you or any other User may incur as a result of such User Sites, or Coach Logic exercising its rights under these Terms and Conditions, nor for any errors or omissions in User Sites. Use of and reliance upon User Sites is entirely at your own risk.
9.7 You acknowledge that We may retain copies of any and all communications, information, User Content and User Sites sent to Us or submitted for publication.
11.1 In order to create a User Site you must create an Account which will contain certain personal and/or business details. By creating an Account you represent and warrant that:
11.1.1 all information you submit is accurate and truthful; and
11.1.2 you will keep this information accurate and up-to-date.
11.2 Sharing of accounts is not permitted unless expressly authorised in writing by Coach Logic. You must keep your Account details confidential and should not reveal your username or password to any unauthorised third parties.
11.3 Some features of the Service require the payment of a Membership Fee. Membership Fees are detailed here. Your credit / debit card will be billed at the time at which you sign up for such features and annually thereafter for a minimum contract period of one year and automatically renewing on a yearly basis until cancellation or termination.
11.5 Confirmation emails under sub-Clause 11.4 shall contain the following information:
11.5.1 Confirmation of the Services and features ordered including full details of the main characteristics of those features;
11.5.2 Fully itemised pricing for the Services ordered including, where appropriate, taxes and any other additional charges;
11.5.3 A confirmation of your express request that the Services are made available to you immediately and that this will constitute a waiver of your statutory right to cancel as detailed below in sub-Clause 11.8;
11.6 Your first payment will be at the price advertised on the Website. We reserve the right to change Membership Fees from time to time and any such changes may affect your recurring Subscription Fees:
11.6.1 increases in price will be reflected in your recurring Subscription Fees; and
11.6.2 decreases in price will not be reflected in your recurring Subscription Fees.
11.6.3 Subscription Fees include Updates but do not include Upgrades. Upgrades will be rolled out at a revised Subscription Fee in terms of Clause 11.6.1.
11.7 Services requiring a Subscription Fee will be made available to you immediately upon Our confirmation of your signing up. When completing the order process you will be required to expressly acknowledge that you wish the Services to be made available immediately. You will also be required to expressly acknowledge that by doing so, you will lose your statutory right (if any) to cancel your contract with Coach Logic as detailed below in sub-Clause 11.8.
11.8 If you are a consumer based in the European Union, you have a statutory right to a “cooling-off” period with respect to the purchase of certain goods and services. This period, if applicable, begins once the contract between the seller and you, the buyer, is formed and ends at the end of 14 calendar days after that date. Under normal circumstances, premium features requiring the payment of Subscription Fees on this Website are made available immediately upon Our confirmation of your order for them. As set out in sub-Clause 11.7, by expressly requesting this, you waive your right to the cooling-off period and may not cancel the contract merely because you have changed your mind.
11.9 If you terminate a User Site and/or your Account, your User Site(s) will be taken down immediately and you will be rebilled for the remainder of the minimum contract period of one year, at the end of which rebilling will automatically stop.
11.10 All payments for Subscription Fees due under these Terms and Conditions must be made using a valid debit or credit card via Our chosen payment partner, Stripe™. Payments made via stripe are subject to stripe’s own terms and conditions of service and We make no representations or warranties with respect to their services.
12.1 In the event that any of the provisions of sub-Clause 9.1, above, are not followed, We reserve the right to suspend or terminate your access to the Service(s). Any Users banned in this way must not attempt to use the Website under any other name or by using the access credentials of another User, with or without the permission of that User.
12.2 If We terminate or suspend your Account as a result of your breach of these Terms and Conditions, you will not be entitled to any refund. If you have signed up for Services, you will not be rebilled after the current year
13.1 When using any System on the Website you should do so in accordance with the following rules:
13.1.1 You must not use obscene or vulgar language;
13.1.2 You must not submit User Content that is unlawful or otherwise objectionable. This includes, but is not limited to, User Content that is abusive, threatening, harassing, defamatory, ageist, sexist or racist;
13.1.3 You must not submit User Content that is intended to promote or incite violence;
13.1.4 You must not submit User Content which contains any material that is unlawful or otherwise objectionable (including that which may be in breach of rules, regulations or legislation in force in the United Kingdom or any other jurisdiction in which your User Content can be lawfully accessed;
13.1.5 It is advised that submissions are made using the English language(s) as we may be unable to respond to enquiries submitted in any other languages;
13.1.6 The means by which you identify yourself must not violate these Terms and Conditions or any applicable laws;
13.1.7 You must not impersonate other people, particularly employees and representatives of Coach Logic or our affiliates; and
13.1.8 You must not use our System for unauthorised mass-communication such as “spam” or “junk mail”.
13.2 You acknowledge that Coach Logic reserves the right to monitor any and all communications made to us or using our System.
13.3 You acknowledge that Coach Logic may retain copies of any and all communications made to us or using our System.
13.4 You acknowledge that any information you send to us through our System or post on the Blogs, forums/chat or similar may be modified by us in any way and you hereby waive your moral right to be identified as the author of such information. Any restrictions you may wish to place upon our use of such information must be communicated to us in advance and we reserve the right to reject such terms and associated information.
13.5 You agree that you will be solely responsible for your Blog(s) and for any comments you make anywhere on a User Site or this Website or tweeted or re-tweeted to or posted on any social media site. Specifically, you agree, represent and warrant that you have the right to use the User Content that you submit and that your Blog(s), posts, or comments comply with Clause 13.1.
13.6 You agree that you automatically grant us a worldwide, perpetual, irrevocable, royalty free licence to use your Blogs, comments, feedback and tweets and other similar User Content in any way we deem appropriate including, but not limited to:
13.6.1 the use, publication, distribution, transmission, broadcasting, licensing, sub-licensing, leasing, lending and sale of such User Content; and
13.6.2 the creation, use, publication, distribution, transmission, broadcasting, licensing, sub-licensing, leasing, lending and sale of any derivative works based upon such User Content.
13.7 Our use of such User Content shall not bestow any rights or interests upon you whatsoever.
13.8 You agree that you will be liable to Us and will, to the fullest extent permissible by law, indemnify Us for any breach of the warranties given by you under sub-Clause 13.1. You will be responsible for any loss or damage suffered by Us as a result of such breach.
14.1 In order to procure Services on this Website and/or the Platform and to use the Blogs, forums/chat or similar facilities you are required to create an Account which will contain certain personal/business details and Payment Information which may vary based upon your use of the Website and/or the Platform as we may not require payment information until you wish to make a purchase. By continuing to use this Website and/or the Platform you represent and warrant that:
14.1.1 all information you submit is accurate and truthful;
14.1.2 you have permission to submit Payment Information where permission may be required; and
14.1.3 you will keep this information accurate and up-to-date.
Your creation of an Account is further affirmation of your representation and warranty.
14.2 It is recommended that you do not share your Account details, particularly your username and password. Coach Logic accepts no liability for any losses or damages incurred as a result of your Account details being shared by you. If you use a shared computer, it is recommended that you do not save your Account details in your internet browser.
14.3 If you have reason to believe that your Account details have been obtained by another without consent, you should contact Coach Logic immediately to suspend your Account and cancel any unauthorised orders or payments that may be pending. Please be aware that orders or payments can only be cancelled up until provision of Services has commenced. In the event that an unauthorised provision commences prior to your notifying us of the unauthorised nature of the order or payment, Coach Logic will suspend provision of Services and the withdrawal of any scheduled payments pending investigation. Following investigation, it shall be determined whether or not to cancel the Services and make a full or partial refund of the payment.
14.4 When choosing your username you are required to adhere to the terms set out above in Clause 14. Any failure to do so could result in the suspension and/or deletion of your Account.
15.1 If Coach Logic terminates your Account, you will be notified by email and an explanation for the termination may be provided. Notwithstanding the foregoing, we reserve the right to terminate without giving reasons.
15.2 If Coach Logic terminates your Account, any current or pending orders or payments on your Account will be cancelled and provision of Services will not commence.
15.3 Coach Logic reserves the right to cancel orders or payments without stating reasons, for any reason prior to processing payment or commencing Services provision.
15.4 If orders or payments are cancelled for any reason other than due to your breach of these Terms and Conditions, prior to commencement of Services provision you will be refunded any monies paid in relation to those purchases.
15.5 If you terminate your Account any non-completed orders or payments will be cancelled and you will be refunded any monies paid in relation to those orders.
16.1 Any and all monies are due for payment on completion of the order or on the dates, or intervals specified in that order as may be appropriate, unless alternative arrangements are agreed between the You and Coach Logic.
16.2 Interest will be charged on all outstanding sums on a daily basis, at 5% above the base rate of the Bank of England obtaining at the time.
17.1 Whilst every effort has been made to ensure that all descriptions of Services available from Coach Logic correspond to the actual Services, Coach Logic is not responsible for any variations from these descriptions. This does not exclude our liability for mistakes due to negligence on our part and refers only to variations of the correct Services, not different Services altogether.
17.2 Where appropriate, you may be required to select the required package Services.
17.3 Coach Logic does not represent or warrant that such Services will be available. Availability indications are not provided on the Website.
17.4 All pricing information on the Website is correct at the time of going online. Coach Logic reserves the right to change prices and alter or remove any special offers from time to time and as necessary.
17.5 In the event that prices are changed during the period between an order being placed for Services and Coach Logic processing that order and taking payment, provision of Services shall commence as per your order and you will be charged the original price.
17.6 All prices on the Website do not include VAT. Coach Logic’s VAT number is: 124846215.
18.1 Provision of Services shall commence when full payment has been received or as otherwise detailed in the Terms & Conditions pertaining directly to those Services.
18.2 Provision of all Services shall be subject to the Terms and Conditions pertaining directly to those Services.
18.3 In the event that Services are provided that are not in conformity with your order and thus incorrect, you should contact us within 10 days to inform us of the mistake. Coach Logic will ensure that any necessary corrections to the Services provided are made within 7 working days.
18.4 Coach Logic reserves the right to exercise discretion with respect to any alterations to Services under the provisions of this Clause 18. Factors which may be taken into account in the exercise of this discretion include, but are not limited to:
18.4.1 Any use or enjoyment that you may have already derived from the Services;
18.4.2 Any characteristics of the Services which may mean that cessation of provision is impossible without significant further work on the part and at the expense of Coach Logic.
Such discretion to be exercised only within the confines of the law.
19.2 Users must comply with the terms of the GDPR at all times. Without prejudice to the foregoing, The User hereby warrants, represents, and undertakes that the Personal Data shall comply with the GDPR in all respects including, but not limited to, its collection, holding, and processing.
20.1 We make no warranty or representation that the Website or the Service will be compatible with all systems, or that it will be secure.
20.2 Save for the discretionary screening and approval of User Sites as detailed in Clause 9, We have neither control over, nor involvement in, any User Sites or User Content and accept no responsibility for any actions taken, or any goods or services provided, by any Users.
20.3 Whilst reasonable endeavours have been made to ensure that all information provided on this Website will be accurate and up to date, We make no warranty or representation that this is the case. We make no guarantee of any specific results from the use of our services.
20.4 No part of this Website is intended to constitute advice and the Content of this Website should not be relied upon when making any decisions or taking any action of any kind.
20.5 We make no representation or warranty that any part of this Website is suitable for use in commercial situations or that it constitutes accurate data and / or advice on which business decisions can be based.
20.6 When providing digital content to consumers, We are required to provide digital content that is of satisfactory quality, fit for any purpose made known to us (whether expressly or impliedly), and in accordance with any descriptions (and pre-contract information) given by Us. This includes any digital content we may subsequently modify. If We fail to comply with Our legal obligations, consumers may be entitled to certain legal remedies including repair or replacement or price reductions. For full details of consumers’ legal rights, including those relating to digital content, please contact your local Citizens Advice Bureau or Trading Standards Office.
20.7 Whilst We exercise all reasonable skill and care to ensure that the Website is secure and free of errors, viruses and other malware, you are strongly advised to take responsibility for your own internet security, that of your personal details and your computers.
20.8 If, as a result of Our failure to exercise reasonable care and skill, any digital content from Our Site damages your device or other digital content belonging to you, you may be entitled to certain legal remedies. For more details concerning your rights and remedies as a consumer, please contact your local Citizens Advice Bureau or Trading Standards Office.
20.9 You must read/watch the Documentation carefully and adhere to it. We shall have no liability for any occurrence caused by your failure to adhere to the Documentation.
21.1 We accept no liability for any disruption or non-availability of the Website resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, power failure, natural events, acts of war or legal restrictions and state-mandated censorship.
21.2 We reserve the right to alter, suspend or discontinue any part (or the whole of) the Website including, but not limited to, the Content available. Where anything you have paid for is made unavailable and you are entitled to a refund as a result, We will inform you of the refund due and it will be paid within 14 days using the same method originally used by you. These Terms and Conditions shall continue to apply to any modified version of the Website unless it is expressly stated otherwise.
22.1 The provisions of this Agreement shall apply to the processing of the Personal Data described carried out for you by Coach Logic, and to all Personal Data held by Coach Logic in relation to all such processing whether such Personal Data is held at the date of this Agreement or received afterwards.
22.2 This Agreement shall continue in full force and effect for so long as Coach Logic is processing Personal Data on behalf of you, and thereafter as provided in Clause 22.3.
22.3 Coach Logic is only to process the Personal Data received from you:
22.3.1 for the purposes of this Agreement and not for any other purpose;
22.3.2 to the extent and in such a manner as is necessary for those purposes; and
22.3.3 strictly in accordance with the Agreement or otherwise with the express written authorisation and instructions of you (which may be specific instructions or instructions of a general nature or as otherwise notified by you to Coach Logic).
22.4 All instructions given by you to Coach Logic shall be made in writing and shall at all times be in compliance with the GDPR and other applicable laws. Coach Logic shall act only on such written instructions from you unless Coach Logic is required by law to do otherwise (as per Article 29 of the GDPR).
22.5 Coach Logic shall promptly comply with any request from you requiring Coach Logic to amend, transfer, delete, or otherwise dispose of the Personal Data.
22.6 Coach Logic shall transfer all Personal Data to you on your request in the formats, at the times, and in compliance with your written instructions.
22.7 Both Parties shall comply at all times with the GDPR and other applicable laws and shall not perform their obligations under this Agreement or any other agreement or arrangement between themselves in such way as to cause either Party to breach any of its applicable obligations under the GDPR.
22.8 You hereby warrant, represents, and undertake that the Personal Data shall comply with the GDPR in all respects including, but not limited to, its collection, holding, and processing.
22.9 Coach Logic agrees to comply with any reasonable measures required by you to ensure that its obligations under this Agreement are satisfactorily performed in accordance with any and all applicable legislation from time to time in force (including, but not limited to, the GDPR) and any best practice guidance issued by the ICO.
22.10 Coach Logic shall provide all reasonable assistance (at your cost) to you in complying with its obligations under the GDPR with respect to the security of processing, the notification of personal data breaches, the conduct of data protection impact assessments, and in dealings with the ICO.
22.12 When processing the Personal Data on your behalf, Coach Logic shall:
22.12.1 not transfer any of the Personal Data to any third party without the written consent of you and, in the event of such consent, the Personal Data shall be transferred strictly subject to the terms of a suitable agreement, as set out in sub-Clause 22.24;
22.12.2 process the Personal Data only to the extent, and in such manner, as is necessary in order to comply with its obligations to you or as may be required by law (in which case, Coach Logic shall inform you of the legal requirement in question before processing the Personal Data for that purpose unless prohibited from doing so by law);
22.12.3 implement appropriate technical and organisational measures and take all steps necessary to protect the Personal Data against unauthorised or unlawful processing, accidental loss, destruction, damage, alteration, or disclosure. Coach Logic shall inform you in advance of any changes to such measures;
22.12.4 shall make available to you any and all such information as is reasonably required and necessary to demonstrate Coach Logic’s compliance with the GDPR; and
22.12.5 inform you immediately if it is asked to do anything that infringes the GDPR or any other applicable data protection legislation.
22.13 Coach Logic shall, at your cost, assist you in complying with its obligations under the GDPR. In particular, the following shall apply to data subject access requests, complaints, and data breaches.
22.14 Coach Logic shall notify you without undue delay if it receives:
22.14.1 a subject access request from a data subject; or
22.14.2 any other complaint or request relating to the processing of the Personal Data.
22.15 Coach Logic shall, at your cost, cooperate fully with you and assist as required in relation to any subject access request, complaint, or other request, including by:
22.15.1 providing you with full details of the complaint or request;
22.15.2 providing the necessary information and assistance in order to comply with a subject access request;
22.15.3 providing you with any Personal Data it holds in relation to a data subject (within the timescales required by you); and
22.15.4 providing you with any other information requested by you.
22.16 Coach Logic shall notify you immediately if it becomes aware of any form of Personal Data breach, including any unauthorised or unlawful processing, loss of, damage to, or destruction of any of the Personal Data.
22.17 You shall be liable for, and shall indemnify (and keep indemnified) Coach Logic in respect of any and all action, proceeding, liability, cost, claim, loss, expense (including reasonable legal fees and payments on a solicitor and client basis), or demand suffered or incurred by, awarded against, or agreed to be paid by, Coach Logic and any Sub-Processor arising directly or in connection with:
22.18 any non-compliance by you with the GDPR or other applicable legislation;
22.19 any Personal Data processing carried out by Coach Logic or Sub-Processor in accordance with instructions given by you that infringe the GDPR or other applicable legislation; or
22.20 any breach by you of your obligations under this Agreement,
except to the extent that Coach Logic or Sub-Processor is liable under sub-Clause 22.21.
22.21 Coach Logic shall be liable for, and shall indemnify (and keep indemnified) you in respect of any and all action, proceeding, liability, cost, claim, loss, expense (including reasonable legal fees and payments on a solicitor and client basis), or demand suffered or incurred by, awarded against, or agreed to be paid by, you arising directly or in connection with Coach Logic’s Personal Data processing activities that are subject to this Agreement:
22.21.1 only to the extent that the same results from Coach Logic’s or a Sub-Processor’s breach of this Agreement; and
22.21.2 not to the extent that the same is or are contributed to by any breach of this Agreement by you.
22.22 You shall not be entitled to claim back from Coach Logic or Sub-Processor any sums paid in compensation by you in respect of any damage to the extent that you are liable to indemnify Coach Logic or Sub-Processor under sub-Clause 22.17.
22.23 Nothing in this Agreement (and in particular, this Clause 22) shall relieve either Party of, or otherwise affect, the liability of either Party to any data subject, or for any other breach of that Party’s direct obligations under the GDPR. Furthermore, Coach Logic hereby acknowledges that it shall remain subject to the authority of the ICO and shall co-operate fully therewith, as required, and that failure to comply with its obligations as a data processor under the GDPR may render it subject to the fines, penalties, and compensation requirements set out in the GDPR.
22.24 In the event that Coach Logic appoints a Sub-Processor, Coach Logic shall:
22.24.1 enter into a Sub-Processing Agreement with the Sub-Processor which shall impose upon the Sub-Processor the same or similar obligations as are imposed upon Coach Logic by this Agreement; and
22.24.2 ensure that the Sub-Processor complies fully with its obligations under the Sub-Processing Agreement and the GDPR.
23.1 To the fullest extent permissible by law, We accept no liability to any user for any loss or damage, whether foreseeable or otherwise, in contract, delict (including negligence), for breach of statutory duty, or otherwise, arising out of or in connection with the use of (or inability to use) the Website or the use of or reliance upon any content included on the Website including the Service and the Content.
23.2 To the fullest extent permissible by law, We exclude all representations, warranties, and guarantees (whether express or implied) that may apply to the Website or any content included on it.
23.3 If you are a commercial user, We accept no liability for loss of profits, sales, business or revenue; loss of business opportunity, goodwill or reputation; loss of anticipated savings; business interruption; or for any indirect or consequential loss or damage.
23.4 We exercise all reasonable skill and care to ensure that the Website is free from viruses and other malware. We accept no liability for any loss or damage resulting from a virus or other malware, a distributed denial of service attack, or other harmful material or event that may adversely affect your hardware, software, data or other material that occurs as a result of your use of the Website (including the downloading of any content from it) or any other site referred to on the Website.
23.5 We neither assume nor accept responsibility or liability arising out of any disruption or non-availability of the Website resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, Platform failure, communications network failure, natural events, acts of war, or legal restrictions and censorship.
23.6 Nothing in these Terms and Conditions excludes or restricts Our liability for fraud or fraudulent misrepresentation, for death or personal injury resulting from negligence, or for any other forms of liability which cannot be excluded or restricted by law. For full details of consumers’ legal rights, including those relating to digital content, please contact your local Citizens’ Advice Bureau or Trading Standards Office.
23.7 It is your responsibility to ensure that any Users and/or End Users that are under the legal age of majority in the territory in which the Services are being used, have the consent of that User or End User’s parent or guardian to use the Services including, but without prejudice to the foregoing, any payment terms and use of any System. We shall have no liability in this regard and you will indemnify us in respect of any liability incurred through your breach of this condition.
In the event that any party to these Terms and Conditions fails to exercise any right or remedy contained herein, this shall not be construed as a waiver of that right or remedy.
In the event of any conflict between these Terms and Conditions and any prior versions thereof, the provisions of these Terms and Conditions shall prevail unless it is expressly stated otherwise.
Nothing in these Terms and Conditions shall confer any rights upon any third party. The agreement created by these Terms and Conditions is between you and Coach Logic.
27.1 All notices / communications shall be given to Us either by post to Our premises at the address given above or by email to email@example.com. Such notice will be deemed received 3 days after posting if sent by first class post, the day of sending if the email is received in full on a business day and on the next business day if the email is sent on a weekend or public holiday.
27.2 We may from time to time, if you opt to receive it, send you information about Our products and/or services.
28.1 These Terms and Conditions, and the relationship between you and Us (whether contractual or otherwise) shall be governed by and construed in accordance with Scots law.
28.2 If you are a consumer, any disputes concerning these Terms and Conditions, the relationship between you and Us, or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England, Wales, Scotland, or Northern Ireland, as determined by your residency.
28.3 If you are a business, any disputes concerning these Terms and Conditions, the relationship between you and Us, or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the Scottish courts.
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