Last Updated: January 2017
Please read these terms and conditions (‘Terms’) carefully before using the website. They contain important information about your rights and obligations. You can print out these Terms by clicking on the print icon on your browser.
1.1 These Terms govern your access to and use of the Clasr Website, Clasr Services and the Clasr Application and are a binding legal agreement between you and Clasr.
1.2 Clasr provides an online platform that connects teachers and class providers including instructors, teachers, studios, gyms and clubs who have classes, workshops, events training courses, bootcamps and retreats, to list and take bookings from members of the public seeking to book such activities, which services are accessible both at a) www.clasr.co.uk and any other Clasr websites and Clasr Services Providers websites through which Clasr makes such services available, and b) as an application for mobile, tablet and other smart devices and application program interfaces.
1.3 By clicking on the ‘submit’ button you agree to be legally bound by these Terms as they may be modified and posted on the Clasr Website or the Clasr Application from time to time. If Clasr modify these Terms, Clasr will provide you notice of the modification by email. Changes to the Terms will be effective at the time of posting. Your continued access or use of the Clasr Website, Clasr Application or Clasr Services will constitute acceptance of the modified Terms.
1.4 If you do not wish to be bound by these Terms then you may not engage with the Clasr Application or Clasr Services.
2.1 Your sign up and successful payment constitutes an offer to Clasr to make available your Instructor Services through Clasr and acceptance by Clasr.
Clasr hereby grants to you a non-exclusive, non-transferable right to access and participate in the Clasr Services during the Contract Term.
2.2 You agree and undertake that:
2.2.1 By accepting these Terms and using the Clasr Services on behalf of a studio, company, organisation, government, or other legal entity, you represent and warrant that you are authorised to do so.
2.2.2 You will keep a secure password for your participation in the Clasr Services, that such password shall be changed no less frequently than once a year and that you shall keep your password confidential.
2.3 You shall not access, store, distribute or transmit any Viruses, or any material during your use of the Clasr Services that:
2.3.1 is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing, racially or ethnically offensive or which copies third party material;
2.3.2 facilitates illegal activity;
2.3.3 depicts sexually explicit images;
2.3.4 promotes unlawful violence;
2.3.5 is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability, or any other illegal activity; or
2.3.6 causes damage or injury to any person or property;
and Clasr reserves the right, without liability to you, to disable your access to any material that breaches the provisions of this clause
2.4 You shall not except as may be allowed by any applicable law which is incapable of exclusion by agreement between us and aside from widget and frame deployment to enable display of necessary elements of content on third party websites, and except to the extent expressly permitted under these Terms;
2.4.1 attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Clasr Services in any form or media or by any means;
2.4.2 attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Clasr Services; or
2.4.3 access all or any part of the Clasr Services in order to build a service which competes with the Clasr Services; or
2.4.4 license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Clasr Services available to any third party or provide services to such third parties.
2.5 You shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Clasr Services and, in the event of any such unauthorised access or use, promptly notify Clasr.
2.6 By placing a request to participate in the Clasr Services and in making available the Instructor Services, you warrant that:
2.6.1 You possess the necessary skills, expertise and experience, and all necessary qualifications and licences to provide private Instructor Services and will if requested by Clasr provide proof to Clasr of the same; and
2.6.2 you are legally capable of entering into binding contracts; and
2.6.3 you are at least 18 years old; and
2.6.4 you are resident in one of the Serviced Countries.
3.1 Clasr shall, during the Contract Term, provide the Clasr Services.
3.2 Clasr shall use commercially reasonable endeavours to make the Clasr Services available twenty-four hours a day, seven days a week, except for:
3.2.1 planned maintenance carried out during the maintenance window of 10.00 pm to 2.00 am GMT; and
3.2.2 unscheduled maintenance performed outside Normal Business Hours, provided that Clasr has used reasonable endeavours to give you at least 6 Normal Business Hours’ notice in advance.
QUALIFIED TO TEACH: You warrant that you or your instructors are qualified to teach and have valid instructor qualifications covering the classes and courses available on your listing. You accept that Clasr may as required request certificates of these qualifications or request a third-party confirm the instructor has the required qualifications to teach members of the public.
CHILDREN: If you teach children you warrant that you have certificates regarding teaching and supervision of children. Further, that you have conducted all necessary checks on instructors and staff to ascertain their suitability to teach children.
VALID INSURANCE: On subscribing to the Clasr Services you warrant that you have valid insurance to cover any loss, injury or claim by a member of the public using the Instructor Services. Current and adequate insurance is a mandatory requirement of using the Clasr Services. Clasr retains the right to suspend or close your account should you be unable to prove you hold valid in-force public liability insurance cover.
LOCATIONS: You confirm that your venues have genuine and accessible physical addresses. If you operate one to one classes then you must state this clearly on your profile.
5.1 MONTHLY PLAN ACCOUNT: paid monthly in advance at the prevailing rate. Plan accounts are based on the level you choose. Clasr will take payment 5 days prior to the monthly renewal date. You can view your subscriptions and next payment date details in your admin area.
In the event that Clasr is unable to take payment before the expiry date, the account will expire and your profile downgraded to a class listing profile with reduced functionality including the ability to access email enquiries.
5.2 ANNUAL PLAN: paid annually in advance at the prevailing rate. Plan accounts are based on the level you choose. Clasr will take payment for 12 months in advance.
You can view your subscriptions and your renewal date(s) in your admin area.
5.3 PLAN UPGRADES. You can upgrade your account at anytime. The monthly or annual renewal date will remain the same. Clasr will calculate the price based on the number of days remaining on the existing monthly plan or annual plan and charge the card for the difference.
5.4 REFERRAL UPGRADES: From time to time Clasr may offer a time limited free referral upgrade. At the end of the time limited upgrade your account will revert back to the account status prior to the upgrade. You can continue with an upgraded account by paying the appropriate upgrade fee.
5.5 TRIAL ACCOUNTS
5.5.1 From time to time Clasr may offer at its discretion a trial account. This account is a limited time fully functioning account profile.
At the end of the advertised special trial period Clasr will be automatically invited to take out a paid subscription.
5.5.2 By participating in a trial you accept that at the end of the designated trial period if you do not take out a paid subscription the account will downgraded to a listing profile with limited functionality including the ability access enquiries.
5.5.3 Expired trial accounts can be upgraded to an active account at any time by logging into the administration system and paying the appropriate subscription fee. By activating the account, you can access and update profile information and view enquiries in your account area.
6.1 MONTHLY PLAN: You can cancel a monthly subscription at any time by using the cancel facility in the admin area. No further payments will be taken.
6.2 ANNUAL PLAN: This plan is non-cancellable and no refunds are available. At the end of the term you will be INVITED to renew your plan at the prevailing rate.
6.3 COOLING OFF: for new customers, we offer a 7 day cooling off period. If you cancel within the period using the cancel button in your admin you will be automatically refunded.
6.4 REMOVAL FROM CLIENT ACCOUNT LISTINGS: If you no longer wish to be listed on the Clasr Website, and applications you can ask to be removed by emailing us using support@Clasrwebsites.com. Clasr reserve the right to remove listings at any time and without notification.
6.5 You accept that your profile pages, sub domains and content are not transferable to another provider or third party.
6.6 Clasr solely and exclusively reserves the right to suspend or cancel a listing.
6.7 You may cancel this agreement at any time. See our cancellation details below.
To cancel this agreement, you must use the cancellation button in your administration area. Cancellations will only be accepted by using the cancellation button in the administration area. Telephone cancellations are not accepted.
7.1 Clasr will deal with you in a fair and honest way.
7.2 Clasr uses a high standard of connectivity and an infrastructure that incorporates several levels of redundancy. Whilst this combination provides one of the best environments for your web pages, Clasr does not guarantee availability. Clasr does not offer guarantee against hackers, or malicious attacks on the Clasr website by parties, known or unknown.
8.1 provide Clasr with:
8.1.1 all necessary access to such information as may be required by Clasr in order to render the Clasr Services, including but not limited to your Data;
8.1.2 comply with all applicable laws and regulations with respect to your activities under these Terms;
8.1.3 practice a duty of care to the Student in respect of the way you discharge the Instructor Services such as (but not limited to) carelessly teaching the wrong syllabus;
8.1.4 exercise your professional expertise and judgement;
8.1.5 undergo any relevant continuing professional development or other training necessary to provide the Instructor Services;
8.1.6 the Instructor Services so as to reflect accurately current information or practice;
8.1.7 practice a dispute resolution service directly with a Student in the event a Student lodges a complaint of any kind with you in relation to the Instructor Services where such Student is directed to you via the Clasr Services. You acknowledge and agree that Clasr has no responsibility to intervene or resolve any dispute between you and a Student.
8.3 You must not:
8.3.1 recruit or otherwise solicit any other member to join third-party services or websites that are competitive to the Clasr Services;
8.3.2 recruit or otherwise solicit any member to join third-party Clasr Services, applications or websites, without our prior written approval;
8.3.3 impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
8.4 CONTENT UPLOAD
Any content you upload to the Clasr Website will be considered non-confidential and non-proprietary. You retain all of your ownership rights in your content, but you are required to grant us and other users of the Clasr Services a limited licence to use, store and copy that content and to distribute and make it available to third parties.
9.1 You accept responsibility for checking all content on your Profile pages and for maintaining the accuracy of class schedules, class descriptions, events, workshops, retreats, boot camps, prices, special offers, qualifications, insurance providers and contact details and any trade bodies or associations.
9.2 You accept Clasr will not be liable for any claims or losses as a result of you failing to maintain your web content or abiding by any rules, copyright or guidelines of official bodies or national applicable laws.
9.3 COPYRIGHT: You confirm that you own or licence any materials uploaded to Clasr website and Applications. Including and without limitation, photos, logos and video.
9.4 Images posted by you on Clasr websites and application which contain web addresses (or social media tags, user names, group names, identifiable references), telephone numbers or email addresses for third party websites or third party organisations are not considered to be an accepted use of the Clasr Services and Clasr reserves the right to remove such images without prior notice.
9.5 You grant Clasr the right to distribute your content on the Clasr platform www.clasr.co.uk and any other Clasr websites and Clasr Services Providers websites and applications through which Clasr makes such services available, and b) as an application for mobile, tablet and other smart devices and application program interfaces.
The following applies to you whether you operate from your own or rented venues, a studio facility, gym, or provide Instructor Services at a holiday or other recreational retreat facility:
10.1 If you confirm that you or another individual whose details appear on the Clasr Website hold qualifications or accreditations or have memberships of or are affiliated to any relevant bodies or associations, such information should be accurate and current and should not be misleading. If found to be untrue or misleading, Clasr reserve the right to remove/amend your listings from the Clasr Website without notice and without compensation;
10.2 You accept that any statement of qualifications, accreditations, or experience held made by you or on behalf of your instructors is wholly your responsibility.
11.1 Special Offers- Any special offers posted by you must be accurate and current and should not be misleading. Your Terms and conditions for the offer must be included.
11.2 By entering details of offers, you grant Clasr the right to post details of special offers on the Clasr Website, third party websites and social media websites.
11.3 You are solely responsible for the fulfilment and administration of offers. To the fullest extent permitted by law, Clasr shall not be liable for any loss, damage or injury, or financial claims whatsoever caused by matters relating to any offers advertised on the Clasr Website by you.
11.4 Clasr reserves the right to withdraw offers advertised by you or venue suppliers participating in a promotion, at any time.
12.1 By submitting an blog/article which is accepted by Clasr for publication you grant Clasr the exclusive rights to publish the blog/article.
12.2 You agree that Clasr can make editorial amendments and distribute the article on the web and social media. Clasr will credit you as the originator of the article and link the article to your website profile on the Clasr Website.
12.3 Articles submitted by you for inclusion in the Clasr news blog must fulfil the following criteria:
12.3.1 The article must contain original content, written entirely by you with no duplicate copy or plagiarism;
12.3.2 The article must relate to the website and/or a suitable related fitness topic;
12.3.3 The article must not be published elsewhere or scheduled for future publication;
12.3.4 The article must not promote any other products, brands or online services;
12.4 Clasr reserves the right to reject any articles it regards in its sole discretion as unfit to publish.
12.5 Clasr reserves the right to edit and amend material submitted by you.
12.6 In the event that the blog/story appears elsewhere whether in electronic or physical form Clasr reserves the right to request the media in question to remove the story or compensate Clasr.
13.1 You accept and acknowledge that Clasr operates an independent automated review system through a third party. These reviews automatically appear on your website profile and the Clasr Application. Reviews are from verified Students who made a purchase.
13.2 You accept that Clasr monitors reviews and will contact Students directly should a review attract a poor star rating. This is for the purpose of ensuring the high quality standards expected by Clasr and the public. We will seek to resolve any issues however we do not guarantee that review posts will be removed.
13.3 You acknowledge and agree that Clasr is not responsible or liable for any damages or loss as a result of a negative or damaging review that appears on the Clasr Website or application.
13.4 Business owners should contact Clasr using the contact form in the Clasr administration area if you feel that a review unfairly reflects on your business. Clasr will request that the review is re-rated subject to the matter being resolved with the customer.
13.5 You may not do any of the following while accessing or using the Clasr Services.
13.5.1 Scraping the Clasr Services;
13.5.2 Access or search or attempt to access or search the Clasr Services by any means other than through manual use of the currently available location search or links on the Clasr Website;
13.5.3 Probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures.
13.5.4 Attempt to forge any TCP/IP packet header or any part of the header information in any email, HTTP request or posting, or in any way use the Clasr Services to send altered, deceptive or false source-identifying information;
13.5.5 Attempt to disrupt the Clasr Services in any way or interfere with, the access of any user, host or network, or create an undue burden on the Clasr Services;
13.5.6 Inject or paste in code into content; including without limitation web addresses, email addresses, payment link code and any form of malicious software. Clasr will remove such items and reserves the right to take action against you or companies or individuals who disrupt the Clasr Services by such actions. You accept that you may be liable for damages and costs associated with the above.
13.5.7 Conduct any activity which clearly constitutes a false registration containing misleading information or data or which in the sole opinion of Clasr will cause Clasr to come into disrepute. Clasr will without notification disable the offending account and shall be at liberty to take legal action against the individual or company concerned.
14.1 You have the option to activate an online payment system made available by Clasr as part of the Clasr Services (the ‘Clasr Online Payment Facility’).
14.2 The Clasr Online Payment Facility incorporates and grants you the option (not the obligation) to then activate an online payment solution provided by a third party payment service provider (the ‘Payment Service Provider’).
14.3 The Payment Service Provider is regulated pursuant to the Payment Services Regulations 2009 (SI 2009/209) and you have certain statutory rights under the Payment Services Regulations 2009 (SI 2009/209) which are not affected. Clasr are not providers of payment services or in any governed by the Payment Services Regulations 2009 (SI 2009/209).
14.4 If you do elect to register with the Payment Service Provider you must complete the registration process with such Payment Service Provider directly using the link within the Clasr Online Payment Facility. You will be subject to the Payment Service Provider’s own terms and conditions which you must read carefully.
14.5 For the avoidance of doubt, for the purposes of the Clasr Online Payment Facility, Clasr are merely providers of the overarching technical infrastructure in relation to payment processes via the Clasr Services but Clasr are not responsible for nor have any control over the technical platform operated by the Payment Service Provider. Clasr excludes liability for any loss or damage arising from your registration with the Payment Service Provider.
14.6 Once you have registered with the Payment Service Provider all transactions with customers by financial value and quantity (‘Customer Transaction(s)’) can be viewed by Clasr within the Clasr Online Payment Facility. You will also receive a report of all Customer Transactions via the Clasr Online Payment Facility as part of your subscription to the Clasr Services.
14.7 Clasr will charge the Clasr Services Charge on each Customer Transaction. The Clasr Online Payment Facility enables Clasr to collect the Clasr Services Charge in relation to any recurring payment arrangement you establish with customers. The Clasr Services Charge is subject to VAT in the EU but will not be charged in the United States of America.
14.8 If you elect to cancel your registration with the payment service provider your right to use the Clasr Online Payment Facility will terminate and the Clasr Online Payment Facility (including reporting) will no longer be available. However, your cancellation of registration with the payment service provider does not have the effect of terminating your subscription to the Clasr Services which shall continue subject to these Terms.
15.1 Active subscribers can accept online booking and payments by activating a Stripe account in the Clasr admin area. This service can be activated at any time on paid active accounts only. The service can be deactivated at any time.
15.2 Payments are taken securely by a third party (Stripe) and are paid directly into your nominated bank account (minus the Stripes card fee and transaction fee) and are subject to Stripes terms and conditions. You accept that Clasr are not responsible for third party transaction processing or payments.
16.1 As a Clasr Services Providers you acknowledge that you are solely responsible for honouring any Bookings and making available any services reserved through the Clasr Services.
16.2 You acknowledge and agree that as a Clasr Service Providers, you are solely responsible for performing the obligations of any such agreements, that Clasr is not a party to such agreements, and disclaims all liability arising from or related to any such agreements.
16.3 The acknowledge that the Clasr booking fee visible on the final payment checkout page prior to placing the Booking. This fee is collected by us and is non-refundable.
16.4 Once your confirmed Booking transaction is complete you will receive a confirmation communication summarising the confirmed Booking. If you are unable to meet the booking requirement for any reason you must contact the student direct and either re-schedule or refund the payment.
16.5 As a paid up Clasr Service provider bookings received are viewable in your administration area.
16.6 Online bookings can be administered in the administration area where you can re-schedule bookings, or refund customers. You accept that booking fees are non-refundable.
16.7 Payments by the public for Services are remitted direct to the Clasr Services Providers less applicable Clasr Services fees.
16.8 Refunds charges and disputes over payments are subject to Stripes terms and fees may be chargeable.
You accept that we charge the customer (public) a Clasr Services Fee when booking a service accessible both at a) www.clasr.co.uk and any other Clasr websites and Clasr Services Providers websites through which Clasr makes such services available, and b) as an application for mobile, tablet and other smart devices and application program interfaces.
If a Member of the public wish to cancel a Booking or modify a booking these can only be made via you the Services Provider with your agreement and subject to your business terms. You accept that Near You accepts no liability for any such changes to a Booking.
19.1 You accept responsibility for setting and checking your own prices.
19.2 It is your responsibility to include any applicable national, country, state or local tax in the prices displayed on the Clasr Website and applications. Clasr will not account for or be responsible for any taxes due on your advertised prices. In circumstances where your prices are subject to local and country tax you must include the tax inclusive sum,
19.3 Clasr shall only levy the Clasr Services Charge against the net price in the UK exclusive sum. No vat (tax) is charged on the service fees in the USA. You accept in the event that a payment is refunded that the Student will not receive a refund on the service fee.
If you take a Booking and payments for Services outside the Clasr Website you acknowledge and agree that you: accept all risks and responsibility for bookings and payments, and (iii) indemnify us from any liability for such payment.
21.1 You accept that in the event that a Student has a serious complaint or you fail to provide the Instructor Services as ordered Clasr will attempt to resolve the issue. If you fail to respond or resolve the issue in 24 hours Clasr will refund the Student in full from your account.
21.2 As a Clasr Services Providers agree to cooperate with and assist us in good faith, and to provide us with such information and take such actions as may be reasonably requested by us, in connection with any damage claims or other complaints or claims made by Guests and Members relating to the Clasr Services, Clasr Services Providers or with respect to any investigation undertaken by us or a representative of ours regarding use or abuse of the Clasr Services.
21.3 In the event of a serious complaint or taking bookings for classes and failing to provide the Instructor Services as advertised and booking or misleading the Student in the service description or refusing entry to a Student because of a mistake Clasr reserve the right to disable your online payment facility and in a serious case seek compensation from you to cover any refund Clasr makes to the Student and in addition, in the form of damages for loss of reputation.
22.1 Clasr owns the Data in all referrals to you made via the Clasr Services. You may only access such Data.
22.2 When Clasr makes available the Data you shall be the data processor and Clasr shall be a data controller and in any such case
22.3 You shall process the Data only in accordance with these Term
22.4 Clasr shall take appropriate technical and organisational measures against unauthorised or unlawful processing of the Data or its accidental loss, destruction or damage.
22.5 Data collection and access
22.6 Clasr will send you an email notification of an enquiry
22.7 Public enquiries are accessible to active members only. You accept that access to email enquiries is based on an active paid subscription or limited trial status. You acknowledge and agree that all enquiries remain the property of Clasr
22.8 You are responsible for adhering to any privacy laws which relate to your jurisdiction in regard to handling and storing of emails sent to your nominated email account.
22.9 Data Processing: You shall process the Personal Data only to the extent, and in such a manner, as is necessary for the purposes of the Clasr Services and in accordance with our instructions from time to time and shall not process the Personal Data for any other purpose. You will keep a record of any processing of Personal Data you carry out on our behalf
22.10 You shall promptly comply with any request from us requiring you to amend, transfer or delete the Personal Data.
22.11 You shall only collect any Personal Data on our behalf using the Clasr system.
22.12 If you receive any complaint, notice or communication which relates directly or indirectly to the processing of the Personal Data or to your compliance with the Data Protection Act 1998 and the data protection principles set out therein, you shall immediately notify us and shall provide us with full co-operation and assistance in relation to any such complaint, notice or communication.
22.13 At our request, you shall provide to us a copy of all Personal Data held by you in the format and on the media reasonably specified
22.14 You shall not transfer the Personal Data outside the European Economic Area without our prior written consent.
22.15 You shall promptly inform us if any Personal Data is lost or destroyed or becomes damaged, corrupted, or unusable. You will restore such Personal Data at your own expense.
22.16 You shall ensure that access to the Personal Data is limited to:
(a) those employees who need access to the Personal Data to meet your obligations under these Terms; and
(b) in the case of any access by any employee, such part or parts of the Personal Data as is strictly necessary for performance of that employee's duties.
22.17 You shall notify us within 7 working days if you receive a request from a Data Subject for access to that person's Personal Data.
22.18 You shall provide us with full co-operation and assistance in relation to any request made by a Data Subject to have access to that person's Personal Data
22.19 You shall not disclose the Personal Data to any Data Subject or to a third party other than at our request or as provided for in these Terms
22.20 We are entitled, on giving at least 7 days' notice to you, to inspect or appoint representatives to inspect all facilities, equipment, documents and electronic data relating to the processing of Personal Data by you. The requirement give notice will not apply if we believe that you are in breach of any of your obligations under these Terms.
22.21 You warrant that:
(a) you will process the Personal Data in compliance with all applicable laws, enactments, regulations, orders, standards and other similar instruments; and
(b) you will take appropriate technical and organisational measures against the unauthorised or unlawful processing of personal data and against the accidental loss or destruction of, or damage to, personal data to ensure our compliance with the seventh data protection principle
22.22 You may not authorise any third party or sub-contractor to process the Personal Data.
23.1 Clasr acknowledges and agrees that you own or licence all intellectual property rights in any copy text, images and videos you upload to the Clasr Services.
23.2 You acknowledge and agree that Clasr and/or its licensors own all intellectual property rights in the sub-domains used in URLs on your web pages (and they are not transferable) and in the Clasr Services. Except as expressly stated herein, these Terms do not grant you any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licences in respect of the Clasr Services.
23.3 Clasr confirms that it has all the intellectual property rights in relation to the Clasr Services that are necessary to grant all the rights it purports to grant under, and in accordance with, these Terms.
24.1 Clasr may be given access to your Confidential Information in order to perform its obligations under these Terms.
24.2 Clasr shall hold your Confidential Information in confidence and, unless required by law, not make your Confidential Information available to any third party, or use your Confidential Information for any purpose other than the implementation of these Terms.
24.3 Clasr shall take all reasonable steps to ensure that your Confidential Information to which it has access is not disclosed or distributed by its employees or agents in violation of these Terms.
24.4 This clause 24 shall survive termination of these Terms, however arising.
25.1 You shall indemnify Clasr against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other reasonable professional costs and expenses) suffered or incurred by Clasr arising out of or in connection with any claim made against Clasr in relation to the standard or quality of the Instructor Services.
25.2 You shall indemnify Clasr against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other reasonable professional costs and expenses) suffered or incurred by Clasr arising out of or in connection with any claim made against Clasr for actual or alleged infringement of a third party's intellectual property rights arising out of or in connection with use of all images, text, videos you use as part of the Clasr Services.
26.1 This clause 26 sets out the entire financial liability of Clasr (including any liability for the acts or omissions of its employees, agents and sub-contractors) to you in respect of:
a) any breach of these Terms;
b) any use made by you of the Clasr Services or any part of them; and
c) any representation, statement or tortious act or omission (including negligence) arising under or in connection with these Terms.
26.2 Except as expressly and specifically provided in these Terms:
a) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from these Terms; and
b) the Clasr Services are provided to you on an "as is" basis.
26.3 Subject to clause 26.2:
a) Clasr shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under these Terms; and
b) Clasr’s total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of these Terms shall be limited to the total fees paid by you during the 12 months immediately preceding the date on which the claim arose.
26.4 Clasr may also provide links on the Clasr Website to the websites of other companies, whether affiliated with us or not. We cannot give any undertaking in relation to companies to whose website we have provided a link on the Clasr Website, will be of satisfactory quality, and any such warranties are disclaimed by us absolutely.
26.5 Clasr offers you the option of linking your content to social media websites. When you choose to connect to one of these websites, you allow Clasr to publish information about your services, classes, images, videos and updates to your social sites.
26.6 Clasr has used its best endeavours to ensure that the Clasr Services comply with English law, including without limitation, The E Commerce Regulations 2002, The Data Protection Act 1998, the General Data Protection Regulation 2016, the Disability Discrimination Act 1995 and the general law. Those who visit Clasr outside the United Kingdom do so on their own initiative and are responsible for compliance with all applicable laws. If use of Clasr and/or viewing of it, or use of any material or content on Clasr, or products or services made available through Clasr, are contrary to or infringe any applicable law in your jurisdiction(s), you are not authorised to subscribe to Clasr and you must exit immediately.
26.7 Clasr cannot guarantee that the Clasr Services will operate continuously without interruptions or be error free and can accept no liability for unavailability. You must not attempt to interfere with the proper working of the Clasr Services and, in particular, you must not attempt to circumvent security, impair the availability or accessibility of the Clasr Services, tamper with or hack into, introduce any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software, conduct any systematic or automated data collection activities including scraping, data mining, data extraction and data harvesting, or otherwise disrupt any computer system, server, website, router or any other internet connected device.
26.8 Clasr will not involve itself nor have any liability for any disputes (whether in relation to quality of service or otherwise), refunds or similar issues rising between you and our subscribers, visitors, the Payment Service Provider or any other third party. You acknowledge and agree that resolution of such issues with each party is your sole responsibility.
27.1 These Terms shall, unless otherwise terminated as provided in this clause 27, commence on the Effective Date and shall continue for the Contract Term and, thereafter, these Terms shall be automatically renewed for successive periods of 12 months (each a Renewal Period), unless:
a) either party notifies the other party of termination, in writing, at least 60 days before the end of the Contract Term or any Renewal Period, in which case these Terms shall terminate upon the expiry of the applicable Contract Term or Renewal Period; or
b) otherwise terminated in accordance with the provisions of these Terms;
and the Contract Term together with any subsequent Renewal Periods shall constitute the Contract Term.
27.2 Without prejudice to any other rights or remedies to which Clasr or you may be entitled, either party may terminate these Terms without liability to the other if the other party commits a material breach of any of these Terms and (if such a breach is remediable) fails to remedy that breach within 30 days of that party being notified in writing of the breach.
27.3 Clasr may suspend or terminate your accounts or cease providing you with all or part of the Clasr Services at any time for any reason, including, but not limited to, if we reasonably believe:
a) You have violated these Terms;
b) You create risk or possible legal exposure for Clasr;
c) You fail to meet your financial obligations to Clasr;
d) You falsely resister as a qualified instructor, studio or supplier;
e) You fail to confirm to Clasr that you have valid insurance cover for individuals using the Instructor Services or venues where you operate;
f) You fail to provide advertising services and/or mislead Students in relation to the Instructor Services.
27.4 On termination of these Terms for any reason:
a) all licences granted under these Terms shall immediately terminate;
b) Clasr may destroy, otherwise dispose or use as it sees fit of any of your Data in its possession. Clasr shall use reasonable commercial endeavours upon your request in writing to deliver the most recent back-up of your Data to you within 30 days of its receipt of such a written request, provided that you have, at that time, paid all fees and charges outstanding at and resulting from termination together with a reasonable administration fee for such supply. The accrued rights of the parties as at termination, or the continuation after termination of any provision expressly stated to survive or implicitly surviving termination, shall not be affected or prejudiced.
Clasr shall have no liability to you under these Terms if it is prevented from or delayed in performing its obligations under these Terms, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Clasr or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of Clasr or sub-contractors, provided that you are notified of such an event and its expected duration.
a. A waiver of any right under these Terms is only effective if it is in writing and it applies only to the party to whom the waiver is addressed and to the circumstances for which it is given.
b. Unless specifically provided otherwise, rights arising under these Terms are cumulative and do not exclude rights provided by law.
a. If any provision (or part of a provision) of these Terms is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.
b. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.
a. These Terms, and any documents referred to in them, constitute the whole agreement between Clasr and you and supersede any previous arrangement, understanding or agreement between us relating to the subject matter they cover.
b. You acknowledge and agree that in entering into these Terms you do not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to these Terms or not) relating to the subject matter of these Terms, other than as expressly set out in these Terms.
a. You shall not, without the prior written consent of Clasr, assign, transfer, charge, sub-contract or deal in any other manner with all or any of your rights or obligations under these Terms.
b. Clasr may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Terms.
Nothing in these Terms is intended to or shall operate to create a partnership or relationship of employer and employee between Clasr and you, or authorise you to act as agent for Clasr, and you shall not have the authority to act in the name or on behalf of or otherwise to bind Clasr in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
These Terms do not confer any rights on any person or party (other than the parties to these Terms and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
a. Any notice required to be given under these Terms shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the other party at such address as may have been notified by that party for such purposes.
b. A notice delivered by hand shall be deemed to have been received when delivered (or if delivery is not in business hours, at 9 am on the first Business Day following delivery). A correctly addressed notice sent by pre-paid first-class post or recorded delivery post shall be deemed to have been received at the time at which it would have been delivered in the normal course of post.
a. These Terms and any disputes or claims arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) are governed by, and construed in accordance with, the law of England.
b. The parties irrevocably agree that the courts of England have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).
a. The definitions and rules of interpretation in this clause apply in these Terms.
Business Day: any day which is not a Saturday, Sunday or public holiday in the UK.
Confidential Information: information that you make available to Clasr and/or the Student relating solely to the Instructor Services conducted within the Clasr Services.
Contract Term: the period in which you participate in the Clasr Services.
Data: the data (including Personal Data) in whatever form inputted by you, or Clasr on your behalf for the purpose of using the Clasr Services or facilitating your use of the Clasr Services, or making available the Instructor Services.
Data Subject: an individual who is the subject of Personal Data.
Effective Date: the date you click to accept these Terms.
Instructor Services: the services provided by you which are promoted via the Clasr Services.
Clasr Application: the Clasr proprietary application for mobile, tablet and other smart devices and application program interfaces, through which the Clasr Services may also be accessed.
Clasr Services: the online platform which connects health and fitness providers including instructors, teachers, studios, gyms and clubs who have classes, workshops, events training courses, bootcamps and retreats, to list and book with members of the public seeking to book such activities, and provided by us to you under these Terms via the Clasr Website and the Clasr Application, or any other website notified to you by us from time to time, and including the Software, SMS, APIs, applications, buttons, and software, email notifications, customer enquiries, and any information, text, graphics, photos, videos or other materials uploaded, downloaded, transmitted or appearing.
Clasr Services Charge: the of charge five per cent (5%) levied by Clasr on each Customer Transaction plus (in the UK only) vat.
Clasr Website: the website at www.clasr.co.uk and such other websites as may be notified by us.
Normal Business Hours: 8.00 am to 6.00 pm GMT, each Business Day.
Personal Data: has the meaning set out in section 1(1) of the Data Protection Act 1998.
Processing and process: have the meaning set out in section 1(1) of the Data Protection Act 1998.
Renewal Period: the period described in clause 27.1.
Serviced Countries: the United States of America and all other countries in the world unless notified by Clasr otherwise.
Student: the individual(s) referred to you via the Clasr Services to whom you provide the Instructor Services and with whom you enter into a direct contract for services.
Viruses: any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.
© Clasr, 2018