Terms and Conditions

SORRY! THIS IS THE BORING BIT

AGREED TERMS TO BE READ BEFORE APPLICATION FOR ZINGELA CLUB CARD

ABOUT US

1.1 Company details. Zingela Club Limited (company number 127616) (“we” and “us”) is a company registered in Jersey. We operate the website www.zingela.club.

1.2 Contacting us. To contact us e-mail help@zingela.club. How to give us formal notice of any matter under the Contract is set out in Clause 17.2.

OUR CONTRACT WITH YOU

2.1 Our contract. These terms and conditions (“Terms”) apply to the application by you and the supply of the Zingela Club Card by us to you (“Contract”). They apply to the exclusion of any other terms that you seek to impose or incorporate.

2.2 Entire agreement. The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.

2.3 Language. These Terms and the Contract are made only in the English language.

2.4 Your copy. You should print a copy of these Terms or save them to your computer for future reference.

MAKING YOUR APPLICATION AND ITS ACCEPTANCE

3.1 Making your application for a Zingela Club Card. Please follow the onscreen prompts to make your application. You may only submit an application using the method set out on the site. The application by you to obtain and use a Zingela Club Card (“Card”) is subject to those Terms.

3.2 Correcting input errors. Our application process allows you to check and amend any errors before submitting your application to us. Please check the application carefully before confirming it. You are responsible for ensuring that your application is complete and accurate.

3.3 Acknowledging receipt of your application. After you make your application, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that your application has been accepted. Our acceptance of your application will take place as described in Clause 3.4.

3.4 Accepting your application. Our acceptance of your application takes place when we send your Card (“Confirmation”), at which point and on which date (“Commencement Date”) the Contract between you and us will come into existence. You must activate the Card on our website.

3.5 If we cannot accept your application. If we are unable to supply you with the Card for any reason, we will inform you of this by email and we will not process your application. If you have already paid for the Card, we will refund you the full amount.

WITHDRAWAL OF CARD

4.1 Withdrawal. We withhold the right, at our absolute discretion, to withdraw your card at any time.

THE CARD

5.1 Offer Descriptions and Illustrations. Any descriptions or illustrations on our site are published for the sole purpose of giving an approximate idea of the Goods and/or Services provided by third parties who make the offers (“Offers”) described in them. They do not form part of the Contract or have any contractual force.

5.2 Goods and Services. We will not be responsible for any costs or losses you obtain or incur arising directly or indirectly from your use of the Card and/or goods and/or services provided by third parties.

5.3 Changes to Card Contract. We reserve the right to amend the terms of this Contract if required by any applicable statutory or regulatory requirement or if the amendment will not materially affect the nature or quality of the Offers.

YOUR OBLIGATIONS

6.1 It is your responsibility to ensure that:

(a) the details provided in your application are complete and accurate;
(b) you co-operate with us in all matters relating to the Card;
(c) you provide us with such information and materials that we may reasonably require in order to supply the Card, and ensure that such information is complete and accurate in all material respects;
(d) the Card is not used to accept an Offer by any other party, unless you authorise such use, either in writing or in person.

6.2 If our ability to provide the Card is prevented or delayed by any failure by you to fulfil any obligation listed in Clause 6.1 (“Your Default”):

(a) we will be entitled to suspend use of the Card until you remedy Your Default. In certain circumstances Your Default may entitle us to terminate the contract under Clause 15 (Termination);
(b) we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to provide the Card; and
(c) it will be your responsibility to reimburse us on written demand for any costs or losses we sustain or incur arising directly or indirectly from Your Default.

FEES AND OFFERS

8.1 In consideration of us providing the Card, you must pay our initial and annual fees (“Fees”) in accordance with these Terms.

8.2 The Fees are quoted on our site and the Fees may change from time to time.

8.3 We take reasonable care to ensure that the Offers stated are correct at the time when the relevant information was entered into the system.

8.4 Offers may change from time to time.

HOW TO PAY

9.1 Payment of the initial Fees are to be made in advance. The annual payments for each year (or part thereof) that you hold the Card are payable on each anniversary of the Confirmation (“Annual Payment”). We will take your payment of the initial Fee upon acceptance of your application.

9.2 The Annual Payment for the Card fee is paid via PayPal where you can choose your method of payment.

9.3 We will send you an electronic invoice within seven days of the Annual Payment. For any failed or cancelled payments, a £20 administration fee will be levied.

9.4 All amounts due under the Contract must be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

INTELLECTUAL PROPERTY RIGHTS

10.1 All intellectual property rights in or arising out of or in connection with the Card will be owned by us.

HOW WE MAY USE YOUR PERSONAL INFORMATION

11.1 We will use any personal information you provide to us to:

(a) provide the Card;
(b) process your payment of the Fees;
(c) inform you about similar products or services that we provide, but you may stop receiving these at any time by contacting us; and
(d) confirming ownership of your Card with third parties providing goods and/or services in relation to an Offer.

11.2 [Further details of how we will process personal information are set out in our Privacy Policy.]

LIMITATION OF LIABILITY

12.1 Nothing in the Contract limits any liability which cannot legally be limited, including liability for:

(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation; and
(c) breach of the terms implied by section the Supply of Goods and Services (Jersey) Law 2009.

12.2 Subject to Clause 12.1, we will not be liable to you, whether in contract, tort (including negligence), for any losses, damages, fees and expenses whatsoever arising under or in connection with any Offer or the goods and/or services provided by third parties.

12.3 Subject to Clause 12.2, our total liability to you arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will be limited to £50.

12.4 Unless you notify us that you intend to make a claim in respect of an event within the notice period, we shall have no liability for that event. The notice period for an event shall start on the day on which you became, or ought reasonably to have become, aware of the event having occurred and shall expire 6 months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.

12.5 This Clause 12 will survive termination of the Contract.

CONFIDENTIALITY

13.1 We each undertake that we will not at any time disclose to any person any confidential information except as permitted by Clause 13.2.

13.2 We each may disclose confidential information:

  • to such of our (or those of third parties providing goods or services pursuant to an Offer) employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out our respective obligations under the Contract or an Offer. We will each ensure that such employees, officers, representatives, subcontractors or advisers comply with this Clause 13; and
  • as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

13.3 Each of us may only use the other’s confidential information for the purpose of fulfilling our respective obligations under the Contract.

TERMINATION

14.1 Without limiting any of our other rights, we may suspend the use of the Card, or terminate the Contract with immediate effect by giving written notice to you if:

  • you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 14 days of you being notified in writing to do so;
  • you fail to pay any amount due under the Contract on the due date for payment;
  • you take any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by application of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
  • your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.
  • Your use (or a third party’s use) of your Card is deemed, in our absolute discretion, to be an abuse of the Offers, goods and /or services provided by third parties, or us.

14.2 On termination of the Contract by us (or by you on 3 months written notice) you must return the Card. Until it has been returned, you will be solely responsible for the Card’s safe keeping and must not use it or allow other persons to use it for any purpose.

14.3 Termination of the Contract will not affect your or our rights and remedies that have accrued as at termination.

14.4 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination will remain in full force and effect.

EVENTS OUTSIDE OUR CONTROL

15.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (“Event Outside Our Control”).

15.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:

  • we will contact you as soon as reasonably possible to notify you; and
  • our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for provision of the Card to you after the Event Outside Our Control is over.

COMMUNICATIONS BETWEEN US

16.1 When we refer to “in writing” in these Terms, this includes email.

16.2 Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.

16.3 A notice or other communication is deemed to have been received:

  • if delivered personally, on signature of a delivery receipt or at the time the notice is left at the proper address;
  • if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or
  • if sent by email, at 9.00 am the next working day after transmission.

16.4 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.

16.5 The provisions of this clause will not apply to the service of any proceedings or other documents in any legal action.

GENERAL

ASSIGNMENT AND TRANSFER.

17.1 We may assign or transfer our rights and obligations under the Contract to another entity. You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.

17.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).

17.3 Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.

17.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.

17.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.

17.6 Governing law and jurisdiction. The Contract is governed by Jersey law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the Jersey courts.