Terms & Conditions
Last updated: 18th September 2018
The following Terms & Conditions (“Terms”) and the terms of any subscription agreement (“Subscription Agreement”) separately executed by you and BDB set out the terms between you and Billion Dollar Boy Limited (“BDB,” “we” or “us”) under which you may access our website www.billiondollarboy.com (“Site”) or use web based tools available at www.matchmaker.billiondollarboy.com and www.storytracker.co (“Online Tools”), including all software data, reports, text, images, sounds, video, and content made available through the Site and the Online Tools.
The Terms apply to all users of, and visitors to, our Site and any individual user of the Online Tools and any company, business or other legal entity on whose behalf the Site or the Online Tools are used. Your use of our Site and Online Tools mean that you have read, accepted, and agreed to be bound by these Terms. You acknowledge that these Terms is a contract between you and Us, even though it is electronic and is not physically signed by you and Us, and it governs your use of the Site and the Online Tools.
In the event of a conflict between these Terms and your Subscription Agreement, the terms of your Subscription Agreement shall govern your relationship solely with respect to any such conflicting terms. If you are entering into these Terms or the Subscription Agreement on behalf of a company, business or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these Terms and the Subscription Agreement, in which case the terms “you” or “your” shall refer to such entity and its affiliates. As part of the registration process for the Online Tools, you will identify one or more administrative usernames and passwords for your account (“Account”).
We reserve the right to update and change the Terms at any time without notice. All new features that augment or enhance the current Site or the Online Tools, including the release of new services and resources, shall be subject to the Terms. Continued use of the Site or the Online Tools after any such changes shall constitute your consent to said changes.
We also reserve the right to modify and discontinue, at any time and from time to time, temporarily or permanently, the Site or the Online Tools with or without notice.
- Access & Use of Site and Online Tools
- You may use the Site and Online Tools only for lawful purposes. You represent and warrant that you have full power and authority to enter into these Terms and the Subscription Agreement and that you are eighteen (18) years of age or older.
- You may not use our site:
- In any way that breaches any applicable local, national or international law or regulation;
- In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
- In any manner that interferes with or disrupts the integrity or performance of the Site, the Online Tools or their components;
- For the purpose of harming or attempting to harm minors in any way;
- To send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards below;
- To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam); and
- To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
- You also agree:
- Not to reproduce, duplicate, copy, sublicense, resell, rent, lease, transfer, assign, time share or otherwise commercially exploit or make any part of our Site or the Online Tools available to any third party, including without limitation, the development of a competing platform or access point for use or access to our data;
- Not to access without authority, interfere with, damage or disrupt any part of our site; any equipment or network on which our site is stored; any software used in the provision of our site; or any equipment or network or software owned or used by any third party;
- Not to modify, adapt or hack the Service to, or otherwise attempt to gain unauthorized access to the Service or its related systems or networks;
- Not to store on any network, hard drive, computer or cloud-storage any data or information obtained from the Services or the Site for any period of more than 14 days; and
- Not to access the Site or the Online Tools by any means other than through the interface that is provided by Us for use in accessing the Site or the Online Tools.
- You shall comply with any codes of conduct, policies or other notices We provide you or publish in connection with the Site and Online Tools, and you shall promptly notify Us if you learn of a security breach related to either the Site or the Online Tools.
- You are responsible for maintaining the confidentiality of your login, password and account and for all activities that occur under your login or account. We reserve the right to access your account in order to respond to your requests for technical support and to investigate suspicious activity.
- Free Trials
- From time to time, We may offer free trial access to the Online Tools for first-time users (the “Free Trial”) for some period of time. The Free Trial is strictly for use by first-time users to test the product and cannot be used for commercial purposes. At the end of the Free Trial, you will no longer have access to any data or account details and We may terminate the Free Trial at any time with or without notice to you. Attempts to manipulate the Free Trial for commercial use by signing up under different account names or email addresses will be flagged and removed. Generating reports, derivative data or other presentations to third parties for commercial gain during any Free Trial period is a serious violation of Our intellectual property rights and will subject the violator to fines and potential legal action.
- In the event you violate this section, you agree to pay Us an amount equal to £3,000 per occurrence (the “Liquidated Damages”). The parties intend that the Liquidated Damages constitute compensation for obtaining proprietary data which is otherwise only available for purchase and not a penalty. The parties acknowledge and agree that the harm caused by your breach would be impossible or very difficult to accurately estimate at the time of contract, and that the liquidated damages are a reasonable estimate of the anticipated or actual harm that might arise from your breach. Your payment of the liquidated damages is your sole liability and entire obligation and our exclusive remedy for your breach of this section.
- Intellectual Property
All rights, title and interest in and to the Site, the Online Tools, their components, any software that may be made available by Us in connection with the Site or the Online Tools (“Software”) and BDB Data (as defined below) will remain with and belong exclusively to Us. Any rights not expressly granted herein are reserved and no license or right to use any trademark of BDB or any third party is granted to you in connection with your use of the Site and the Online Tools.
- To the extent the Online Tools or any portion thereof is made available for any fee, you will be required to enter into a Subscription Agreement and select a payment plan, and provide Us information regarding your credit card or other payment instruments. You represent and warrant to Us that such information is true and that you are authorized to use the payment instrument.
- You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur.
- You agree to pay Us the amount that is specified in the Subscription Agreement and payment plan in accordance with the terms of such plan and these Terms.
- Unless otherwise indicated in a Subscription Agreement, you hereby authorize Us to bill your payment instrument in advance on a periodic basis in accordance with the terms of the applicable Subscription Agreement and payment plan until you terminate your account, and you further agree to pay any charges so incurred. If you dispute any charges you must let us know within sixty (60) days after the date that We invoice you.
- We reserve the right to change Our prices. Unless otherwise indicated in a Subscription Agreement, if We do change prices, We will provide notice of the change on the Site or the Online Tools in an email to you at least 30 days before the change is to take effect. Your continued use of the Service after the price change becomes effective constitutes your agreement to pay the changed amount. We may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by Us thirty (30) days after the mailing date of the invoice, or your access to the Online Tools may be terminated. Unpaid invoices are subject to a charge of 4% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection. All fees payable under or in connection with the use of the Online Tools are exclusive of applicable taxes, including VAT.
- Suspension and Termination
- We will determine, in our discretion, whether there has been a breach of these Terms through your use of our Site or Online Tools. When a breach of these Terms has occurred, we may take such action as we deem appropriate.
- In addition to any other remedies we may have, we may take all or any of the following actions in the event of you have breached these Terms:
- Immediate, temporary or permanent withdrawal of your right to use our Site or Online Tools, including termination of your account;
- Issue of a warning to you;
- Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach;
- Further legal action against you; and
- Disclosure of such information to law enforcement authorities as we reasonably feel is necessary.
- Upon termination of any Subscription Agreement or any Free Trial, you agree that you will delete any and all data obtained from the Site or the Online Tools (“BDB Data”) within a reasonable period of time, not to exceed 72 hours. For the avoidance of doubt, unauthorized storage or access to BDB Data following termination of a subscription or trial period is a violation of these Terms and your Subscription Agreement.
- Unless otherwise provided by Subscription Agreement, you have the right to terminate your account with our Online Tools at any time by sending a cancellation request to email@example.com or firstname.lastname@example.org. If you are subject to a Subscription Agreement, you may not terminate your account within the term of the subscription except as specifically provided therein.
- Disclaimers and Limitation of Liability
- We make no warranties regarding your ability to use the Site or the Online Tools, your satisfaction with the Site or the Online Tools. Your sole remedy for dissatisfaction with the Service is to stop using the Service.
- We make no warranties that the Site and Online Tools will be available at all times, uninterrupted, and error-free and that bugs or errors in the Site or the Online Tools will be corrected. You acknowledge that the Site and the Online Tools may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance or because of other causes beyond our reasonable control.
- You acknowledge that We may establish general practices and limits concerning use of the Online Tools, including without limitation the maximum period of time that data or other content will be retained by the Online Tools and the maximum storage space that will be allotted on Our servers on your behalf. You agree that We have no responsibility or liability for the deletion or failure to store any data or other content maintained by the Online Tools. You further acknowledge that We reserve the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
- The Online Tools contain data aggregated by Us from multiple sources. However, the nature of the data and the collection processes limits the ability to independently verify and/or validate the data and all data is subject to change at any time without notice. We do not warrant the comprehensiveness, completeness, accuracy or adequacy of the data for any purpose. We and our directors, employees, contractors, and agents disclaim all warranties, expressed or implied, as to any matter whatsoever and shall not be responsible for any loss or damage that may directly or indirectly arise as the result of the use of the data contained in the Online Tools.
- The Site and the Online Tools include links to other websites or services (including, but not limited to social networking services such as Instagram and video-sharing websites such as YouTube) solely as a convenience to you (“Linked Sites”). The inclusion of any Linked Site does not imply endorsement of any third party, their services or websites or any association with the operators of such Linked Sites. You are responsible for viewing and abiding by the privacy statements and terms of service/use posted at any third party or Linked Sites. The information, products, materials and services on Linked Sites are not under Our control and We do not provide or endorse any such Linked Sites or the information, products, materials or services contained on or available or accessible on or through any Linked Sites. We are not responsible if any Linked Site is not functioning properly. We make no express or implied warranties with regard to the information, products, materials or services that are contained on or accessible through any Linked Sites. Access and use of any Linked Sites, including the information, products, materials and services on any Linked Sites or available through any Linked Sites, is solely at your own risk, and you acknowledge and agree that We are not responsible or liable, directly or indirectly, for any loss or damage caused or alleged to be caused by your use of any or dealings with any Linked Site or as the result of the presence of any advertisers on the Linked Sites.
- The Site, the Online Tools, Software, and all server and network components are provided on an “as is” and “as available” basis without any warranties of any kind, and we expressly disclaim any and all warranties, whether expressly stated or implied, including, but not limited to, the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. You acknowledge that we do not warrant that the service will be uninterrupted, timely, secure, error-free or virus-free, nor does it make any warranty as to the results that may be obtained from use of the site or online tools, and no information, advice or services obtained by you from us or through the service shall create any warranty not expressly stated in these terms.
- Under no circumstances and under no legal theory (whether in contract, tort, or otherwise) shall BDB be liable to you or any third party for:
- any indirect, incidental, special, exemplary, consequential or punitive damages, including lost profits, lost sales or business, lost data, or
- for any direct damages, costs, losses or liabilities in excess of the fees actually paid by you in the six (6) months preceding the event giving rise to your claim or, if no fees apply, one hundred (£100) pounds sterling
- To the maximum extent permitted by applicable law, you hereby release and waive all claims against Us, and our subsidiaries, affiliates, officers, agents, licensors, and employees from any and all liability for claims, damages (actual and/or consequential), costs and expenses (including litigation costs and attorneys’ fees) of every kind and nature, arising from or in any way related to your use of the Site and the Online Tools. You understand that any fact relating to any matter covered by this release may be found to be other than now believed to be true and you accept and assume the risk of such possible differences in fact.
You shall defend, indemnify, and hold harmless BDB from and against any third-party claims, actions or demands, including without limitation reasonable legal and accounting fees, arising or resulting from your breach of this these Terms or your access, use or misuse of the Site or the Online Tools. We shall provide notice to you of any such claim, suit or demand. We reserve the right to assume the exclusive defence and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defence of such matters.
- Our failure to enforce or to exercise at any time or for any period of time any term of or any right pursuant to these Terms does not constitute, and shall not be construed as, a waiver of such term or right and shall in no way affect our right later to enforce or to exercise it.
- If any provision of these Terms is found to be illegal, invalid or unenforceable under any applicable law, such term shall, insofar as it is severable from the remaining terms, be deemed omitted from these Terms and shall in no way affect the legality, validity or enforceability of the remaining provisions.
- Except with respect to any Subscription Agreement executed by the parties, these Terms constitute the entire agreement between the parties regarding its subject matter and supersedes and replaces any and all prior agreements, understandings or arrangements between the parties, whether oral or in writing, with respect to the same. No representation, undertaking or promise shall be taken to have been given or be implied from anything said or written in negotiations between the parties prior to this Agreement except as expressly stated in this Agreement. Neither party shall have any remedy in respect of any untrue statement made by the other upon which that party relied in entering into these Terms (unless such untrue statement was made fraudulently). Without prejudice to the foregoing, the only remedy available to a party in respect of a breach of any representation which is incorporated into these Terms shall be for breach of contract.
- Provisions of these Terms which either are expressed to survive its expiry or termination or from their nature or context it is contemplated that they are to survive such termination, shall remain in full force and effect notwithstanding such expiry or termination.
- The relationship of the parties is that of independent parties dealing at arm’s length. Except as otherwise stated in these Terms, nothing in these Terms shall constitute the parties as partners, joint venturers or co-owners, or constitute either party as the agent, employee or representative of the other, or empower either party to act for, bind or otherwise create or assume any obligation on behalf of the other, and neither party shall hold itself out as having authority to do the same.
- Governing Law
The construction, validity and performance of these Terms and the Subscription Agreement and all non-contractual obligations arising from or connected with these Terms and the Subscription Agreement shall be governed by English law and the parties hereby submit irrevocably to the exclusive jurisdiction of the English courts to resolve any dispute between them.