Spond Club Website Functionality Terms
SPOND HOSTED WEBSITE
1. Introduction and acceptance of terms
Spond AS or any of its subsidiaries as the case may be (“we”, “us” or “our”) offer Clubs using Spond Club to create and make available their website through our website hosting service Spond Hosted Website (from now on referred to as “Spond WS”).
By registering, accessing, or otherwise using Spond WS, the Club, represented by its authorized representative, agrees to be bound by and comply with these terms (the “Spond WS Terms”) which together with the Spond Club Terms (collectively referred to as the “Spond WS Agreement”) govern the Club`s use of Spond WS and relevant documentation made available by us. Unless otherwise is stated, defined terms used in these Spond WS Terms shall have the same meaning as given to them in the Spond Club Terms and in case of discrepancy, the Spond WS Terms shall apply.
2. Access and use
Access to and use of Spond WS is facilitated within the Club to and by authorized Club administrators. The Club is responsible for designating and ensuring correct permissions to access Spond WS at all times.
3. Website ownership
A website created through Spond WS belongs to the Club who has entered into the Spond Club Terms with us and created the website subject to the Spond WS Agreement.
In case of disagreement about the ownership to a website created through Spond WS, we reserve the right to determine, based on our reasonable judgement, the ownership of the website. We accept no liability towards the Club or any party in relation to the foregoing.
4. Use of the Website Solution and availability
The Club undertakes to use Spond WS in accordance with section 6 of the Spond Club Terms and shall indemnify us against any claim from third- parties based on violation of such third parties’ intellectual property or other rights.
We will on a commercially reasonable basis do our best to ensure that Spond WS maintain the same availability and standard as Spond Club (as set out on the Spond Club Terms section 7). In addition, the Club must possess suitable computer systems, software, internet connection etc. that are needed to use Spond WS.
5. Free trail and paid subscription
The Club may use Spond WS free of charge for a period of 6 months (the “Trial Period”), starting from the day the Club enters into the Spond WS Terms.
Upon expiration of the Trial Period, the Club’s access to Spond WS converts automatically and without additional notice to a payable subscription (the “Paid Subscription”), unless the Club notifies us in writing prior to the end of the Trial Period that it terminates the Spond WS Terms. Upon entering the Paid Subscription, we will charge the applicable fees (section 6) for continued access to Spond WS.
6. Fees and payment
6.1 Subscription fee
The applicable fees for the Paid Subscription are as communicated when the Club entered into the Spond WS Terms, as listed on https://www.spond.com/website-functionality/. The subscription fee will be billed on a recurring monthly basis in accordance with section 6.3.
6.2 Fee adjustments
The subscription fee may be changed without notice with effect from January 1st each year (regardless of when the Paid Subscription started to run). Such price changes can be based on increases in the Statistics Norway’s Consumer Price Index (main index), changes in sub-supplier prices or similar. Other price increases or changes in pricing model will be notified to the Club with 45 calendar days’ written notice.
6.3 Payment of fees
Payments shall be made monthly by using the payment card (debit- or credit) that the Club has authorized for payment of the subscription fee.
In the event of a failed attempt to charge the Club’s payment card (e.g., due to expiration or invalidity), we reserve the right to suspend or terminate access to Spond WS as described in section 11.3 until a valid payment card has been charged and we have received payment.
6.4 Payment information
The Club is responsible for keeping its payment information up to date, including company name, address, and primary contact.
6.5 Taxes
All fees payable under these Spond WS Terms are exclusive of customs, taxes, duties, or excises in any form, all of which shall be undertaken by the Club, including withholding taxes.
7. Domain name
When the Club creates a website using Spond WS, it may choose to receive free use of a subdomain owned by us, such as club.spond.com. The Club must not claim an unreasonable number of subdomains (as determined by us) or sell access to any subdomains owned by Spond. We retain the ownership of such domains and the Club cannot continue to use such domains if the Club’s right to use Spond WS is terminated for any reason.
If the Club chooses to use its own domain with Spond WS, the Club is responsible for registering and maintaining ownership of the domain with a registrar of its choice. The Club must ensure that the domain registration remains current, valid, and in compliance with the registrar’s terms and conditions. Additionally, the Club must configure the domain settings correctly by inputting the DNS (Domain Name System) settings or records provided by us into the domain registrar’s control panel. These settings will point the domain to our servers for Spond WS to function properly when configured correctly. Failure to comply with these obligations may result in the service malfunctioning or may result in the Club not being able to access Spond WS.
8. Security and privacy
Security and privacy shall follow the provisions in section 4 and 5 of the Spond Club Terms. To the extent we process personal data on behalf of the Club under these Spond WS Terms, the data processing agreement we and the Club has entered into under the Spond Club Terms shall apply.
9. Intellectual property and liability
Intellectual property rights and liability shall be governed by the provisions in section 8 of the Spond Club Terms.
Additionally, the Club hereby grant us permission to utilize any data or material that is submitted, posted, or uploaded to Spond WS as necessary to provide Spond WS.
10. FORCE MAJEURE
Neither we nor the Club will be liable for failure or delay in performance on account of events beyond our control, which may include denial-of-service attacks, failure by third party hosting provider or utility provider, strikes, shortages, riots, fires, war, terrorism, governmental action and other force majeure events.
11. Disclaimer
Spond WS is provided on “as is” and “as available” basis without any warranties. Spond expressly disclaim any and all warranties express or implied, including implied warranties of merchantability, title, fitness for particular purpose and non-infringement.
12. Limitation of liability
We shall not be held liable towards the Club or any third party for any loss of data, profits, savings, revenues, or for indirect, special, incidental, or other consequential damages.
Our total annual liability shall in any event not exceed one-fifth of the total amount paid by the Club in the twelve months preceding the event leading to liability.
13. Term and termination
13.1 Term
The Paid Subscription runs for an initial period of one year (the “Initial Term”). Upon expiry of the Initial Term the Paid Subscription will automatically renew for an indefinite period. A party may terminate the Agreement subject to three months written notice to the other party where the three months’ notice period starts to run from the first day of the month presiding the month in which the notice was given. If a notice of termination is given during the Initial Term it will be effective at the earliest on the expiry of the Initial Term.
13.2 Termination during the Trial Period
The parties may, subject to written notice to the other party, terminate the Spond WS Terms at any time during the Trial Period with immediate effect.
13.3 Suspension for non-payment
We will provide a notice of non-payment of any amount due for the Paid Subscription. Unless the full amount has been paid, we may suspend the Club`s access to Spond WS ten (10) days after such notice. If a Paid Subscription is suspended for non-payment, we may charge a reactivation fee to reinstate the Paid Subscription.
13.4 Termination for cause
We reserve the right to permanently terminate the agreement regarding use of Spond WS and immediately close the Club`s access to Spond WS in the event of a material breach by the Club or its representatives. Such material breach includes failure to comply with sections 4 and 6.3.
13.5 Effect of expiration or termination
Upon expiration of the Trial Period, and if the Club does not enroll in a Paid Subscription, we will retain any data and materials used in Spond WS for a maximum period of two years. We may, however, choose to offer the Club a longer retention period. We may also choose to delete the data and materials earlier, subject to notice to the Club. This shall also extend to Clubs that have previously subscribed to a Paid Subscription but have since terminated it in accordance with section 13.1.
In any event, we strongly recommend retrieving any data or materials prior to the end of the Trial Period or at the expiration of a Paid Subscription.
14. Notices
All notices required or permitted under these Spond WS Terms shall be sent to [email protected].
15. Changes to the Spond ws terms
We reserve the right to update the Spond WS Terms. In case of changes having a significant negative effect for the Club, the Club will be notified reasonably in advance of the changes taking effect so that the Club can terminate the Spond WS Terms before the changes become effective.
16. Dispute resolution
Section 14 of the Spond Club Terms shall apply.