MiPins User Terms

1. Introduction

1.1
These terms ("Terms") sets out the terms by which a user ("you") may use:
(a) the website at www.mipins.com (the "Site"); and/or
(b) our mobile app known as "MiPins", together with any other software, provided to you by, or on behalf of, us, including both local and remotely accessed software and any update and/or upgrade to any of them (the "Software"), and constitutes a legally binding contract between you and us.

1.2
By using the Site or the Software, you accept these Terms and agree to comply with them. If you do not agree to these Terms in full, you must not use the Site or the Software.

1.3
The site and Software is provided and operated by MiPins Limited (“we, “us”), a company registered in England and Wales under number 8223475. Our registered office is 72 New Cavendish Street, London, W1G 8AU and main trading office is at 1-5 Clerkenwell Road, London, EC1M 5PA. Our VAT number is 144843895.
You can contact us at info@mipins.com.

1.4
We may update these Terms and our privacy policy from time to time, and you agree that you will be bound by the Terms and privacy policy published using the Site and/or Software when you use the Site and/or Software. It is your responsibility to check these Terms periodically for changes. Your continued use of the Site or Software following the posting of any changes to these Terms constitutes acceptance of such changes. If you do not agree to such changes, you should stop using the Site and the Software.

2. Eligibility

2.1
To access and use the Site or Software you must be:
(a) 18 years old or over, or 13 years or older with the consent of your parent or legal guardian; and
(b) able to form legally binding contracts

2.2
If you do not satisfy the above eligibility requirements, you must not use the Site or Software. By using the Site or Software you represent that you comply with the above eligibility requirements.

2.3
We are not responsible for and so will not be liable for the acts or omissions of any other users of the Site or Software.

3. The MiPins Platform

3.1
The Site and the Software provide a platform for the introduction of Providers and Customers. "Customers" are users who want to receive services from other users, and "Providers" are users who want to provide services to other users.

3.2
The Site and the Software allow Customers to search for services posted on the Site or Software by Providers ("Provider Services").

3.3
Any agreement for the provision of Provider Services ("Service Agreement") is between a Customer and a Provider.

3.4
You agree that we are not a party to any Service Agreement made using the Site or Software.

3.5
We do not offer any services, including any Provider Services, apart from the use of the Site and the Software. Our service to you is the provision of access to the Site and Software, and any related customer support, only.

3.6
You agree that we may suspend access to the Site or Software, or close either or both of them indefinitely without notice. Any of the material on the Site or Software may be out of date at any given time, and we are not responsible for, and under no obligation to update, such material.

3.7
You agree that other users may publish feedback about you through the Site or Software, and that we cannot check the accuracy or fairness of feedback. We do not moderate the content of any feedback or comments made by users and you agree that we have no obligation to remove any comments made even if you notify us.

3.8
We make no attempt to, and you agree that we have no responsibility to, confirm the identities of users of the Site or Software.

4. The Site and Software Licence

4.1
Subject to your compliance with these Terms, we hereby grant you a non-exclusive, non-transferable, non-sub-licensable, revocable licence to use the Site and Software for your personal use, or for your business purposes if you are a Provider, and only in accordance with these Terms.

4.2
You agree that you will not use the Site or the Software for any purpose other than finding, advertising and contracting for Provider Services.

4.3
You agree that:
(a) you will not decrypt, extract, disassemble, reverse-engineer or decompile the Site or Software, except to the extent required to be permitted by applicable law;
(b) you will not use either the Site or Software other than as a single product nor permit the Software to be separated for use;
(c) the right to use any upgraded or updated version of the Site or Software replaces the right to use the Site or Software being upgraded;
(d) the Site and Software contain confidential information, proprietary information and trade secrets and that any and all intellectual property rights and other rights in the Site and Software are and will be owned by us and our licensors;
(e) you will not (i) remove any identification or notices of any proprietary or copyright restrictions from the Site or Software or any associated materials, (ii) include any portion of the Software in any other software program, or (iii) develop methods to enable unauthorised parties to use the Site or Software;
(f) you expressly waive any rights you may obtain through application of the law of any jurisdiction or otherwise that are inconsistent with these Terms, so far as is permitted by applicable law; and
(g) you shall not create any modifications or derivative works directly or indirectly using the Site or Software, or components thereof, and any modifications or derivative works created directly or indirectly using the Site or Software, or components thereof, or enhancements to the Site or Software, shall vest on creation in, and be owned exclusively by, us, and you shall promptly execute any further documentation required to legally or commercially effect such assignment.

5. User Accounts

5.1
You may use the Site or the Software to create a user account free of charge. You agree that you will disclose true and complete information during the account registration process, and that you will update your user information promptly in the event that it changes. You agree not to select a username which is offensive, misleading or otherwise inappropriate.

5.2
You agree to keep your account details secret, and you will inform us immediately if you lose or forget them or if you suspect a third party may have access to your user account.

5.3
You agree that you are liable for any authorised or unauthorised use of your account, including paying a Provider any charges associated with Provider Services booked using your account details.

5.4
We may disable or delete your user account and all associated data without notice if we believe you have breached these Terms or if we believe your account is being misused.

5.5
We reserve the right to refuse access to the Site or Software to anyone at our sole discretion without giving a reason.

6. General Restrictions

6.1
6.1 You agree that you will not:
(a) use the Site or Software for any purpose that is unlawful, improper or illegal, or in breach of any, or for the purpose of breaching any, law;
(b) use the Site or Software in a way which infringes the rights of or harasses anyone else, is harmful, or otherwise restricts or inhibits anyone else's use and enjoyment of the Site;
(c) use the Site or Software to impersonate any person or entity or falsely state or misrepresent your affiliation with a person or entity;
(d) post comments about yourself or which are not in good faith and in accordance with your honestly held belief; or
(e) use contact details obtained using the Site or Software to harass any person.

7. Providers

7.1
You are a Provider if you use the Site or the Software to advertise or promote any services. This clause 7 only applies to you if you are a Provider.

7.2
You agree that as a Provider you will not:
(a) subject to clause 7.11, any payment owed to you by any Customer, including any reclaiming of funds by a payment services provider or financial institution, which may occur;
(b) any fees payable in respect of the method of payment used to pay for any Provider Services;
(c) any failure of the Site or Software to list your Provider Services or return your Provider Services in a search;
(d) payment of any taxes in connection with the Provider Services; or
(e) any damage to or loss of any equipment used as part of the Provider Services.

7.3
You agree that we may remove from the Site and/or Software any Provider Services that you list at our sole discretion.

7.4
You accept that we do not conduct any due diligence on Customers, and you rely on any feedback obtained using the Site or Service entirely at your own risk.

7.5
You accept that Customers are entitled to cancel any Provider Services booked using the Site or Software up to 48 hours before the relevant session of the Provider Services is due to start without any liability to the Provider.

7.6
You accept that if you cancel, or are unable to provide, any Provider Services which have been booked, and it is not due to the fault of the Customer, you will be responsible for refunding the Customer the full amount of the fees paid for the Provider Services.

7.6
You accept that if you cancel, or are unable to provide, any Provider Services which have been booked, and it is not due to the fault of the Customer, you will be responsible for refunding the Customer the full amount of the fees paid for the Provider Services.

7.7
You agree that we will not take payment from a Customer, or provide any payment to you, for Provider Services cancelled more than 48 hours before the relevant session of the Provider Services is due to start.

7.8
7.8 You agree that we are not responsible or liable for:
(a) subject to clause 7.11, any payment owed to you by any Customer, including any reclaiming of funds by a payment services provider or financial institution, which may occur;
(b) any fees payable in respect of the method of payment used to pay for any Provider Services;
(c) any failure of the Site or Software to list your Provider Services or return your Provider Services in a search;
(d) payment of any taxes in connection with the Provider Services; or
(e) any damage to or loss of any equipment used as part of the Provider Services.

7.9
Use of the Site and/or Software to list and/or contract for Provider Services is subject to our current fees set out on the Site and/or Software, which we may change at our sole discretion. All of our fees are quoted exclusive of any applicable taxes, duties or charges.

7.10
You agree that we will receive fees from Customers on your behalf, and that we may subtract our fees and our third party payment service provider's fees from the payments that we receive on your behalf from Customers.

7.11
You agree that receipt by us of the correct payment from a Customer shall fully discharge that Customer's payment obligation to you.

7.12
We will forward payments to you from Customers that we receive on your behalf, after subtracting our fees and our third party payment service provider's fees, using our then-current method of payment, and you agree that you will provide us with and keep updated any information we require in order to make such payment.

7.13
We will make such payment to you within 30 days of you completing the administrative actions on the Site or the Software required to confirm and close the relevant session of Provider Services.

7.14
You agree that you will refund the Customer in full for any Provider Services which are paid for but which you fail to provide. Such refund must include any fees that we or our payment services provider have charged, and neither we nor our payment services provider shall be liable to refund such fees to you.

7.15
You agree that you shall indemnify us against any chargeback or other recovery of funds paid by a Customer, or any claim made by a Customer against us, which arises in connection with a payment made to you.

7.16
You agree that we shall be entitled at any time to set-off any liability you owe to us against any liability that we owe to you, and that we may retain and apply any funds that we receive on your behalf from a Customer against any liability that you owe to us.

7.17
You agree that you will not arrange to provide services to any person that you are introduced to using the Site or the Software by any means other than the Site or the Software.

7.18
You agree that you are responsible for paying us our fees in respect of any services you provide to any person that you are introduced to using the Site or the Software, whether or not you use the Site or the Software to arrange to provide services.

7.19
You agree that you will not avoid or try to avoid paying us our fee in respect of any services which you provide to any person that you are introduced to using the Site or the Software.

7.20
You agree that you will not list or provide services using the Site or Software unless you have passed, and remain compliant with, our screening process for Providers ("Screening Process"), including complying with our requirements for Providers published on the Site ("Provider Requirements") and that you will stop using the Site and Software as a Provider if you are no longer compliant with the Provider Requirements or Screening Process.

7.21
You agree that we may change our Provider Requirements from time to time, and that you will comply with any updated Provider Requirements that we notify to you using the Site or the Software.

7.22
You will maintain valid industry-standard insurance policies in connection with your provision of Provider Services.

7.23
You agree you will perform all Provider Services with due care and skill using reasonably experienced and qualified personnel.

8. Customers

8.1
You are a Customer if you use the Site or Software to procure or search for Provider Services. This clause 8 only applies to you if you are a Customer.

8.2
You agree as a Customer that you will not use the Site or Software to procure or attempt to procure any services which are controlled, regulated or banned by law.

8.3
You agree that we take no responsibility for the Provider Services offered by any Provider through the Site or Software.

8.4
You accept that if you cancel any Provider Services less than 48 hours before the session is due to start, it is very difficult for the Provider to fill the booked time.

8.5
You agree that if you do not cancel any booked Provider Services more than 48 hours before the relevant session of the Provider Services is due to start then:
(a) you will be liable to the Provider for the full fees for that session of Provider Services; and
(b) we will make a payment from your payment method to the relevant Provider.

8.6
The Provider may agree to allow you to reschedule any Provider Services that you cancel less than 48 hours before the session is due to start, but the Provider is under no obligation to do so.

8.7
You agree that a Provider may cancel any booked Provider Services at any time. If the Provider cancels any Provider Services after you have paid, the Provider will be responsible for refunding the full amount you have paid in respect of the cancelled Provider Services.

8.8
If you are unable to cancel your session because the Site or the Software is not working, you shall call our customer service line using the telephone number published on the Site.

8.9
You agree that we are not responsible or liable for:
(a) the failure of a Provider to provide Provider Services on time or at all, or pay any refund; or
(b) the quality of any Provider Services.

8.10
You accept that we do not conduct any due diligence on Providers, and you rely on any feedback obtained through the Site or Service entirely at your own risk.

9. Payment

9.1
To use the Site or Software to book Provider Services as a Customer you must upload the details of a payment method ("Payment Details") that we accept for the purpose of paying Providers.

9.2
You agree that you have the permission of the appropriate person to use the Payment Details if they are not yours.

9.3
We may change the payment methods that we accept at our sole discretion at any time without notice.

9.4
At the point of booking Provider Services we will reserve the fees on the Customer's payment method, but no payment will be made until 48 hours before the relevant session of Provider Services is due to start.

9.5
By booking Provider Services using the Site or the Services you expressly give us permission to use your Payment Details to make a payment to our account for the Provider with whom you have booked Provider Services using the Site or the Software.

9.6
If you are acting as a Customer, receipt by us of the correct payment from you shall fully discharge your payment obligation to the Provider.

9.7
You give us permission to check that any Payment Details you record using the Site or the Software is valid from time to time and when you make a booking for Provider Services.

10. Conclusion of the Provider Services Agreement

10.1
You agree, whether you are acting as a Customer or as a Provider, when a Provider accepts a booking made by a Customer using the Site or the Software (or as otherwise agreed between the Customer and the Provider), a binding contract is formed.

10.2
Providers are not obliged to accept bookings.

10.3
The Customer may cancel the contract up to 48 hours before the relevant Provider Services session is due to start without incurring any liability.

10.4
The Provider may cancel the contract at any time without incurring any liability, except that the Provider will refund in full any fees paid by the Customer in respect of any cancelled Provider Services.

11. Our Liability

11.1
You agree that we do not review listings or content posted by any user and we have no control over or liability for the truth, accuracy or fairness of any post, feedback, response or listing, or the quality, safety or legality of any items listed. You agree that we are not a party to any transaction between a Provider and a Customer made using the Site or Software, and have no control over or liability for the actions of any user, including their ability or willingness to comply with any agreement, pay for any services or supply any services.

11.2
We will supply the Site and Software using reasonable skill and care but we make no other representations, warranties or guarantees, whether express or implied, with respect to the Site or Software. You accept that the Site and Software are provided on an 'as is' basis. You agree that we have no liability for:
(a) the actions of other users of the Site or Software, including during the performance of Provider Services;
(b) any loss you may suffer as a result of any interruption of the operation of the Site or Software;
(c) the lawfulness of the content of any listing or of any services listed on the Site or Software; or
(d) the accuracy of any information provided by other users of the Site or Software.

11.3
To the extent permitted by applicable law, we expressly exclude all other conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.

11.4
You agree that we, and our directors, employees, officers, agents, subsidiaries and affiliates shall, to the extent permissible by applicable law, not be liable to you in contract, tort or otherwise in respect of any loss of data, revenue, profits, opportunity, goodwill, data or reputation, whether direct or indirect, or for any indirect or consequential loss or damage.

11.5
Information published using the Site or Software is not intended to amount to advice on which reliance should be placed, and you agree we have no liability for reliance placed on any information published using the Site or Software by any third party.

11.6
Our liability to you under or in connection with these Terms is limited to £100 (one hundred pounds sterling). If you are acting as a Session Provider, any payments that we receive on your behalf from a Customer which we are obliged to pay to you shall not be subject to, nor count towards, this limit.

11.7
Nothing in these Terms shall exclude or limit liability for death or personal injury caused by our negligence (as defined in the Unfair Contract Terms Act 1977), liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, or any other liability which cannot be excluded or limited under applicable law.

12. Content

12.1
The Site, Software and the material published using them, are protected by copyright and intellectual property laws and treaties around the world. If any such rights belong to us or our licensors, they are reserved.

12.2
You grant us permission (a non-exclusive, perpetual, irrevocable, royalty-free, sub-licensable, transferable licence) to use any material that you upload to the Site or Software ("your content"), in order to operate the Site and the Software.

12.3
You represent and warrant that you have all rights, power and authority necessary to grant the licence under paragraph 12.2, and that all your content: (a) does not infringe the rights of any third party and (b) complies with all applicable law and regulation.

12.4
You acknowledge and agree that you are liable for all of your content, in whatever form.

12.5
You accept that we may remove any material that is uploaded to the Site or Software without notice and for any reason at our sole discretion.

12.6
The content available through the Site and the Software is protected by intellectual property law, including copyright, and you agree that you will not reproduce, distribute, copy or publicly display any content which is not your own content, except to the extent required for your use of the Site or Software in accordance with these Terms.

13. Privacy

13.1
You agree that we may process personal information about you that we gather from your use of the Site and Software in accordance with our privacy policy ("privacy policy"), which is available at www.mipins.com.

13.2
You agree that you will not use any contact details or other personal information obtained through use of the Site or Software except for completing and carrying out agreements for Provider Services or as explicitly agreed by the subject of the personal information.

13.3
You agree that we may disclose your identity to any party who claims that material posted or services listed on the Site or Software by you or using your account infringes their rights, or to any public authority in any jurisdiction on request.

14. Suspension and Termination

14.1
You acknowledge and agree that we may, in our sole discretion, suspend or terminate your account and/or your access to the Site and/or Software at any time for any reason and without notice to you.

14.2
You agree that we shall not be liable to you or to any third party for any suspension and/or termination of your right to use or otherwise access the Site or Software.

14.3
You may stop using the Site and/or Software at any time, but you will remain liable to provide or pay for (as applicable) any Provider Services you have agreed to provide or procure.

14.4
Termination of this contract shall not affect any accrued rights or liabilities.

14.5
You agree that your rights to cancel this contract under the Consumer Protection (Distance Selling) Regulations 2000 (or any equivalent legislation in your jurisdiction) will expire as soon as you use the Site or the Software for anything more than inspection purposes.

15. Linking

15.1
You may link to the home page of the Site or a location to download the Software, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express consent.

15.2
Where our Site or Software contains links to other websites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those external sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.

16. Access

You agree that you will not use any scraper, spider, robot, harvesting bot or other automated means to access the Site or Software without our express written consent, and you will not interfere with the operation of the Site or Software or place an undue strain on our infrastructure.

17. Feedback

Feedback concerning the Site and Software is welcome and we encourage you to contact us via the following e-mail address: info@mipins.com.

18. Other Important Terms

18.1
We can assign, sub-contract and/or otherwise transfer any or all of our rights and/or obligations under these Terms to any company, firm or person. We can only do this if it does not affect your rights under these Terms. You may not assign, sub-contract and/or otherwise transfer your rights or obligations under these Terms to anyone else except with our written consent.

18.2
If any of these Terms, including any part of any term, is found to be illegal, invalid or unenforceable by any court of competent jurisdiction, the rest of these Terms or the relevant part thereof shall remain in full force and effect.

18.3
Any failure by us to exercise or enforce any right or provision in these Terms will not constitute a waiver of such right or provision.

18.4
Except as expressly stated in these Terms, nothing in these Terms is intended to confer any rights, remedies or benefits upon any person other than you and us.

18.5
These Terms set out the entire agreement between you and us and supersede any and all prior terms, conditions, warranties and/or representations to the fullest extent permitted by law.

18.6
Subject to clause 11.7, you confirm that you have not been induced to enter into a contract on these Terms by any prior representations, whether written or oral, except as specifically reproduced in these Terms and you hereby waive any claim for breach of any such representations which are not specifically reproduced in these Terms.

18.7
In these Terms the use of the word "including" shall not limit any preceding category.

18.8
Clauses 3.7, 4.3, 7, 8, 9.5, 9.7, 11, 12, 13, 14, 15, 16, 18.1, 18.2, 18.3, 18.4, 18.7, 18.8 and 18.10 shall survive the termination of this agreement between you and us.

18.9
Nothing in these Terms is intended to or shall give rise to any relationship of employment, agency, partnership, joint venture or profit sharing.

18.10
These Terms are governed by and interpreted in accordance with the laws of England and Wales. If we or you choose to bring proceedings in connection with these Terms, we or you must do so in the courts of England and Wales, or the courts of the jurisdiction you live in.