Introduction to Terms and Conditions

These terms and conditions apply between all Users of this Website (including but not limited to Members) and Grooft Business Monarch Pantra Limited, the owner(s) of this Website. Additionally, these terms and conditions apply to the use of and (where applicable) purchase of Grooft Business Products and Services, including but not limited to Membership Subscriptions and Events. Please read these terms and conditions carefully as they affect your legal rights.

• Acceptance of Terms

1. Your agreement to comply with and be bound by these terms and conditions is deemed to occur upon your first use of the Website. By using the Website and agreeing to these terms and conditions, you represent and warrant that you are at least 18 years of age. Your access to and use of the Grooft Business Website or Services is subject (unless expressly stated otherwise) exclusively to these terms and conditions. You will not use the Website for any purpose that is unlawful or prohibited by these terms and conditions. By using the Website, you are fully accepting the terms, conditions and disclaimers contained in these terms and conditions. If you do not agree to be bound by these terms and conditions, you should stop using the Website immediately.

1. Grooft Business reserves the right to change these terms and conditions without notice, and Users agree to be bound by such changes. It is the responsibility of Users to check these terms and conditions regularly for any changes.

1. If you are entering into these terms and conditions on behalf of your employer or acting as an employee, you warrant that you are authorized to enter into legally binding contracts on behalf of your employer.  You further warrant that your employer agrees to be bound by these terms and conditions.

Definitions and Interpretations

1. Throughout these terms and conditions, the following words will have the following meanings set against them:

“Advertising”: to include such individual media advertising campaign or programs of advertising that is purchased by the Client from Grooft Business; including any elements of third-party promotion across all Grooft Business’s owned channels and platform, including, but not exclusively, banner advertising, reports, webinars, podcasts, emails and website.

“Advertiser”: individual or company instructed to act on behalf of the Client as an agent, or directly from a company, utilizing Grooft Business channels to reach their intended market.

“Advisory”: to include any paid consultancy works supplied by Grooft Business and/or consultants on behalf of Grooft Business.

“Attendee/Delegate”: any person attending an Event in person or who has access to a physical or online Event.

“Grooft Business”: shall mean Monarch Pantra Limited of Canary Wharf, E14, United Kingdom, Company No. 13606652.

“Bespoke/In Company Training”: bespoke training or advisory programs, usually run on the premises of the Client or on a digital platform, exclusively for the use of the Client.

“Client”: any individual or company purchasing any Product or Service from Grooft Business.

“Content”: any test, graphics, images, audio, video, software, data compilations, page layout, underlying code and software and any other form of information capable of being stored in a computer that appears on or forms part of this Website.

“Copy Date”: Agreed deadline to supply advertising materials by.

“Directories”: shall mean the Members Directory and Suppliers Directory collectively.

“Event”: any live Event hosted by Grooft Business, including but not limited to any training (online or physical), seminar, webcast, workshop, conferences and awards event as the same may be attended in person or as on Online Event.

“Experts”: shall mean all consultants selected by Grooft Business to contribute, advise and manage Hives, within the Propolis service.

“GDPR”: General Data Protection Regulation, EU law on data protection and privacy for all individuals within the European Union and the European Economic Area, which came into force on 25 May 2018.

“Member(s)”: Users who have an active subscription to a Membership Product, including Propolis.

“Membership Product(s)” :

Services and Content are offered to Members in a subscription package upon registering as a Member depending on the specific Membership tier that they have purchased, including Propolis.

“Membership” :

A Members subscription package to a Membership Product, with particular reference to Propolis.

“Online Event/Webinar” :

an Event that Attendees do not attend in person but are given access to a virtual Event online via various interactive tools, including live and on-demand video streaming, web conferencing and online training courses.

“Partner” :

third parties (who may or may not be Members or Users) whom have licensed Third Party Content to Grooft Business in the form of Partner Downloads.

“Partner Download(s)” :

Third-Party Content in the form of a Report created by Partners and which has been uploaded to the Website and available to Users on terms as specified on the relevant part of the Website.

“Podcast” :

are hosted by Grooft Business and hosted on multiple third-party platforms and are covered by intellectual property terms.

“Privacy Policy” :

Grooft Business’s current Privacy Policy, and the same may be amended from time to time, is currently viewable here:

“Programme” :

a succession of Campaign(s) managed by Grooft Business.

“Propolis” :

A trademarked sub-brand of Grooft Business, comprising of client-side peer-to-peer membership proposition, referred to herewith in with general membership terms.

“Rate Card” :

our current price list for Advertisements as supplied by Grooft Business to Advertiser.

“Report(s)” :

individual articles and report available for download or viewing via the Website which may be subject to the payment of a one-off fee, or available only as part of a Membership Subscription.

“Sponsor” :

terminology whereby a ‘Client’ commissions any specific body of work or supports any scheduled event, which is managed and produced by Grooft Business.

“Sponsor Content” :

content produced by Grooft Business on behalf of a client brief or agreed concept.

“Series Booking” :

two or more adverts booked in advance in one order.

“Services” :

collectively or individually as appropriate, any Product or Service provided by Grooft Business including but not limited to any Services listed on the Website, Reports, Advertising, Products, Membership Products and Events.

“Start Date” :

Agreed date from which the first advertisement is placed.

“User”, “Users”, “You” :

any and all persons who access the site and Services provided by Grooft Business including but not limited to Members.

“Website” :

the website owned by Monarch Pantra Limited United Kingdom with the url: www.grooft.business and any sub-domains of this site, unless expressly excluded by their own terms and conditions.

1. In these terms and conditions, unless the context requires a different interpretation:

• the singular includes the plural and vice versa;

• references to sub-clauses, clauses, schedules or appendices are to sub-clauses, clauses, schedules or appendices of these terms and conditions;

• a reference to a person includes firms, companies, government entities, trusts, and partnerships;

• ‘including’ is understood to mean ‘including without limitation;

• Reference to any statutory provision includes any modification or amendment to it;

• the heading and sub-headings do not form part of these Terms and Conditions.

Intellectual Property and Acceptable Use of Content

1. 1 Content is available via Grooft Business and this Website on a free-of-charge basis and in consideration for a specified payment, as part of a Membership subscription and Content included within the various Products, articles (for instance ‘News’ and ‘Research & Report’ sections of the Website although this list is non-exhaustive.

1. 2 All Content included on the Website, unless uploaded by Users, Members or Partners or as stated otherwise, is the property of Grooft Business, our affiliates, licensees or other relevant third parties. By continuing to use the Website Users acknowledge that such Content is protected by copyright, trademarks, database rights, and other intellectual property rights. Nothing on this site shall be construed as granting, by implication, estoppel or otherwise, any license or right to use any trademark, logo or service mark displayed on the site without the owner’s prior written permission.

1. 3 Subject to Clause 4 Grooft Business hereby grants to the User a non-exclusive worldwide license for the duration of the Membership or in the case of a User who is not a Member, until Grooft Business may choose to revoke such license, to download, store, use, reproduce, transmit, display, copy and provide access to Content in accordance with the terms of the Membership (where applicable) and at all times only for the User’s own informational purposes and for the avoidance of doubt, not for any commercial or business purposes.

1. 4 Notwithstanding any other rights or remedies available to it, Grooft Business shall have the right to terminate any license granted to any User, to terminate any Membership (where applicable) or block a User from the Website in the event of any breach by such User of any of the terms and conditions of this license.

Without prejudice to any rights granted herein, Grooft Business reserves the right to amend, edit or abbreviate or take down any Content at our discretion.

1. 5 Subject to Clause 4 below, Users (whether in their capacity as Members or Users) are able to upload content or postings content at various places on the Website including via blogs, on the forums and comments sections, as well as the Content they include on Member Profiles (“User Generated Content”) and in doing so Users grant to Grooft Business a free of charge, worldwide perpetual license in all media in such User Content.

Prohibited Use of the Site by Users

1. 1 Users are expressly forbidden to download, store, reproduce, transmit, display (including without limitation via an intranet or extranet site), copy, sell publish, distribute, provide access to Content for any purposes other than as set out herein or sub-license, rent, lease, transfer or assign any rights in Content, to any other person, commercially exploit or use Content for any unlawful purpose.

1. 2 With regard to the uploading, or posting of User Generated Content, and the use of the site more generally, Users may not use the Website for any of the following purposes:

• 1 in any way which causes, or may course, damage to the Website or interferes with any other person’s use or enjoyment of the Website;

• 2 in any way which is harmful, unlawful, illegal, abusive, harassing, misleading, inaccurate, threatening or otherwise objectionable or in breach of any applicable law, regulations or governmental order.

Availability of the Website and Disclaimers

1. 1 The Website and Services are provided “as is” and on an “as available” basis. Grooft Business gives no warranty that the Website or Services will be free of defects and/or faults. To the maximum extent permitted by the law, Grooft Business provides no warranties (expressed or implied) of fitness for a particular purpose, accuracy of the information, compatibility and satisfactory quality. Grooft Business is under no obligation to update information on the Website.

1. 2 Whilst Grooft Business uses reasonable endeavors to ensure that the Website is secure and free of errors, viruses and other malware, Grooft Business give no warranty or guarantee in that regard and all Users take responsibility for their own security, that of their personal details and their computers.

1. 3 Grooft Business accepts no liability for any disruption or non-availability of the Website.

1. 4 Grooft Business reserves the right to alter, suspend or discontinue any part (of the whole of) the Website including, but not limited to, any Products and/or Services available. These terms and conditions shall continue to apply to any modified version of the Website unless it is expressly stated otherwise.

Limitation of Liability

1. 1 Nothing in these terms and conditions will:

• 1 limit or exclude our or your liability for death or personal injury resulting from our or your negligence, as applicable;

• 2 limit or exclude our or your liability for fraud or fraudulent misrepresentation; or

• 3 limit of exclude any of our or your liability that is not permitted under the applicable law.

1. 2 We will not be liable to you in respect of any losses arising out of events beyond our reasonable control.

1. 3 To the maximum extent permitted by law, Grooft Business accepts no liability for any of the following:

• 1 any business losses, such as loss of profits, income, revenue, anticipated savings, business, contracts, goodwill or commercial opportunities;

• 2 loss or corruption of any data, database or software;

• 3 any special, indirect or consequential loss or damage;

Website Content and Services

1. 1 Except as otherwise expressly agreed to by Grooft Business in writing, information regarding Grooft Business Products and Services is subject to change without notice.

1. 2 Information about Grooft Business Products and Services made available on and/or through this Website shall not constitute a representation, warranty or other commitment by Grooft Business with respect to any Product or Service unless otherwise expressly agreed to by Grooft Business in writing.

1. 3 Without limiting the generality of the foregoing, Grooft Business hereby disclaims all warranties, expressed or implied, as to the accuracy, suitability for any purpose or completeness therefore.

Third-Party Content

1. 1 This Website makes available certain Content that has not been created by Grooft Business either via hyperlinks which make take Users to websites not controlled or maintained by Grooft Business, or as hosted via the Website whether or not such Content is available free of charge, to Members only or for a fee, for example Partner Downloads, Member Profiles and other materials posted by other Users on the Website blogs and forums (“Third Party Content”).

1. 2 Any copying distribution, reproduction, retransmission, or modification of any of the Third Party Content or any information or materials appearing in such Third Party Content, whether in electronic or hard copy form, is subject to the prior written permission of the author and publisher of such Third Party Content.

1. 3 Third Party Content is not the responsibility of Grooft Business, and Users acknowledge and confirm that Grooft Business has no control over the opinions, information, legality of products, or accuracy of facts or statements contained in such Third Party Content and furthermore, Grooft Business cannot guarantee and makes no representation or warranty as to the accuracy, veracity or completeness of any such information provided. Nothing contained within Third Party Content necessarily represents the point of view of Grooft Business.

1. 4 Grooft Business cannot and does not confirm each User’s identity, whether or not they are a Member. Grooft Business allows Members to give access to information about themselves to other Members but does not control the information provided by Users or Members.

1. 5 In the event that you have a dispute or issue with one of the other Users, you agree to unconditionally release Grooft Business (and our officers, directors, agents, subsidiaries and employees) from any and all claims, demands and damages (actual or consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

1. 6 Downloading Third Party Content such as within the ‘Partner Download’ area may involve Grooft Business sharing personal data collected during registration with the authors of such Third Party Content. Users wishing to download such Third Party Content should refer to our Privacy Policy prior to downloading. Users who do not wish to have their data shared in this manner should not download such Third Party Content.

Membership (Propolis)

1. 1 Users may become Grooft Business Members in order that they may gain access to additional Content (including Third Party Content) and Services in accordance with the various Membership tiers as defined on the Website. In consideration for such fees (where applicable) as specified therein and agreement from the Users to Participate as a Member. Subscription to any Membership Product is subject to the acceptance of these terms and conditions, Privacy Policy and specifically the following:

• 1 In order to become a Member users are required to complete a registration form. Membership may be confirmed via signed DocuSign, a purchase order email. The User represents and warrants that the information given in that registration will be truthful, accurate and complete. Grooft Business will hold all such information in accordance with the terms of Grooft Business’s Privacy Policy and it may be used to validate the Users registration for Membership.

• 2 Each Member’s Profile will automatically appear in the Member’s Directory, (and the Suppliers Directory where Members qualify for and opt into inclusion therein), and profile information will be published in accordance with the terms of Grooft Business’s Privacy Policy. It is the Member’s responsibility to maintain an accurate and up-to-date profile.

• 3 Any subscriptions to Membership Products will be agreed with Propolis Account Manager and are deemed to commence from the date of receipt of User’s completed order, registration form or online registration in accordance with Clause 9.1.1.

• 4 Membership Product subscriptions last for 12 months from invoice date or, where immediate payment is required immediately online prior to the activation of membership and access to any Services, upon payment of such fees. As part of the subscription service, Membership will be automatically renewed for the following 12 months from the relevant end date. Allocation of Membership Services is to be used within the 12-month Membership period and no remaining unutilized Services may be rolled over to the following year of membership.

• 5 Members shall be advised in their nine-month review that renewal is due in three months by the Account Manager and/or CSM (Customer Services Manager) and 30 days before the renewal date discussions will take place with the Member to inform them of their automatic renewal and the date that such renewal will take effect with a view to agreeing the next year of Membership. If Grooft Business are unable to have such discussions with Members then their Membership will be renewed on the same terms as the previous year (“Renewal Date”).

• 6 Members may cancel their renewal at any point throughout their annual subscription. Members may also cancel their renewal within 30 days before the Renewal Date, at no cost. To cancel any Membership Product, Members must inform Grooft Business in writing by emailing customercare@grooft.com

• 7 In all cases of Membership, Membership is purchased at a single individual contact level and cannot be transferred to or shared with other parties throughout the 12-month period unless a relevant team member leaves the business or goes on maternity leave/long-term sick leave.

• 8 Grooft Business does not claim ownership of the materials, in any format including, but not limited to, text, images, photographs, audio or video, that you provide (including feedback and suggestions) or post, upload, input or submit to any Services or its associated services for review by the general public, or by the members of any public or private community.

• 20 All available elements of Membership must be utilized with the 12-month membership period. Unused elements cannot be carried forward to the future year’s Membership.

Automatic Renewal

1. 1 This agreement shall commence from the date of receipt of the User’s completed order, registration form or online registration (Clause 9.1.3). Unless terminated earlier in accordance with Clause 14 (Termination) or this clause, this agreement shall continue for 12 months (Initial Term) and shall automatically extend for a period of 12 months (Extended Term) at the end of the Initial Term and at the end of each Extended Term. The renewal will be on the terms and at future rates. Either party may give written notice to the other party no later than 30 days before the end of the Initial Term or the relevant Extended Term, to terminate this agreement at the end of the Initial Term or the relevant Extended Term, as the case may be.

Advisory and Training

1. Online, Opencoursa and In-Company Training

• 1 In the event of any Client postponement of pre-agreed In Company training sessions dates, 50% of the total cost, or minimum sum of agreed charges applied 200 GBP-300 GBP whatever is the greater, will be recharged to the client to move to a new date. This sum is to be paid not less than 30 days from the date of cancellation of the Event.  The Client will be charged in addition the sum originally agreed upon the fixing of a new date.

• 2 Date of the training are to be agreed in writing within 2 weeks of the contract being signed. In the event of failure to do so due to the fault of the client B2B will not be liable to host the Event and no refund will be issued. Grooft Business will ensure to the best of their ability that there is no undue delay in hosting the Event.

• 3 The Synopsis/Content of the training must be agreed, in writing, not less than 4 weeks before the training date. In the event of failure to do so due to the fault of the client, Grooft Business will not be liable to host the Event and no refund will be issued. Grooft Business will ensure to the best of their ability that there is no undue delay in hosting the Event.

• 4 Cancellations and Refunds: When a customer has confirmed the purchase of a ticket, via either e-commerce, phone, email or DocuSign, there will be a 48-hour cooling off period, from the time of confirmation, where a refund will be made. Thereafter, all tickets for Events are non-refundable. They are transferable, by name, to colleagues within the business, with written consent.

• 5 Limitations of Advice: All advice that Experts, consultants and trainers provide will be seen as advice and guidance only and provided in good faith. Grooft Business will not be liable for the consequences of any advice given.

Event: Conference, Webcast, Roundtables and Awards

The booking and attendance at all Events shall be subject to the following:

1. 1 Payment Policy: where payment is required to attend an Event, this must be made not less than 24 hours before the date of the Event. Late payment will result in a ‘Late Payment Administration Charge’. The relevant fees and payment methods are listed with each Event description and are also subject to VAT. VAT is applicable for all attendees irrespective of their place of business.

1. 2 Attendee Substitutions: Entry to Events is permitted only to the named individuals who have booked such entry. Should an Attendee wish to nominate someone else to attend in their place, they must contact Grooft Business at least 48 hours prior to the commencement of the Event, or such other time as Grooft Business deems reasonable in the circumstances. For the avoidance of doubt, should you nominate an alternative Attendee, you warrant and confirm that they will agree to the terms and conditions herein, or you shall remain primarily liable for such substitution Attendee. Grooft Business reserves the right to refuse nominees attending the Event without reason.

1. 3 Changes to Events: Grooft Business aims to deliver high-quality Events in the manner in which they are advertised. However, it may become necessary to alter and/or change certain elements including by way of example the choice of speakers, venue, date and timings although this list is illustrative and shall not be deemed to be exhaustive. Grooft Business shall, where reasonable and possible to do so, make such reasonable changes to Events if necessary, and shall inform Attendees of any such relevant changes in a reasonable time before the relevant Event. For the avoidance of doubt, Grooft Business shall accept no liability of breach of contract if such changes are necessary, and Attendees shall not receive a refund of any fees payable.

1. 4 Cancellations and Refunds: once a customer has confirmed a purchase of a ticket via either phone, email or DocuSign there will be a 48-hour cooling-off period from the time of confirmation, where refunds will be permitted. Thereafter all tickets for events are non-refundable. Tickets are transferrable, by name, to colleagues within the business, with the written consent of the ticket nominee or the finance department.

1. 5 casts/Online Events

• 1 Grooft Business may require that Attendees access Online Events via third-party website channels such as (although this is subject to change) SpotMe, www.opencoursa.com;  (“Channel”). Attendees acknowledge and confirm that such access may require Attendees to be subject to any terms and conditions required by the owner of such third-party Channel (‘Channel Owner’) including any registration requirements, and their privacy policies.

• 2 Grooft Business accepts no liability for any error, fault, or interruption in the service of any Channel or Channel Owner.

• 3 In accordance with Grooft Business’s Privacy Policy, Attendees consent to our sharing the following information, in accordance with GDPR.

• 4 Data from Attendee’s Member Profile and/or collected upon registration to view the Online Event with the relevant Event Sponsors and Channel Owners;

• 5 Details of the Content you have viewed on that Channel and viewing times with the relevant Channel Owner;

• 6 See Privacy Policy for details.

• 7 For the purpose of this agreement “Event Sponsor” means any third party who sponsors an Event in exchange for brands promotion, thought leadership opportunities and the leads generated from the Event audience where applicable.

• 8 Attendees agree that the relevant Channel Owner or Event Sponsor may contact Attendees for such purposes as replying to Attendee queries, improving their services, conducting surveys, to deliver promotional material to Attendees. Event Sponsors receiving personal information from Grooft Business do not have any independent right to share this information. in registering with a Channel to view an Online Event Attendees agree that Attendee’s information personal and other information may be shared with the Event Sponsor and we encourage you to review the relevant Event Sponsor’s own privacy policy to ensure Attendee is satisfied with the provisions as previous stated, Grooft Business does not control the activities of Event Sponsors or Channel Owners in the control and protection of personal information.

6 For the avoidance of doubt no liability is accepted on the part of Grooft Business for any statements or opinions expressed (whether by Attendees, speakers or otherwise) at Events.

7 Event Sponsorship and exhibition space: In all cases where an agreement of Event Sponsorship, incorporating exhibit space, not limited to fixed shell scheme but also including space provided to a Client to erect their own stand; the Client must abide by the limitations of the agreement.

8 With regards to any sponsor running a webinar program or single Event through any of our platforms they must agree to:

• Whatever pre-agreed timelines, Grooft Business reserves the right to cancel the Event and offer no refund, if the Client deviates from them, so compromising the success of the Event.

• For the following media products: reports, webinars and roundtables, Grooft Business will produce a detailed timeline and schedule of activity. If due to delays or changes of scope to the agreed timelines occur as a result of the Client missing deadlines, then the Client will be liable to a £250 per day charge until the next date. This will be capped at 15% of the original media charge and this will be paid in full before the Event.

9 Awards

• 1 Some areas of any awards Website may require registration. By completing the initial registrate form and by entering your personal details, you will be deemed to have accepted these terms and conditions. If you have registered with us and subsequently change your details, you should immediately notify us of any changes by emailing events@grooft.com.

• 2 For the purposes of this agreement “material” means material including, without limitation, text, video, graphics and sound material published on the Grooft Business Website, whether copyright of any Grooft Business awards programme or third party.

• 3 You may download and print extracts from the material and make copies of these for your own personal and non-commercial use only. You are not allowed to download or print the material or extracts from it in a systematic or regular manner or otherwise so as to create a database in electronic or paper form comprising all or part of the material appearing on any Grooft Business awards programme.

• 4 You must not reproduce any part of any Grooft Business awards programme or the material or transmit it to or store it in any other website or disseminate any part of the material in any other form unless we have indicated that you may do so providing the grounds for the request.

• 5 We may at our absolute and unfettered discretion allow you to distribute or reproduce other parts of any Grooft Business awards programme or the material. You should email customercare@grooft.com if you wish to apply for permission to do so.

• 6 If you want to submit material to us for publication on any Grooft Business awards programmes, you may do so on the following terms and conditions:

• 7 Publication of any material you submit to us will be at our sole discretion. We reserve the right to make additions or deletions to the text or graphics prior to publication or to refuse publication.

• 8 You warrant to us that any material you submit to us is your own original work and that you own the copyright and any other relevant rights.

• 9 You warrant that the material you submit is not obscene, offensive, defamatory of any person or otherwise illegal.

• 10 You acknowledge that any breach of these warranties may cause us damage or loss and you agree to indemnify us in full and permanently against any third-party liabilities, claims, costs loss or damage we incur as a result of publishing material you submit to us including consequential losses.

• 11 By entering the awards, entrants understand that the information they provide about their company (excluding but not exhaustively turnover and pre-tax profit information which will remain confidential at all times) may be used by any Grooft Business awards program for marketing purposes at any time in the future.

• 12 Should a company be found in the reasonable opinion of Grooft Business to behave in an illegal, unethical or fraudulent manner Grooft Business reserves the right to revoke the company’s status in the competition and including status from previous years. If this occurs Grooft Business will contact the company in question to inform them in writing of the decision. They will be removed from our Website and will not be permitted to use their status logos on any of their company material.

Roundtables

• 1 Roundtables are considered an ‘Event’ and governed by all terms and conditions covered within.
• 2With regards to any Sponsor, running a roundtable program or single Event through any of our platforms they must agree to:
• 3 Whatever pre-agreed timelines, Grooft Business reserves the right to cancel the Event, and other no refund, if the Client deviates from them so comprising the success of the Event.
• 4 If the Sponsor requests any delays to the project which are agreed upon outside the terms, from the pre-agreed timelines, then the Client will be liable to a £250 per day charge until the next Event date. This must be paid in full before the Event.
• 5 Vendors and Agents are not permitted to market or sell their own product and if this does occur Grooft Business will terminate the contract between the parties with immediate effect by notice in writing.

Pricing

• 1 Price for any of Grooft Business Services or Products are subject to change without prior notice. Grooft Business aim to regularly update all publicly available sources of price information via the Website to ensure that you have accurate information available to you when you order.

• 2 The description and price of any Service purchased hereunder will be confirmed in Grooft Business’s dispatch note and/or invoice or at the point of payment if purchased online.

• 3 Once the parties have agreed to contracts Grooft Business will carry out the work under a fixed fee to be agreed upon between the parties. If the work required falls outside of the scope of the agreed terms then Grooft Business will notify the Client of this and advise of any extra costs that will be incurred to complete the contract.

Termination

1. Without affecting any other right or remedy available to it, either party may terminate this agreement with immediate effect by giving written notice to the other party if:

• 2The other party fails to pay an amount due under this agreement on the due date for payment and remains in default not less than 14 days after being notified in writing to make such payment.

• 3 The other party commits a material breach of any term of this agreement and (if such breach is remediable) fails to remedy that breach within a period of 14 days after being notified in writing to do so.

• 4 The other party takes or has taken against it (other than in relation to a solvent restructuring) any step or action towards its entering bankruptcy, administration, provision liquidation, or any composition or arrangement with its creditors, applying to the court for obtaining a moratorium under Part A1 of the Insolvency Act 1986, being wound up (whether voluntary or by order of the court), being struck off the register of companies, having a receiver appointed to any of its assets, or it’s entering a procedure in any jurisdiction with a similar effect to a procedure listed in this Clause.

• 5 The other party suspends or ceases, or threatens to suspend or cease, carrying on a business.

• 6 The other party’s financial position deteriorates so that is the reasonable opinion of Grooft Business its ability to give effect to the terms of this agreement is in jeopardy.

• 7 The other party (being an individual) dies or, by reason of illness or incapacity (whether mental or physical), is incapable of managing their own affairs or becomes a patient under any mental health legislation.

Payment Policy

• 1 Unless specified herein or at the point of purchase to the contrary Grooft Business invoices for any Service are due for payment 30 days from their date. Grooft Business reserves the right to charge for costs and expenses incurred in recovering late payment and to charge interest on overdue amounts at the rate in force pursuant to the Late Payment of Commercial Debts (Interest) Act 1998 as of the due date.

Event Refund and Cancellation Policy

• 1 case of all Grooft Business “Events” including but not exclusively the awards, In Company training, all tickets and “Sponsorship” purchased are non-refundable, at the point of purchase. No tickets are transferable to other Events. No “credits” are transferable to other Events.

• 2 Grooft Business reserves the right to cancel any Events. If for any reason the Event is postponed to another date, venue, or format, if the Event is postponed within a reasonable timeframe, with similar content, the Delegate contract will remain in force and roll over to the new date.

• 3 Event Sponsorship and Exhibition Space: in all cases where an agreement of Event Sponsorship, incorporating exhibition space, is not limited to a fixed scheme but also includes space provided to a Client to erect their own stand; the Client must abide by the limitations of the agreement and space provided. All Event sponsorship agreements will be in writing and binding on the Client. Grooft Business reserves the right to cancel any Event Sponsorship contracts. If, for any reason, the Event is postponed to another date, venue, or format, if the Event is postponed within a reasonable timeframe, with similar content, the Sponsorship contract will remain valid and roll over to the new date.

Confidentiality

1. Each Party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, assets, affairs, customers, clients, or suppliers of the other party, expert as permitted by Clause 17.2
2. Each party may disclose the other party’s confidential information.
3. To its employees, officers, representatives, or advisors who need to know such information for the purposes of exercising the party’s rights or carrying out its obligations under or in connection with the contract. Each party shall ensure that its employees, officers, representatives, or advisors to whom it discloses the other party’s confidential information comply with this Clause 17; an
4. As may be required by law, a court of competent jurisdiction, or any governmental or regulatory authority.
5. No party shall use any other party’s confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with the contract.

General

1. Dependence on Grooft Business Services: the contents of any Grooft Business Services or the Website do not constitute advice and may not be relied on by the customer. Grooft Business shall not be liable for direct, indirect or incidental damages resulting from your use of information, commentary, advice or other content on the Website or Services. You agree to indemnify Grooft Business against any actions, claims, proceedings or liabilities arising from your use of the Website or Services.
2. Data Protection: Grooft Business may use personal information which Grooft Business holds about Users to provide B2B marking products and services to Users, for credit control and market research purposes and to inform Users about Grooft Business products and Services, legal developments and training sessions or Events which we believe may be of interest to Users. For further details please consult our Privacy Policy.
3. Force Majeure: if by reason of labor dispute, strikes, inability to obtain labor or materials, fire or other action of the elements, accidents, power or telecommunications failure, customs delays, governmental restrictions or appropriation or other causes beyond the control of a party, such that Grooft Business is unable to perform in whole or part its obligations set forth in these terms, then Grooft Business shall be relieved of those obligations to the extent it is thereby unable to perform and such inability to perform shall not make Grooft Business liable to any other party.
4. Users may not assign any of their rights under these terms and conditions to any other person. Grooft Business may transfer their rights under these terms and conditions where Grooft Business reasonably believes Users’ rights will not be affected.
5. These terms and conditions may be varied by Grooft Business from time to time. Such revised terms will apply from the date of publication. Users should check the terms and conditions regularly to ensure familiarity with the then current version.
6. These terms and conditions contain the whole agreement between the parties relating to its subject matter and supersede all prior discussions, arrangements or agreements that might have taken place in relation to the terms and conditions.
7. The Contracts (Rights of Third Parties) Act 1999 shall not apply to these terms and conditions and no third party will have any right to enforce or rely on any provision of these terms and conditions.
8. If any court or competent authority finds that any provision of these terms and conditions (or part of any provision) is invalid, illegal or unenforceable that provision or part-provision will to the extent required be deemed to be deleted and the validity and enforceability of the other provisions of these terms and conditions will not be affected.
9. ess otherwise agreed, no delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that or any other right or remedy.
10. B2B Marking will collect behavioral data which will be shared for marketing purposes.
11. Governing law: The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
12. Jurisdiction: Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.

GDPR

1. 1 Under GDPR we are not required to obtain consent if we have a lawful basis of ‘legitimate interest’ for collecting and sharing data. Our lawful basis of legitimate interest is explained in our privacy policy which may be found at (Privacy Policy Link)

1. 2 With regards to sharing event physical delegate data with session Sponsors, we state clearly on our events Websites the following: “When you register for any of our partner sessions, your data will also be shared after the event with the partner hosting that session, who may contact you with further relevant information. For more information on how we process your personal data please see our privacy policy”.

1. 3 When delegates are enabled to register for partner sessions, we will state clearly on the registration page the name of the Event partner we will be sharing their data with.

1. 4 With regards to the exhibitors for physical Events we provide exhibitors with scanners so they can request permission to collect data from visitors to their stands. We state clearly on our events Website that “We provide our event exhibitors with scanner equipment to collect and use data from visitors to their stands. It’s entirely voluntary for you to provide this data”.

1. 5 On receipt of any data obtained from Grooft Business, as per any sponsorship agreements, the Client is expected to use that data within the framework of GDPR and legitimate interest.

1. 6 The Client must only continue to communicate with that contact within the same narrative at the point where the data was harvested. Grooft Business will not be liable to any consequences, which might befall the Client if the subsequently communicate with any other narrative.

1. 7 In line with GDPR, in advance of any scheduled broadcast, the newly procured list will need to be sent a bespoke email acknowledging the source of data, giving them the intent of their data usage and offering them to opt-out of future communications.

1. 8 The site may provide, or third parties may provide, links or other means to obtain access to information from other persons, World Wide Web sites, or resources. Because Grooft Business has no control over such persons, sites, and resources, you acknowledge and agree that Grooft Business is not responsible for the availability of such external sites or resources and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites and resources. You further acknowledge and agree that Grooft Business shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such site or resource.

Grooft Business – Propolis Community Policy

Propolis is a Community Intelligence platform developed to provide access to expert Grooft Business, content, advisory support, peer-to-peer learning, and tools to support strategic and operational planning and execution. In summary, Propolis exists to continually raise the bar on Grooft’s Business thinking, ambition and capabilities. Propolis is explicitly not a sales or promotional platform.

1) Please complete your profile in full. This makes for a better all-around user experience and encourages higher-quality engagement. The more detail you add to your profile, the more people will want to engage with you and the more connected you will be to fellow community members.

2)Propolis is not a sales platform. Please don’t sell or promote products or services. Contributions and content must not be of a promotional nature. Demonstration of expertise is much more valuable than the promotion of a company, product or service. Any member who breaches this rule may have their content removed and may also be removed from Propolis completely.

3)Please ensure your contributions are relevant to community topics and, otherwise content archiving becomes difficult.

4) Be yourself; please never impersonate another person

5) Please don’t violate someone others’ privacy, we must all respect one another, or and be aware of GDPR. You can post your own personal details and contact information (but do remember that this is a public forum), but don’t post anyone else’s personal details or contact information.

6) If you have a personal connection to any content or contribution, please disclose your connection, where appropriate, or do not contribute at all. The credibility of Propolis community content is key.

7) Cite your sources. This adds to your own credibility and the credibility of the community. Attribute quotes and paraphrased comments to their proper sources.

8) Do not infringe copyright. If you want to upload a copy of an image, text, video, or any other content, make sure you have the right to reproduce them on this website. Posting copyright material without permission may be unlawful. If you want to discuss someone else’s work, summarise it in your own words.

9) Don’t post inappropriate links. You can only post links to another website if the content on that other site abides with this Policy, and if that other website allows you to post links to their website

10) Remember this is a public forum. Once your contribution is online, everyone with Internet access may be able to read it. Do not forget that you are legally responsible for what you submit. Please consider how others could perceive your contribution. Please make your contribution clear to ensure that it is not misunderstood. Many different types of people may view your contribution.

11) Please be polite. Do not use swear words, profane, crude, or sexual language. Never make derogative statements about other businesses or individuals.

12) Do not be libelous or abusive. You must not make or encourage contributions that are:

• Defamatory, false, or misleading.
• Insulting, threatening, or abusive.
• Obscene or of a sexual nature.
• Offensive, racist, sexist, homophobic, or discriminatory against any religions or other groups.

13) Report inappropriate content. Please help us maintain high standards of participation. If you consider that a contribution or any interaction does not comply with this Policy, please report it to customercare@grooft.com  This facility should be used where content is in breach of our Policy, not simply because you disagree with something said.

If any Member posts content or behaves in a way which in the reasonable opinion of Grooft Business amounts to a significant breach or breaches of the Propolis Community Policy, then, their content will be removed and they will be informed in writing. If the same Member in the reasonable opinion of Grooft Business commits a second significant breach or breach of the Propolis Community Policy, we reserve the right to remove the content and remove the member company from the Propolis platform completely. The member company will be given 14 days’ notice of this action. If a member company is removed from the Propolis platform as a result of a breach of the Propolis Community Policy they will not be entitled to a refund of their membership fee either in full or on a pro-rata basis