This agreement applies as between you, the user of Nature Flip (“the Website") and Shiny Details Ltd ("the Company"), the owner and operator of the Website. Your agreement to comply with and be bound by these Terms and Conditions is deemed to occur upon your acceptance of the same. If you do not agree to be bound by these Terms and Conditions, you should stop using the Website immediately.
Last Updated: 21 June 2016
Any previous versions of this document are reproduced below.
- Acceptance of this Agreement
- Changes to this Agreement
- Policies incorporated in this Agreement
- Definitions and interpretation
- Access to this Website
- Warranty and Acknowledgement
- Account Registration and Business Process
- Our Content
- User Restrictions
- Fees, Pricing, Cancellations & Refunds
- Disputes between Users
- Intellectual Property Rights
- No Endorsement
- Breaches of this Agreement
- Limitation of Liability
- Force Majeure
- Rights of Third Parties
- Entire Agreement
- No Waiver
- Governing Law & Jurisdiction
- Contact Information
1. Acceptance of this Agreement
1.1. This User Agreement (‘Agreement’) governs your access to and use of this website (‘Website’), so please read these terms carefully. By continuing to use this Website, you acknowledge that you do so at your own risk and you agree to be bound by this Agreement. If you do not agree to the terms contained here, you should not continue to use this Website.
1.2. ‘natureflip.com’ and references to ‘we’, ‘our’, ‘us’ and similar all mean SHINY DETAILS LTD, a company registered in England & Wales at the Cardiff office of Companies House under Company Registration Number 07349312 of registered office Bluebird Way, London, SE28 0HY, United Kingdom;
1.3. All references to "you" or "your”, and similar, as applicable, mean the person who accesses and uses this Website in any manner.
2. Changes to this Agreement
2.1. natureflip.com reserves the right to modify this Agreement, and any other documents incorporated in it, at any time and without prior notice. natureflip.com will post notification of such changes on the Website, so please check back here regularly for updates.
2.2. Amendments will become effective fourteen (14) days after they are posted on the Website. Your use of the Website after the expiration of the fourteen (14) days shall constitute your consent to the changes. If you do not agree, you may not access or use the Website.
3. Policies incorporated in this Agreement
3.2. Certain areas of the Website may require you to agree with and accept additional terms and conditions or policies. If there is a conflict between this Agreement and terms and conditions or policies posted for a specific part of this Website, the latter take precedence in respect of your use of that part of the Website.
4. Definitions and interpretation
In this Agreement, the following words shall have the following meanings:
“Activities” means the services of Activity Providers, as listed on the Website.
"Activity Provider" means a User who is registered to send quotes for Activities or provide Activities.
"Content" means text, graphics, images, music, software, audio, video, information or other materials, including but not limited to profile information, Quote Requests, message threads, reviews, scheduling and calendar information, and other information or materials available on or through the Website.
"Customer" means a User who is registered to submit Quote Requests or uses the Website to provide Activities.
“Online Payment Provider” means the online payment provider we select to process payments via this Website.
“Quote Request” means a request for a quote for Activities.
"Registered User" means a person who completes natureflip.com's account registration process or a person who submits or receives a Quote Request through natureflip.com.
“Reviews” means reviews about Activities and the Activity Providers who delivered them, that Customers post on this Website.
“Territory” the United Kingdom of Great Britain and Northern Ireland.
"User Content" means all Content you submit, post, upload, publish, or transmit on or through the Website, including but not limited to photographs, profile information, descriptions, postings, and reviews.
"Website" means all natureflip.com websites, mobile or other applications, software, processes and any other services provided by natureflip.com.
5. Access to the Website
Bookings should be made via this Website only by individuals who are at least 18 years old and can form legally binding contracts under applicable law. By booking Activities via this Website, you confirm that you are so eligible.
6. Warranty and Acknowledgement
6.1. By registering or using the Website:
6.1.1. all Users:
22.214.171.124. understand and acknowledge that natureflip.com is a digital platform for connecting Customers and Activity Providers and is not an activity provider or organiser of event services in its own right of any kind;
126.96.36.199. acknowledge and agree that Activity Providers, not natureflip.com, are responsible and liable for the provision and delivery of the Activities, and for complying with all legal, statutory and regulatory requirements in connection with those services.
7. Account Registration and Business Process
7.1. Users may access the Website without registering for an account. However, to access and participate in certain features of the Website, you will need to create a password-protected account ("Account").
7.2. You agree to provide accurate, current, and complete information during the registration and at all other times when you use the Website, and to update information to keep it accurate, current, and complete.
7.3. You are solely responsible for safeguarding your natureflip.com password. You are solely responsible for all activity that occurs on your Account, and you will notify natureflip.com immediately of any unauthorised use. natureflip.com is not liable for any losses by any party caused by an unauthorised use of your Account. Notwithstanding the foregoing, you may be liable for the losses of natureflip.com or others due to such unauthorised use.
7.4. Following registration, you will be able to complete a Quote Request and will then receive quotes from Activity Providers registered on the Website.
7.5. Customers can book Activities with one or more Activity Providers (depending on the requirements for the event).Acceptance of a booking by a Customer does not constitute a binding legal agreement with the Activity Provider. Once a booking is accepted, the Customer and Activity Provider must then negotiate and agree terms of business between themselves. natureflip.com accepts no responsibility in formation, procurement or performance of any contract made between the Customer and Activity Provider.
8. Our Content
8.1. Subject to your compliance with this Agreement, natureflip.com grants you a limited, non-exclusive, revocable, non-transferable license to reproduce and display Content (excluding any software source code) solely for your personal and non-commercial use and only in connection with your access to and use of the Website.
8.2. You will not use or otherwise exploit the Website or our Content, except as expressly permitted in this Agreement.
8.3. The Website and its Content are provided to you ‘as is’, and without any warranty of any kind, whether express or implied. If you download or print a copy of our Content for personal use, you must retain all copyright and other proprietary notices contained thereon. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by natureflip.com or its licensors, except for the licenses and rights expressly granted in this Agreement.
9. User Restrictions
Users may not:
9.1. use another person's Account;
9.2. contact or communicate with any other User for the purposes of organising, managing or facilitating events other than via this Website;
9.3. instruct or engage a User, whether directly or indirectly, in regard to any future events outside this Website;
9.4. misrepresent yourself through the Website;
9.5. misrepresent your identity or qualifications;
9.6. misrepresent an event or other information in a quote request or seek quotes for non-existent events;
9.7. post Content in any inappropriate category or areas on the Website;
9.8. use any automated system including but not limited to robots, spiders, offline readers, scrapers to access the Website or contact our Users for any purpose without natureflip.com's prior written approval;
9.9. in any manual or automated manner, copy copyrighted text, or otherwise misuse or misappropriate Website information or Content including but not limited to, use on a mirrored, competitive, or third-party site;
9.10. transmit more request messages through the Website in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser, provided that the operators of public search engines may use spiders or robots to copy materials from the Website for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such material. natureflip.com reserves the right to revoke these exceptions either generally or in specific cases;
9.11. take any action that:
9.11.1. may unreasonably encumber the Website's infrastructure;
9.11.2. interferes or attempts to interfere with the proper working of the Website or any third-party use;
9.11.3. bypasses measures that are used to prevent or restrict access to the Website;
9.11.4. circumvents, disables or otherwise interferes with security features of the Website;
9.11.5. distributes viruses or any other technologies that may harm natureflip.com or users;
9.11.6. uses the Website in a way that violates any copyrights, trade secrets, or other rights of any third party, including privacy or publicity rights; or,
9.11.7. circumvents or manipulates our fee structure or moneys owed to us;
9.12. collect, harvest or publish any personally identifiable data including but not limited to names or other account information, from the Website, or use the communication systems provided by the Website for any reason not explicitly authorised by this Agreement, including for marketing purposes;
9.13. recruit, solicit, or contact in any form Activity Providers or Customers for employment or any other use not specifically intended by the Website;
9.14. take any inappropriate or unlawful actions, including the submission of inappropriate or unlawful Content to or through the Website, including Content that is harassing, hateful, illegal, offensive, obscene, defamatory, threatening, or discriminatory; or that advocates, promotes, or encourages inappropriate activity, conduct that would be considered a criminal offence, or conduct that would give rise to civil liability or breach of any law in any jurisdiction;
9.15. submit User Content that damages the experience of any user including but not limited to:
9.15.1. requests to download mobile applications and/or links that direct the user to mirrored websites; and,
9.15.2. using a profile page or user name to promote services not offered on or through the Website.
9.16. take any action that may undermine the efficacy or accuracy of Reviews;
9.17. engage in fraudulent conduct including but not limited to offering to make money transfers with intent to request a refund of any portion of the payment or soliciting users to mail cash or use other payment methods not specifically approved by natureflip.com;
9.18. sign-up for, negotiate a price for, use, or otherwise solicit an Event Service with no intention of following through with your use of or payment for the Event Service;
9.19. agree to purchase an Event Service when you do not meet a Activity Provider's requirements;
9.20. undertake any activity or engage in any conduct that is inconsistent with the business or purpose of the Website; and
9.21. attempt to indirectly undertake any of the foregoing.
10. Fees, Pricing, Cancellations and Refunds
10.1. natureflip.com does not charge fees to Customers simply for using the Website and our booking system, however when booking a service, a debit/credit card fee (2%) will be charged to you. This is charged to cover the Online Payment Provider’s fees.
10.1. Activities are paid for via the Website, and prices for Activities are specified in the listings.
10.2. Notwithstanding clause 10.3 below, Customers have a statutory right to cancel their booking within fourteen (14) days of the date of the booking, in which case the Customer shall be provided with a full refund of the agreed price (or the sum paid to date, if less). This shall apply irrespective of whether the customer is eligible for a refund pursuant to clause 10.3 below.
10.3. Subject to the statutory right in clause 14.2 above, natureflip.com operates a Refund Policy, as follows:
10.3.1. where the Customer cancels within seven (7) days of the date of the booked Activity, there shall be no requirement for the Activity Provider to agree a refund for the Customer;
10.3.2. where the Customer cancels between fourteen (14) and eight (8) days inclusive prior to the date of the booked Activity, the Activity Provider shall refund (or agrees that natureflip.com shall refund on the Activity Provider’s behalf) fifty percent (50%) of the full agreed price of the Activity (or the sum paid to date, if less);
10.3.3. where the Customer cancels fifteen (15) or more days prior to the date of the booked Activity, the Activity Provider shall refund (or agrees that natureflip.com shall refund on the Activity Provider’s behalf) the full agreed price of the Activity (or the sum paid to date, if less).
11. Disputes between Users
natureflip.com values our Users, and we understand that occasionally disputes may arise between them, however natureflip.com accepts no liability or responsibility for the resolution of such disputes, which must be resolved between the parties.
12. Intellectual Property Rights
12.1. natureflip.com Content is protected by copyright, trademark, and other laws of the United Kingdom and other countries. Except as expressly provided in this Agreement, natureflip.com and its licensors exclusively own all right, title, and interest in and to the Website and natureflip.com Content, including all associated intellectual property rights.
12.2. All trademarks, service marks, logos, trade names and any other proprietary designations of natureflip.com used herein are trademarks or registered trademarks of natureflip.com. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective owners.
13.1. You acknowledge and agree that all Reviews you submit to natureflip.com about Activity Providers are the sole and exclusive property of natureflip.com. You hereby irrevocably assign to natureflip.com all of your copyright and other intellectual property rights in and to all Reviews.
13.2. natureflip.com shall have no obligation concerning the Reviews, including but not limited to no obligation to acknowledge receipt of Reviews. By submitting Reviews to natureflip.com, you represent and warrant that your Reviews do not breach the rights of any other person or entity and you indemnify us and hold us harmless in respect of any financial damages, claims, losses or penalties that may arise as a result of the content of your Reviews. This clause 15 shall survive any termination of your Account or the Website.
13.3. Notwithstanding clause 15.2 above, we reserve the right to remove from the Website any Review for any reason without notice.
We expect users to respect copyright law. In appropriate circumstances we will terminate the Account of any user who repeatedly infringes or is believed to be repeatedly infringing the rights of copyright holders.
15. No Endorsement
15.1. natureflip.com does not endorse any Activity Provider or Event Service, and natureflip.com is not a party to any agreements between or among Users or third parties.
15.2. No agency, partnership, joint venture, or employment is created between natureflip.com and any User as a result of this Agreement or any User's use of any part of the Website, including but not limited to any Activities.
15.3. Users are required by this Agreement to provide accurate information. natureflip.com is under no obligation whatsoever to undertake additional checks and processes to verify the identities, backgrounds or credentials of Users, nor do we make any representations about, confirm, or endorse any User or their purported identity, background or credentials, regardless of the specific natureflip.com services they are using or any involvement by natureflip.com personnel in providing or scheduling those services.
15.4. Any reference on the Website to a User being qualified, licensed or credentialed in some manner indicates only that the User has completed a relevant account process or met User review standards, and does not represent anything else. Any such description is not an endorsement, certification or guarantee by natureflip.com and is not verification of their identity and whether they or their Activities are licensed, insured, trustworthy, safe, suitable or fit for purpose. Instead, any such description is intended to be useful information for you to evaluate when you make your own decisions about the identity and suitability of others whom you contact or interact with via the Website.
15.5. You should always exercise responsibility, due diligence and care when deciding whether to have any interaction with any other User. natureflip.com is not responsible for any damage or harm resulting from your interactions with other Users and will not undertake due diligence on Users.
15.6. The Website may contain links to third-party websites, offers, or other events/activities not owned or controlled by natureflip.com. We do not endorse or assume any responsibility for any such links, and if you access them, you do so at your own risk.
15.7. By using the Website, you understand and agree that any legal remedy or liability that you seek to obtain for actions or omissions of other users or other third parties will be limited to a claim against those particular users or other third parties. You agree not to attempt to impose liability on or seek any legal remedy from natureflip.com with respect to such actions or omissions.
16. Breaches of this Agreement
Without limiting any other rights reserved herein, natureflip.com may, in its sole discretion, take any action permitted by law for any breach of this Agreement or any other policy or agreement between you and natureflip.com, including but not limited to removing User Content you posted, limiting your Account access, requiring you to forfeit certain funds or paid Fees, terminating your Account, decreasing your status or search rank on the website, cancelling quotes, Quote Requests or postings, blocking access, investigating you, and/or co-operating with law enforcement agencies in investigation or prosecution.
17.1. We may, in our discretion, with or without cause, with or without prior notice and at any time, decide to limit, block, suspend, deactivate or cancel your natureflip.com Account in whole or in part. If we exercise our discretion under this Agreement to do so, any or all of the following can occur with or without prior notice or explanation to you:
17.1.1. your Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the Website or your User Content, or receive assistance from natureflip.com support teams;
17.1.2. if appropriate in our sole discretion, we may communicate to other users that your Account has been terminated, and why it has been terminated; and,
17.1.3. you will not be entitled to any compensation for Website services or Activities cancelled or delayed or as a result of Account termination.
17.2. You may cancel your use of the Website and/or terminate your Account at any time by following the "Settings" link in in your profile, clicking "Account," and clicking "Delete Account." Please note that if your Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Website, including, but not limited to, any Reviews, nor will you be entitled to a refund of any credits or subscription fees or other fees paid.
18. Limitation of Liability
18.1. YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE WEBSITE AND ITS CONTENT (INCLUDING VIRUSES AND MALWARE, FOR WHICH WE WILL NOT BE LIABLE OR RESPONSIBLE), YOUR OFFERING OR PROVIDING EVENT SERVICES OR REQUESTING OR RECEIVING EVENT SERVICES THROUGH THE WEBSITE, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF NATUREFLIP.COM OR THIRD PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER NATUREFLIP.COM NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE WEBSITE WILL BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT NATUREFLIP.COM HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE (AND EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE)
18.2. NOTWITHSTANDING CLAUSE 18.1 ABOVE, IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF NATUREFLIP.COM AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, WEBSITE, EVENT SERVICES, AND/OR THE CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE WEBSITE OR COLLECTIVE CONTENT OR IN CONNECTION WITH ANY EVENT SERVICES OR INTERACTIONS WITH ANY OTHER USERS, EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO NATUREFLIP.COM BY YOU HEREUNDER, OR THE SUM OF ONE HUNDRED POUNDS (£100.00), WHICHEVER SHALL BE THE GREATER.
You agree to release, defend, indemnify, and hold harmless natureflip.com and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with:
19.1. your access to or use of the Website or your violation of this Agreement;
19.2. your User Content;
19.3. your interaction with any User; and,
19.4. the request or receipt or offer or provision of Activities by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with such Activities.
20. Force Majeure
Other than payment obligations, neither natureflip.com nor you shall be liable to the other for any delay or failure in performance under this Agreement arising out of a cause beyond its control and without its fault or negligence. Such causes may include but are not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.
21. Rights of Third Parties
No part of this Agreement is intended to confer rights on any third parties and accordingly the Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.
You agree that natureflip.com may provide you with notices by email, regular mail, or postings on the Website at our discretion.
23. Entire Agreement
24. No Waiver
No waiver of any provision of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and natureflip.com's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
25. Governing Law & Jurisdiction
This Agreement and the relationship between you and natureflip.com shall be governed in all respects by English law and the parties to this Agreement submit to the exclusive jurisdiction of the courts of England & Wales.
26. Contact Information
If you have any questions about this Agreement or the Website, please contact us by sending an email to email@example.com.