In this Subscription Order the following terms have the following meanings:
Account means a BizCrunch Platform account through which a single employee at your Subscribing Organisation may access the BizCrunch Platform;
Additional Features means any features that are made available to you via the BizCrunch Platform, at your request, as part of your Subscription;
BizCrunch means Biz Crunch Limited, trading as BizCrunch;
BizCrunch Credit means a credit used in the downloading of data from the BizCrunch platform. The number of BizCrunch Credits required to download each item of data may vary from time to time.
BizCrunch Data means any information acquired through use of the BizCrunch Platform, including, but not limited to, data which is exported, downloaded, read, or screenshotted;
BizCrunch Platform means the paid web-based platform constructed, managed and maintained by BizCrunch;
Business Day means a day when banks are open for business in the City of London;
Claim has the meaning given such term in paragraph 13.4;
Confidential Information means this Subscription Order (except for its existence), details of all Subscription Orders and all information which is identified at the time of disclosure by the disclosing party as being confidential information, or which may be reasonably regarded as the confidential information of the disclosing party, including information relating to the business, finances, affairs, products, developments, trade secrets, campaign plans, launch dates, know-how, personnel, customers and suppliers of each party;
Data Policy means the data policy, set out at Schedule 1, which explains your right to use BizCrunch Data, which with these Terms, forms part of your Subscription Order;
Data Usage Tier means the level of data usage rights that to which we grant you access as part of your Subscription, as detailed in the Data Policy;
Data User means a User or any employee of your Subscribing Organisation with whom a User shares BizCrunch Data;
Expiry Date has the meaning given to such term in paragraph 7.2;
Export Allowance is the total number of BizCrunch Credits (specified in the Subscription Order) which may be used collectively over the course of a single calendar Period (a month in relation to monthly subscription, or a year in relation to an annual subscription) by all the Users in your Subscription;
Fee(s) means our total charges for your Subscription during each Period, pursuant to your Subscription Summary;
Fixed Term Subscription has the meaning given such term in paragraph 7.1;
Force Majeure has the meaning given such term in paragraph 16.2;
Payment Method means the way that you will pay your Fees and is outlined in the Subscription Summary. Terms pertaining to the Payment Method can be found in paragraphs 7.4, 7.5, and 8.3;
Period has the meaning given such term in paragraph 6.1 if you have a Rolling Subscription;
Publish means to publish, share or otherwise make BizCrunch Data available to any persons other than Data Users or Clients to whom you are permitted to make BizCrunch Data available under your applicable Data Usage Tier. For the sake of clarity, this can be in the form of, but is not limited to making BizCrunch Data available in an email, a list file, a presentation, a printed or electronic document, or an internet message including but not limited to posting on a blog, social media platform or similar;
Renewal Date has the meaning given such term in paragraph 6.2;
Rolling Subscription has the meaning given such term in paragraph 6.1;
Start Date means the date that your Subscription commences, as outlined on your Subscription Summary. This is when you are granted access to the BizCrunch Platform;
Subscribing Organisation means you, the business – or the autonomous individual (if not a business) – entering into this Subscription Order, as detailed in the Subscription Summary;
Subscribed Team(s) or Team(s) means any and all team(s) within your organisation that are identified in the Subscription Summary;
Subscription means your subscription to use the BizCrunch Platform, as dictated by the conditions in your Subscription Order;
Subscription Order means the Subscription Summary, these Terms, and the Data Policy, together with any other documents referred to in any of them under which you are granted a Subscription;
Subscription Summary is part of the Subscription Order and comprises the name of the Subscribing Organisation, the Subscription Type, the Fee, the Payment Method, the Payment Frequency, the Period, the Export Allowance, the number of User Accounts, and any other conditions upon which we grant a Subscription to you;
Subscription Type means the kind of Subscription that you are signing up to – either Rolling Subscription or Fixed Term Subscription – and is detailed in the Subscription Summary;
Special Conditions mean any additional conditions included in the Subscription Summary;
Terms means these terms and conditions;
User means any individual employee of your Subscribing Organisation who holds an Account;
we, us, our means or refers to BizCrunch;
Web Site means BizCrunch.com;
you or your refers to the Subscribing Organisation.
2. Information about us
2.1 We operate the website www.bizcrunch.co and associated domains. We are Biz Crunch Ltd, a company registered in England and Wales under company number 1468311 and with our registered office at 86-90 Paul Street, London, England, United Kingdom, EC2A 4NE.
2.2 Contacting Us. You or your Users may contact us by emailing our account management team at firstname.lastname@example.org. If you wish to give us formal notice of any matter in accordance with these Terms, please do so in accordance with paragraph 17.2.
3. This is a Binding Agreement
3.1 The Subscription Order, of which these Terms form part, constitutes the entire agreement between you and us in relation to your Subscription, and supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter.
3.2 You acknowledge that in entering into a Subscription Order you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Subscription Order or any document expressly referred to in them.
3.3 You and we agree that neither of us shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement made by you or us to the other.
3.4 Any and all Special Conditions set out in the Subscription Summary are subject to and governed by the provisions of this Subscription Order and any other documents provided in relation to such Special Conditions.
4. Our rights to vary these terms
4.1 We may vary these Terms and / or the Data Policy from time to time by written notice to you. The Terms and / or the Data Policy as varied will come into effect and supersede any and all other terms previously provided 14 days after such notice and all references in this Subscription Order to the Terms and / or the Data and Privacy Policies shall be deemed to be to the Terms and / or the Data and Privacy Policies as varied. If you do not wish to accept the varied Terms or the Data Policy, you may cancel your subscription at any point during the 14 day period prior to which they are due to come into effect.
4.2 Subject at all times to our right to vary the Terms and / or the Data and Privacy Policies as described above, the Fee, Period, Payment Frequency, number of Accounts, Features, Export Allowance, Data Usage Rights, Special Conditions, together with any other terms or conditions set out in this Subscription Order may be varied at any time by mutual consent in writing but not otherwise.
5. Payment terms
5.1 The Fee for your Subscription is as set out in the Subscription Summary.
5.2 The Fee for your Subscription is exclusive of VAT or other similar sales taxes. For customers based in the UK, VAT will be chargeable at the current rate applicable in the UK for the time being. However, if the rate of VAT changes in the course of your Subscription, we will adjust the rate of VAT you pay in time for your next payment, unless you have already paid for your Subscription in full before the change in VAT takes effect.
5.3 We reserve the right to change the Fee from time to time; for example, as a result of (i) our annual Fee review and/or (ii) to reflect the cost of additional data or features on the BizCrunch Platform. You will be given an appropriate notice period and retain the right to terminate in accordance with paragraph 6.5.
5.4 You will pay the Fee in accordance with the Payment Frequency specified in the Subscription Summary.
5.5 You may not pause your Subscription but you retain your right to cancel your Subscription in accordance with paragraph 6.5. Once cancelled, your Subscription will continue for any remainder of the Period left on your existing Subscription, at which time any unused BizCrunch Credits will expire.
6. Subscription Types – Rolling Subscription
6.1 If you have selected a “Rolling Subscription”, your Subscription will automatically renew after the period of time being either one month or one year ("Period") specified in the Subscription Summary.
6.2 Each date on which a Rolling Subscription renews is a “Renewal Date”. Each subsequent Renewal Date can be found by taking the previous Renewal Date and adding the Period. For example, a Rolling Subscription where the Period was set as “one month” and the Start Date was 2nd August would automatically renew on the 2nd of each calendar month.
6.3 Unless otherwise specified, your Subscription will automatically renew on the Renewal Date until terminated in accordance with paragraph 6.5.
6.4 The Payment Method for a Rolling Subscription will be via your credit or debit card and will be processed through a third party provider, which as at today is via Stripe.
6.5 If you would like to terminate a Rolling Subscription, you must let us know by cancelling your automatic renewal on the BizCrunch platform at least 5 Business Days before your next Renewal Date. Failure to do so will result in your Rolling Subscription being renewed for the coming Period, for which you will be billed accordingly.
7. Subscription Types – Fixed Term Subscription
7.1 If you have selected a “Fixed Term Subscription”, your Subscription will run from the Start Date for the duration of the Period specified in the Subscription Summary, at which point it will automatically expire (the “Expiry Date”) unless we have agreed to extend your Subscription. After this date you will no longer be able to use the BizCrunch Platform unless you have extended your Subscription or we enter into a new Subscription Order with you. You may only extend your Subscription by prior written agreement with us.
7.2 The Payment Method for a Fixed Term Subscription will be debit of your payment card details provided during your registration or amended by you in the Biz Crunch platform.
7.3 Enterprise customers may subscribe on basis of recurring invoices. In that case, these will be invoiced in full (unless otherwise agreed in writing) upon signing the Subscription Order and upon each extension, if applicable. Payment is due in full by Bank Transfer or debiting of payment card, within 7 days of the invoice date.
8. Accounts & Access
8.1 You are ultimately responsible for the actions of all your Data Users and ensuring that they comply fully with your Subscription Order. If any Data User is in breach, BizCrunch reserves the right to terminate your Subscription and/or their access to the BizCrunch Platform, and initiate any other action, legal or otherwise, it deems appropriate to protect its interests and safeguard the BizCrunch Platform.
8.2 You must keep and ensure that your Users keep all Account information secure and confidential. Users are forbidden from giving anyone else (including a Team member) access to their Account. We reserve the right to monitor Account usage to prevent this.
8.3 You may request (but we are not obliged) to provide you with additional Accounts whenever you wish. Please contact us by email at email@example.com if you wish to do this. We reserve the right to charge for the provision of additional Accounts.
8.4 Should you wish to transfer an existing Account to a new User (for example if someone leaves the Subscribing Organisation), please contact us directly.
8.5 Accounts are reserved for employees of the Subscribing Organisation only.
8.6 Each Account must be under a single named individual’s Subscribing Organisation’s email address. Email addresses that are accessed by multiple people may not be used (for example firstname.lastname@example.org).
8.7 You and your Users are strictly forbidden from granting or sharing access to the BizCrunch Platform except as expressly permitted in this Subscription Order. If you would like to grant access to a third party (for example in the case of a consultancy working for you) or other person who would otherwise be prohibited under this Subscription Order from having such access, you may ask us for permission, which we reserve the right to grant or deny in our sole discretion. No such person may obtain such access unless and until we have entered into a written agreement with you governing such access.
8.8 If you or any of your Users suspect that an Account has been compromised, or that Account details, data or any other information has been accessed or shared in breach of your Subscription Order, you must contact us in writing immediately and inform us of the relevant facts, and take all steps requested by us to remedy the situation.
8.9 We reserve the right to terminate or suspend an Account, multiple Accounts, or your Subscription and block access to the BizCrunch Platform with immediate effect if we decide (in our sole discretion) that you or any of your Users have failed to comply with any of the provisions of your Subscription Order. Should this be the case, you and your Users must continue to comply fully with the Subscription Order with respect to any permitted continuing access to the BizCrunch Platform and / or any BizCrunch Data still in your possession or the possession of any User.
8.10 For the avoidance of doubt, only human beings are permitted to be Users. Programmatic or automated access (including any form of artificial intelligence) to or use of the BizCrunch Platform is strictly prohibited. This includes, but is not limited to, any application of scraping software.
8.11 You and your Data Users may access and use the BizCrunch Platform and/or the BizCrunch Data strictly in accordance with this Subscription Order only and for no other purposes. No other rights are granted to you or your Data Users and any other use without our explicit prior written approval constitutes a breach of this Subscription Order.
9. Additional Features
9.1 Any Additional Features are included in your Subscription in our sole discretion.
9.2 There may be a charge for these Additional Features.
9.3 You may not remove any Additional Features during the course of your Subscription.
9.4 You acknowledge and understand that if you make any feature requests, suggestions, proposals, recommendations or other comments in respect of the BizCrunch Platform, including any features which we agree to provide as Additional Features (“Feature Suggestions“), you will not own or have any rights to or in respect of such Feature Suggestions and you hereby irrevocably assign with full title guarantee any and all such rights, including all relevant intellectual property rights (including in respect of copyright by way of present assignment of future rights), in or relating to such Feature Suggestions, to BizCrunch.
10. Data Policy
10.1 Please refer to our Data Policy which governs your access to and use of BizCrunch Data. The Data Policy forms a part of this Subscription Order and you and your Data Users must comply with it at all times. Your access and your Users’ access to the BizCrunch Platform is conditional upon such compliance.
10.2 You may not systematically access, download, copy, store, Publish, or share BizCrunch Data with a view to creating or compiling any form of comprehensive collection, compilation, directory or database or any product or service that is directly or indirectly competitive with any product or service of ours, including, for the avoidance of doubt, in relation to putting any BizCrunch Data into any CRM application. In addition, you may not encourage or facilitate any other party to do the same.
10.3 Upon termination or expiry of your Subscription Order, howsoever caused,
You and your Data Users no longer have any right to use BizCrunch Data; and
You must also delete and ensure that every Data User deletes any and all BizCrunch Data that obtained from BizCrunch through whatever means (except in the case of data that has been Published in accordance with the Data Policy).
10.4 If a Data User ceases to be an employee of the Subscribing Organisation, you must ensure that they are no longer able to, and do not, access the BizCrunch Platform and / or any BizCrunch Data.
10.5 You hereby agree to indemnify us in relation to any claim, expense, liability, damages, costs and / or other losses (including legal fees) incurred by us and arising from any breach by you or your Data Users of the Subscription Order. This shall be without prejudice to any other action BizCrunch may be entitled to take against you in the event of a breach. You will still be liable for any outstanding Fees.
10.6 Without prejudice to any other provision of this Subscription Order, you acknowledge and agree that any threatened or actual breach by you of this paragraph 10 and / or the Data Policy would be a material breach of this Subscription Order and could cause irreparable injury or harm to us for which monetary damages would be an inadequate remedy. In such case, without prejudice to any other legal or equitable remedies available to us, you agree that we may seek specific performance or other equitable (including injunctive) relief in respect of such threatened or actual breach, without the necessity of proving actual damages and without the necessity of posting any security, whether to stop any breach or avoid any future breach.
11.1 Subject to any conditions otherwise agreed between you and us, your typical Subscription Order will include an Export Allowance of either (a) a full 12 months’ allocation of BizCrunch Credits for those on an Annual Rolling Subscription, or (b) a single month’s allocation of BizCrunch Credits for those on a Monthly Rolling Subscription. The allocations are commensurate with the Tier selected in your Subscription Order at time of subscribing.
11.2 The Export Allowance detailed in your Subscription Summary is your total allowance for each valid Period and applies across the whole of the Subscription, not to individual Accounts. Any BizCrunch Credits not utilised as an Export Allowance will not roll over to another Subscription Period.
11.3 For the avoidance of doubt, any BizCrunch Data that is exported via the Export Allowance is governed in accordance with the Data Policy.
11.3 The Export Allowance is reset at the beginning of valid Subscription Period.
11.4 If you reach the limit of your Export Allowance, you will not be able to use any more BizCrunch Credits until the first day of the next Period. (Please note that if you wish to request further BizCrunch Credits in the meantime, you should contact us directly. We reserve the right to agree or to decline to provide further BizCrunch Credits and, where we agree, to charge an additional sum for them.)
11.5 BizCrunch Credits have no monetary value and are not transferable.
12. Our liability to you
12.1 Nothing in these Terms limits or excludes our liability for:
death or personal injury caused by our negligence;
fraud or fraudulent misrepresentation; or
c. any other matters in respect of which liability may not be limited or excluded.
12.2 Subject to paragraph 12.1, we will under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with a Subscription Order or otherwise for:
a. any loss of profits, sales, business, or revenue;
b. loss or corruption of data, information or software;
c. loss arising from use of the BizCrunch Data which may have been created using estimates of financial information;
d. loss of business opportunity;
e. loss of anticipated savings;
f. loss of goodwill; or
g. any indirect or consequential loss.
12.3 Subject to paragraph 12.1, our total liability to you in respect of any and all claims, expenses, liabilities, damages, costs and / or other losses arising under or in connection with a Subscription Order or otherwise, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed single Subscription Fee paid for the Period in which your claim arose.
12.4 Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to a Subscription Order (or, for the avoidance of doubt, the BizCrunch Platform and the BizCrunch Data). Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that a Subscription is suitable for your purposes nor accuracy of any BizCrunch Data.
12.5 You are responsible for ensuring that your systems and any and all devices used to access the BizCrunch Platform are virus-free and kept free from any technologically harmful code, content or other material of any kind. Save as otherwise expressly required by law, we will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful code, content or material that may infect your computer equipment, computer programs, data or other proprietary material in connection with your use of our Web Site or to your downloading of any content on it, or on any website linked to it.
12.6 We assume no responsibility for the content of websites linked on our Web Site. Such links should not be interpreted as endorsement by us of those linked websites. We will not be liable for any loss or damage that may arise from your use of them.
12.7 You should ensure you conduct your own in-depth due diligence and you should not base your financial decisions solely on any BizCrunch Data, and we shall have no liability to you in respect of any and all claims, expenses, liabilities, damages, costs and / or other losses arising out of any reliance upon BizCrunch Data you obtain from the BizCrunch Platform).
13. Third Party Liabilities
13.1 Certain information or other content on the BizCrunch Platform may be made available to us under licence and any intellectual property or other rights in such content may therefore belong to third parties.
13.2 Any breach of your Subscription Order may cause us to breach our agreements with these third parties. To the extent that the acts or omissions of you and / or your Data Users make us liable to them, you hereby agree to reimburse us to the full extent of any such liability on an indemnity basis, which you acknowledge and agree may be significant and far exceed the value of your Subscription Order with us.
13.3 For the avoidance of doubt, in the event that we determine, in our sole discretion, that you have fully adhered to your Subscription Order and that your actions did not contribute to any third party action, we will indemnify you against any action from such third party suppliers.
13.4 Liability under this indemnity is further conditioned on you discharging the following obligations. If any third party makes a claim, or notifies you of an intention to make a claim, against you which may give rise to a liability under the indemnity described in paragraph 13.3 (a Claim), you shall:
within 7 days, give written notice of the Claim to us, specifying the nature of the Claim in reasonable detail;
not make any admission of liability, agreement or compromise in relation to the Claim without our prior written consent;
give us and our professional advisers access at reasonable times (on reasonable prior notice) to your premises and your officers, directors, employees, agents, representatives or advisers, and to any relevant assets, accounts, documents and records within your power or control, so as to enable us and our professional advisers to examine them and to take copies (at our expense) for the purpose of assessing the Claim; and
be deemed to have given to us the sole authority to avoid, dispute, compromise or defend the Claim.
15. Privacy & Cookies
16. Events outside our control
16.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Subscription Order that is caused by an event of Force Majeure.
16.2 An event of “Force Majeure” means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.
16.3 If an event of Force Majeure takes place that affects the performance of our obligations under a Subscription Order:
we will contact you as soon as reasonably possible to notify you; and
our obligations under a Subscription Order will be suspended and the time for performance of our obligations will be extended for the duration of the event of Force Majeure. Where the event of Force Majeure prevents you from accessing or using the BizCrunch Platform for more than a negligible period, we will arrange for you to be credited for the affected period.
17. Communications between us
17.1 When we refer in this Subscription Order to “in writing”, this includes email.
17.2 Any notice or other communication given by you to us, or by us to you, under or in connection with the Subscription Order shall be in writing and shall be delivered personally, sent by e-mail.
A notice or other communication shall be deemed to have been received: if delivered personally, when left at our registered office; if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or if sent by e-mail, on the next Business Day after transmission.
In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to email@example.com.
The provisions of this paragraph 17 shall not apply to the service of any proceedings or other documents in any legal action.
18.1 Each party undertakes to the other (the “disclosing party”) in relation to Confidential Information of the other:
to keep confidential all Confidential Information;
not to disclose Confidential Information without the other’s prior written consent to any other person except those of its representatives who have a need to know the Confidential Information; and
not to use Confidential Information except for the purposes of performing its obligations under this Subscription Order;
18.2 Paragraph 18.1 does not apply to Confidential Information to the extent that it is or was:
already in the possession of the other party from a source other than the disclosing party and free of any obligation of confidentiality on the date of its disclosure;
in the public domain other than as a result of a breach of this paragraph 18;
required to be disclosed:
pursuant to applicable laws, or the requirements of any government body or relevant regulatory authority, or the rules of any exchange on which the securities of a party are or are to be listed; or
in connection with proceedings before a court of competent jurisdiction or under any court order of such a court or for the purpose of receiving legal advice, but only to the extent and for the purpose of that disclosure.
18.3 The Subscribing Organisation undertakes to keep all BizCrunch Data confidential and to only disclose it:
as specifically authorised by this Subscription Order;
with the written consent of BizCrunch;
as required by applicable laws; or
as strictly necessary in connection with proceedings before a court of competent jurisdiction or under any court order of such a court or for the purposes of receiving legal advice.
18.4 Without prejudice to any of our other rights or remedies, the Subscribing Organisation acknowledges and agrees that damages would not be an adequate remedy for any breach of this paragraph 18 and the remedies of injunction, specific performance and other equitable relief are appropriate for any threatened or actual breach of this provision and no proof of special damages shall be necessary for the enforcement of the rights under this paragraph 18.
19. Intellectual Property Rights
19.1 We are the owner or the licensee of all intellectual property rights in or relating to the BizCrunch Platform, and in the material published on it. They are protected by copyright and specifically, database rights pursuant to, but not limited to, the Copyright and Rights in Databases Regulations 1997 and all other intellectual property laws and treaties around the world. The aforementioned rights also includes all BizCrunch Data. All such rights are reserved.
19.2 “BizCrunch”, “bizcrunch”, “bizcrun.ch” and our associated logos and devices are UK registered trade marks of Biz Crunch Ltd. You may not use any trade mark of ours (or any confusingly similar trade mark) for any purpose except as expressly permitted by us in writing or under applicable law.
20. Other important terms
20.1 We may transfer our rights and obligations under a Subscription Order to another organisation, but this will not affect your rights or our obligations under this Subscription Order. We will always notify you if this happens.
20.2 Any Subscription Order is between you and us. Subject to paragraph 20.1 above, no other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
20.3 This Subscription Order supersedes any terms you may seek to impose via a purchase order or otherwise. No variation of this Subscription Order shall be effective unless it is in writing and agreed in writing by the parties or their authorised representatives.
20.4 Each of the paragraphs of this Subscription Order operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect and any affected provision will be replaced by an alternative lawful provision which is as close as possible substantively to the affected provision.
20.5 If we fail to insist that you perform any of your obligations under this Subscription Order, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
20.6 This Subscription Order and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.