Terms and Conditions
Updated 2nd January 2024
Introduction
Thank you for choosing to use the BizCrunch Platform (at bizcrunch.co (the "Website")) and the products, services and features we make available to you as part of the platform (collectively, the “Service”). The Service is provided Biz Crunch Ltd, a company registered in England and Wales under company number 14268311 and with our registered office at 86-90 Paul Street, London, England, United Kingdom, EC2A 4NE. ("BizCrunch" or "us" or "our").
Our Service
The Service provided allows you to find merger and acquisition target candidate companies, vital metrics and key contact data with our advanced off-market deal-discovery platform.
Applicable Terms
3.1 Your use of the Service is subject to these terms, the Data Policy, the Privacy Policy and the Cookie Policy (together, the "Agreement"). You can find a copy of the Data Policy, the Privacy Policy and the Cookie Policy on our Website
3.2 Please read this Agreement carefully and make sure you understand it. If you do not understand the Agreement, or do not accept any part of it, then you may not use the Service.
3.3 Definitions
The following terms shall have the following meanings :
Account means a BizCrunch Platform account through which a single individual at the Subscribing Business may access the BizCrunch Platform;
Annual Rolling Subscription has the meaning given in clause 4.7;
BizCrunch means Biz Crunch Limited, trading as BizCrunch
BizCrunch Credits means a non-monetary value credit to download Data from the BizCrunch Platform.
BizCrunch Data encompasses all forms of data obtained via utilisation of the BizCrunch Platform. This includes, without limitation, any data that is exported, downloaded, viewed, or captured via a screenshot;
BizCrunch Platform means our technology platform found on our Website;
Fixed Duration Subscription has the meaning given in clause 4.9;
Monthly Rolling Subscription has the meaning given in clause 4.7;
Period has the meaning given in clause 4.7;
Rolling Subscription has the meaning given in clause 4.7;
Subscriber Business means the business purchasing a Subscription Plan;
Subscription Plan has the meaning given in clause 4.1;
User means any individual at the Subscribing Business who holds an Account to whom BizCrunch Data is made available;
you or your means the Subscriber Business or you as in individual subscribing User.
Subscription to the Service
4.1 You can choose the appropriate subscription to the Service that fits your business needs; either the Rolling Subscription or the Fixed Duration Subscription ("Subscription Plan").
4.2 The fee for your Subscription Plan is as set out in the Subscription page when you signup to use the Service via our Website.
4.3 The fee for your Subscription Plan 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 Plan, BizCrunch 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.
4.4 We reserve the right to change the fee for your Subscription plan from time to time and well will provide you with notice of such change in sufficient time prior to the automatic renewal of your Subscription Plan.
4.5 By using the Service, you agree that BizCrunch can debit you the amount of your subscription fee based on the Subscription fee of your chosen Subscription Plan, in accordance with the payment frequency specified in the Subscription Plan that you have selected.
4.6 You may not pause your Subscription Plan but you retain your right to cancel your Subscription Plan in accordance the relevant provisions of this Agreement. Once cancelled, your Subscription Plan will continue for the remainder of the period left on your existing Subscription Plan.
4.7 If you have selected a “Rolling Subscription”, your Subscription will automatically renew after the period of time being either one month ("Monthly Rolling Subscription") or one year ("Annual Rolling Subscription") ("Period") specified in the Subscription Plan.
4.8 A Rolling Subscription will automatically renew on the anniversary of the Period. For example, if you selected a one month Rolling Subscription which started on the 1st of January, the Rolling Subscription will renew for a Period (being one month) on the 1st of each month (the “Renewal Date”) unless cancelled in accordance with these terms.
4.9 If you opt for a Fixed Duration Subscription, it will commence on the specified Start Date and continue for the set term outlined in the relevant Subscription Plan. Upon reaching the specified end date, your Subscription Plan will terminate automatically unless there is a mutual agreement for an extension. Your access to access to the BizCrunch Platform will be discontinued unless the Fixed Duration Subscription is extended or a new Subscription Plan is initiated. Extensions to your existing Fixed Duration Subscription Plan can only be made with our express written consent.
4.10 To cancel a Rolling Subscription, it is necessary to disable the automatic renewal feature on the platform at least 10 Business Days prior to your upcoming Renewal Date. Not doing so will lead to the automatic renewal of your Rolling Subscription for the next Period, and you will be charged accordingly.
Payment Terms
5.1 The fee for your Subscription Plan is as set out in the Subscription page when you signup to use the Service via our Website.
5.2 The fee for your Subscription Plan 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 Plan, BizCrunch 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 The payment method for Rolling Subscription is either credit or debit card, which will be processed by a third party payment processor (currently Stripe).
5.4 Fixed Duration Subscription subscribers will be charged to the payment card submitted upon sign up to relevant Subscription Plan.
5.5 Enterprise clients have the option to engage in a subscription by receiving periodic invoices. In such instances, unless an alternative arrangement has been confirmed in writing by us, the entire amount will be billed upon the execution of the Subscription Plan and subsequently at each renewal, where relevant. The total payment must be settled either via bank transfer or through payment card charge, within a seven-day period following the date of the invoice.
Service Allowance
6.1 Unless otherwise agreed between you and us, your Subscription Plan will include a Service Allowance of either (a) a full year’s allocation of BizCrunch Credits for those on an Annual Rolling Subscription, or (b) one month’s allocation of BizCrunch Credits for those on a Monthly Rolling Subscription. The Service Allowance is reset at the beginning of each new Period.
6.2 Your Service Allowance is set out in the relevant Subscription Plan you have elected. Any BizCrunch Credits not utilised during a Period shall be forfeited. For the avoidance of doubt, no BizCrunch Credits will roll over into another Period.
6.3 If the collective Users (defined below) under your Subscription Plan utilise your Service Allowance during a Period, you will not be able to use any more BizCrunch Credits until the first day of the next Period. You can contact us to request further BizCrunch Credits, but we reserve the right to agree or to decline to provide such further BizCrunch Credits and, where we agree, we may charge an additional sum for them the additional BizCrunch Credits
6.4 BizCrunch Credits have no fungible monetary value and are not transferable.
Accounts and Access
7.1 Accountability for any actions by all associated Users falls to you, and it is your responsibility to ensure their adherence to the terms of your Subscription Plan. If any User violates these terms, BizCrunch retains the right to terminate your Subscription Plan and/or the Users access to the BizCrunch Platform and may pursue legal or other actions deemed necessary to protect our rights and the integrity of the BizCrunch Platform.
7.2 It is imperative that you and your Users maintain the confidentiality of all Account details. Account sharing, including with team members, is strictly prohibited. Monitoring of Account activity may be conducted to enforce this provision.
7.3 Additional Account requests can be made to us, though we are not obligated to fulfil such requests. For inquiries, reach out to us via email at hey[@]bizcrunch.co. We reserve the right to impose charges for any additional Accounts provided.
7.4 For transferring an Account to a new User, such as in the event of an employee departure, please engage with us directly for assistance.
7.5 Account usage is exclusively for the employees of the Subscribing Business.
7.6 Each Account must be linked to a unique individual email address within the Subscribing Business. Shared email addresses are not acceptable for Account registration (e.g., team@company.com).
7.7 You and your Users are strictly prohibited from unauthorised sharing or provision of access to BizCrunch Platform, except as explicitly outlined in the Subscription Plan. For third-party access, such as for consultants, you must seek our approval, which we may grant or deny at our sole discretion. Such access must not commence without a written agreement from us.
7.8 In the event of a suspected Account security compromise or unauthorised data sharing, it is your duty to notify us immediately in writing, disclosing all pertinent details, and comply with any remedial actions we prescribe.
7.9 We retain the unilateral right to terminate or suspend Accounts or your overall Subscription Plan, and block BizCrunch Platform access if it is determined that there has been a failure to comply with the Subscription Agreement. In such instances, you and your Users are still obligated to follow the terms of the Agreement concerning any ongoing BizCrunch Platform access or Data in your possession.
7.10 It is to be unequivocally understood that only real individuals are authorised as Users. Automated or AI-driven interactions with the platform, including but not limited to scraping, are expressly forbidden.
7.11 You and your Users are permitted to access and utilise the platform and data strictly as outlined in your Subscription Plan. No additional rights are conferred, and any usage beyond these terms without explicit prior written consent is considered a breach of the Agreement.
7.12 By subscribing to a Subscription Plan, you are agreeing to follow, on behalf of yourself and your Users, our Data Policy (a copy of which is available on our Website), which also governs all BizCrunch Data that is exported via the Service Allowance. Your access and your Users’ access to the BizCrunch Platform is conditional upon such compliance.
7.13 It is not permitted to use the BizCrunch Platform for the mass retrieval, copying, storage, publication, or distribution of data with the intent of constructing any extensive collection, directory, database, or to develop any product or service that competes with our offerings, including but not limited to incorporating BizCrunch Data into any customer relationship management (CRM) systems. Moreover, you must not assist or enable any third party to undertake such activities.
7.14 When your Subscription Plan ends for any reason, you and any associated Users forfeit the right to use BizCrunch Data and you must also erase and ensure the erasure of all BizCrunch Data that was acquired, unless it has been published according to the Data Policy.
7.15 Should any User discontinue their employment with the Subscribing Business, you are obligated to ensure they no longer have access to, and do not use, the BizCrunch Platform or any related Data.
7.16 You agree to compensate us for any claims, costs, liabilities, damages, expenses, and losses (including legal fees) that arise due to any violations of the Subscription Plan by you or your Users. This is in addition to any other legal recourse BizCrunch may have against you for such breaches.
7.17 Acknowledging the severe impact that a potential or actual breach of this section 7 or the Data Policy could have on our business, including the possibility of irreparable damage, you accept that financial compensation may not be a sufficient remedy. Consequently, in the event of such a breach, we reserve the right to seek equitable relief, such as specific performance or injunctions, to prevent or address such breaches, without the need to prove actual damages or post a bond.
Limitation of Liability
8.1 Nothing in this Agreement is intended to exclude or limit any party’s liability for: death or personal injury; fraud; fraudulent misrepresentation; or any liability that cannot be excluded or limited by law.
8.2 To the extent permitted by applicable law, the following limitations of liability will also apply:
1. BizCrunch will not be responsible for lost profits, revenues, or data; loss of opportunity or anticipated savings; indirect or consequential losses, or punitive damages (in all cases whether such losses were foreseeable or not); and
2. BizCrunch's total liability for any claims arising from or relating to the Service is limited to the equivalent of one Period's Subscription fee of your chosen Subscription Plan.
8.3 Other than what is explicitly outlined in these terms, we make no guarantees or assurances regarding a Subscription Plan or the BizCrunch Platform and BizCrunch Data. We exclude all implied representations, conditions, and warranties to the maximum extent that the law allows. Specifically, we take no responsibility for the suitability of a Subscription Plan for your needs or for the accuracy of any BizCrunch Data.
8.4 It is your duty to ensure that your technology infrastructure, including any devices used to access the BizCrunch Platform, is secure and not exposed to harmful or malicious software. Except where the law mandates differently, we bear no liability for any harm or damage that may result from malicious software that could affect your technology due to the use of our Website or any content downloaded from it, or any linked site.
8.5 We do not take any responsibility for the content on websites linked from our Website. Links are not an endorsement by us. We are not responsible for any loss or damage that may result from your use of these external websites.
8.6 You should carry out comprehensive due diligence independently. Decisions should not be based solely on the BizCrunch Data, and we are not liable under any circumstances for any claims, costs, damages, or losses that arise from reliance on this BizCrunch Data.
Third Party Claims
9.1 Some information or content on the BizCrunch Platform may be provided to us under a license, and thus, intellectual property or other rights in such content might be owned by third parties.
9.2 Any violation of your Subscription Plan could potentially cause us to fail to meet our contractual obligations to the aforementioned third parties. In the event that your or your Users' actions result in us incurring liabilities to such third parties, you agree to indemnify us for any and all resulting costs, which you recognise could substantially exceed the cost of your Subscription Plan.
9.3 For the avoidance of doubt, should BizCrunch conclude that you have complied with your Subscription Plan and your actions have not led to any claims by third parties, we will protect you against any such claims from third-party suppliers.
9.4 Your eligibility for indemnification under the terms specified in clause 9.3 is contingent upon fulfilling the following conditions: If a third party asserts a claim, or indicates an intention to make a claim against you that might result in indemnification under clause 9.3 (referred to as a "Claim"), you must:
a. Notify us in writing within 7 days of the Claim, detailing the specifics of the Claim with reasonable precision;
b. Refrain from acknowledging any liability, or entering into any settlement or agreement regarding the Claim without our express written consent;
c. Provide us and our professional advisors with reasonable access (upon adequate notice) to your facilities and to your officers, directors, employees, agents, advisors, and any pertinent materials, accounts, documents, and records that are within your control, so that we and our advisors can inspect and potentially create copies (at our expense) for evaluating the Claim; and
d. Accept that we have the exclusive right to manage, negotiate, settle, or contest the Claim.
Force Majeure
BizCrunch shall not be in breach of this Agreement nor liable for delay in performing, or failure to perform, any of its obligations under this Agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control. The time for performance of such obligations shall be extended accordingly. If the period of delay or non-performance continues for 2 weeks, you may terminate this agreement by giving 10 business days written notice to us.
Intellectual Property Rights
11.1 You acknowledge and agrees that BizCrunch and/or its licensors own all intellectual property rights in the Services. Except as expressly stated herein, these terms does not grant you or your Users any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Services.
11.2 BizCrunch confirms that it has all the rights in relation to the Services that are necessary to grant all the rights it purports to grant under, and in accordance with these terms.
11.3 “BizCrunch” is a UK registered trade mark of Biz Crunch Ltd. You may not use any trademark of ours (or any confusingly similar trademark) for any purpose except as expressly permitted by us in writing or under applicable law.
Notices
12.1 Notices required under these terms must be written and can be delivered either by hand, sent by first-class post or express delivery to the recipient's registered office (if it is a company) or primary place of business (for others), or sent by email to the designated addresses. If an address changes, the new one must be provided in writing.
12.2 A notice is considered received if it is handed over directly at the correct address, at that moment; if sent by mail, at 9.00 am on the second working day after it was sent; or if sent by email, at the time it was sent, unless it's outside business hours, in which case it's when business hours start again.
12.3 This clause 12 does not cover legal documents or proceedings related to legal actions, arbitration, or dispute resolution.
Variation
13.1 No variation of this agreement shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
13.2 These Terms and Conditions supersede any terms you may seek to impose via a purchase order or otherwise in the course of your business with BizCrunch.
Waiver
14.1 A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.
14.2 A delay or failure to exercise, or the single or partial exercise of, any right or remedy shall not waive that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy.
Rights and Remedies
Except as expressly provided in this agreement, the rights and remedies provided under this agreement are in addition to, and not exclusive of, any rights or remedies provided by law.
Severance
16.1 If any provision or part-provision of these terms is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of these terms.
16.2 If any provision or part-provision of this agreement is deemed deleted under clause 16.1 you and BizCrunch shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.
Assignment
BizCrunch may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this agreement.
Third Party Rights
These terms does not confer any rights on any person or party (other than the parties to this agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
Governing Law and Jurisdiction
19.1 These terms 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 interpreted in accordance with the law of England and Wales.
19.2 Each of BizCrunch and you irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims).