TERMS & CONDITIONS

TERMS OF USE

The following (together with the documents referred to herein) are the terms and conditions on which we will supply you with products (Products) and/or services (Services). Please read these documents carefully before ordering any Products or Services from us. You should understand that by ordering any of our Products or Services, you agree to be bound by these terms and conditions.

Please understand that if you refuse to accept these terms and conditions, you should not order any Products or Services.

1. INFORMATION ABOUT US

1.1. xibo Limited (the Company/ we), which is registered in England and Wales under company number 6841995 and with our registered office at 4th Floor Market Chambers 5-7 St Marys Street Cardiff CF10 1AT.

1.2. Our main trading address is 4th Floor Market Chambers 5-7 St Marys Street Cardiff CF10 1AT.

1.3. Our website is at www.xibo.io

2. YOUR STATUS

2.1. By placing an order with us, you warrant that:

2.1.1. you are at least 18 years old;

2.1.2. you are legally capable of entering into binding contracts and are authorise to enter into this Contract (as defined below) by any company for whom you work;

2.1.3. you will provide us with the information we need to supply the Products and/or Services and ensure that such information is accurate in all material respects; and

2.1.4. you have obtained any permissions and/or consents that may be required before we deliver the Products and/or Services to you.

3. HOW AN ORDER IS PLACED AND THE CONTRACT IS FORMED BETWEEN US

3.1. You will have an initial consultation with us by telephone or in person in which we will discuss with you your goals and what Products and/or Services you would like to buy to help to achieve those goals.

3.2. We will then send you a confirmation email setting out the details of the order you would like to place with us and incorporating these Terms of Sale (Confirmation). The contract between us (Contract) will only be formed when you accept the Confirmation and the Terms of Sale by replying ‘I AGREE’.

3.3. Part of the initial consultation process is to inform us of any specific preferences you might have. We will not supply customers with Products or Services if we believe that the event is not suited to our Services or Products or that they will be ineffective.

3.4. Following your initial order, you may renew orders for Products and/or Services by contacting us (the minimum per order being one event). You may also change your order upon such renewal, for example, to include new events and/or venues.

4. CANCELLATION RIGHTS – REFUND POLICY

4.1. You will not have any right to cancel an order once you have entered into the Contract.

4.2. Subject to clause 6.3 below, we will not issue any refunds to you once you have signed the Contract.

5. AVAILABILITY AND DELIVERY

5.1. Our goal is to deliver our Products and Services on-time i.e. marketing your event in enough time to deliver value. Unfortunately, factors such as third party listing sites, editorial teams and technical complications occasionally prevent us from achieving this. We cannot accept liability for poor performance due to conditions beyond our control.

5.2. We advise that you supply the details of an event to us with a minimum of 2 weeks prior to the event date.

6. PRICE AND PAYMENT

6.1. Payment for all Products and Services may be by credit or debit card as follows:

6.1.1. for one-off orders for singles or bundles, we will take payment after the Contract is signed;

6.1.2. for subscription services, you can opt for a contract for any period up to 12 months, which will be automatically extended for further periods of one month until you terminate it by giving us at least 30 days advance written notice. We will take payment for the first month of the subscription service after the Contract is signed. Thereafter, we will take payment each month in advance on the day each month falling on the same day as the date the Contract commenced or the next business day where that day is not a business day. In some cases, by prior written agreement with us, you may pay for subscription services in cleared funds to our bank account within 30 days of receiving an invoice from us.

6.2. Product and Service prices exclude VAT.

6.3. If you do not pay us when payment is due, we may suspend the Services until payment of all arrears is made. If money is outstanding from you to us for more than 14 days then we may terminate this agreement without compensation to you.

6.4. If you find that any Products or Services are unacceptable then you must inform us as soon as possible and give us the opportunity to inspect the service report. If, at our discretion, we find that the Product or Service delivered is not consistent with our usual high standards we will refund the cost of such unsatisfactory Product or Service to you. We will not be responsible for any Product or Service that fails due to factors outside our control.

Questions, comments and requests regarding payment should be addresses: payment@xibo.com.

7. TERMINATION

7.1. If you have a Contract with us for a subscription service, you may terminate the Contract by giving not less than 30 days notice in writing to us.

7.2. We may terminate the Contract between us by giving 14 days notice in writing to you or in accordance with clause 6.3.

7.3. On termination of the Contract, for whatever reason, you will immediately pay us any and all outstanding monies you owe us.

8. QUALITY

8.1. We warrant to you that any Product and/or Service purchased from us will, on delivery, conform in all material respects with its description, be of satisfactory quality, and be reasonably fit for all the purposes for which products of that kind are commonly supplied.

9. OUR LIABILITY

9.1. Our liability for failing to deliver Products or Services of satisfactory quality or otherwise in breach of this contract is limited to the price of those Products or Services. We are not responsible for any indirect or consequential losses, loss of profit, loss of business opportunity or loss of goodwill.

9.2. This does not include or limit in any way our liability:

9.2.1. for death or personal injury caused by our negligence;

9.2.2. under section 2(3) of the Consumer Protection Act 1987;

9.2.3. for fraud or fraudulent misrepresentation; or

9.2.4. for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.

10. EVENTS OUTSIDE OUR CONTROL

10.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control.

10.2. We will submit your event in the appropriate format and by appropriate means to various targeted event listing sites. However, we do not own or control these sites and we cannot guarantee the event will go live on these sites.

10.3. The third party event listing sites which publish your events will endeavor to rank your event in third party search engines (such as Google). We do not own or control these search engines and we cannot guarantee the event will be seen in natural search.

11. WRITTEN COMMUNICATIONS

11.1. Applicable laws require that some of the information or communications we send to you should be in writing. We will contact you by e-mail. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

12 INTELLECTUAL PROPERTY

12.1. You acknowledge that all Intellectual Property Rights (i.e. patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business and domain names, rights in goodwill, design rights, rights in computer software, database rights, topography rights, moral rights, rights in confidential information, including know-how and trade secrets, and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world) in or arising out of or in connection with the Products and/or Services belong to us.

12.2. You also acknowledge that the use of any third party Intellectual Property Rights in the Products and Services may be conditional on us obtaining a licence from the relevant third party.

13. NOTICES AND COMMUNICATIONS

13.1. All notices given by you to us must be given in writing to xibo.com at hello@xibo.com or to 83 Great Titchfield Street London W1W 6RH. We may give notice to you at either the e-mail or postal address you provide to us when placing an order. Notice will be deemed received and properly served 24 hours after an e-mail is sent, or three days after the date of posting of any letter. 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 e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

14. PRIVACY POLICY

14.1. We will keep confidential any confidential information you provide to us and will not disclose it to anyone other than our employees, officers, agents, consultants or sub-contractors unless we are required to do so by law or regulatory authority.

14.2. We may collect and process basic information about you that you provide us such as your name, email address and other contact details as well as details of transactions you carry out through our site and of the fulfillment of your orders. If you contact us, we may keep a record of that correspondence.

14.3. We use information held about you in the following ways:

14.3.1. to provide you with information, products or services that you request from us or which we feel may interest you, where you have consented to be contacted for such purposes;

14.3.2. to carry out our obligations arising from any contracts entered into between you and us; and

14.3.3. to notify you about changes to our service.

15. VARIOUS

15.1. These terms and conditions together with the documents referred to herein represent the entire agreement between us.

15.2. We each acknowledge that, in entering into a Contract, neither of us relies on, or will have any remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in these terms and conditions or the documents referred to in them.

15.3. We have the right to revise and amend these terms and conditions from time to time.

15.4. You will be subject to the policies and terms and conditions in force at the time that you order Products or Services from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the Confirmation (in which case we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within three working days of receipt by you of such notification).

15.5. Contracts for the purchase of Products or Services and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) will be governed by English law. Any dispute or claim arising out of or in connection with such Contracts or their formation (including non-contractual disputes or claims) will be subject to the non-exclusive jurisdiction of the courts of England and Wales.