Terms and Conditions
General terms
1. The Parties
1.1. “We”, “us”, and “our” means Fraction 7 Ltd, a company registered in England and Wales with company number 10638447.
1.2. “You” and “your” means the person who has ordered services from us or, if you ordered on behalf of a company or other entity for which you are authorised to do so, that company or other entity.
1.3. Our “web site” is https://www.communitybox.co/
2. Definitions
2.1. "Platform" means the Community Box service platform and dashboard.
2.2. “Business Days” means Monday to Friday excluding any bank holidays or other national holidays in England.
2.3. “Cancelling” an order means asking us not to give effect to an order you have placed, before we have made that service available to you.
2.4. ”Restricting” a service means that we make some parts of the service unavailable or operate at a lower speed.
2.5. ”Service period” means the duration you have selected for your Service plan.
2.6. ”Staff” means our employees and authorised contractors.
2.7. “Suspending” a service means that we stop your service from working, but keep it in a state from which we can resume it quickly. Suspension does not affect your obligations under this agreement, and does not terminate this agreement.
2.8. ”Terminating” a service means that we stop supplying your service completely and terminate this agreement in respect of those services. At this point you are no longer liable for further ongoing charges, but must still pay any outstanding invoices.
2.9. Any reference to a “day” means a period of 24 hours. For example, a period of two days from now means two periods of 24 hours from now.
2.10. "Duration" the duration of your service period.
3. Our agreement with you
3.1. If you order services from us, your order, and your use of our services, is subject to these terms.
3.2. These terms apply to the exclusion of any terms you supply us, or which accompany or are referenced in or linked from any purchase order or communication you send us. They supersede all previous negotiations, understandings and representations. If you do not agree to this, you do not have authority to access our services or systems.
3.3. This agreement is governed by English law.
3.4. Any provision of this agreement which refers to a charge or fee which we may levy on you confers an obligation on you to pay those charges or fees.
4. Duration
4.1. This agreement lasts for the duration of your Service period, unless either party terminates it sooner. See clause 13 in respect of renewal.
4.2. Clause 14 sets out your cancellation rights if you are a consumer, and clause 15 sets out your termination rights.
5. Your general obligations
5.1. You must:
5.1.1. comply with our reasonable instructions, guidelines and directions about the use of the services;
5.1.2. co-operate with us in all matters relating to the services, and do so in a timely manner;
5.1.3. provide any information required by us accurately, comprehensively, in good faith, and in a timely manner;
5.1.4. keep your account credentials secret, and secure your network and equipment as you consider appropriate to the risks facing you. If you become aware of a compromise, you must immediately change your account password(s) and other security devices and notify us;
5.1.5. behave at all times in a polite and professional manner towards us and our staff;
5.1.6. maintain such backups, disaster recovery plans, and resiliency plans, as are appropriate to your situation;
5.1.7. comply with all applicable law;
5.1.8.
ensure that your users (and anyone else who may use the services) comply
with all the obligations under this agreement which are imposed on you (except
for obligations to pay). You are liable to us for their breach or
non-compliance.
Ensure that the profiles stored in the directory all comply with our Acceptable
Content policy (Section 5b)
5.2. You warrant that you have the full power and authority to enter into this agreement.
5.3. You agree that any breach of this clause 5 is a material breach of this agreement.
6. Acceptable Content
6.1. Under no circumstances may the service be used to store or broadcast material falling into the following categories:
6.1.1. content of a sexual nature, or content that could be construed as soliciting or selling services of a sexual nature
6.1.2. content that could be construed as facilitating or encouraging acts of violence, racism, or any forms of discrimination based on gender, ethnicity, or religion
6.1.3. names, contact details, photos, videos or any form of information whatsoever that pertains to minors and children
6.1.4. any material that would be considered illegal or unlawful in either your local jurisdiction or in any of the following jurisdictions: the United States of America, Canada, the United Kingdom or Denmark
6.2. The decision as to whether content falls into these categories shall remain solely at the discretion of Fraction 7 Ltd.
6.3. Any data you store with Community Box may be monitored and analysed at any time by:
6.3.1. authorised employees of Fraction 7 Ltd
6.3.2. authorised agents acting on behalf of Fraction 7 Ltd
6.3.3. automated processes (sometimes called “algorithms”) run by Fraction 7 Ltd
in order to ensure that the data you store complies with the “Acceptable Content” provisions outlined in section 5b.1
7. Dates and times are estimates
7.1. Any date or time we communicate to you in respect of the services, including as to installation or activation, is an estimate.
8. Service access, suspension, and maintenance
8.1. While we will use our reasonable efforts to maintain and operate the services, we make no promises that they will always be available or functioning, nor that they will be fault-free.
8.2. We may restrict or suspend all or part of the services if, in our reasonable opinion, you fail to comply with your obligations under this agreement, or if we consider it is necessary to do so:
8.2.1. to stop or mitigate any security or integrity incident, threat or vulnerability, or problem or attack affecting our network, equipment, or services (including any network, equipment, or services provided to another customer);
8.2.2. because we reasonably suspect that you cannot, or are not required to, pay your invoices;
8.2.3. to deal with behaviour which, in our reasonable opinion, amounts to misuse of the services; or
8.2.4. to comply with a legal obligation.
8.3. You accept that, from time to time, the services may be unavailable to you, while we carry out maintenance activity. We will try to keep any disruption to a minimum.
9. Service level agreement (SLA)
9.1. Some of our services have specific service levels. If applicable to your service plan, the service level is as set out on our website.
9.2. If our website states that a service level has a user agreement or user requirement — for example, a statement of what you must do, or must not do — to be eligible for the service level, you must adhere to this agreement or requirement. If you do not do so, the service level does not apply.
9.3. Provided that you have complied with clause 8.2, if we fail to meet our stated service level, you are eligible to receive a refund in you choose to cancel your account with "us" but only for monthly periods not used.
9.4. If a service does not have a specific service level, we will use reasonable efforts to remedy things which go wrong, where we are responsible for them.
10. Technical support
10.1. You must notify our support team promptly of any fault or suspected fault with your services. If you can, please contact us by sending an email to help@communitybox.co. Posting on social media does not constitute notice.
10.2. Unless agreed otherwise, we will provide you with technical support during the hours set out on our website. Our support covers the services which we have sold to you. We do not provide technical support in respect of any website on which you install our software.
10.3. You must promptly provide all reasonable assistance to our staff when they are attempting to diagnose or fix problems.
11. Data Protection Interpretation
11.1. Please see our Privacy Policy for details about Data Protection, including your obligations and information about our data handling policies.
12. Pricing
12.1. We publish current prices on our web site.
12.2. We’re only human and, sometimes, we make mistakes. We are not bound by any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information, and we can correct any error without any liability.
13. Payments and invoicing
13.1. You must pay for our services in advance. You also agree to pay any other sums due under this agreement.
13.2. You agree not to cancel, reverse, revoke, or do anything similar to, any payment you make to us. If any payment you make is cancelled, reversed, revoked, or similar, that payment shall be deemed as having never been made to us.
14. Service plan expiry and renewal
14.1. Your service plan, and this agreement, expire automatically at the end of the service period.
14.2. Clauses 13.3 to 13.9 set out how you can renew your service plan for another service period. We are not obliged to accept any request or instruction from you for renewal.
14.3. If you contact us within 90 days of the expiry of your service period, we may permit you to renew your service plan, provided that you pay us in full in respect of all missed service periods. (For example, if your service plan expires at the end of May, and you do not renew it immediately or automatically, and you contact us at the beginning of August, we may agree to renew your service plan provided that you pay us at that point for June, July, and August.)
14.4. By default, your service plan is set to renew automatically. This means that, on expiry of your service period, this agreement will renew for another service period, equivalent in length to the just-expired service period.
14.5. If you store a credit or debit card with our payment gateway and have allocated that card to your service plan, our payment gateway will attempt to charge that card to renew your service plan automatically. You are responsible for ensuring that the card details are valid and up to date, and you must have the permission of the card holder to store the card with our payment gateway and for them to charge it.
14.6. If you do not set your service plan to renew automatically, we will try to send you renewal reminders before the expiry of your current service period.
14.7. If you want to renew your service plan for another service period, without any loss of service, we must receive your payment for the renewed service period on or before the expiry of your current service period. Otherwise, this agreement, and your service plan, will expire, and the services will no longer be available.
15. Cancellation and money-back guarantee
15.1. We offer a no-quibble cancellation / money-back guarantee in respect of our platform services.
15.2. If you wish to cancel this agreement under this guarantee, you must email help@communitybox.co and we must receive your email within 30 days of the date on which you make your first payment to us in respect of the relevant services.
16. Terminating this agreement
16.1. You can terminate this agreement at any time on notice to us. If you are terminating this within 30 days of your most recent service charge then we will provide you with a pro-rated refund of that charge. After 30 days you will no longer be eligible for a refund.
16.2. If we commit a material breach of this agreement, and you have notified us of this and we have not remedied that breach within 10 Business Days, you may terminate this agreement by notifying us. If you terminate this agreement in accordance with this clause 15.1, we will issue you with a pro rata refund reflecting the remaining part of your service period.
16.3. We may terminate this agreement immediately by notifying you if:
16.4. We are entitled to do so under this agreement; or
16.5. You commit a material breach of an obligation under this agreement.
16.6. We may terminate this agreement and/or any services at any time and for any reason by giving you 30 days’ notice of such termination. If we choose to terminate under this clause 15.4, we will issue you with a pro rata refund reflecting the remaining part of your service period in respect of the services which we have terminated.
16.7. Cancellation, termination or expiration of this agreement or any services shall not affect any rights, obligations or liabilities of either party that have accrued before termination or that are intended to continue to have effect beyond termination or expiration.
17. Varying this agreement
17.1. If we intend to vary this agreement, and we want those variations to take effect during the current service period, we will give you reasonable notice of the variation, and we will tell you when the variation will take effect. Circumstances in which we might need to vary this agreement include:
17.2. Changes in the law or regulatory or other official guidance;
17.3. Changes to the services we offer; and
17.4. Changes to the prices we must pay to our suppliers or the services which we obtain from our suppliers.
17.5. If we intend to vary this agreement as it would apply to any renewed service period, we will give you reasonable notice of the variation. The variations will take effect automatically on the next renewal of your service period. If you do not agree to the variation, you must terminate this agreement before your service period renews by contacting us at help@communitybox.co
18. Indemnities
18.1. Where, in this agreement, we say that you will indemnify us from something, it means that you agree to fully indemnify and keep us fully indemnified from and against all actions, demands, costs (on a full indemnity basis), losses, penalties, damages, liability, claims and expenses (including legal fees) whatsoever incurred by us and arising from that thing.
18.2. You will indemnify us from:
18.3. Your breach of this agreement, non-compliance with the terms of this agreement (other than in respect of payment) by your users, and your negligence, or other act, omission or default;
18.4. The operation or break down of any equipment or software owned or used by you;
18.5. Any claim brought against us by any third party alleging that its intellectual property rights are infringed by the use by your use of the services; and
18.6. Your use or misuse of the services.
18.7. In clauses 17.2.1 – 17.2.4, references to “you” and “your” include your users, and anyone else who makes use of the services.
19. Limits on liability
19.1. If you are not a consumer, and unless we have said differently elsewhere in this agreement, all conditions, warranties or terms which might have effect between you and us, or be implied or incorporated into this agreement (whether by statute, common law or otherwise) are excluded to the extent permitted by law, including the implied conditions, warranties or other terms as to satisfactory quality, fitness for purpose or the use of reasonable skill and care.
19.2. Neither party limits or excludes its liability to the other for personal injury or death caused by its negligence, for fraud or fraudulent misrepresentation, or for any matter for which, at law, a party cannot limit or exclude its liability.
19.3. You do not limit or exclude your liability for any indemnities in this agreement, or for sums due under it.
19.4. Our total liability to you under or in connection with this agreement, is a “money back guarantee”, meaning the lesser of:
19.5. a pro-rata sum of the price you paid for our service(s) to which the claim relates, for the period in which we were in breach of this agreement; and
19.6. the amount you paid for those services for the service period in which you notified us of the circumstances giving rise to the claim.
19.7. Subject to clauses 18.1 – 18.3, neither party shall be liable to the other for special, indirect, or consequential losses, nor for the following types of loss, whether direct, indirect, special or consequential, in each case however caused:
19.8. financial loss (other than in respect of sums due from you to us under this agreement), including loss of profits, earnings, business, goodwill, business interruption;
19.9. expected or incidental losses; loss of expected savings; loss of sales; failure to reduce bad debt; reduction in the value of an asset; and
19.10. loss of, or corruption to, data.
19.11. You agree that the limits of liability in this agreement are fair and reasonable.
20. Events outside reasonable control
20.1. Neither party will be liable to the other for any delay or failure in the performance of that party’s obligations caused by events outside that party’s reasonable control, but only if that party promptly notifies the other of the circumstances of the event. This clause 19.1 does not apply to your obligation to pay any sums due under this agreement.
20.2. We may notify you by email, or by posting an update on our web site.
20.3. If the event persists for 30 days or more, the party not affected by the event may give notice to the other to terminate this agreement with effect from a date specified in the notice without penalty or other liability (except for any liability on your part to pay any sums due under this agreement).
21. Notices
21.1. Any notice (except for the service of court proceedings) shall be sent to the other party by any of the following methods:
21.1.1. by email to the receiving party’s nominated email address for service. In our case, this is the help@communitybox.co email address on our contact page on our web site. In your case, this is the email address which you have provided to us for sending invoices; or
21.1.2. by a signed-for postal service which provides proof of delivery.
21.2. Both parties consider that notice has been given:
21.2.1. in the case of email, for us notifying you, one clear day after the time at which we sent the email;
21.2.2. in the case of email, for you notifying us, one clear day after you receive confirmation from us that we received such notification; and
21.2.3. in the case of signed-for post, two Business Days, or for international mail, five Business Days after posting.
21.3. Notice for the service of court proceedings shall be by a signed-for postal service which provides proof of delivery, or by courier, and such notice shall be addressed:
21.3.1. to us, addressed to Community Box, and sent to our registered office address; and
21.3.2. to you, to the most recent address which we have on file for you or, where no such address exists, to an address which we reasonably believe is linked with you. We may instead serve you by email, if we are not reasonably able to serve notice to you by post or courier.
21.4. You must obtain and retain proof of sending of any notice, and you must provide this proof of sending to us promptly on request.
22. Dispute resolution procedure
22.1. Each party shall deal with any disputes or claims arising out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims) as follows:
22.2. the issue in dispute shall be referred for discussion to, in your case, the main account holder, and in our case, the Managing Director.
22.3. Subject to clause 21.4, if, after exhausting the procedure set out in clause 21.1, the dispute is still not resolved, you, or we, may bring a claim before the courts of England or Wales. Each party agrees to the exclusive jurisdiction of the courts of England or Wales in respect of any claim, dispute or matter arising out of or in connection (including non-contractual claims) with this agreement. If you are a consumer, you may instead bring a claim before the courts of the part of the United Kingdom in which you reside.
22.4. Neither party is permitted to bring any claim more than one year after the date on which the cause of action for that claim accrued.
22.5. Clauses 21.1 and 21.2 do not affect our, or your, ability to seek an injunction, or other appropriate interim relief, from the courts of England or Wales (or, if you are a consumer, from the part of the United Kingdom (or, if you do not live in the United Kingdom, the country) in which you reside). Either party may do this without exhausting the dispute resolution procedure.
22.6. Each party shall bear its own costs for this dispute resolution procedure, up to the involvement of the courts. Costs related to the involvement of the courts shall be at the court’s discretion.
22.7. You agree that the allocation of risk in this clause 21 is fair and reasonable having regard to all the circumstances.
23. Miscellaneous terms
23.1. We welcome feedback, comments and suggestions. You grant us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicenseable and transferable licence under any and all intellectual property rights that you own or control to do whatever we want with your feedback, comments and suggestions.
23.2. A person who is not a party to this agreement has no rights under this agreement. This includes any users or customers you may have.
23.3. If any part of this agreement is found to be invalid or unenforceable by any court, this shall not affect the other provisions of this agreement and those provisions shall remain in full force and effect.
23.4. If a party fails to exercise a right or remedy, this failure shall not prevent that party from exercising that right or remedy subsequently for that or any other incident.
23.5. A waiver of any breach or provision of this agreement shall only be effective if made by email or in other writing.
23.6. We may assign, transfer, charge, sub-contract or deal in any other manner with any of our rights or obligations under this agreement. You may not do these things without our prior written consent.
23.7. Nothing in this agreement establishes any partnership, joint venture, or agency. You shall not hold yourself out as being an agent, partner, representative or otherwise being entitled to bind us.
24. Resource allocation and performance
24.1. We will allocate you with server resources in accordance with your service plan.
24.2. We monitor the performance of our servers, and try to deal with reductions in operating performance within a reasonable time. In respect of Platform services using shared resources, you acknowledge that an occasional reduction in operating performance of the services is a natural part of the services. This is outside of our control and accordingly we are not liable for these reductions.
25. Your licence to us
25.1. You hereby grant us, in respect of all content which you upload or have uploaded to our services in which you own, or have the right to license, the intellectual property rights, a non-exclusive, royalty-free licence to do all such things as we need to do to perform our obligations and make full use of our rights under this agreement.
25.2. You must procure that any third party who owns any rights in respect of content which you, they, or any third party uploads to our servers, grant to us a licence on the same terms as the licence set out in clause 25.1.
26. Your responsibilities
26.1. You are responsible for the content which you or your users store on or transmit on our platform Services. You must ensure that your use, and your users’ use, of our services, and any content stored on or transmitted through our services, is lawful. In particular, you must not, and you must ensure that your users do not, upload any content which infringes any rights of any third party (including intellectual property and data protection rights). You indemnify us from any breach.
26.2. You are responsible for making sure you or your users do not upload illegal content this includes but is not limited to: the content described in section 5b.1, obscene images, terrorist content, harassment content, personally identifiable information not belonging to the user, hate speech and Child Sexual Abuse Material (CSAM).
26.3. You must include these responsibilities (26.1 & 26.2) in your terms and conditions and or privacy policy for your users/members.
27. Backup services
27.1. Your service plan includes backup services, we will use reasonable efforts to back up your data, as set out in your service plan.
27.2. We draw your attention specifically to clause 18.5.3 of this agreement, which applies in respect of any backup services.
28. Server access
28.1. You cannot, and may not, physically access any server we use to provide the platform service, nor visit or access the data centres.
29. Acceptable use policy
29.1. In addition to your general obligation to comply with all applicable laws (in clause 5.1.7), you must not, and must not permit any third party to:
29.2. permit any such tool or scripting that allows shell access to our servers or services provided under this agreement without our express written permission.
29.3. implement any tool that allows or may allow anonymous use of our services.
29.4. use our services to host any content which is prohibited under English law, or to host any content in a manner which is not permitted by English law.
29.5. intentionally host or transmit files containing a computer virus or corrupted data.
30. Fair use policy
30.1. If you are using our maps feature, we have a limit of 10,000 page views per month across all plans. If you go beyond this then we ask that you supply us with a Mapbox API key as outlined below.
30.2. We think it's important to be transparent about our pricing, and we want Community Box to be sustainable both for our customers and for ourselves as a business. When a directory is very popular, we can end up making a loss because our maps provider (Mapbox) charges us a lot more.
30.3. So what happens if you go over 10,000 page views and you are using our maps feature?
30.4. Don't worry. We won't turn anything off on your directory without contacting you first. Here are the steps we'll take.
30.5. We'll ask you to create your own Mapbox account, which is free. This will give you your own limit of 50,000 page views per month.
30.6. We'll link your new Mapbox account up to your directory and make sure it's all working. All your profiles will still show on the map.
30.7. If you go over 50,000 page views per month, you'll be charged directly by Mapbox in accordance with their pricing plans
30.8. We'll send you emails to let you know you've gone over the fair-use page view limit. If we don't hear back from you, the first step we'll take is to switch your map to the toggle view, meaning the map won’t load automatically but instead visitors to your directory will need to press a button to reveal the map.
30.9. If your directory is still experiencing a large volume of map views, we will email you again to ask you to set up your own Mapbox account.
30.10. If we still don't hear back from you, we may disable your map. All of your profiles will still be visible, and you can get in touch with us at any point to connect your own Mapbox account.
31. Monitoring and takedown
31.1. We do proactively monitor the content which you upload to our Platform services.
31.2. We may terminate, suspend, or restrict your account, or disable or remove your content, if we are required to do so by law, if we could be liable for your usage if we did not do so, or if you do not comply with your obligations under this agreement. We are not liable to you if we do this.
31.3. We are not required to notify you in advance if we remove your account or content in accordance with this clause 29.
32. Deletion on termination
32.1. You can delete your content at any time. We will retain your content for 90 days following termination of this agreement. After this time we will delete it. If you want to retain any content, you must download it before termination takes effect.
33. Further information
33.1. If you have any questions about any contents of this policy, or questions about compliance with the policy or any other matter pertaining to the terms and conditions of using the Community Box product, please contact help@communitybox.co and we will be happy to assist you.
33.2. Our registered office address is 8 Glantraeth Estate, Valley, Holyhead, Wales, LL65 3AN.