1. General

1.1

Pitch Hero Limited (company number 06361033) ("We", "Us", "Our", "Pitchero" except where it is clear from the context that references to “we”, “us” or “our” means both of us) offer a variety of services and products, including:

1.1.1

Our service package which provides a suite of digital services including a sports management platform, content management system, membership database and payment tools (“Pitchero”), as more particularly described on the Websites;

1.1.2

Our service package that enables You track individual and team performance analysis from training and match play (“PitcheroGPS”), as more particularly described on the Websites; and

1.1.3

Our player GPS tracker products (“Player Trackers”) and associated accessories, such as base layers/vests and charging cases (“Accessories”) We supply to You to use in connection with the PitcheroGPS service.

1.2

In this document when We refer to:

1.2.1

the “Service” We mean the Pitchero service and/or PitcheroGPS service You have subscribed to; and

1.2.2

the “Products” We mean the Player Trackers and/or Accessories You have purchased from Us.

1.3

This document (together with the documents referred to in it) tells You the terms of service and supply (“Club Terms”) that apply to any club/league/county/team entity (“Club”) when You order Services and (where applicable) purchase any Products from Us using Our websites at www.pitchero.com, www.pitcherogps.com or any other website of Ours on which these Club Terms are posted (“Websites”) or Our mobile applications.

1.4

The Club Terms constitute the terms between Pitchero and the Club. Each of these Club Terms apply to the supply of our Services and Products except where it is specified they only apply to the Pitchero service or the PitcheroGPS service (or, as the case may be, associated Products).

1.5

The individual who orders the Services from Us and creates the Club Account and (where applicable) purchases Products from us on behalf of the Club (“Webmaster” “You” “Your”) undertake that You have the necessary authority to enter into the Club Terms on behalf of the Club. Both You and any other person to whom You give administrative access to and/or control of the Club Account (“Officials”) must ensure adherence to the Club Terms on behalf of the Club.

1.6

By ordering Services and (where applicable) Products from Us, You indicate that You accept these Club Terms and that You agree to abide by them. If You do not agree to these Club Terms, please refrain from ordering Services and Products from Us. We reserve the right to update and change the Club Terms from time to time. To the fullest extent permitted by applicable law, Your continued use of the Services and/or purchase of Products following any change will constitute Your acceptance of such changes. These Club Terms are additional to the terms You agreed to when signing up to Our Websites. If there is any conflict between those terms and these Club Terms, these Club Terms shall prevail.

2. Orders and Creation of a club account

2.1

Please check Your order carefully and correct any errors before You submit it to Us.

2.2

After You place Your order, We will send You an acknowledgment email to let You know that We have received Your order. This does not mean that Your order has been accepted by Us. Your order is an offer to buy Services or Products from Us on these Club Terms.

2.3

Acceptance of Your order by Us takes place when We send You an order confirmation email, at which point a legally binding contract is formed between You and Us on these Terms.

2.4

If We do not accept Your order, We will email You using the details You provided when You placed Your order. We have the right to reject any order for any reason.

2.5

All orders are subject to availability.

2.6

We cannot guarantee that any Services or Products will be available at any given time. We also cannot guarantee that access to Services will be uninterrupted, error free or secure.

2.7

Descriptions of our Services and Products are set out on our Websites. Please read the descriptions carefully.

2.8

Any pictures and images provided on the Websites, including Product packaging, are for illustration purposes only. The Products ordered by You and their packaging may vary slightly from those pictures or images.

2.9

To create a Club Account You must have a valid Pitchero ID or PitcheroGPS ID (as applicable to the relevant Service) and be aged 18 or over. As Webmaster, You are responsible for the operation and administration of the Club Account.

2.10

You agree to immediately notify Us in writing of any unauthorised use of the Club Account or any other breach of security and logout from Your Club Account at the end of each session. We will not be liable for any loss or damage arising from Your failure to comply with this clause 2.10.

2.11

You agree to provide true, accurate, current and complete information about yourself and the Club (“Registration Data”) as prompted by the Club Account registration form, and You must maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If You provide any information that is untrue, inaccurate, not current or incomplete, or We have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, We have the right to suspend or terminate Your individual account and/or the Club Account and refuse any and all current or future use of the Service (or any part thereof).

3. Subscriptions, charges and payment

3.1

The charges for the Services and Products are shown on the Website You ordered them from and are inclusive of VAT however they exclude the cost of delivering the Products to you. For information on delivery options and costs, go to the delivery information pages on our Website. The cost of delivering the Products to You will also be notified to You by Us before You purchase the PitcheroGPS service package or individual Products (as the case may be).

3.2

We accept payment for Services and Products using most major credit cards and debit cards. You/the Club can also pay: (a) by Apple Pay and Google Pay; (b) for the Pitchero service by: (i) setting up a monthly direct debit (preferred method); and (ii) cheque; and (c) for the Pitchero service or PitcheroGPS service by electronic bank transfer. Please note that payment by cheque or bank transfer will incur a £30 administration charge. If You/the Club want to pay by bank transfer Our bank details are available upon request. Cheques should be made payable to Pitch Hero Ltd and posted to Pitchero, Sterling House, Capitol Park East, Tingley, Leeds, West Yorkshire, WF3 1DR for the attention of Pitchero Support Team.

3.3

All payments (except cheques) are processed via 3rd party payment providers and We will not have access to Your card and/or bank details at any time.

3.4

The charges for the Products and Services must be paid by You in advance in the manner notified by Us to You. During promotional periods We may request and You shall pay (to the fullest extent permitted by applicable law) a non-refundable deposit for supply of the PitcheroGPS service and Products and the balance shall be paid by You before we ship the Products to You and give You access to the PitcheroGPS service for Your subscription term.

3.5

You can subscribe to the Pitchero service for a month or a period of 12 months. Your subscription to the Pitchero service will automatically renew at the end of Your current subscription period for a period equivalent to Your current subscription unless terminated by You in a way these Club Terms allow. So for example, if You currently have: (a) a monthly subscription to the Pitchero service, each consecutive renewal period will also be a month; or (b) an annual subscription to the Pitchero service, each consecutive renewal period will be a period of 12 months.

3.6

You can subscribe to the PitcheroGPS service for periods of 12 months only. Your subscription to the PitcheroGPS service will automatically renew at the end of Your current subscription period for consecutive periods of 12 months unless terminated by You in a way these Club Terms allow. Your subscription to the PitcheroGPS service will start on the date we dispatch the Player Trackers provided as part of your PitcheroGPS service package to you.

3.7

If You pay online by credit card, direct debit or other electronic payment We will automatically take payment in advance of each subscription renewal (i.e. monthly or yearly in advance depending on the Service and Your subscription) and will continue to do so until You cancel the Service in a way that these Club Terms allow.

3.8

You can give Us notice to cancel the Pitchero service at any time after Your subscription commences via Your website control panel. You can also send us a cancellation request via email to support@pitchero.com, or in writing to our postal address. Please include Your contact details in case We have an issue with processing Your request. You can give Us notice to cancel the PitcheroGPS service at any time after your subscription commences via the Service control panel made available by Us to you.

3.9

All cancellation requests for the Pitchero service are subject to a 7 day notice period before the end of Your current subscription term. For cancellations for the Pitchero service via post, the notice period is effective from the date that We receive Your request.

3.10

If We accidentally take payment after You have given Us notice that You/the Club no longer wish to subscribe to the Service for an additional subscription term We will refund You for the additional payment made by You.

3.11

You may upgrade or downgrade a Service at any time by selecting the package You want and made available by Us on the Website from time to time. If You upgrade to a higher package, the higher package will be available to You as soon as You/the Club have paid the relevant charges. If You downgrade to a lower value package, You/the Club will be charged the lower amount when Your next scheduled payment is due (i.e. typically Your next subscription renewal). For the avoidance of doubt, You/the Club will not be issued a refund if You/the Club downgrade or cancel part way through a month (if paying monthly) or year (if paying annually).

3.12

If We are unable to collect payment for any reason or You/the Club fail to pay the charges, We may suspend delivery of the Products and/or the features of the relevant Service until We receive payment in full and in cleared funds.

3.13

We reserve the right to change the charges for the Services and Products, as well as the delivery charges, for future orders at any time. Subject to clause 13.1, We will provide You with a least 30 days’ notice of changes to your current Service charges. Those changes will apply in relation to the Pitchero service at the end of that notice period and in relation to the PitcheroGPS service on the next renewal of Your subscription term following the expiry of that notice.

3.14

Some of our Pitchero service packages include the registration of a domain name. If You already have a domain name, You may transfer it into Our system.

3.15

We also provide electronic mailboxes and forwarding addresses as part of the Pitchero service. Please see the pricing page for the limits per Pitchero service package.

3.16

We will cover the cost of Your domain name registration and any mailboxes or forwarding addresses as part of the Pitchero service for as long as You continue to pay for Your Pitchero service package.

3.17

If You cancel Your subscription or fail to pay for Your website package in connection with the Pitchero service, You may experience interruption to Your domain name and associated mailbox service.

3.18

All domain names and associated mailboxes are processed via a 3rd party registrar and will be administered by Us in connection with the Pitchero service. You will continue to own the domain.

3.19

You can transfer the domain name to another registrar/provider. An administration fee of £30 is incurred in order to process the transfer. Please email support@pitchero.com for details of this process.

4. Transaction fees

This clause 4 will only apply if We are supplying Pitchero services to You/the Club.

4.1

Our shop and payments system allows You to collect money from Your members.

4.2

Each transaction carries a transaction fee to Us and also to the relevant payment provider. Our standard transaction fee is 2.9%. It is possible to reduce this to 1.9% by subscribing to the Elite package or 0.9% by subscribing to the Ultimate package. The transaction fee is inclusive of VAT. Exports from the shop and payments systems will separate the VAT.

4.3

Current payment provider transaction fees are available via their respective websites. At the time of writing, provider fees for UK clubs are:

4.3.1

GoCardless: 1% + 20p (max: £4)

4.3.2

Stripe: 1.5% + 20p

4.4

Each payment provider may charge VAT on their transaction fees. Please refer to the payment provider for details.

4.5

Clubs outside of the UK should see provider websites for pricing specific to their location:GoCardless (Director debit/SEPA), Stripe (Credit & debit cards).

5. Cancellation and termination

5.1

If You cancel: (a) the Pitchero service, Your cancellation will take effect immediately; or (b) the PitcheroGPS service, Your cancellation will take effect at the end of Your current subscription period. After Your cancellation takes effect, the Service will be de-activated and will no longer be accessible by the public, by You or the Club Account members unless You expressly request and We agree not to close the Service and keep this in existence so We can try to find someone who will take over Your use of the Services. At our discretion We will give You the opportunity to copy and paste information and content from the Club Account prior to its closure. When a Club Account is closed all information therein may be deleted and We accept no liability for such deleted information or consent.

5.2

We may, in our sole discretion, terminate and/or suspend the Club Account and remove and discard any content within the Club Account for any reason, including without limitation, if We believe that You have violated or acted inconsistently with the Club Terms.

5.3

You agree that any termination of Your access to the Service under these Club Terms may be effected without prior notice. You acknowledge that We may also immediately deactivate or delete the Club Account and all related information and files. We reserve the right to bar any further access to such files or the Service. To the fullest extent permitted by applicable law, We will not be liable to You or any third-party for any termination of Your access to the Service by Us.

6. Product delivery

This clause 6 will only apply if We are supplying Products to You/the Club.

6.1

Subject to You paying for the PitcheroGPS services package (which includes the Products) and/or individual Products ordered (as the case may be) in the manner provided by these Club Terms, We will deliver the Products to You at the address specified in Your Order.

6.2

We are entitled to deliver the Products to You in instalments.

6.3

Once the Products have been delivered to the address specified in Your Order, risk in the Products will pass to You and the Products are classed as having been ‘delivered’. This means that You are responsible for the Products and We are not liable to You if the Products are stolen or damaged after they have been delivered to You. Ownership of the Products will pass to You once You have paid Us all outstanding amounts for the Products ordered by You.

6.4

We will provide You with an estimated Product delivery date during the order process, or in Your order acknowledgement or order confirmation emails.

6.5

We will do all that We reasonably can to deliver Your order within the delivery period or on the delivery date notified by Us to You. If Your delivery is delayed, We will email You to let You know as soon as reasonably possible. However, We are not liable to You for any losses You incur if delivery is delayed because of circumstances beyond Our reasonable control (for example, severe weather, accidents or unpredictable traffic delays).

6.6

If no one is available at Your delivery address to take delivery of the Products and they cannot be posted through Your letterbox, the courier will leave You a note informing You of how to rearrange delivery or collect the Products from a local delivery depot. If a failed delivery occurs and You do not re-arrange delivery or collect the Products from the delivery depot We will contact You for further instructions and may charge You for storage costs and any further delivery costs. If, despite Our reasonable efforts, We are unable to contact You or re-arrange delivery or collection We may end our contract with You for the supply of the PitcheroGPS service package or supply of the individual Products (as the case may be).

7. Your acknowledgements and agreements

This clause 7 will only apply if We are supplying PitcheroGPS services and/or Products to You/the Club.

7.1

You acknowledge and accept that in order to utilise the Player Tracker and track performance analysis using the Player Tracker, You must have an active subscription to the PitcheriGPS service with Us. You may only connect to the PitcheroGPS service using: (a) a Player Tracker; (b) Our mobile applications and software; and (c) Our Websites. You may not connect to the PitcheroGPS service with any GPS tracker device that: (a) is not manufactured, distributed, or sold by Us (such as a counterfeit version of a Player Tracker); (b) otherwise intends to resemble or purports to be a Player Tracker; or (c) any unauthorised application or third-party connection. Any breach or attempted breach of this provision may result in the immediate termination of Your ability to access the PitcheroGPS service.

7.2

Full use of the PitcheroGPS service is dependent upon Your use of a computer with adequate software or a supported mobile device and Internet access. The maintenance and security of that equipment may influence the performance of the PitcheroGPS service and it is Your responsibility to ensure the equipment’s functionality. You are responsible for all Internet access charges. Please check with Your Internet provider for information on possible Internet data usage charges.

7.3

To the fullest extent permitted by applicable law, We are not responsible for any health problems that may result from training programs or analysis You learn about through the use of the PitcheroGPS service and/or the Player Tracker. If You or any Club member or player engage in any exercise program, You agree that You and each Club member and player do so at Your own risk and are voluntarily participating in these activities.

7.4

You acknowledge and agree prolonged contact with wearable devices may contribute to skin irritation or allergies in some users. You should stop using the Player Tracker if it causes You or any Club member or player prolonged skin irritation.

8. Our mobile applications

8.1

To use or access any of Our mobile applications We make available to You as part of the Services, You will need a compatible device. We cannot guarantee Our mobile applications will be compatible with, or available on, Your device.

8.2

We hereby grant You a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to use Our mobile applications made available by Us to You, solely in object code format and solely for Your personal use for lawful purposes. With respect to any open source or third-party code that may be incorporated in Our mobile applications, such open source code is covered by the applicable open source or third-party license end-user licence agreement, if any, authorising use of such code.

8.3

We may provide updates for Our mobile applications as and when We see fit. This may include upgrades, modifications, bug fixes, patches and other error corrections and/or new features (collectively, “Updates”). Certain portions of Our mobile applications may not properly operate if You do not install all Updates. You acknowledge and agree that the Service may not work properly if You do not allow such Updates.

8.4

If You download Our mobile applications from a third-party app store (the “App Provider”), You acknowledge and agree that:

8.4.1

the Club Terms are an agreement between Us, and not with the App Provider. As between Us and the App Provider, We are solely responsible for Our mobile applications;

8.4.2

the App Provider has no obligation to provide any maintenance and support services with respect to Our mobile applications;

8.4.3

the App Provider is not responsible for addressing any claims You have relating to Our mobile applications or Your possession and use of Our mobile applications;

8.4.4

if a third party claims Our mobile applications infringe another party’s intellectual property rights, as between the App Provider and Us, We will be responsible for the investigation, defence, settlement and discharge of any such claim to the extent required by these Club Terms;

8.4.5

the App Provider and its subsidiaries are third-party beneficiaries of these Club Terms as it relates to Your licence to Our mobile applications. Upon Your acceptance of these Club Terms, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Club Terms as related to Your licence of Our mobile applications against You as a third-party beneficiary thereof; and

8.4.6

You must also comply with all applicable third-party terms of service when using Our mobile applications.

9. Your right to cancel

9.1

Please note however You do not have the right to cancel orders for individual vest Products ordered by You which We have customised to Your requirements (for example, by adding a player’s name or initials to the vest). This does not affect Your right to cancel orders for the PitcheroGPS service package where it includes a customised vest(s) however please note We will make a deduction for the value of those vest(s) from any refund in accordance with clause 11.3.3.

9.1.1

in respect of Your order for the Pitchero service You have 14 days from the date of Your order confirmation email to cancel Your order;

9.1.2

in respect of Your order for the PitcheroGPS service package You have 14 days from the delivery of Your PlayerTracker provided as part of that package to You or someone nominated by You to cancel Your order; and

9.1.3

in respect of a Product supplied independent of Your Pitchero service package (such as an additional vest), You have 14 days from the delivery of the relevant Product to You or someone nominated by You to cancel Your order.

9.1.4

Please note however You do not have the right to cancel orders for individual vest Products ordered by You which We have customised to Your requirements (for example, by adding a player’s name or initials to the vest). This does not affect Your right to cancel orders for the PitcheroGPS service package where it includes a customised vest(s) however please note We will make a deduction for the value of those vest(s) from any refund in accordance with clause 11.3.3.

9.2

To cancel Your order, please log into Your account or contact us using the information on Our Websites. You can also use the cancellation form available below. To meet the cancellation deadline, it is sufficient for You to send Your communication concerning Your exercise of the right to cancel before the cancellation period has expired.

9.4

To avoid doubt, if the Club are not a ‘consumer’ for the purposes of applicable consumer protection legislation in respect of Your purchase of the Services and/or Products, You shall not have the right to cancel Your order under this clause 9 after it is submitted to us.

10. Returning Products if You cancel Your orders

This clause 10 will only apply if We are supplying Products to You/the Club.

10.1

If You cancel an order for Products in the way permitted under clause 9 and You have already received Your order, You must return the Products to Us within 14 days of telling us that You want to cancel Your order. The deadline is met if You send the Products back to us before the 14-day period has expired. Please include the return authorisation number with Your return.

10.2

We strongly recommend that You get proof of postage. We may withhold the refund until We have received the Products back from You or until You have provided Us with evidence that You have sent the Products back (whichever is earlier).

10.3

Products must be returned to Us in a new and unused condition and in their original packaging. To avoid doubt, the returned order should also include all accessories, vests, manuals and chargers. You are responsible for the Products while they are in Your possession. We may make a deduction from the reimbursement for loss in value of any Products supplied, if the loss is the result of unnecessary handling by You. Please note, if you remove or break a protective or hygiene seal attached to any of our vest Products the costs of vests shall not be refunded.

10.4

Unless the Products are faulty or misdescribed, You are responsible for the cost of returning the Products to Us.

10.5

Once returned, Your PitcheroGPS service package associated with the Products provided as part of that package return will be cancelled. To avoid doubt, You will not be able to use the PitcheroGPS service associated with the Products provided as part of that package that were returned. However this does not apply for exchanges or replacements due to product faults. The return of individual Product orders outside of those provided as part of Your current PitcheroGPS service package will not result in the cancellation of Your current PitcheroGPS service package.

11. Refunds if You cancel Your order

11.1

If You exercise Your right to cancel under clause 9 where the Club are a ‘consumer’ for the purposes of applicable consumer protection legislation in respect of Your purchase of the Services and/or Products, We will provide You with a refund as soon as possible.

11.2

If You cancel an order for Products and have already received Your order, We will issue the refund no later than 14 days after the day We receive the Products back from You or, if earlier, You provide us with evidence that You have sent the Products back. Otherwise, We will issue the refund no later than 14 days after the day on which You told us that You want to cancel.

11.3

Your refund will be subject to the following deductions:

11.3.1

if You chose a delivery option that is more expensive than the cost of standard delivery, We will only refund the cost of standard delivery;

11.3.2

if You handled the Products in a way beyond what might reasonably be permitted in a shop and this resulted in a loss in value of the Products, We may make a deduction from the refund for such loss in value;

11.3.3

if Your PitcheroGPS service package includes vests that have been customised for You (such as including player names or initials), We may make a deduction from the refund for the loss in our ability to resell those customised vests; and

11.3.4

if Services have been provided during the 14-day cancellation period at Your request, We will make deductions from any refund due to You for the Services We provided up to the time that You told us that You want to cancel.

11.4

We will issue Your refund to the same payment method You used when You placed Your order.

12. Faulty Services and Products

12.1

This clause 12.1 shall apply if the Club are not a ‘consumer’ for the purposes of applicable consumer protection legislation in respect of Your purchase of the Services and/or Products.

12.1.1

We warrant to You, the original purchaser of the Products, that Your Products shall be free from defects in materials and workmanship under normal use for a period of one year from the date of delivery (the "Warranty Period").

12.1.2

If such a defect arises and a return request is received by Us within the applicable Warranty Period, We will, at Our option and to the extent permitted by law, either repair or replace the Product or the defective components of the Product at no charge. In the event of such a defect, to the extent permitted by law, these are Your sole and exclusive remedies. Any replacement Product will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer, or for any additional period of time that may be required by applicable law.

12.1.3

To obtain warranty repair or replacement, You must contact Us to request a return authorisation. When We provide the return authorisation You must then deliver the Product, in either its original packaging or packaging providing an equal degree of protection, to the address specified by Us. We may require You to furnish proof of purchase details and/or comply with other requirements before receiving the warranty repair or replacement.

12.1.4

We will supply the Services to You using reasonable skill and care.

12.2

This clause 12.2 shall apply if the Club are a ‘consumer’ for the purposes of applicable consumer protection legislation in respect of Your purchase of the Services and/or Products. Any Products We provide to You must be as described, fit for purpose and of satisfactory quality. Any Services that We provide to You must be provided with reasonable care and skill. We are under a legal duty to supply Products and Services that are in conformity with our contract with You. For more detailed information on Your rights, visit the Citizens Advice website at www.citizensadvice.org.uk or call 0808 223 1133.

12.3

This clause 12.3 shall apply in all circumstances.

12.3.1

If there is a problem with any Services or Products You have purchased from Us, please contact Us as soon as reasonably possible.

12.3.2

Our Product promises in clauses 12.1 and 12.2 only to the original purchaser of the Product. To the fullest extent permitted by applicable law, Our Product promises in clauses 12.1 and 12.2 do not apply to any (a) Product or part of a Product that has been serviced, altered, refurbished or modified by anyone who is not authorised by Us; (b) Products that are, or We reasonably believe to be, stolen; or (c) consumables, such as charging cables. In addition, Our Product promises in clause 12.1 and 12.2 do not apply to damage or defects caused by (a) use with non-Pitchero products; (b) accident, abuse, misuse, mishandling, flood, fire or other external causes; (c) normal wear and tear or ageing of the Product; or (d) operating the Product (i) outside the permitted or intended uses described by Us, (ii) not in accordance with the users instructions provided by Us, or (iii) with improper voltage or power supply.

12.3.3

It is Your responsibility to backup any data You may have stored or preserved on the Product. It is likely that such data will be lost or reformatted during any repair to the Player Tracker that we conduct, and We will not be responsible for any such loss.

13. Inaccuracies and typos on Our Websites and Services

13.1

Occasionally there may be information on Our Websites or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, delivery charges, delivery times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any Website is inaccurate at any time without prior notice (including after You have submitted any order).

14. Data and privacy

14.1

For the purpose of this clause 14, “Data Protection Legislation” means the General Data Protection Regulation, Regulation (EU) 2016/679 (including as it forms part of domestic law in the United Kingdom by virtue of section 3 of the European Union (Withdrawal) Act 2018 (including as further amended or modified by the laws of the United Kingdom or of a part of the United Kingdom from time to time)) (the “GDPR”), the Data Protection Act 2018, any laws which implement any such laws and any laws that replace, extend, re-enact, consolidate or amend any of the foregoing.

14.2

We understand that You will collect data from members and players during the administration of the Club Account and use of Our Services and Products. You may also upload and We may receive other information onto our Website and mobile applications from Your use of the Services and Products such as (without limitation) fixture lists, team line ups, match scores, match summaries, videos, photos and player performance data (“Club Data”). Where such Club Data is personal data (as defined by Data Protection Legislation) You will be the data controller (as defined by Data Protection Legislation) and You shall ensure that You comply with all Your obligations as data controller when using such data including but not limited to:

14.2.1

ensuring that adequate privacy notices have been provided to data subjects (as defined by Data Protection Legislation) (including Club members and players) so they understand the circumstances in which their personal data will be shared with Us, and the purposes of the data sharing;

14.2.2

ensuring that appropriate consent has been obtained from the data subject where required to allow their personal data to be used by Us and shared with third parties as set out in our privacy policy available on Our Websites; and

14.2.3

ensuring all personal data provided to Us is accurate and up to date.

14.3

We have provided a GDPR toolkit on Our Websites which will assist You/the Club in Your compliance with Data Protection Legislation. This information should be used as a guide only and We strongly recommend that You seek Your own legal advice and/or refer to the Information Commissioner’s Office guidance on its website for further information.

14.4

The Club will indemnify Us against any claims, losses, damage or fines We incur due to Your breach of clauses 14.2 and/or 14.6.

14.5

When You upload or We receive any videos, photos or data onto Our mobile applications, Services and/or Websites, You and the Club agree to grant Us a licence in accordance with clause 19.2. We shall be free to use such videos/photos/data as reasonably required to provide the Services, as permitted by applicable law and as otherwise set out in these Club Terms. Where You upload videos, photos or data of third parties, You confirm You have their consent to do so.

14.6

The Club shall comply in all respects with the provisions of Data Protection Legislation and its capacity as data controller in relation to all information made available to it.

14.7

Where We act as data controller, We shall:

14.7.1

process personal data in accordance our privacy policy and with the Data Protection Legislation; and

14.7.2

implement appropriate physical, technical and organisational measures designed to secure personal data against accidental loss and unauthorised access, use, alteration or disclosure.

14.8

Where We act as data controller, You shall:

14.8.1

ensure that adequate privacy notices have been provided to data subjects (including Club members and players) so they understand the circumstances their personal data will be shared with Us, and the purposes of the data sharing;

14.8.2

ensure that appropriate consent has been obtained from the data subject where required to allow their personal data to be used by Us and shared with third parties as set out in Our privacy policy; and

14.8.3

notify Us of: (a) any changes in, or revocation of, consent by a data subject to use or disclose personal data as collected and provided by You; and (b) any restrictions on the use of personal data to which You have agreed in accordance with Your data subjects; in each case, to the extent that such limitations, changes or restrictions may affect Our uses or disclosures of personal data.

14.9

We will process personal data in accordance with these Club Terms and as further set out in the data processing instructions appended to these Club Terms or as otherwise agreed between the parties in writing (“Instructions”). You will ensure that all Instructions that are provided to Us in respect of personal data shall at all times be in accordance with Data Protection Legislation. Each party shall comply with the obligations that apply to it under the Data Protection Legislation.

14.10

Where We act as data processor:

14.10.1

Security: We shall implement appropriate physical, technical and organisational measures designed to secure personal data against accidental loss and unauthorised access, use, alteration or disclosure.

14.10.2

Sub-processing and personnel: We shall:

14.10.2.1

have Your general authorisation for the engagement of any third party sub-processors (“Sub-Processors”) from time to time. As at the date these Club Terms were published, We engage the Sub-Processors listed on Our Website at https://www.pitchero.com/sub-processors (the “Sub-Processor List”). We shall update the Sub-Processor List whenever We intend to make any changes concerning the addition or replacement of a Sub-Processor or any changes to the processing they will undertake. You shall be responsible for monitoring the Sub-Processor List and any changes made to that Sub-Processor List by us at all times. If You wish to object (which You shall only do so on reasonable grounds) to the appointment of any Sub-Processor or to any change to any processing undertaken by any Sub-Processor, You will notify Us in writing to support@pitchero.com within 2 days of the relevant change being published by Us on Our website at https://www.pitchero.com/sub-processors (the “Objection Period”). We shall be permitted to engage such new or replacement Sub-Processor(s) following the end of the Objection Period if You do not object prior to the end of the Objection Period in the manner required by this clause;

14.10.2.2

prior to the relevant Sub-Processor carrying out any processing activities in respect of the personal data, appoint each Sub-Processor under a written contract containing materially the same obligations as under these Club Terms (including those relating to sufficient guarantees to implement appropriate technical and organisational measures) that is enforceable by Us and ensure each such Sub-Processor complies with all such obligations;

14.10.2.3

remain fully liable to You under these Club Terms for all the acts and omissions of each Sub-Processor as if they were Our own; and

14.10.2.4

ensure that all persons authorised by Us or any Sub-Processor to process personal data are subject to a binding written contractual obligation to keep the personal data confidential.

14.10.3

Assistance: We shall:

14.10.3.1

provide reasonable assistance to You in ensuring compliance with Your obligations under applicable Data Protection Legislation taking into account the nature of the processing and the information available to Us with respect to: (a) security of processing; (b) data protection impact assessments; (c) notifications to applicable supervisory authorities regarding high risk processing; and (d) notification to applicable supervisory authorities in response to any personal data breach; and

14.10.3.2

taking into account the nature of the processing, assist You (by appropriate technical and organisational measures), insofar as this is possible, for the fulfilment of Your obligations to respond to requests for exercising the rights of any data subject under applicable Data Protection Legislation in respect of any personal data.

14.10.4

International Transfers: We shall not process and/or transfer any personal data from one country to any other country unless We have taken such measures as are necessary to ensure that the transfer is in compliance with the Data Protection Legislation. Such measures may include (without limitation) transferring the personal data to a recipient in a country that the relevant supervisory authority has decided provides adequate protection for personal data, to a recipient that has achieved binding corporate rules authorisation in accordance with Data Protection Legislation, or to a recipient that has executed standard contractual clauses adopted or approved by the relevant supervisory authority.

14.10.5

Audits and processing: We shall, in accordance with Data Protection Legislation, make available to You such reasonable information that is in Our possession or control as is necessary to demonstrate Our compliance with Our obligations under these Club Terms and to demonstrate compliance with the obligations on each party imposed by Article 28 of the GDPR (and under any equivalent Data Protection Legislation equivalent to that Article 28 of the GDPR), and allow for and contribute to audits, including inspections, by You (or another auditor mandated by You) for this purpose (subject to a maximum of one audit request in any 12 month period under this clause 14.10.5).

14.10.6

Deletion/return and survival: on the end of the provision of the Service relating to the processing of personal data, at Your cost and at Your option, We shall either return all of the personal data to You or securely dispose of it (and thereafter promptly delete all existing copies of it) except to the extent that any applicable law requires Us to store such personal data. This clause shall survive termination of the Service.

14.10.7

Liability: You acknowledge that We rely on You for direction as to the extent to which We are entitled to use and process the personal data. Consequently, We will only be liable for any claim brought by a data subject in relation to personal data arising from:

14.10.7.1

any failure by Us to comply with Our obligations under this clause 14.10; or

14.10.7.2

Us having acted in violation or contrary to Instructions provided by You under these Club Terms or the relevant regulator.

15. Ownership of club account and security

15.1

You are responsible for maintaining the security of the Club Account and You are fully responsible for all activities that occur under the Club Account. You agree to notify Us immediately in writing of any unauthorised use of the Club Account or any other breaches of security.

15.2

If and when You decide to add an Official to the Club Account, You must ensure that such person is over the age of 18.

15.3

The Official will have administrative access to the Club Account You must ensure that the person is a responsible adult as they will have access to personal data and/or sensitive personal data. We strongly advise You carry out any necessary backgrounds check before appointing an Official, especially if the Club Account has members who are under the age of 18.

15.4

We will not be liable for any loss or damage from Your failure to comply with this clause 15. Under no circumstances will We be liable, in any way, for any acts or omissions by an Official or any Club member or player.

16. Content and conduct rules and obligations

16.1

All information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services or other materials ("Content") are the sole responsibility of the person from which such Content originated. You have a responsibility to moderate any such Content on the Club Account and remove it where You think it is inappropriate. We do not control the Content posted via any Service and, as such, do not guarantee the accuracy, integrity or quality of such Content.

16.2

You understand that by using the Service, You may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will We be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Service.

16.3

We do not pre-screen Content, but We and Our designees shall have the right (but not the obligation) in Our sole discretion to refuse, move or delete any Content that is available via the Service. You agree that You must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. You acknowledge that You may not rely on any Content created or submitted by Us.

16.4

We may preserve Content and may also disclose Content if required to do so by law or if We believe, in the good faith, that such preservation or disclosure is reasonably necessary to:

16.4.1

comply with legal process;

16.4.2

enforce these Club Terms;

16.4.3

respond to claims that any Content violates the rights of third-parties; or

16.4.4

protect the rights, property, or personal safety of Pitchero, its users and/or the public.

16.5

Notwithstanding Your duty to moderate the Club Account, should Content be found or reported to be in violation of these Club Terms, it will be in Our sole discretion as to what action should be taken.

16.6

You agree that You will not and will procure that others will not:

16.6.1

upload, post, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libellous, invasive of another’s privacy (including the disclosing of any address, email, phone number, or any other contact information without the written consent of the person to which such information relates), hateful, or racially, ethnically or otherwise objectionable;

16.6.2

impersonate any person or entity, including, but not limited to, a Pitchero official, forum leader, guide or host, or falsely state or otherwise misrepresent Your affiliation with a person or entity;

16.6.3

forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;

16.6.4

upload, post or otherwise transmit any Content that You do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements)

16.6.5

upload, post or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party;

16.6.6

upload any Content unless You have the right to do so and to grant a licence in accordance with clause 19.2;

16.6.7

upload, post, or transmit unsolicited commercial email or “spam”. This includes unethical marketing, advertising, or any other practice that is in any way connected with “spam”, such as (a) sending mass email to recipients who haven’t requested email from You or with a fake return address, (b) promoting a site with inappropriate links, titles, descriptions, or (c) promoting Your site by posting multiple submissions in public forums that are identical;

16.6.8

upload, post or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or

16.6.9

interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service.

17. Viruses, hacking and other offences

17.1

You must not misuse Our Websites, Services or mobile applications by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to Our Websites, Services or mobile applications, the server on which Our Websites, Services or mobile applications are stored or any server, computer or database connected to Our Websites, Services or mobile application. You must not attack Our Websites, Services or mobile applications via a denial-of-service attack or a distributed denial-of service attack.

17.2

By breaching this provision, You would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and We will co-operate with those authorities by disclosing Your identity to them. In the event of such a breach, Your right to use Our Services will cease immediately.

17.3

To the fullest extent permitted by law, We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect Your computer equipment, computer programs, mobile devices, data or other proprietary material due to Your use of Our Websites, Services or mobile applications or to Your downloading of any material posted on them, or on any website linked to them.

18. Additional software

18.1

If You elect to download or access any or third party Content or additional software that may be made available by Us in connection with the Service, You understand that You may have to agree to additional terms and conditions before You use such software or third party Content.

18.2

You also agree that the use of any third party software or Content obtained through the Service does not transfer to You any rights, title or interest in or to the software or such Content, and that You will not use any Content made available to You through the software or the Service except as expressly authorised under that third party provider's terms of service or licence. For greater certainty, by downloading software or Content made available through the Service, You are deemed to agree to the terms of service or licence agreement posted on the Service, the terms of which are incorporated by reference herein for the benefit of such third party providers. If You do not agree to the terms of service or licence agreement, do not download the software or Content.

19. Intellectual property rights

19.1

We are the owner or the licensee of all intellectual property rights in the Services, Our Websites and applications, and in the material We publish on them and any necessary software used in connection with the Services and Products ("Software”). These works are protected by copyright laws and treaties around the world. All such rights are reserved. Except as expressly authorised by Us or advertisers, You agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on any Service, the Websites or the Software, in whole or in part.

19.2

Subject to clause 14.5, We do not claim ownership of the Content You or Your members or players place on or upload to Our Websites, the Services or mobile applications or the Club Account. By submitting Content to Pitchero for inclusion on Our Websites, the Services or mobile applications or the Club Account, You grant Us a world-wide, royalty-free and non-exclusive perpetual licence to reproduce, modify, adapt, distribute, sub-licence and publish the Content to the fullest extent permitted by applicable law (including as necessary to provide the Services). This includes using and providing that Content in aggregated and anonymised form to third parties for research and development purposes. You and any Official will not upload any Content unless You have the right to grant Us a licence in accordance with this clause.

20. Indemnity

20.1

The Club shall agree to indemnify Us, and Our subsidiaries, affiliates, officers, directors, agents, co-branders or other partners, from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of any Content, Your use of the Services and Products, Your members’ and players’ activities, Your connection to the Service and Your violation of these Club Terms. You are solely responsible for Your actions when using the Service, including, but not limited to, costs incurred for Internet access.

21. Disclaimer

21.1

You expressly understand and agree that where You use the Service, this is at Your/the Club's sole risk. To the fullest extent permitted by law and except as set out in these Club Terms, the Service is provided on an "as is" and "as available" basis and We expressly disclaim all warranties of any kind, whether express or implied.

21.2

We will make reasonable efforts to maintain the Service, however, We are not responsible for any damage, loss of data, customer information or vendor data, revenue, or other harm to business arising out of delays, mis-delivery or non-delivery of information, restriction or loss of access, bugs or other errors, unauthorised use due to You sharing access to the Service, or other interaction with the Service. You are responsible for maintaining and backing-up Your data and information that may reside on the Service.

21.3

We shall use reasonable endeavours to ensure that Our website based Services are available to You/the Club in the manner specified in these Club Terms for 99.9% of the time excluding circumstances where the relevant Service is not available due to scheduled or emergency maintenance.

21.4

We do not warrant that:

21.4.1

the Service will meet Your specific requirements;

21.4.2

the Service will be uninterrupted, timely, secure, or error-free;

21.4.3

the results that may be obtained from the use of the Service will be accurate or reliable;

21.4.4

the quality of any products, services, information, or other material purchased or obtained by You through the Service will meet Your expectations; and

21.4.5

any errors in the software will be corrected.

21.5

To the fullest extent permitted by applicable law, any material downloaded or otherwise obtained through the use of the Service is done at Your own discretion and risk and that You and any Official will be solely responsible for any damage to Your computer system or loss of data that results from the download of any such material.

21.6

No advice or information, whether oral or written, obtained through or from the Service shall create any warranty not expressly stated in these Club Terms.

22. Our responsibility to You

22.1

This clause 22.1 shall apply if the Club are not a ‘consumer’ for the purposes of applicable consumer protection legislation in respect of Your purchase of the Services and/or Products. To the extent permitted by law: (a) Our total liability to You under or in connection with these Club Terms (whether arising in tort, contract or in any other way and whether or not caused by negligence or misrepresentation) shall not exceed the charges payable by You to Us for the Services and/or Products in the 12 month period prior to the date the liability arises; and (b) We, other members of Our group of companies and third parties connected to Us hereby expressly exclude:

22.1.1

all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity;

22.1.2

22.1.2.1

loss of income or revenue;

22.1.2.2

loss of business;

22.1.2.3

loss of profits or contracts

22.1.2.4

loss of anticipated savings;

22.1.2.5

loss of data;

22.1.2.6

loss of goodwill; and

22.1.2.7

wasted management or office time, whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to Your tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out above.

22.2

This clause 22.2 shall apply if the Club are a ‘consumer’ for the purposes of applicable consumer protection legislation in respect of Your purchase of the Services and/or Products. If We breach these Terms or are negligent, We are liable to You for foreseeable loss or damage that You suffer as a result. By ‘foreseeable’ We mean that, at the time the contract was made, it was either clear that such loss or damage would occur or You and We both knew that it might reasonably occur, as a result of something We did (or failed to do). We are not liable to You for any loss or damage that was not foreseeable, any loss or damage not caused by our breach or negligence, or any business loss or damage.

22.3

This clause applies in all circumstances. Nothing in these Terms excludes or limits our liability for any death or personal injury caused by our negligence, liability for fraud or fraudulent misrepresentation, or any other liability that the law does not allow us to exclude or limit.

23. General

23.1

Failure by Us to exercise or enforce any right or provision of these Club Terms shall not constitute a waiver of such right or provision.

23.2

These Club Terms constitute the entire agreement between You and Us in relation to the provision of the Services and (where applicable) Products by Us and supersede any prior agreements.

23.3

If a court says that part of these Club Terms are not enforceable in law the rest of these Club Terms shall still be enforceable.

23.4

The English courts will have non-exclusive jurisdiction over any claim arising from, or related to, a visit to Our Websites, use of Our Services and/or supply of Products by Us although each of us retain the right to bring proceedings against the other for breach of these Club Terms in Your country of residence.

23.5

These Club Terms 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) shall be governed by and construed in accordance with the law of England and Wales, although if You are a ‘consumer’ for the purposes of consumer legislation and resident elsewhere You will retain the benefit of any mandatory protection given to You by the laws of that country.

24. Contact us

24.1

If You have any questions, comments or concerns regarding these Club Terms please contact Us at support@pitchero.com or write to Us at our registered office address Pitch Hero Limited, Sterling House, Capitol Park East, Tingley, Leeds, West Yorkshire, WF3 1DR.

24.2

Please report any violations of these Club Terms to support@pitchero.com

Last updated: February 2023