Last updated on February 20, 2023.
These General Terms & Conditions (“Terms”) are generally applied to the Client’s subscription to the professional services (“Services”) provided by Ekklesia Co (“Ekklesia Co”, “We”, “Our”, “Us”). These Terms shall be read in conjunction with any contract entered into between the Client and Us (“Client’s Contract”) and shall form part of the Client’s Contract. The Terms are also applicable to the affiliates and subsidiaries of Ekklesia Co.
The following definitions will apply to these Terms, and any reference to the singular includes a reference to the plural and vice versa. Capitalised terms used but not defined in this Clause have been defined elsewhere in these Terms.
“Data Protection Legislation” means the GDPR, the UK Data Protection Act 2018 and all other applicable laws relating to the processing of personal data and privacy that may exist in any relevant jurisdiction, and any legislation and/or regulation implementing or made pursuant to them, or which amends, replaces, re-enacts or consolidates any of them (including the GDPR).
“Event Content” shall mean any content of an Event, (verbal, written or in audio-visual form), including material, performance, presentation, reports, graphics, sounds, information and data such as messages or files used or shared or communicated while hosting the Event in case of a Client and/or while participating in an Event, in case of a Participant, as may be applicable.
“GDPR” means, in each case to the extent applicable to the processing activities: (i) Regulation (EU) 2016/679; and (ii) Regulation (EU) 2016/679 as amended by any legislation arising out of the withdrawal of the UK from the European Union.
“Participants” shall mean individuals including authorised representatives of companies, businesses, and organisations registered in the Event, desirous of attending/attending an Event and shall include any person invited by the Client to speak at an Event or exhibit or present at an Event.
“Security Breach” means any accidental, unauthorised or unlawful destruction, loss, alteration, or disclosure of, or access to the personal data that Ekklesia Co processes in the course of providing the Services.
“Subscription Fees” shall mean fees or charges to be paid by the Client to Ekklesia Co for subscribing to any of the Subscription Plans, as communicated by Ekklesia Co to the Client, from time to time.
“Subscription Plans” shall mean subscription plans made available by Ekklesia Co to the Client upon payment of Subscription Fees. Ekklesia Co may provide options for different Subscription Plans to the Client depending on the Services made available. Details of Subscription Plans shall be communicated to the Client.
“You” shall mean the Client.
The Client is entitled to a non-exclusive right to use the Services on a subscription basis during the contract term.
The Client undertakes that information provided to Us shall be true, accurate and up-to-date. The Client shall periodically review and update its account information whenever necessary. The Client shall not impersonate any individual or entity. If the Client provides any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or if Ekklesia Co has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Ekklesia Co has the right to refuse any and all current or future use of Our Services (or any portion thereof) at our discretion, in addition to any right that Ekklesia Co may have against the Client at law or in equity, for any misrepresentation of information provided by the Client.
Internet transmissions are never completely private or secure. The Client understands that any message or information that is sent to Ekklesia Co may be read or intercepted by others unless there is a special notice that a particular message (for example, credit card information) is encrypted (send in code). Sending a message to Ekklesia Co does not cause Ekklesia Co to have any special responsibility to You.
The number of registrants is specified in the Client’s Contract, which depends on the Services plan that the Client has selected and subscribed to. The Client will be billed for each additional registrant beyond the prescribed upper limit at the rate specified in the Client’s Contract. The Client also acknowledges and agrees that the addition in the number of registrants shall not affect other terms in the Client’s Contract.
Registration is counted at the point of submission, not the point of approval or confirmation. If a Participant cancels his registration subsequently or no show, such registration would still be counted as one approved Participant for billing purposes.
Unused registrant quotas are not transferable and cannot be rolled over to another event or term year. No refund or exchange for money will be made for any unused registrant quotas.
Any cancellations by the Client or a breach of these Terms by the Client will immediately trigger Ekklesia Co’s right to recover, as a debt, all amounts outstanding under the Client’s Contract (plus sales or similar taxes or duties), and to retain all monies received from the Client and to apply the monies to offset any amounts owing from the Client. The Client acknowledges and agrees that this paragraph provides for reasonable liquidated damages, and not a penalty, and bears a reasonable relation to the damages Ekklesia Co will sustain, which are uncertain and difficult to estimate at this time.
You represent and warrant that You are a person of legal age to form a binding contract, in accordance with the applicable laws of the territory/country from where You are using Our Services. Ekklesia Co makes no representation about Your eligibility to use Our Services is in accordance with applicable law.
In case You are a minor as per the laws of such territory/country, You (i) represent and warrant that You are engaging Ekklesia Co with a parent or legal guardian who is of legal age to form a binding contract in accordance with applicable laws of such territory/country, and such person has accepted this Agreement on Your behalf to bind You and hereby also undertake that You are permitted to lawfully use Our Services from the territory/country from which You are using it; and (ii) hereby acknowledge that You are using Our Services under the supervision of Your parent or legal guardian and have their express permission to use Our Services. We strongly advise parents/legal guardians who permit their children to use Our Services to communicate with their children about their safety online and to make them aware of the potential associated risks. If You believe Your minor is using the Services without Your consent, please contact Us.
In case You are a Client who is using Our Services as a representative of and on behalf of any organisation or legal entity, You hereby represent and warrant that (i) You have the full authority to represent such legal entity and have the power to bind them to these Terms; and (ii) You understand that the Terms, upon acceptance by You, is applicable to and binds all other persons using Our Services on behalf of the same legal entity or organisation for this purpose. In such cases, the references to “You” and “Your” in these Terms, shall mean such organisation or entity on whose behalf You have consented to the Terms.
The Client agrees to defend, indemnify and hold harmless Ekklesia Co (and Our officers, director, agents, subsidiaries and employees) for any claim, action, cause of action or liabilities, including legal fees and costs, which may be asserted by third parties arising out of its breach of these Terms and/or the Client’s Contract or its infringement of any laws in the course of using Our Service, except for misconduct or gross negligence of Ekklesia Co.
We are not liable for any consequential, indirect or incidental damages or losses that may be incurred by the Client which include any loss of income, business or profit. To the extent that We are allowed to limit Our liability, the maximum amount of remedies for each subscription term would be the amount of the total service fee paid by the Client.
The limitations and exclusions in this Clause apply to the maximum extent permitted by applicable laws.
All information supplied by Ekklesia Co in connection with the Client’s Contract and event, including the names of participants, is confidential and for the Client’s use only. Such information may not be conveyed to any third party for any purpose.
“Confidential Information” means information, whether disclosed orally, electronically or in writing, that is designated as confidential or that is information that a reasonable person would be expected to know, based on its nature or the circumstances of its disclosure, is confidential. Confidential Information shall not include information that (i) is or becomes publicly known through no fault of the recipient, (ii) was in a party’s possession prior to disclosure by the other party without breach of any legal obligation owed to disclosing party, or (iii) is received from a third party without such party’s breach of any legal obligation owed to disclosing party.
Each party agrees that in the event a party is exposed to the other party’s Confidential Information, the recipient: (i) will protect Confidential Information from unauthorised disclosure using commercially reasonable care, (ii) will not disclose Confidential Information to any third party (provided that Ekklesia Co may disclose the Client’s Confidential Information to any of its Affiliates or to any vendor as necessary for the provision of the Services), and (iii) will not use Confidential Information other than as authorised by the Client’s Contract.
The Client acknowledges that Ekklesia Co shall at all times retain all rights, title and interest to the Services, the system, and any components thereof, and all modifications, enhancements, derivative works, configurations, translations, upgrades and interfaces thereto, including all intellectual property rights.
The Client also acknowledges that Ekklesia Co or its licensors retain all copyright, trademark, trade secret, patent and other proprietary and intellectual property rights to the Services, and any or all modifications to the Services, related documentation and marketing materials regardless of (a) whether such intellectual property notices appear on the materials or (b) whether such intellectual property notices have been filed/registered with governmental agencies. Nothing in the Client’s Contract will directly or indirectly be construed to assign or grant the Client any right of ownership, title or interest in the Services, or any intellectual property rights relating thereto.
The Client agrees that the Client shall not disclose to anyone any proprietary or confidential information of Ekklesia Co which the Client may receive through using Our Services or which the Client may have access to on Ekklesia Co’s website and that the Client will not use any such information to compete against Ekklesia Co or reverse engineer Our product offerings. No competitors or future competitors are permitted access to Our Website or Services, and any such access by third parties is unauthorised. The Client agrees that the Client will not copy, record, publish, compile, reproduce, republish, use or resell for any competing commercial purpose any information on Our website or which the Client receive through the Services. In addition, the Client agrees to pay all reasonable attorney’s fees and costs incurred in enforcing these provisions. All intellectual property rights in all materials produced or distributed by Ekklesia Co are expressly reserved and any unauthorised duplication, publication or distribution is prohibited.
The Client hereby agrees to grant Ekklesia Co a royalty-free, perpetual, non-exclusive, non-transferable and irrevocable licence to use, copy, duplicate or reproduce, in physical or digital form, the intellectual properties owned by the Client including but not limited to any product shot, photo, video, brochure, any form of publications, the Client’s brand and trademark for the purpose of performing Ekklesia Co’s obligations under the Client’s Contract. The Client hereby also represents to Ekklesia Co that the use of intellectual properties shall not infringe the rights of any third party or be in breach of any applicable laws.
The Client shall also grant Us the right to use data of Participants of the event provided by the Client for analytical purposes and Our business operation. Such data will be handled in accordance with Our Privacy Notice and the Client may request to delete these data at any time.
The trademarks, logos and service marks displayed on Ekklesia Co’s Website (“Marks”) are the property of Ekklesia Co or other respective third parties, as the case may be. Except as specified in Clause 7.6 below, the Client is not permitted to use the Marks without the prior written consent of Ekklesia Co, or the third party that may own the Marks.
Except as expressly provided herein, the Client acknowledges and agrees that the Client shall not copy, republish, post, display, translate, transmit, reproduce or distribute any Content through any medium without obtaining the necessary authorisation from Ekklesia Co.
As a condition of the Client’s use of Our Services, the Client may not:
All payments are non-refundable and non-transferable under any circumstance.
Unless otherwise agreed in writing, the Client shall pay the agreed deposit price to Ekklesia Co before We proceed to set up the event. The Client shall pay the remaining invoiced price to Ekklesia Co no later than fourteen (14) days from the date of invoice. Late payment may be subjected to an interest of 2% per month over the outstanding amount.
The Client will pay all fees charged to the Client’s account according to the prices and terms on the applicable pricing page, or as otherwise agreed between us (The Client and Ekklesia Co) in writing. Ekklesia Co has the right to correct pricing errors or mistakes even if We have already issued an invoice or received payment. The Client will provide complete and accurate billing information including a valid and authorized payment method. We will charge the Client’s payment method on an agreed-upon periodic basis, but may reasonably change the date on which the charge is posted. The Client authorizes Ekklesia Co and its affiliates, and Our third-party payment processor(s), to charge the Client’s payment method for the Fees.
The Client agrees and acknowledges that in the event that invoice was not settled before the due date, Ekklesia Co reserves the right to forthwith, without further notice, suspend or impose restrictions on the Client’s access to the event. Ekklesia Co shall also be entitled, at its sole discretion, to exercise its rights under Clause 3 of these Terms to recover any amount due from the Client.
The Client is responsible for keeping the Client’s billing contact and other account information up to date.
In case of cross-border payment transactions of any payments contemplated under the Terms, the Client shall be responsible to ensure compliance with all applicable laws.
Refunds & Cancellation: The terms governing refunds or cancellation in respect of Services hereunder shall be governed by the applicable SAAS agreement, if any, entered between the Clients and Ekklesia Co separately.
You agree that Ekklesia Co may, without notice, delist You without prior notice, if it believes, in its sole and absolute discretion, that You have infringed, breached, violated, abused, or unethically manipulated or exploited these Terms (or have acted in a manner that clearly shows that You do not intend to, or are unable to, comply with the same) or anyway otherwise acted unethically.
You agree that any violation by You of these Terms will constitute an unlawful and unfair business practice, and will cause irreparable harm to Ekklesia Co, for which monetary damages would be inadequate, and You consent to Ekklesia Co obtaining any injunctive or equitable relief that they deem necessary or appropriate in such circumstances. These remedies are in addition to any other remedies that Ekklesia Co may have at law or in equity. If Ekklesia Co takes any legal action against You as a result of Your violation of these Terms, they will be entitled to recover from You, and You agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief that may be granted.
Ekklesia Co may, at any time, with or without notice, terminate the Terms with You if:
Ekklesia Co may also terminate or suspend all or a portion of Your access to Our Services with or without reason.
The termination of Your access to Our Services shall not relieve You of any liability that You may have incurred or may incur in relation to a breach of obligations under the Terms and/ or the Services provided prior to such termination.
If You or Ekklesia Co terminate Your access to Our Services, Ekklesia Co may delete any content or other materials relating to Your use of the Services and Ekklesia Co will have no liability to You or any third party for doing so.
Ekklesia Co reserves the right to amend these General Terms and Conditions from time to time and We will notify the Client as soon as practicable for any amendment and the new or revised Terms shall be effective from the date of notification. Nevertheless, amendments to terms set out in the Client’s Contract may not be modified without the express written consent from management personnel of both parties.
This Agreement shall be governed and construed in accordance with the law of Singapore and the parties submit to the exclusive jurisdiction of the Courts in Singapore or jurisdiction as agreed by both parties.
The Client’s Contract constitutes the sole and exclusive contract between the parties and supersedes all prior oral or written, and contemporaneous oral, agreements, promises, representations or understandings. The parties agree that no express or implied warranties, representations or inducements has been made by any party except as set forth herein.
The Client may not transfer or assign any rights or obligations under the Client’s Contract without the prior written consent of Ekklesia Co.
The parties to this agreement are independent contractors and the Client’s Contract will not establish any relationship of partnership, joint venture, employment, franchise, or agency between the parties. Neither party will have the power to bind the other or incur obligations on the other’s behalf without the other’s prior written consent.
Failure or delay to exercise any rights under these Terms shall not be construed as waiving the such right to act with respect to breaches or subsequent breaches of the Client’s Contract.
If any provision of these Terms or the Client’s Contract is held to be invalid, illegal or unenforceable by any laws or court of relevant jurisdictions, such provision may be removed and the remaining provision will not be affected and shall continue to be in full force.
In the event of any conflict or inconsistency between these Terms and provisions as set out in the Client’s Contract, the provisions in the Client’s Contract shall prevail.
The execution of the Client’s Contract may be signed electronically and shall have the same legal effect validity and enforceability as a manually executed signature to the extent and as provided for in any applicable law.
If the Client is not in the UK or the EEA (where notices presented to the Client determine the Client’s consent or otherwise), the Client hereby expressly agrees to receive communications by way of SMS, and/or e-mails from Ekklesia Co relating to Our Services.
Notice: All notices from Ekklesia Co will be served by email to the Client’s email address. Any notification provided to Ekklesia Co pursuant to the Terms should be sent to firstname.lastname@example.org with the subject line – Attention: TERMS OF SERVICE.
Assignment: The Client cannot assign or otherwise transfer the Terms, or any rights granted hereunder to any third party. Ekklesia Co’s rights under the Terms are freely transferable by Ekklesia Co to any third party, without the requirement of seeking the Client’s consent.
Severability: If for any reason, a court of competent jurisdiction finds any provision of the Terms, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties as reflected by that provision, and the remainder of the Terms shall continue in full force and effect.
Waiver: Any failure by Ekklesia Co to enforce or exercise any provision of the Terms, or any related right, shall not constitute a waiver by Ekklesia Co of that provision or right.
If You have any questions about these Terms, please contact Us at email@example.com.