These Terms set out the basis upon which Farillio Limited (company no. 10633658 whose registered office is located at @Techhub, 1 - 15 Clere Street, London, England, EC2A 4UY ("Farillio", "Us", "Our", "We") is prepared to allow you, a registered member ("You", "Your", "Yourself") access to our platform and the online legal advisory services and content available on the platform at www.farill.io, unless Farillio has agreed different Terms with You in writing.
Our Terms use the following definitions:
Agreement: the agreement between You and Farillio for the provision of the Services including access to Our Content and to our Pay As You Go Services, on the Terms set out below.
Authorised Users: means persons with unique login details provided by Us having permission to access the Software via Your Membership Account.
Confidential Information: means information that is disclosed in any format or by any means, including (without limitation) any content, document, image, record or other data and materials relating to the disclosing party's financial affairs or business, which is either marked confidential, or should be considered confidential considering the circumstances in which it has been disclosed.
Data Protection Legislation: (i) the Data Protection Act 1998 until such time as the General Data Protection Regulation ((EU) 2016/679) ("GDPR") is directly applicable in the UK and then (ii) unless and until the GDPR is no longer directly applicable in the UK, the GDPR and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time, in the UK and then (ii) any successor legislation to the GDPR or the Data Protection Act 1998.
E-signature Legislation: Electronic Identification Regulation (EU/910/2014) (eIDAS Regulation) and applicable laws related to electronic signatures in the jurisdiction of the signatory.
Order: Your order for the Pay As You Go Services made via the Website.
Our Content: the content of the videos, documentation, templates and related materials created and made available to You via the Website.
Fees: the fees payable by You (including any Fees paid by a Subscription Partner on Your behalf) for access to Our Content, as specified at the time You sign up for a Membership Account on the Website (or as paid for by a Subscription Partner on Your behalf) or Pay As You Go Services, as specified at the time of Order or notified on the Website from time to time, and in either case subject to any changes to such Fees from time to time in accordance with clause 7.4.
Membership Account: means Your account with unique login details provided by Us when signing up as a member of the Website.
Partner: our partner law firm(s) who provide Pay As You Go Services from time to time.
Pay As You Go Services: online advisory services delivered by a Partner via the Software from time to time, namely, Speak to an Adviser.
Services: means access to the Software in order to request and receive services, including access to Our Content and to our Pay As You Go Services, and uploading Your Content to allow storage, shared access and modification.
Software: means the Farillio digital platform and associated software hosting Our Content and Your Content, located at www.farill.io or such other URL as may be specified by Farillio from time to time.
Subscription Partner: means any company, organisation or association with whom we have entered into an agreement to provide access to the Website to their customers or members.
Terms: means these terms and conditions.
VAT No. Our VAT no. VAT 271164027
Virus: any thing or device (including any software, code, file or programme) that may: prevent, impair or otherwise adversely affect the operation of any software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data; or adversely affect the user experience, including worms, Trojan horses, viruses and other similar things or devices.
Website: means Our website available at www.farill.io, which hosts the Software.
Your Content: means the data and/or documentation owned and uploaded by You to the Website for the purposes of using our Services.
What do Our Terms do & how do they affect You?
Every good and lawful website has terms and conditions, so We have them too. These Terms describe how We will operate and how You are allowed to use Our Website.
Our Terms contain rights and obligations for both of us. They form a contractual Agreement between us. You should read them carefully. Using Our Website indicates Your acceptance of this Agreement and triggers the contractual relationship between You and Farillio.
Although these days, many websites have pretty standard terms and conditions, and You will not see much difference between them, You should still check what they say and ensure that You are happy about their impact on You, especially where You may be buying from that website or providing it with personal information about Yourself. It's important to know that in the event of something going wrong on the Website, You're protected.
Some sections of Our Terms relate only to those people who have a Membership Account with Us, however, other sections of Our Terms apply to visitors of the Website (without a Membership Account) who have access to the freely available sections of Our Website, as well. You should therefore read them carefully, whether you have a Membership Account or not.
Any website that is accessible by a hyperlink or other connection from Our Website will be governed by its own separate set of terms and conditions and not Ours.
Our Website is intended for residents of the United Kingdom only. Other countries' laws may restrict the distribution of the information and products available on Our Website, so the Website is not applicable to or aimed at residents of other countries. If You are a non-UK resident and You have chosen to access this Website from outside the UK, this is at Your own risk.
We want You to be happy
If You're not happy with any of Our Terms, please leave Our Website immediately. It's the only way You can prevent Our Terms from applying to You. You can ask us questions about Our Terms by contacting us at firstname.lastname@example.org or by using the Website's live chat feature.
Our Content and Your Content
We collaborate with great law firms to bring You the expert information comprising Our Content on Our Website. This means You can be confident in what You find here. However, while Our Content is for Your guidance and We hope You find it very helpful, it is not intended to be a substitute for legal advice and it is not legal advice of itself. For the avoidance of doubt, We are not a law firm and We do not provide any legal services or legal advice. No legal professional privilege applies to information You provide to us. However, our Partners may provide legal advice in accordance with their separate terms of engagement, which may also attract legal professional privilege. You'll find their separate terms of engagement on our Website whenever you select our advisory Pay As You Go Services.
If You'd like some friendly advice or a chat, please get in touch. We can connect You with the resources and/or the right advisers to support Your particular needs via our Pay As You Go Services. You don't have to use one of Our law firm Partners, of course, but We do recommend taking legal advice before making decisions or acting on Our Content.
We endeavour to keep Our Content up to date and accurate, and both We and Our expert Partners take this endeavour very seriously. This is not a contractual commitment, however. We must point out that Our Content only comprises legal information and We are not liable to You for any loss or damage caused by Your use of Our Content or delays, inaccuracies, errors or omissions in any of Our Content or materials available on Our Website, or that might arise in the transition, or delivery, of all or part, of any of these materials.
We take a lot of care over Our Content that We provide on Our Website. We want You to be delighted with it and to always find it relevant, user-friendly and valuable. So, as You'd expect, We own or hold the rights to the copyright on Our Website and Our Content. Please do not use Our Content or any material from this Website, including documentation, code and Software, in any way that infringes Our intellectual property rights in it; (we cover those particular rights in more detail at clause 9 below).
We agree to provide the Services and Our Content substantially in accordance with the Terms of this Agreement and with reasonable skill and care.
We will not be in breach of our commitment at clause 5.5 where any non-compliance with it is caused by use of the Services and/or Our Content contrary to Our instructions, or modification or alteration of the Services or Our Content by any party other than Us or Our duly authorised Partners. If the Services otherwise do not comply with our commitment at clause 5.5, We will, at Our expense, use reasonable endeavours to correct any such breach promptly, or to provide You with an alternative means of achieving the same outcome. If this happens, Our correction or substitution will fully satisfy Our obligations to You for any breach of Our clause 5.5 commitment and no other remedy will be required of Us. Farillio additionally makes no warranty regarding Our Content and We hereby disclaim all liability in relation to Your (or any Authorised User's) use of and/or reliance on any of Our Content to the fullest extent permitted by law.
Farillio offers a service that allows You and Your Authorised Users and our Partners (if you instruct them to do so) to upload, store, share, and modify Your Content, whether based on Our Content or otherwise. While we agree to implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk, to keep Your Content secure, you agree that you are responsible for:
- ensuring Your Content complies with our Acceptable Use Standards (described more fully in clause 15 below) and
- the actions of Authorised Users that have access to Your Content and
- securing your login details and advising us of any security breach – You agree to take all reasonable steps to prevent access to Our Services, Our Content and Our Website, by any unauthorised users.
You agree that designated members of Farillio's IT and security staff may have strictly limited access to Your Content, for the purposes only of maintaining and resolving any issues with Website functionality or security.
Our Pay As You Go legal products & services
Availability of pay as you go services. When you sign up to access Our platform we will tell you in the description of the services available whether you have access to any Pay As You Go Services on Our platform (those services are requests for advice from third parties such as an expert, third party legal advice line providers or one of our law firm partners (see clause 13 below for details of our current partners, all of whom are regulated by the Solicitors Regulation Authority)). As mentioned in clause 5 above, the content on our platform is not legal advice and we do recommend taking legal (or other relevant professional) advice before taking or refraining from any action on the basis of our content. You do not have to use our law firm partners for that advice, but we can put you in touch with them if you want to.
Where You place an Order for the Pay As You Go Services to request advice from one of our law firm Partners, (all of whom are regulated by the Solicitors Regulation Authority):
- You'll find applicable initial terms of engagement for each Partner at the following links for Speak to an Adviser and you'll be asked to read and accept these Partner terms before You can confirm your request for the service and We can start actioning it. (This is a regulatory requirement that all professionally regulated firms must abide by and it is for your protection);
- to the extent there is ever any inconsistency between the Partner's terms of engagement and these Terms, the Partner's terms of engagement shall apply;
- You'll need to complete the simple Know Your Customer/Anti-Money Laundering ("KYC/AML") information that forms part of the standard Order process. We use Onfido Ltd's KYC/AML identity confirmation service for these purposes. We may also provide a facility via our Website allowing You to confirm your acceptance of the Partner terms of engagement electronically although We shall not be a party to such contract;
- the Fees paid to Farillio for the Pay As You Go sessions are shared between Partner (90%) and Farillio (10%); and
- Farillio is entitled to a referral fee that is 10% of fees charged in respect of any services purchased by You from the Partner outside of any Pay As You Go Services. You hereby consent to the Partner providing Us with confirmatory details of final fees paid by You in respect of any matter on which you instruct them, so that the applicable referral fee can be calculated.
When You place an Order to receive Pay As You Go Services, this is subject to payment of the applicable Fee and acceptance of your Order by the Partner, as Farillio is not responsible for the provision of legal advice. If you do not attend your appointment at the allocated time slot, You shall forfeit the applicable Fee. However, You may cancel a booked appointment at least 4 hours in advance without forfeiting the Fee, provided that if you cancel within 4 hours of the appointment, We shall attempt to reschedule a suitable alternative time, at our discretion, and the applicable Fee shall still be payable. If You wish to cancel your Order for any Pay As You Go Services, this may be done within 14 days of ordering to obtain a refund of the applicable Fee, provided that You shall be liable for the Fee for any Services already received, in accordance with applicable law.
We are not a claims management company and therefore do not provide services or charge referral fees with respect to Your personal claims as an individual for personal injury, mis-sold financial products and services, employment and redundancy claims as an employee, criminal injury, industrial injury, and housing disrepair.
Pay As You Go Services will not be available to members who enter Our platform via a unique code or insurance policy link. If you are an insurance policyholder, your policy grants you access to a legal advice line which you can access via Our platform via the Speak to an Expert service.
Changes to Our Website content: Occasionally, We will need to make changes to these Terms and Our right to do so is included in this Agreement. The version of our Terms that you are currently reading here is the most up-to-date version.
All changes will apply to Your use of Our Website. Simply by continuing to use Our Website after these changes are in place or indicating Your consent in another manner, You'll be treated legally as having agreed to and accepted them.
Changes to Services: It's possible that We might stop providing a particular Service on this Website. This agreement gives us the right to do that, and it will not leave us liable to You in any way for having removed it.
Changes to Fees and details of Services: Just like any business, We have the right to change the Fees and details of any of the Services on Our Website. We may do this immediately and without notice.
We want You to have access to Farillio whenever You need it, on any device and as quickly and easily as possible. That means We diligently monitor and protect Our Website, like all good businesses.
Maintenance, upgrades and other planned disruptions: Sometimes, We will need to interrupt the availability of Our Services to perform routine maintenance and upgrades. This Agreement gives us the right to do so. We will always strive to do this during low usage time periods and to keep these disruptions to a minimum, although this intention is not a contractual obligation.
Unscheduled disruptions: Because We are dealing with the internet, there will always be some things that We cannot control or guarantee and that may cause unscheduled disruption to the Website's availability. Like all other good website providers, We provide Our Website on an ‘as available' basis. This means that, if for any reason, Our Website is suddenly unavailable, at any time and for any period, We will not be liable to You, including for any loss, damage or inconvenience this causes You. Having said that, You can rest assured that even though We're not contractually bound to do so, We will be working hard to prevent this from happening and to remedy any interruption in availability to You should this happen.
Passwords and Your Website security commitments: A limited part of Our Website is accessible to non-members, who do not need passwords or user identities to enjoy the publicly-available content provided.
If You are a registered member of Our Farillio community, You will have chosen or been provided with a user name, password and potentially other information as part of Our security procedures. Please use these responsibly and securely as they are strictly confidential. You must not disclose them to anyone else without Our express written permission. We do, however, consent to you sharing this password with up to three (3) Authorised Users and Your legal advisers (unless otherwise agreed in writing).
If You know or suspect that anyone other than You knows Your user identity and/or password, You agree to promptly notify us on email@example.com and to immediately change Your password.
We have the right to suspend or to permanently deactivate Your access permissions at any time, if in Our opinion, You have not complied with any of these Terms, including the disclosure of these confidential access permissions.
If You are not a registered member or Authorised User, You do not have Our permission to enter the non-public parts of Our Website and We do not consent to You using the password and security access rights of one of Our registered members. You will be acting unlawfully and so will the member who has provided You with their access details.
When we will provide Our Services. We will supply Our Services to you until:
- if you have signed up to a trial period, the end of that trial period;
- (a) your subscription expires;
- (b) you end your subscription to Our Services;
- (c) we end your subscription to Our Services by written notice to you; or
- (d) if your access to Our platform is part of a relationship or contract with a third-party company, organisation or association, when your relationship or your contract with the third party company, organisation or association ends or terminates.
Copyright and other intellectual property
A huge amount of creative effort and expertise has contributed to the creation of this Website and Our Content. The designs, pictures, logos, photos, videos, documentation, information and Our Content on this Website are owned by or licensed to Us, unless otherwise stated. They have the protection of copyright, trade mark and other intellectual property rights.
You agree not to use any of Our Content and material on Our Website that would in any way infringe the intellectual property rights that protect that material and respect those creative and expert efforts.
We hereby grant You and your Authorised Users a licence to view, download and print material from this Website, which You may then use, copy, or reproduce for Your own internal business purposes. After all, We want You to benefit from and be empowered by what You find on Our Website. But if You use, copy, or reproduce any of Our Content or the material on Our Website outside the Terms of Your licence, You will break Our Agreement and act unlawfully. You will also be acting unlawfully and against the Terms of Our Agreement if You sell, give or distribute any of Our Content or materials on this Website to someone else without Our consent.
Except for Our Content that We've expressly provided to You (so You can complete, for example, Our legal templates), You mustn't in any way modify Our Content that You print off or download from Our Website. The same rules apply to the other materials from Our Website, including illustrations, photographs, video or other multimedia.
In addition, You agree never to:
- attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software (as applicable) in any form or media or by any means; or
- attempt to reverse compile, disassemble, reverse engineer all or any part of the Software or Our Content; or
- access all or any part of the Services in order to build a product or service that competes with the Services.
If and/or when You supply us with any personal information on Our website, for example, so that We can tailor Our Services and Your Website experience to Your circumstances and requirements, We will make clear to You, at that point of supply, how Your information will be used.
Subject to clause 9, You shall own all right, title and interest in and to all of Your Content and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of Your Content.
Farillio shall follow industry standard back-up and archiving procedures for Your Content. In the event of any loss or damage to Your Content due solely to Farillio, Your sole remedy shall be for Farillio to use reasonable endeavours to restore the lost or damaged portions of Your Content from the latest back-up maintained by Farillio in accordance with the archiving procedure described in its back-up policy. Farillio shall not be responsible for any loss, destruction, alteration or disclosure of Your Content caused by any third party (except those third parties sub-contracted by Farillio to perform services related to Your Content maintenance and back-up).
If Farillio processes any personal data on Your behalf when performing its obligations under this Agreement, the parties record their intention that You shall be the data controller and Farillio shall be a data processor and in any such case:
- both parties will comply with all applicable Data Protection Legislation;
- Farillio shall:
- take appropriate technical and organisational measures against unauthorised or unlawful processing of the personal data or its accidental loss, destruction or damage appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss;
- ensure that all personnel who have access to and/or process personal data are obliged to keep the personal data confidential; and
- not transfer any personal data outside of the European Economic Area (EEA) unless it has complied with its obligations under applicable Data Protection Legislation in relation to the transfer;
- assist You, at Your cost, in responding to any request from a data subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;
- notify You without undue delay on becoming aware of a personal data breach;
- upon Your written direction, delete or return personal data and copies thereof to You on termination of the Agreement unless required by applicable law to store the personal data; and
- maintain complete and accurate records and information to demonstrate its compliance with this clause 10.5;
- Your organisation:
- consents to Farillio appointing third-party processors of personal data under this Agreement, provided that Farillio has entered or (as the case may be) will enter with each third-party processor into a written agreement incorporating terms that are either substantially similar to those set out in this clause 10.5 or, where the third-party processor will not negotiate terms with Farillio, substantially on that third party's standard terms of business. Farillio shall inform You of any intended changes to the identity of any third-party processor. Farillio shall remain fully liable for all acts or omissions of any third-party processor appointed by it pursuant to this clause 10.5;
- acknowledges and agrees that Client personal data stored on the Website may be transferred outside the EEA to the extent it is accessed by users of the Website outside the EEA in relation to the provision of the Services under this Agreement;
- shall ensure that it is entitled to transfer the relevant personal data to Farillio so that Farillio may lawfully use, process and transfer the personal data in accordance with this Agreement on Your behalf; and
- shall ensure that the relevant third parties have been informed of, and have given their consent to, such use, processing and transfer, and notified of their right to object to processing as required by all applicable Data Protection Legislation.
You shall ensure that, prior to using the Services, each data subject has consented to:
- Farillio extracting anonymised data from Your Content, which it may use to provide services to its clients from time to time; and
- the transfer of their personal data outside of the EEA.
Whilst it's unthinkable to us that anything We do on this Website could cause physical injury to anyone, by law, We are obliged to acknowledge that nothing in these Terms excludes or limits Our liability for death or personal injury arising from Our negligence, or Our fraud or fraudulent misrepresentation, or misrepresentation as to a fundamental fact, or for any other liability that cannot be excluded or limited by the applicable law.
To the extent permitted by law, We are also obliged to cover off the following express exclusions from Our liability:
- all conditions, warranties, representations or other terms that may otherwise apply to Our Website or any content on it, whether express or implied by statute, common law or the law of equity;
- any and all loss or damage to any user, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, caused by
- use of, or inability to use, Our Website; or
- use of, or reliance on, any content hosted on Our Website.
- Whatever the purpose of Your visit and however You intend to use the Website and its content, it is only provided for private business use. You agree not to use Our Website for any other purposes, and We have no liability to You for:
- loss of income, profit, revenue or savings; or
- loss of business, including contracts; or
- business interruption; or
- loss of business opportunity, goodwill or reputation; or
- loss of data; or
- wasted management or office time; or
- any other loss or damage of any kind, however it occurred, including indirect or consequential loss or damage, irrespective of whether it could have been foreseen or prevented.
- None of the content published on Our Website should be interpreted as a recommendation that You enter into a particular transaction, or that any particular product or service is right, suitable or appropriate for You.
- Certain products and/or services on this Website may involve significant risks and unless You have fully understood all such risks and independently determined that such transactions are appropriate for You, You should not enter into any transactions.
- None of the content on Our Website is legal, business, financial, regulatory, tax, accounting or other professional advice to You.
- We've developed this Website with expert advisers and taken the precautions that You'd expect us to take against cyber-attacks and Viruses. However, We are not liable to You for any loss or damage caused by a Virus, distributed denial-of-service attack or other technologically harmful material that may infect Your computer equipment, computer programmes, data or other proprietary material due to Your use of Our Website or to Your downloading of any content on it, or on any website linked to it.
- We aren't and can't be responsible for the content of websites linked to Our Website. Please do not interpret any links from Our Website to others as endorsements by us of those linked websites. When You activate these links, You will leave Our Website, at Your own risk. We can't and won't be liable for any loss or damage that may be caused by You accessing and using these linked sites.
- Farillio's total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with this Agreement shall be limited to the Fees received by Farillio from You (including any Fees paid on Your behalf by a Subscription Partner), during the 12 months immediately preceding the date on which the claim arose.
- Our Pay As You Go Services may contain different limitations and exclusions of liability that are applicable to the Partner terms of engagement for that particular service. We are not liable for any loss or damages by our Partners, as we are not a party to their terms of engagement with You. In the unlikely event you have a dispute with our Partners, you must contact them directly to resolve it in accordance with the applicable terms. While we shall not be a party to the dispute, you agree to notify Us of it as soon as possible.
- The Software includes a means for You and Authorised Users to sign documents with a simple electronic signature. While it is noted that most legal documents or templates available on the Website only require a simple electronic signature to be legally binding, there are certain types of agreements and documents that may require wet-ink signatures or qualified electronic signatures under E-signature Legislation (e.g. land transfers and agreements giving rise to stamp duties). It is also acknowledged that deeds requiring a witness should only be electronically signed in the presence of that witness. Further, consumer protection laws may require "consumers" to be provided with a physical copy of a document. You acknowledge that Farillio is not responsible for determining whether the particular document can be validly executed with an electronic signature under E-signature Legislation, and that You are responsible for obtaining your own legal advice in this regard. You also acknowledge that you have authority to sign on behalf of the person or entity you represent.
This Website belongs to us, Farillio. We partner with established and regulated law firms to provide Our products and services to You. Our current law firm Partners are set out below:
- The Wilkes Partnership LLP is a limited liability partnership (Registered no OC364479). 41 Church Street, Birmingham B3 2RT
- Stobbs IP Ltd, Endurance House, Vision Park, Chivers Way, Cambridge, CB24 9ZR
- EIP Europe LLP, Fairfax House, 15 Fulwood Place, London, WC1V 6HU
- 3D Regulatory, Queens Chambers, 5 John Dalton Street, Manchester, M2 6ET
Bugs, worms, Viruses, hacking and other offences
Please don't hurt Our Website. And please don't put Yourself at risk either. By browsing and otherwise using and interacting with Our Website, You agree not to damage or misuse Our Website in any way, including by knowingly introducing Viruses, worms, logic bombs or other material that is malicious and/or technologically harmful. This also means that You mustn't attempt to gain unauthorised access to this Website, or attack it via a denial-of-service attack or a distributed denial-of-service attack. These activities are treated by law as a criminal offence under the Computer Misuse Act 1990 and the Police and Justice Act 2006. We will report any breach of these Terms to the relevant law enforcement authorities and We will co-operate with these authorities by disclosing Your identity to them. It follows that if You commit any of these activities, Your rights to use this Website will immediately and automatically cease.
Acceptable use standards
You're Welcome to use Our Website as often as You like and for all lawful purposes. If You're a member, We're delighted You've chosen us and We never take Your custom for granted.
Our code of conduct for using Our Website: We do have a code of conduct for using Our Website. This is set out below and it clarifies what is acceptable behaviour for anyone using the Website. Unlawful and unacceptable activities and behaviour include the following:
- using Our Website to transmit or procure the sending of any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation, for example, ‘spam';
- using Our Website to transmit or procure the sending of any material that is defamatory of any person, obscene, offensive, inflammatory, sexually explicit, promotes discrimination or harassment based on sex, sexual orientation, gender reassignment, marital or civil partnership status, race, age, religion, infringes any copyright, database right or trade mark of any person, is likely to deceive any person, is in breach of any legal duty owed to a third party (for example, the duty of confidence), is threatening or abusive, is likely to harass, upset or embarrass any other person, misrepresents Your identity, or advocates or promotes any unlawful act.
Doing any of these prohibited acts in clause 15.2 is a material breach of these Terms. Whether someone has broken these Terms and has acted unacceptably is something that We may decide in Our absolute discretion. If We conclude that the Terms have been broken, We have the right to take such action as We consider necessary, which includes to immediately:
- temporarily or permanently remove Your right to use Our Website; and/or
- temporarily or permanently remove any posting or material uploaded by You to Our Website; and/or
- send You a warning requiring certain action on Your part and outlining the consequences.
Confidentiality and compliance with policies
Neither party shall, without prior written approval, disclose any Confidential Information belonging to and received from the other (including Your Content) to any third party (other than to its employees, contractors, advisers or Partners having a need to know for the purpose of this Agreement, and who are subject to nondisclosure obligations no less onerous than the Terms of this Agreement, prior to their receipt of the Confidential Information) or use any such Confidential Information for any purpose other than in accordance with this Agreement. This obligation shall not apply to Confidential Information that is: (i) in the public domain other than due to a breach of an obligation of confidence; (ii) known to both parties prior to disclosure; or (iii) required to be disclosed by law.
You agree that Farillio shall be entitled to refer to You to publicise and describe its business.
Each party shall take all reasonable steps to ensure that the other's Confidential Information to which it has access is not disclosed or distributed by its employees or agents in violation of the Terms of this Agreement.
Where use of the Services, Our Content and Your Content breaches the Terms of this Agreement or Your Content infringes the intellectual property rights of any third party, You agree to defend, indemnify and hold Us harmless against claims, actions, proceedings, losses, damages, expenses and costs (including reasonable legal fees) arising out of or in connection with Your (and Your Authorised Users') use of the Services, Our Content, and Your Content.
Without affecting any other right or remedy available to Us, We may terminate Your Membership Account, access to Our Content and Your ability to use the Services with immediate effect by giving written notice to You if You (or, where relevant, the Subscription Partner who pays Fees on Your behalf):
- fail to pay any amount due under this Agreement on the due date for payment, and You remain in default for 30 days or more after being notified in writing to make such payment;
- commit a material breach of any other term of this Agreement and that breach is irremediable or, if such breach is remediable, You fail to remedy that breach within a period of 30 days after being notified in writing to do so;
- suspend, or threaten to suspend, payment of Your debts, or You are unable to pay Your debts, or You inform us that You are unable to pay Your debts, or that You are treated as being unable to pay Your debts within the meaning of section 123 of the Insolvency Act 1986; and/or
- pass a resolution for winding up (otherwise than for the purposes of a solvent amalgamation or reconstruction) or a court makes an order to that effect, or become or are declared insolvent, or convene a meeting of, or make or propose to make any arrangement or composition with, Your creditors, or have a liquidator, receiver, administrator, trustee or similar officer appointed over any or all of Your assets or cease, or threaten to cease, to carry on business.
Although we hope that You want to continue to access Our Content and Your Membership Account, if at any point You want to cancel Your subscription with Us, then You may terminate Your subscription by logging in to Your Membership Account, and selecting the ‘cancel account' button in the billing section of the Membership Account settings. You will continue to have access to Your Membership Account, Our Content and will be able to use the Services for the remainder of the billing period which You have paid for (or which has been paid for on Your behalf by a Subscription Partner) and Your access will terminated at the end of that period. If You want Your access to terminate sooner, then please contact Us by emailing [firstname.lastname@example.org]. You must still comply with the terms of this Agreement during any remaining billing period after You have notified us that You wish to terminate Your subscription.
If the Fees in respect of Your Membership Account and access to Our Content have been paid for by a Subscription Partner and You cancel Your contract, account, membership or similar arrangement with that Subscription Partner or if the contract between Us and that Subscription Partner is terminated for any reason then We will contact You by e-mail about Your ongoing access to the Website, Our Content and the use of the Services.
On termination of Your Membership Account, access to Our Content or Your ability to use the Services for any reason:
- all licences granted under this Agreement shall immediately terminate and You shall have no further use of the Services or access to Our Content;
- You shall return and make no further use of any equipment, passwords and other items (and all copies of them) belonging to Us;
- Farillio shall provide you with an opportunity to download any of Your Content that it holds within 30 days of termination. Farillio may destroy or otherwise dispose of Your Content after that 30-day period, provided that You have, at that time, paid all relevant amounts outstanding at termination (whether or not due at the date of termination). We don't anticipate incurring expenses in relation to this arrangement, but to the extent that We do, You agree to pay all reasonable expenses that We incur in returning or disposing of Your Content;
- You will pay all outstanding Fees due to Farillio pursuant to this Agreement; and
- any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Agreement, which existed at or before the date of termination, shall not be affected or prejudiced.
In addition to those provisions, which by their nature are intended to survive any termination, clauses 5, 6, 9, 10, 12, 17, 18, 19 and 22 of this Agreement shall survive such termination or expiration.
We shall have no liability to You if prevented from or delayed in performing Our obligations under this Agreement, or from carrying on its business, by acts, events or omissions beyond Our reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving Our staff or any other party), failure of a service, transport, telecommunications or internet network, act of God, war, riot, civil commotion, malicious damage, terrorism (or threats thereof), compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of machinery, fire, flood, storm or default of suppliers or sub-contractors, provided that You are notified of such an event.
Except as expressly provided in this Agreement, no variation of this Agreement shall be effective unless it is in writing and signed by the parties.
No failure or delay to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy.
Except as expressly provided in this Agreement, the rights and remedies provided under this Agreement are in addition to, and not exclusive of, any rights or remedies provided by law.
If any provision (or part of a provision) of this Agreement is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.
This Agreement, and any documents referred to in it, constitute the whole agreement between the parties and supersedes any previous arrangement, understanding or agreement between them relating to the subject matter they cover.
You shall not, without Our prior written consent, assign, transfer or sub-contract or deal in any other manner with all or any of its rights or obligations under this Agreement.
We may assign, transfer, charge, sub-contract or deal in any other manner with all or any of Our rights or obligations under this Agreement.
This Agreement does not confer any rights on any person or party (other than the parties to this Agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
Any notice required to be given under this Agreement shall be in writing and shall be delivered by hand or sent by first-class post or recorded delivery to the other party at its address or sent to the party's last known email address as may have been notified by that party for such purposes. A notice shall be deemed to have been received when delivered (or if delivery is not in business hours, at 9 am on the first business day following delivery). A correctly addressed notice sent by pre-paid first-class post or recorded delivery shall be deemed to have been received at the time at which it would have been delivered in the normal course of post.
Links to other sites and resources. Our platform may contain links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them. We have no control over the contents of those sites or resources and you should check the terms and conditions relating to those sites and resources as they are separate to these terms.
Which law applies?
The laws of England and Wales apply to these Terms. So any dispute or claim that is made in connection with this Agreement will be governed by and interpreted according to those laws. It is also agreed here that the courts of England and Wales also have an irrevocable, exclusive jurisdiction over any disputes concerning these Terms.
Getting in touch, asking questions
We are always keen to hear from You. If You have any feedback, queries or concerns about Your use of Our Website or these Terms, please contact us on email@example.com or You can use Our live chat service on this Website.
We work really hard to bring You an experience that positively exceeds Your expectations at all times. If You're feeling dissatisfied about any part of Your experience, including in relation to the way We handle Your personal information, please write to Our head of customer relations on firstname.lastname@example.org or Farillio Limited, @Techhub, 1 - 15 Clere Street, London, England, EC2A 4UY
Meanwhile, we have set out below our Farillio complaint service standards, to which we hold ourselves accountable.
Complaint Service Standards
Our customer service standards tell You what You should expect when You contact us.
We endeavour at all times to:
- treat You fairly, honestly, and in a polite and courteous manner
- respond to all emails, letters and live chat complaints within 24 hours during Monday to Fridays (responses may take slightly longer over weekends)
- respond to all urgent queries within 7 working hours during Monday to Fridays, 8am to 7pm (responses may take slightly longer over weekends)
- return all calls within 2 working hours
- acknowledge any complaint within 7 working hours, confirming which category of complaint We have assigned to it and also providing a reference number and dedicated contact details for Your records and Ours
- use Your comments or complaints wherever We can to improve standards to Our services.
If you want to make a complaint
Please notify Us of Your complaint by any of the following contact methods:
Phone: 07702 336538
Mail: Farillio, Techhub, @Techhub, 1 - 15 Clere Street, London, England, EC2A 4UY
If You're making the complaint in written format, please ensure that You provide Us with:
- Your Farillio username
- full details of Your complaint, and
- details of how You would like us to resolve the complaint.
We will never ask you for your password. Please do not provide it to us.
Complaints If You are an Insurance customer, or have access to Farillio via a third party
If you receive access to Our platform as part of a relationship or contract with a third-party company, organisation or association, we will not deal with any complaints relating to your contract, insurance policy or relationship with that third party and if we do receive a complaint from you relating to them or your contract, policy or relationship we will direct you back to them. Likewise, if your complaint relates to services provided by a law firm partner, an expert or legal advice helpline, then we will direct you to them to deal with the complaint.
Once We receive Your Complaint
If Your complaint is straightforward, We may be in a position to resolve it very quickly.
If We are able to resolve Your complaint before the end of the second working day after it is received by Us, We will send You a ‘Summary of findings and Our proposed resolution' promptly, with confirmation of the action We have taken to resolve Your complaint. (We should already have acknowledged Your complaint (within 7 working hours) to let You know that We are working on it.)
In all other cases We will send You a written acknowledgement of Your complaint promptly, normally within 2 working days of receiving it.
If You have made Your complaint over our Livechat facility, We will take a transcript of the record and use that as a written record of Your complaint, unless You tell us that You prefer Us not to do so. If You ask Us not to do this, We will request that You instead set out Your complaint in writing (by email is fine), so that We can be confident that We have all the facts We need, to proceed with considering and resolving Your complaint.
If You have made Your complaint to Us over the phone or in person, We will confirm to You Our understanding of the reasons for Your complaint and ask You to advise Us if You do not agree, or if We have inadvertently missed out or misunderstood any of Your concerns. Once We have your confirmation that this account is correct, we will proceed to resolve Your complaint.
Investigating your complaint
Your complaint will then be investigated by an appropriate member of staff within Farillio, who will be identified as the correct person depending on the seriousness of the complaint and the nature of it e.g. a technical, legal or other matter.
In resolving complaints, We will review all relevant information available to Us and We endeavour to complete any such investigation and reach conclusions as soon as reasonably possible.
The length of time this will take will be necessarily determined by the complexity and type of complaint and the extent of the investigation required.
During Our investigation, We may ask You for additional information to help Us reach a conclusion. We will also aim to keep You updated on the progress of Your complaint and the steps being taken to resolve it.
Once We have completed our investigation, We will write to You to explain our conclusion(s). Under normal circumstances, We aim to do this within 7 working days of receiving Your complaint.
In the extremely unlikely event that We are unable to complete Our investigation and contact you conclusively within 7 working days from the date of receiving your complaint, We will write to You explaining why We are still not in a position to issue a final response, giving reasons for the further delay and indicating when We expect to be able to issue you with our final conclusions and resolution.