Terms and conditions

1.1  In these terms: Customer or you means the business that orders an app; App means the guide app we make for your site or sites; Account means your access to the CMS; Customer Content means anything you or your staff add to the Service, including text, photos, logos, links and listings; Guest means anyone who uses your App; Guest Data means personal data that Guests give through your App (for example mailing list sign-ups, photos sent in and events suggested); Fees means the charges for your plan; Order means your order for a trial App or a paid App, made through our order form, by email or in writing; Agreement means your Order, these terms, our privacy policy and our data protection terms; CL App means an App made for a site listed on clbooking.co.uk; CL Booking Data means the information about that site held by CL Booking, including its details, photos, facilities, prices, availability, reviews, terms and the owner’s contact details.

1.2  Headings do not affect meaning. “Including” means “including without limitation”. A reference to a law includes that law as amended or replaced.

2.1  The Agreement starts when we accept your Order, whether for a trial App or a paid App. By placing an Order, or by using the CMS, you accept these terms on behalf of your business and confirm that you have authority to do so.

2.2  The Service is for businesses only. You confirm that you are ordering in the course of a business (such as running a campsite, caravan park, glamping site or Certificated Location) and not as a consumer.

2.3  The Agreement is the whole agreement between you and us about the Service. It replaces anything said or written before it. You have not relied on any statement, promise or representation that is not set out in the Agreement. Nothing in this clause limits liability for fraud.

2.4  If anything in your Order conflicts with these terms, your Order wins only where it expressly says it changes these terms and we have agreed it in writing.

3.1  We will make your App, host it, keep it running with reasonable skill and care, and give you access to the CMS so that you and your staff can run it.

3.2  Parts of the App are produced automatically from third-party sources, including OpenStreetMap, CL Booking, the websites of local businesses and venues, and public event listings, and some text is written automatically. We take reasonable care, but we do not check or guarantee that this information is accurate, complete, up to date or suitable. You are responsible for checking what your App shows to your Guests and for correcting or removing anything you do not want shown, using the CMS.

3.3  We aim to keep the Service available at all times but do not promise that it will be uninterrupted or error-free. We may suspend it for maintenance, security or reasons outside our control, and will try to keep this short.

3.4  We may change, improve or withdraw features of the Service. If a change materially reduces what you have paid for, we will tell you in advance and you may end the Agreement under clause 14.3.

3.5  Your App works with the services of other companies, such as map providers, photo libraries, booking websites and email services. Their availability and terms are outside our control and we are not responsible for them.

4.1  We may offer a free or reduced-price trial. The length of a trial is set out in your Order or on our website.

4.2  At the end of a trial, your App moves to the paid plan you chose, if you chose one. If you did not, we may take the App offline and, after 30 days, delete it and its content under clause 15.

4.3  During a trial the Service is provided as it is, and clause 12 (agreed compensation) does not apply, because no Fees have been paid. Clause 11.1 still applies.

5.1  You must pay the Fees for your plan as shown in your Order or on our website at the time of your Order. Unless stated otherwise, Fees are payable in advance for each billing period (monthly or yearly) and the Agreement renews automatically at the end of each billing period.

5.2  We are not yet registered for VAT, so no VAT is charged on the Fees. Once we are registered, VAT will be added to the Fees at the rate in force at the time, from your next billing period (or at once for new Orders), and we will tell you before it is added. Apart from VAT and a Provider Cost Surcharge under clause 5.8, nothing further is added.

5.3  You must pay by the method we offer at the time, including card or direct debit through our payment provider. You authorise us and our payment provider to take each payment when it is due.

5.4  If a payment is not made when due, we may: (a) charge interest on the overdue amount under the Late Payment of Commercial Debts (Interest) Act 1998, together with the fixed sums and costs that Act allows; and (b) after giving you at least 14 days’ notice, suspend your App and your Account until payment is made in full.

5.5  We may change our Fees by giving you at least 30 days’ notice. The change applies from your next billing period. If you do not agree, you may end the Agreement before the change takes effect.

5.6  Fees are not refundable, in whole or in part, except: where we end the Agreement under clause 14.4, or you end it under clause 5.8 (in which case we refund Fees paid for any period after it ends); as set out in clause 12; or where the law requires.

5.7  You must pay all amounts due in full, without any set-off, counterclaim, deduction or withholding.

5.8  Parts of the Service use automated data and processing services that we buy from other companies (Service Providers). If a Service Provider raises the prices we pay for the services used for your App by more than 10% above the prices that applied when your current billing period began, we may add a surcharge (Provider Cost Surcharge) to the Fees for the rest of that billing period, as follows:

• the Provider Cost Surcharge will be no more than the extra Service Provider cost for your App for the rest of the billing period, increased only so that our percentage margin on your Fees stays the same as before the price rise;
• it will never be more than 15% of the Fees for that billing period;
• we will give you at least 30 days' written notice, saying which prices have risen, when, and how the Provider Cost Surcharge has been worked out, and will give you reasonable evidence if you ask;
• we will charge it only once in any billing period, and will charge it pro rata, for the part of the billing period still to run;
• if the Service Provider's prices fall again during the billing period, we will reduce the Provider Cost Surcharge to match; and
• if you do not agree to it, you may end the Agreement by telling us before it takes effect. The Agreement then ends on that date and we will refund any Fees you have paid for the rest of the billing period.

5.9  At each renewal, we may increase the Fees for the next billing period to take account of increases in what we pay Service Providers and our other costs of providing the Service, so as to keep our percentage margin on your Fees the same. We will give you at least 30 days’ notice before the renewal date, and any Provider Cost Surcharge then ends because it is included in the new Fees. Clause 5.5 applies to the increase, so you may end the Agreement before the renewal date if you do not agree.

6.1  You must:

• keep your Account sign-in details secure and confidential, make sure only your authorised staff use them, and tell us at once if you think someone else has used them. You are responsible for everything done through your Account;
• make sure that all Customer Content is accurate, lawful, and not misleading, and that you have every right and permission needed for us to use it as the Agreement allows;
• comply with all laws that apply to your business and to your use of the Service, including data protection, consumer protection, advertising and accessibility laws;
• give your Guests any information about the App and how it uses their personal data that the law requires, and act as the controller of Guest Data as set out in our data protection terms; and
• keep your own copies of any Customer Content you need.

6.2  You must not, and must not allow anyone else to:

• use the Service for anything unlawful, harmful, fraudulent, defamatory, obscene or discriminatory, or in a way that infringes anyone's rights;
• upload anything containing viruses or harmful code, or try to get unauthorised access to the Service, our systems or other customers' data;
• copy, sell, rent, sublicense, frame, modify, decompile, reverse-engineer or create derivative works from the Service, the App or our templates, except as the law expressly allows;
• use the Service to build a competing product or service, or extract its data in bulk;
• remove or hide any credit or notice shown in the App, including map and photo credits; or
• use the Service in a way that places an unreasonable load on it.

6.3  You will indemnify us, and our directors, officers and employees, against all losses, damages, costs (including reasonable legal costs), fines and expenses arising from any claim that Customer Content, or your use of the Service in breach of the Agreement, infringes anyone’s rights or breaks the law.

7.1  We, or our licensors, own all intellectual property rights in the Service, including the apps, the CMS, the software, designs, layouts, templates, icons, text we write, the selection and arrangement of information, our trade marks and our databases. Nothing in the Agreement transfers any of these rights to you.

7.2  While the Agreement lasts and you have paid the Fees, we grant you a non-exclusive, non-transferable, revocable licence to use the Service, and to make your App available to your Guests, for your own business only.

7.3  You keep ownership of your Customer Content. You grant us a worldwide, royalty-free, non-exclusive licence to host, copy, store, adapt (for example resize or crop), display and publish Customer Content as needed to provide, support and improve the Service, and to show your App, with your name and logo, as an example of our work. You may withdraw permission for the last use at any time by telling us.

7.4  Some content in the App belongs to third parties and is used under their licences, including OpenStreetMap data (© OpenStreetMap contributors, under the Open Database Licence), photos from Unsplash (under the Unsplash licence and API terms), information from CL Booking, and the names, logos and website information of local businesses and venues, which belong to them. You must not use this content outside the App or remove its credits.

7.5  If you send us ideas or feedback about the Service, we may use them freely without paying you.

7.6  If someone tells us that content in your App infringes their rights, we may remove or disable it while we look into it.

8.1  Each party will comply with the UK GDPR and the Data Protection Act 2018. Our data protection terms form part of the Agreement. They set out that we are the controller of Account data and a processor of Guest Data for you, and you give the authorisations and instructions in them when you place an Order, for a trial App or a paid App.

8A.1  If your App is a CL App, it shows CL Booking Data, which CL Booking shares with us and keeps up to date. For making and running CL Apps, CL Booking and we are joint controllers of CL Booking Data, as set out in our data protection terms.

8A.2  By ordering a CL App, you agree that CL Booking may supply CL Booking Data to us for this purpose, and that your CL Booking listing, bookings and payments made through clbooking.co.uk remain governed by CL Booking’s own terms, not by the Agreement.

8A.3  To change CL Booking Data shown in your CL App (such as your photos, facilities, prices or terms), update your listing on clbooking.co.uk. You can add to it, or hide parts of it, in the CMS.

8A.4  CL Booking does not provide the Service and has no obligations or liability to you under the Agreement.

9.1  Each party will keep confidential any non-public information about the other’s business that it receives under the Agreement, and use it only for the Agreement. This does not apply to information that is public (other than through a breach of this clause), already known to the receiving party, or required to be disclosed by law, a court or a regulator.

10.1  We may suspend all or part of your App or your Account, without liability, if: you do not pay as clause 5 requires; we reasonably believe you are in serious breach of the Agreement; your use of the Service puts us, other customers or Guests at risk; or a court, regulator or the law requires us to. We will restore the Service as soon as the reason has been dealt with.

11.1  Nothing in the Agreement limits or excludes any liability that cannot lawfully be limited or excluded, including liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or under section 2 of the Supply of Goods and Services Act 1982.

11.2  Subject to clause 11.1, we will not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, misrepresentation or otherwise, for any: loss of profits; loss of sales, revenue or business; loss of bookings; loss of anticipated savings; loss of goodwill or damage to reputation; loss or corruption of data (beyond our obligation to restore the most recent backup we hold); wasted expenditure; or any indirect, special or consequential loss.

11.3  Subject to clause 11.1, our total liability to you for all claims of every kind arising out of or in connection with the Agreement or the Service, however caused (including negligence), whether in contract, tort or otherwise, is limited to the Agreed Compensation set out in clause 12.

11.4  Except as expressly set out in the Agreement, all warranties, conditions and terms implied by statute, common law or otherwise are excluded to the fullest extent the law allows. In particular, we do not promise that the Service or any information in it (including listings, events, maps and automatically written text) will be accurate, complete, uninterrupted or fit for a particular purpose.

11.5  You must notify us in writing of any claim, with reasonable details, within 12 months of the date on which you became aware, or ought reasonably to have become aware, of the facts giving rise to it. If you do not, the claim is waived and we will have no liability for it.

11.6  You agree that the limits in clauses 11 and 12 are reasonable, taking into account the Fees, the nature of the Service, the automated and third-party information it uses, the availability of insurance, and that you can check and correct your App at any time through the CMS.

12.1  If we are in breach of the Agreement, or are otherwise liable to you in connection with the Agreement or the Service, you will be entitled to agreed compensation (Agreed Compensation) equal to the total Fees you actually paid to us for the Service in the 12 months immediately before the event giving rise to the claim, plus 20% of that amount. Where there is more than one claim, this is the most we will pay for all claims together.

12.2  Both parties agree that the Agreed Compensation: (a) is a genuine and reasonable pre-estimate of the loss you are likely to suffer, given that the Service is a low-cost information product whose value to you is reflected in the Fees; (b) protects our legitimate interest in providing the Service at a low, fixed price to many customers with a known and limited financial exposure; (c) is not a penalty; and (d) has been agreed between businesses with the opportunity to take advice.

12.3  Payment of the Agreed Compensation is your sole and exclusive remedy for the matters giving rise to the claim and is made in full and final settlement of all claims arising from them. Once it is paid, neither you nor anyone claiming through you may bring any further claim or proceedings about those matters.

12.4  Before starting any court proceedings you must follow clause 18.2. If you start proceedings for an amount greater than the Agreed Compensation, we may pay the Agreed Compensation to you at any time, and on payment those proceedings will be treated as settled in full.

12.5  This clause does not apply to the liabilities in clause 11.1, which are not limited.

13.1  You agree that the Agreement is with Our App Limited only. You will not bring any claim in connection with the Agreement or the Service against any of our directors, officers, employees, agents or subcontractors, or against CL Booking or any of its directors, officers or employees (together, Our People), and you agree that none of Our People has any liability to you in connection with the Agreement or the Service. This does not apply to liability that cannot lawfully be excluded, such as liability for their own fraud.

13.2  Our People may rely on and enforce clauses 6.3, 11, 12 and 13 under the Contracts (Rights of Third Parties) Act 1999. Apart from this, no one other than you and us has any right to enforce the Agreement, and we may vary or end the Agreement without the consent of Our People.

14.1  The Agreement continues until it is ended under this clause.

14.2  You may end the Agreement at any time by telling us in writing or through the CMS. It ends at the end of your current paid billing period (or at once, during a trial), and you will not be charged again.

14.3  You may end the Agreement at once by notice if we commit a material breach and do not put it right within 30 days of your written notice describing it, or as allowed by clause 3.4, 5.5, 5.8 or 5.9.

14.4  We may end the Agreement: (a) by giving you at least 30 days’ written notice for any reason; (b) at once by notice if you commit a material breach (including non-payment) and, where it can be put right, do not do so within 14 days of our notice; or (c) at once by notice if you become insolvent, enter administration, liquidation or any arrangement with creditors, or stop trading.

14.5  When the Agreement ends, your licence ends, your App is taken offline and your Account closes. Any Fees owed become payable at once. Clauses that are meant to continue (including 5.4, 6.3, 7, 8A, 9, 11, 12, 13, 15, 17 and 18) continue.

15.1  For 30 days after the Agreement ends you may ask us for a copy of your Customer Content and Guest Data. After that we will delete them, except for copies in backups (which are deleted on their normal schedule) and anything we must keep by law, such as accounting records.

16.1  We are not liable for any delay or failure caused by events beyond our reasonable control, including failures of the internet, hosting, power, third-party services or data sources, cyber-attacks, strikes, pandemics, war, government action, fire, flood or severe weather.

17.1  We may change these terms. We will give you at least 30 days’ notice of any material change, by email or in the CMS. If you do not agree, you may end the Agreement before the change takes effect. If you continue to use the Service after that, you accept the change.

17.2  You may not transfer the Agreement without our written consent. We may transfer it to another business that takes over the Service, and may use subcontractors, remaining responsible for them.

17.3  If any part of the Agreement is found to be invalid or unenforceable, it will be changed to the minimum extent needed to make it valid, or if that is not possible deleted, and the rest of the Agreement continues. In particular, if clause 12 is found to be unenforceable for any reason, our total liability under clause 11.3 will instead be limited to the same amount.

17.4  A delay in enforcing a right is not a waiver of it. Nothing in the Agreement creates a partnership or agency between the parties.

17.5  Notices must be in writing and may be sent by email: to us at our contact address shown below, and to you at the email address of your Account.

18.1  The Agreement, and any dispute or claim (including non-contractual ones) arising out of or in connection with it, is governed by the law of England and Wales.

18.2  If a dispute arises, either party must first give the other written details of it, and senior representatives of both will try in good faith to settle it within 30 days. No court proceedings may be started until that period has ended, except to seek urgent relief from a court.

18.3  The courts of England and Wales have exclusive jurisdiction.

19.1  Each app is provided by Our App Limited for the site named in it, so that its guests can find information about the site and the area. Apps for sites listed on clbooking.co.uk also show information supplied by CL Booking (CL Booking Limited). The app is free for guests to use.

19.2  The site, not us, is responsible for its own information, bookings, prices, rules and facilities. Any booking or contract for a stay is between you and the site (or its booking provider), not us.

19.3  Listings, maps, events and descriptions of local places are gathered automatically from public sources such as OpenStreetMap and the places’ own websites, and some are written by an automated reader. They are for general information only. Please check opening times, prices, directions and safety information with the place itself before relying on them. Directions open in your own maps app; always follow road signs and use your own judgement.

19.4  Local businesses, venues and events listed in an app are independent of us and of the site, and we do not recommend or guarantee them. Links to other websites are provided for convenience and we are not responsible for their content.

19.5  If you send in photos, suggest an event or join a mailing list, you confirm that what you send is yours to share, is lawful and does not infringe anyone’s rights, and you allow the site and us to use it in the app and for the purpose you sent it. See the privacy policy for how your details are used.

19.6  You must not misuse an app, try to break or overload it, or copy its content for commercial use.

19.7  If you use an app as a consumer, nothing in these terms affects your legal rights, and we do not exclude or limit liability for death or personal injury caused by our negligence, for fraud, or for anything else the law does not allow us to exclude. Otherwise, because the app is free and for information only, we are not responsible for any loss that was not reasonably foreseeable, or for any business losses. These terms are governed by the law of England and Wales, and you may bring proceedings in the courts of the part of the UK where you live.