ClubOS Club Subscription Terms

The Club must provide accurate contracting and billing information, protect administrator accounts, give privileged access only to authorised people and promptly remove access that is no longer required.

The Club is responsible for actions performed through its authorised accounts. Bytecode remains responsible for its own personnel, contractors and subprocessors as described in these Terms and the Data Processing Agreement.

The Club will pay the price, taxes and any clearly disclosed setup, additional-team or add-on charges shown in its order, checkout or Plan & Billing page. Monthly plans are billed monthly. Annual plans are charged in advance for the annual period.

Unless the order says otherwise, a paid subscription renews automatically for the same billing interval until cancelled. We will give reasonable advance notice of a price increase and will not apply it retrospectively to a paid period.

Payment processing may be provided by Stripe or another disclosed provider. Member-payment processing fees charged by a payment provider are separate from the ClubOS subscription unless expressly stated otherwise.

The Club may cancel through the secure billing portal or by contacting us. Cancellation takes effect at the end of the current paid billing period, ClubOS remains available until then, and no further renewal payment is taken.

Annual payments are not automatically refunded. We may consider exceptional refund requests fairly. Nothing in these Terms limits a right or remedy that cannot legally be excluded. Cancellation and data-export access will not be made conditional on accepting replacement terms.

For the period in which the Club is entitled to use ClubOS, Bytecode grants the Club a limited, non-exclusive, non-transferable and non-sublicensable right for its authorised users to use the hosted service for the Club's internal activities.

This right does not transfer the source code and does not permit the Club to copy, sell, resell, sublicense, white-label, reverse engineer or make ClubOS available to another organisation, except where applicable law does not allow a restriction or Bytecode agrees in writing.

Bytecode owns or licenses the ClubOS platform, software, source code, product design, documentation, brand, configuration framework and platform improvements. Third-party and open-source components remain subject to their respective owners' rights and licences.

No ClubOS intellectual property is assigned to the Club. Feedback may be used to improve ClubOS without transferring ownership of either party's pre-existing materials.

The Club retains ownership of its name, crest, logos, domain names, photographs, text, documents and other content it supplies, to the extent it owned those materials before supplying them. The Club is responsible for having the rights and permissions needed to use that content and for the lawfulness and accuracy of its instructions and records.

The Club gives Bytecode a limited permission to host, copy, back up, transmit and display Club content only as reasonably needed to provide, secure and support ClubOS. Personal data is governed by data-protection law and the Data Processing Agreement; it is not treated as property transferred to Bytecode.

A domain registered for the Club remains with its registered owner. If the Club delegates DNS or technical management to Bytecode, that delegation does not transfer domain ownership. On termination, each party will reasonably assist with an orderly handover of a Club-controlled domain or DNS configuration.

ClubOS infrastructure and source services are operated through accounts controlled by Bytecode and approved service providers. Access is limited to authorised Bytecode personnel, contractors and subprocessors who require it to operate, secure, maintain or support the service and who are subject to appropriate confidentiality and security duties.

Club administrators receive access to the ClubOS application according to their roles. They do not receive access to Bytecode's source-code repositories, cloud-management accounts or underlying shared infrastructure.

For personal data the Club controls and Bytecode processes to provide ClubOS, the Club is the controller and Bytecode is the processor. The ClubOS Data Processing Agreement is incorporated into these Terms.

Bytecode may act as an independent controller for its own account administration, billing, security, support and legal-compliance records as explained in the ClubOS Privacy Notice.

Each party will protect the other's non-public confidential information, use it only for the agreement and disclose it only to people who need it and are bound to protect it, unless disclosure is required by law.

Bytecode will maintain appropriate technical and organisational safeguards for ClubOS. The Club must use available security controls, keep credentials confidential and promptly report suspected compromise.

The Club must not use ClubOS unlawfully; upload malicious material; infringe another person's rights; bypass access controls or tenant boundaries; disrupt the service; or use the platform to send unlawful, deceptive or unsolicited communications.

We may suspend affected access where reasonably necessary to address a security threat, unlawful use, material breach or overdue payment. Where practicable, we will explain the reason and give the Club an opportunity to remedy it. Suspension will be proportionate to the issue.

We will provide support and operate ClubOS with reasonable skill and care. Unless a separate written service level applies, uninterrupted or error-free availability is not guaranteed. Planned maintenance and circumstances outside reasonable control may affect the service.

Optional integrations and payment services may be governed by their providers' terms. Bytecode is not responsible for a third-party service outside its control, but remains responsible for selecting and managing subprocessors as required by data-protection law.

Either party may terminate for a material breach that is not remedied within 30 days after written notice, or immediately where the breach cannot be remedied, the other party becomes insolvent, or continued service would be unlawful or create a serious security risk.

Before access ends, the Club may request a reasonable export of its Club data using available product tools or support. After termination, Bytecode will return or delete processor data as set out in the Data Processing Agreement, subject to lawful retention, backups and records needed to establish or defend legal claims.

Nothing excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot legally be excluded or limited.

Subject to that sentence, neither party is liable for indirect or consequential loss or for loss of profit, revenue, anticipated savings, goodwill or business opportunity. Each party must take reasonable steps to reduce avoidable loss.

Subject to the first sentence, each party's total aggregate liability arising from the agreement will not exceed the greater of £1,000 and the subscription fees paid or payable by the Club in the 12 months before the event giving rise to the claim. This clause should be read with any liability provisions in the Data Processing Agreement.

We may update these Terms for legal, security or product reasons. We will notify affected Club administrators of material changes and request fresh acceptance where the change materially affects the parties' rights or obligations. A new version will not be backdated.

Neither party may assign the agreement without the other's written consent, not to be unreasonably withheld, except that Bytecode may assign it as part of a genuine corporate reorganisation or transfer of the ClubOS business if the successor assumes Bytecode's obligations and affected Clubs are notified.

These Terms, the order and the Data Processing Agreement form the entire agreement about the ClubOS subscription. If they conflict, the DPA controls for personal-data processing, the order controls plan-specific commercial details, and these Terms control other matters.

If part of the agreement is unenforceable, the remainder continues. A delay in enforcing a right is not a waiver. No person other than the parties has a right to enforce the agreement under the Contracts (Rights of Third Parties) Act 1999.

The agreement is governed by the law of England and Wales and the courts of England and Wales have exclusive jurisdiction. Questions or notices may be sent to admin@cluboss.co.uk or to BYTECODE CONSULTING LTD at its registered office.