Platform Terms and Conditions (the “Terms”) – last updated: August 2019 v 1.2.0
These terms and conditions cover the rights and responsibilities between: (i) you, as a UK user, (“Venue” or “Instructor”); (ii) the individual providing the services (“Cover Instructor”); the Venue and Instructor are collectively referred to as “You” and (iii) Cover Ninja Limited, a company incorporated in the United Kingdom under company registration number 11023398 (“Cover Ninja”, “We” or “Us”) in respect of any services required by a Venue and Instructor and provided by a Cover Instructor via our website: https://app.coverninja.co.uk (the “Webapp”) or our mobile application (the “App”). The Webapp and App are collectively known as the “Cover Ninja Platform”.
These Terms apply to both the Venue, Instructor and the Cover Instructor.
The Cover Ninja Platform allows the Venue/Instructor to request and book a broad range of on demand casual, ad hoc group exercise services (the “Services”) provided by the Cover Instructors under a separate work agreement between the Venue/Instructor and the Cover Instructor.
Our Platform also contains help and frequently asked questions to assist you with using the Cover Ninja Platform.
The Services booked by a Venue/Instructor or a Cover Instructor via the Cover Ninja Platform are the sole responsibility of the Cover Instructor who provides such Services. We act only as a facilitation platform for the booking of such Services and are in no way responsible or liable to the Venue, Instructor or Cover Instructor for the actual Services that are performed.
Use of your personal information submitted to us is governed by our Privacy and Cookies Policy. Additionally, by using the Cover Ninja Platform, you acknowledge that internet transmissions are never completely private or secure and that it is always possible that any message or information you send using the Cover Ninja Platform may be read or intercepted by others.
We are in no way bound by any promises or claims made either in writing or verbally by a Venue, Instructor or Cover Instructor to the extent that they purport to bind us to any additional terms not contained herein.
We may amend these Terms from time to time and you should check the Terms each time you use the Cover Ninja Platform.
The Venue and Instructor are entirely responsible for taking the necessary precautions to protect both personal safety and property when engaging the services of a Cover Instructor.
Neither the Venue, Instructor or the Cover Instructor is allowed to:
- republish, redistribute or re-transmit the Cover Ninja Platform;
- copy or store the Cover Ninja Platform other than for your use as permitted by these terms and conditions and as may occur incidentally in the normal course of use of your browser or mobile device;
- store the Cover Ninja Platform on a server or other storage device connected to a network or create a database by systematically downloading and storing any data from the Cover Ninja Platform;
- remove or change any content of the Cover Ninja Platform or attempt to circumvent security or interfere with the proper working of the Cover Ninja Platform or any servers on which it is hosted;
- use the Cover Ninja Platform in a way that might damage our name or reputation or that of Cover Ninja.
2. How to use the platform
On registering on the Cover Ninja Platform, Venues and Instructors will be asked to create an account by providing their email address and a password.
Once the subscribers account has been set up, the Cover Ninja Platform can then be utilised to book on demand casual, ad hoc group exercise services. On completion of the job, the Venue/Instructor has the ability to rate and review the Cover Instructor.
3. Third Party Stores, Cover Ninja Annual & In-App Purchases
We may make certain products and/or services available to users of the App in consideration of a subscription fee (“Cover Ninja Annual”). If you choose to use the Cover Ninja Annual, you acknowledge and agree that additional terms may apply to your use of, access to and purchase of such Cover Ninja Annual, and such additional terms are incorporated herein by reference.
You can purchase the Cover Ninja Annual through the following payment methods (a) through the Apple App Store ® (b) through Google Play or (c) through credit or debit card on our web application platform, which will be processed by a third party processor (each, a “Third Party Store”). If you want to cancel or change your payment method at any time, you can do so either via your iTunes & App Store Account, by your Google Play Account or via Your Membership page in Settings. If you choose to purchase the Cover Ninja Annual in-app, you will be prompted to enter details for your account with the Third Party Store you are using and your Third Party Store will be charged for the Cover Ninja Annual in accordance with the terms disclosed to you at the time of purchase, as well as the general terms applicable to all other in-app purchases made through your Third Party Store.
Once you have requested the Cover Ninja Annual, you authorise us to charge your chosen Third Party Store and your payment is non-refundable. If payment is not received by us from your chosen Third Party Store, you agree to promptly pay all amounts due upon demand by us. Your subscription to the Cover Ninja Annual will automatically renew until you decide to cancel in accordance with such terms. In the event of a conflict between a Third Party Store’s terms and conditions and these Terms, the terms and conditions of the Third Party Store shall govern and control. We are not responsible and have no liability whatsoever for goods or services you obtain through the Third Party Store, our third party service providers or other web sites or web pages. We encourage you to make whatever investigation you feel necessary or appropriate before proceeding with any online transaction with any of these third parties.
The Cover Ninja Annual is an annual subscription. At the end of the free trial period (if any), you will be charged the price of the subscription and will continue to be charged until you cancel your subscription. Please note that for the Cover Ninja Annual bought on a subscription basis, your subscription will automatically renew for the same subscription period as you initially purchased. To avoid any charges for additional periods, you must cancel at least 24 hours before the end of the free trial period, subscription period or renewal, as applicable, in accordance with the terms and conditions of your Third Party Store.
Please note that for the Cover Ninja Annual you will be billed continuously for the subscription or service until you cancel in accordance with your Third Party Store. In all cases, we are not responsible and have no liability whatsoever for any payment processing errors (including card processing, identity verification, analysis and regulatory compliance) or fees or other service-related issues, including those issues that may arise from inaccurate account information, or products or goods you obtain through your Third Party Store. Cover Ninja and its third party operational service providers reserve the right, with or without prior notice, for any or no reason, to honour, or impose conditions on the honouring of, any voucher, voucher code, promotional code or other similar promotions. Further, if we terminate your use of or registration to the App because you have breached these Terms, you shall not be entitled to a refund of any unused portion of any fees, payments or other consideration. We encourage you to review the terms and conditions of the Third Party Store before you make a Cover Ninja Annual purchase.
4. Terms applicable specifically to Instructors (including Cover Instructors)
An Instructor will be required to create an account on the Cover Ninja Platform before being able to create a profile, detail the services they are prepared to offer and accept a request for Services.
In accepting these Terms the Instructor represents and warrants on an ongoing basis that you are: (i) over the age of 18 years; (ii) entitled to work in the United Kingdom; (iii) do not have any criminal convictions; (iv) hold valid and appropriate qualifications; and (v) hold valid public liability insurance.
On confirming the Service, the Venue will be able to view your public liability insurance on the Cover Ninja Platform.
On completion of the Services the Venue/Instructor will be asked to provide a rating which will be capable of being viewed by others on the Cover Ninja Platform.
The Cover Instructor will be solely liable to the Venue/Instructor for the Services that are performed. In no way will we be liable to either the Venue/Instructor or the Cover Instructor. The Cover Instructor will also be solely liable for any personal taxation that may apply as a result of you being paid for the Services. Accordingly, the Cover Instructor shall indemnify Us and keep Us indemnified from and against all losses, damages, liabilities, claims, costs and expenses (including reasonable legal costs) which are incurred or suffered by Us out of or in connection with: (i) any breach of the Cover Instructor’s warrants and representations; (ii) the Cover Instructor’s performance of the Services; and (iii) payment for the Services including, but not limited to any income taxes or other taxes, national income, social security or other contributions, awards, compensation or damages which may apply as a result of being paid for the performance of such Services.
The Cover Instructor acknowledges and confirms that they are an independent self employed contractor and nothing in these Terms or the Services that the Cover Instructor provides via the Cover Ninja Platform is intended to, or shall be deemed to establish any relationship of: joint partnership; agency; employer and employee; or worker and hirer between the Cover Instructor and Us under any circumstances.
5. Limitation of Liability
Nothing in these Terms shall exclude or limit our liability for death or personal injury caused by our negligence, fraud, or fraudulent misrepresentation or any other liability that cannot lawfully be excluded or limited.
If you are dissatisfied with the Cover Ninja Platform your only remedy under these Terms shall be to discontinue your use of the Cover Ninja Platform. Without limiting the preceding sentence we shall have no liability for any failure or delay resulting from any matter beyond our reasonable control.
Other than as set out in the two paragraphs immediately above, we shall not be liable in contract, tort, negligence, statutory duty, misrepresentation or otherwise for any direct or indirect loss or damage whatsoever arising from or in any way connected with these Terms or your use of the Cover Ninja Platform.
Except as expressly set out in these Terms all conditions, warranties and obligations which may be implied or incorporated into these Terms by statute, common law or otherwise and any liabilities arising from them are expressly excluded to the extent permitted by law.
We shall not be liable for: (i) loss of revenue; (ii) loss of profit; (iii) loss of anticipated savings; or (iv) any other indirect, economic or consequential loss.
In the event that any limitation or exclusion of liability in these Terms is not enforceable then we shall not be liable to you for more than £250 in aggregate in respect of all matters concerning or arising out of your use of the Cover Ninja platform.
Nothing in these Terms creates an obligation for Us to make direct introductions between the Venue, Instructor and the Cover Instructor and we reserve the right to suspend, restrict or terminate your access to the Cover Ninja Platform at our sole discretion.
We make no warranty that the Cover Ninja Platform will provide an uninterrupted service or be error free or that any defects will be corrected.
We make no warranty as to the quality, suitability or otherwise of the Cover Ninja to provide the Services and are not liable to the Venue or Instructor for any loss or damage You may incur as a result of being connected to a Cover Instructor.
7. Intellectual Property Rights
You acknowledge that all present and future copyright and other intellectual property rights subsisting in, or used in connection with, the Cover Ninja Platform (the “Intellectual Property”), including the manner in which the Website or the App is presented or appears and all information and documentation relating to both the Website, Webapp and the App, is our property (or that of our licensors) and remains vested in Us at all times and nothing in these Terms shall be taken to transfer any Intellectual Property to either the Venue, Instructor or Cover Instructor.
8. Data Protection
We shall comply with all applicable data protection legislation and ensure that at all times when We are processing personal data We take all appropriate technical, operational, managerial, physical, organisational measures in accordance with prevailing practices of care, skill, professionalism and diligence to safeguard against unauthorised or unlawful processing of personal data and against any unauthorised or unlawful accidental loss, destruction of, or damage to, personal data and ensure the security of such personal data.
9. External links
The Cover Ninja Platform may, from time to time, include links to external sites, which may include links to third party offers and promotions. We include these to provide you with access to information, products or services that you may find useful or interesting. We are not responsible for the content of these sites or for anything provided by them and do not guarantee that they will be continuously available. The fact that we include links to such external sites does not imply any endorsement of or association with their operators or promoters.
Any notice to be given under these Terms must be in writing and either sent by email, delivered by hand or sent by recorded delivery to (i) in the case of Cover Ninja its registered address and (ii) in the case of a Venue, Instructor or Cover Instructor to the primary correspondence address (including email address) given to Cover Ninja.
11. Entire Agreement
These Terms constitute the entire agreement between Cover Ninja and Venues, Instructors and Cover Instructors and replaces any previous agreement or understanding (whether oral or written, express or implied) between us in respect of matters contained or referred to in these Terms. Each of us agrees that, in entering into these Terms, we have not relied on, and have no remedy in respect of, any representation warranty or other provision (whether oral or written, express or implied) of any person, which is not expressly set out in these Terms. The only remedy available in respect of any misrepresentation or untrue statement shall be a claim for breach of contract under these Terms, such claim to be subject to the limitation of liability section above. This paragraph does not operate to limit or exclude any liability arising from any fraudulent or dishonest statement, act or omission.
12. Our Rights
We reserve the right at all times to edit, refuse to post or remove from the Cover Ninja Platform any profile, information or materials for any reason whatsoever, and to disclose any information we deem appropriate to satisfy any obligation we may have under applicable laws, regulatory requirements, legal processes, or to satisfy any request of the police, government or any regulatory body. For the avoidance of doubt, we reserve the right to remove any rating that We believe in our sole discretion is inappropriate.
If any of these Terms are held to be illegal or unenforceable for any reasons, such provisions shall be severed and the rest of the Terms shall remain in full force and effect.
You may not assign, transfer or sub-contract any of your rights under these Terms without our prior written consent. We may assign, transfer or sub-contract all or any of our rights at any time without consent.
A person who is not a party to these Terms shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision in these Terms.
No waiver shall be effective unless in writing and no waiver shall constitute a continuing waiver so as to prevent us or you from acting upon any continuing or subsequent breach or default.
14. Governing Law and Jurisdiction
These Terms shall be subject to the laws of England and Wales and the parties shall submit to the exclusive jurisdiction of the courts of England and Wales.
15. Contacting us
Please submit any questions you have about these terms and conditions or any complaint or concern in relation to the Cover Ninja Platform here.