Players 1st Terms & Conditions
1. ACCEPTANCE OF THE LICENCE TERMS
1.1 These licence terms (hereinafter referred to as the "Terms") are accepted by using the application and apply between Players 1st, CVR number 34694222, Stadion Allé 70, 8000 Aarhus C, Denmark (hereinafter referred to as "Players 1st") and the customer (hereinafter referred to as "the Customer").
1.2 The national association or other equivalent central organisation or operators with ownership of or liability for multiple clubs may accept these Terms on their own behalf or on behalf of clubs. In the event that the Terms are accepted on behalf of clubs, the national association or other equivalent central organisation or operators with ownership of or liability for multiple clubs warrants that it has the necessary authority and that the Customer has previously been adequately informed of the Terms.
2. PAYMENTS
2.1 Payment for the use of a licence shall fall due upon initial issue of questionnaires under a given licence and shall continue until the licence is terminated in accordance with these Terms.
3. SCOPE AND APPLICATION OF LICENCES
3.1 In accordance with these Terms, the Customer shall have non-exclusive access to use the Customer Experience Management platform Players 1st and selected additional modules (hereinafter collectively referred to as "the Application") made available online as "software as a service". The Customer shall not acquire the Application or any copy or part thereof and shall not acquire a licence to develop the Application other than as software as a service.
3.2 The Customer’s licence shall provide the Customer with access to issue questionnaires in the surveys for which the Customer has purchased access as well as access to view results from the surveys via the Application. The licence allows the club to create an unlimited number of users in the Application.
3.3 An overview of licence types and selected additional modules can be found in the Application itself or on the Players 1st website. For certain functions, services and additional modules, independent conditions may apply and these must be accepted in addition to these Terms before use.
3.4 Access to use the Application shall apply solely to the Customer and its advisers, and the Application shall not be used for anyone other than the Customer itself.
3.5 The Customer warrants and has full responsibility for the Customer and its consultants’ use of the Application.
3.6 The Customer shall not be entitled to transfer licences to third parties, wholly or partly.
3.7 The Customer shall ensure that the Application is not used in a manner that could damage the name, reputation or goodwill of Players 1st, or that contravenes relevant legislation or other regulations.
3.8 In the event that the national association or other equivalent central organisation or operators with ownership of or liability for multiple clubs has accepted these Terms on its own behalf but upon agreement with Players 1st, multiple clubs may use the whole or parts of the Application, as the "Customer" will, in this case, also include the clubs that may use the whole or parts of the Application by agreement with Players 1st.
3.9 The Customer shall have sole responsibility for ensuring that the Configuration information in the Application is correct and up to date. If the information is not correct and up to date, the Customer’s surveys may either not be issued or issued with incorrect information. Players 1st assumes no responsibility for any errors that may arise as a result of incorrect or outdated information in the Customer’s Configuration in the Application.
3.10 Players 1st offers technical support via e-mail. The relevant e-mail address can be found in the Application or on the Players 1st website. Players 1st strives to respond to support enquiries as quickly as possible. Support enquiries are answered in English only.
4. PRICES AND PAYMENT TERMS
4.1 The Customer accepts that invoices and reminders will be issued via e-mail to the e-mail address specified by the Customer. The payment terms are payment within 14 days.
4.2 The licences, licence periods and prices applicable at any time can be found in the Application. All prices are exclusive of VAT.
4.3 Prices may be changed subject to a notice period of three months prior to the expiration of a licence period. In the event that the Customer does not accept the price change, the Customer must terminate the agreement within 30 days of receiving notice of the price change. Changes in the composition and content of licence types and additional modules can be made with 30 days’ notice before the expiration of a licence period. In the event that the Customer does not accept the notified changes in the composition of content of licence types and additional modules, the Customer must terminate the agreement within 14 days of receiving notice of the change.
4.4 The Customer will be notified of all changes to prices and licences via e-mail.
5. TERMINATION
5.1 The Customer may terminate licences, downgrade licences and/or selection of additional modules with 30 days’ notice (unless otherwise specified in the specification or terms for the service concerned). Notice of termination must be made in writing to Players 1st. The Customer's access to the Application shall lapse without notice upon the expiration of the licence period. The Customer shall be responsible for ensuring that it has downloaded all required data from the Application prior to the expiration of the agreement.
5.2 Players 1st may terminate a licence without notice in the event of material breach of these Terms on the part of the Customer or in the event of the Customer's bankruptcy or insolvency.
5.3 Upon termination of a licence, the Customer may, subject to an administration fee, receive the Customer's responses from respondents in the form of anonymous raw data in Excel format. The administration fee is specified in the Application or on the Players 1st website.
6. THE CUSTOMER’S DATA
6.1 All data, results and reports are the property of the Customer. National associations, other relevant central players and Players 1st may use the collected data for the publication of national and international reports. In this context, the Customer’s data will exclusively be shown as aggregated results or in anonymous format.
6.2 The national association and other relevant central players have access to the knowledge and information that has been collected in the Application, although only in anonymous format. The national association and any other central players with access to the results shall be obliged to treat any knowledge and information acquired via Players 1st as confidential.
6.3 Players 1st is fully compliant with relevant personal data protection legislation. Please refer to the separate Data Processing Agreement for further details concerning data processing and data security.
7. OPERATIONAL STABILITY
7.1 Players 1st strives for the highest possible operational stability and the goal is an uptime of 99.5%, but Players 1st assumes no liability for failures or interruptions, including interruptions caused by factors outside of Players 1st’s control. This includes but is not limited to e.g. interruptions on the part of Players 1st’s subcontractors, power outages, equipment failure, loss of internet connections or similar.
7.2 In the event of failures or interruptions Players 1st shall strive to restore normal operations as soon as possible.
7.3 Scheduled interruptions will predominantly take place during the hours of 22:00-06:00 CET. In the event that it becomes necessary to interrupt access to the Application outside of the specified time period, such interruptions will be announced in advance to the extent possible.
8. CHANGES
8.1 Players 1st shall be entitled to make continuous updates and improvements to the Application. Players 1st shall also be entitled to change the composition and structure of the Application and services. Such updates, improvements and changes will always be made with adequate notice via e-mail unless urgent changes are required. Changes shall generally take place during the time period specified in Clause 7.3.
9. INTELLECTUAL PROPERTY RIGHTS
9.1 Players 1st owns all intellectual property rights relating to the Application. The Customer shall notify Players 1st of any current or potential infringement of Players 1st’s intellectual property rights or unauthorised use of the Application that the Customer becomes aware of.
9.2 There shall be no transfer of intellectual property rights to the Customer.
10. TRANSFER
10.1 Players 1st shall be entitled to transfer its rights and obligations to the Customer to affiliated companies or third parties.
10.2 With regard to Players 1st’s use of subcontractors, please refer to the Data Processing Agreement.
11. PLAYERS 1ST’S LIABILITY
11.1 To the extent possible, Players 1st assumes no liability in relation to these Terms, services or use of the Application, whether arising within or outside of a contract, including loss, consequential damage or other indirect losses, loss of data, loss due to product liability or loss arising as a result of simple negligence.
11.2 Regardless of the type of loss or the basis for liability, Players 1st’s total liability shall be limited to an amount corresponding to the Customer’s payments in the 12 months before the circumstance resulting in liability occurred.
11.3 The Customer accepts that it shall indemnify Players 1st against any claim or loss caused by losses on the part of third parties or liability to third parties to the extent this relates to the Customer’s use of the Application in contravention of this agreement.
12. CHANGES TO THE TERMS
12.1 Players 1st shall be entitled to change these Terms in any way. The Terms applicable at any time shall be available in the Application or on Players 1st’s website. Players 1st aims to provide a reasonable notice period of at least 30 days in connection with all changes. Notice shall be given through a message in the Application at login or via e-mail to the Customer. The use of the Application after a change to these Terms shall constitute acceptance of such changed Terms.
13. DISPUTES
13.1 These Terms shall be subject to Danish law and any dispute arising from these Terms shall be brought in accordance with the provisions of the Danish Administration of Justice Act.
14. VALIDITY
14.1 These Terms shall enter into force from 1 September 2018.