C M.HOWLES LTD (“C M HOWLES”) TERMS AND CONDITIONS OF MEMBERSHIP (“CONDITIONS”)
These Conditions apply to all services ordered from or provided to you by C M.HOWLES and by requesting services from C M.HOWLES you agree that these conditions shall apply to those services and your order. For the avoidance of any doubt, C M HOWLES is not a travel agent nor a tour operator.
1. DEFINITIONS AND INTERPRETATION
1.1 In these Conditions, the following definitions apply:
Benefits: means the benefits made available to Members by Suppliers.
Conditions: these terms and conditions as amended from time to time in accordance with clause
Joining Fee: means the fee payable by the Member to CM HOWLES upon acceptance of a Membership application, in accordance with clause
Member: a person registered as a member of the Membership Club.
Membership: means membership of the Membership Club.
Membership Card: means the card issued to Members by CM HOWLES upon acceptance of a Membership application in accordance with clause 2.
Membership Club: means the CM HOWLES Lifestyle Membership Club owned by CM HOWLES.
Membership Fees: means the fees payable in respect of Membership notified to Members upon application for and prior to renewal of Membership.
Payment Card: has the meaning given in Clause 3.7.
Website: means the website located at www.cmhowles.co.uk
Products: means items which CM HOWLES offers to procure on behalf of the Member
Request: means a request placed by a Member with CM HOWLES for CM HOWLES to arrange the supply of goods and/or services from a third party Supplier on the Member’s behalf.
Services: means the concierge and lifestyle management services provided by CM HOWLES to its Members as part of their Membership.
Supplier means a supplier engaged by CM HOWLES on behalf of and as agent for a Member to provide goods and/or services to that Member.
1.2 In these Conditions, the following rules apply:
(a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);
(b) a reference to a party includes its personal representatives, successors or permitted assigns;
(c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted;
(d) any phrase introduced by the terms including, include, in particular or any similar expression, shall be construed as illustrative and shall not limit the sense of the words preceding those terms; and
(e) a reference to writing or written includes e-mails.
2. MEMBERSHIP APPLICATIONS AND YOUR MEMBERSHIP CARD
2.1 All Membership applications are subject to acceptance by CM HOWLES at its sole discretion. CM HOWLES shall notify applicants in the event that his or her Membership application has been accepted. CM HOWLES is under no duty to disclose its reasons for rejecting any Membership application.
2.2 You are obliged to provide correct personal details when you apply for Membership. Failure to do so may invalidate your Membership and any subsequent transactions. Your responsibility to provide accurate information is a continuing obligation and you must notify CM HOWLES promptly in the event that any information provided by you in connection with your Membership changes.
2.3 CM HOWLES will issue you with a Membership Card together with associated Membership documentation as soon as possible following receipt of your Joining Fee and Membership Fee.
2.4 Your Membership is personal to you. You are responsible for ensuring that no one (other than your personal assistant on your behalf, where applicable) uses your Membership.
2.5 Access to and use of your personalised Membership section of the Website is through a combination of user name and password. You are solely responsible for maintaining the confidentiality of your user name and password and you agree to notify CM HOWLES immediately if you believe that there has been any breach of security, including the unauthorised use of your name and password.
2.7 You must notify CM HOWLES immediately by e-mail at email@example.com if your Membership Card is lost or stolen.
3. MEMBERSHIP FEES, UPGRADES, CANCELLATIONS AND RENEWALS
3.1 For the first year of your Membership, Membership Fees and the Joining Fees payable shall be confirmed to you prior to acceptance of your Membership application. The Joining Fee shall be payable in full upon acceptance of your Membership application. Any increase or decrease to the Membership Fees for subsequent years of Membership will be notified to all Members in advance of their Renewal Dates.
3.2 You acknowledge that your payment of the Joining Fee constitutes your express request for us to begin to supply you with the Services.
3.3 Subject to Clauses 3.5, 3.6 and 3.13, Membership Fees are non-refundable. Your Joining Fee covers our costs in setting up your Membership and is non-refundable in all circumstances.
3.4 You have the right to cancel your Membership until the end of 14 days after the day on which we accept your Membership application (“Cancellation Period”). Cancellation within the Cancellation Period is only valid if done in writing.
3.5 If you cancel your Membership within the Cancellation Period, you will be reimbursed the Membership Fee, less all deductions for the Services we have performed for you before you informed us of your decision to cancel.
3.6 CM HOWLES reserves the absolute right to cancel or suspend your Membership where it believes it has reason to do so. If CM HOWLES cancels your Membership, CM HOWLES may, at its own discretion, refund the balance of the current annual Membership Fee on a pro rata basis in respect of the unexpired period to which the annual Membership Fee relates.
3.7 Membership Fees are due on acceptance of your Membership application and annually thereafter (the “Renewal Date”). Full payment will be taken by CM HOWLES annually in advance by direct debit or payment by a credit or debit card from which you have authorised us to deduct such payment (“Payment Card”) in accordance with the relevant invoice.
3.8 Where you have provided us with details of a Payment Card, you hereby expressly authorise CM HOWLES to deduct renewal Membership Fees up to 28 days prior to or on your Renewal Date. If you do not provide details of a Payment Card, you will be contacted directly in order to renew your Membership.
3.9 Should you provide us with details of a Payment Card, it is your obligation to inform us in the event that the Payment Card is lost, stolen, expires or is no longer valid for any other reason. You hereby agree to indemnify CM HOWLES for any losses suffered as a result of a failure to do so.
3.10 If you do not wish to renew your Membership you must notify us at least 30 days prior to your Renewal Date.
3.11 If a Membership is allowed to lapse for over 30 days, CM HOWLES reserves the right to recharge the then current Membership Fee in order to renew the Membership.
3.12 CM HOWLES reserves the right to refuse to provide the Services should any payment due under these Conditions not be received.
3.13 If, during the course of your current Membership, you wish to upgrade your Membership to a higher level of Membership; or in the event that CM HOWLES reasonably requests that you upgrade your Membership based on your usage of the Services, the difference in price between the two categories of Membership will be payable on a pro rata basis. If you do not accept CM HOWLES request for you to upgrade your Membership then CM HOWLES reserves the right to cancel your existing Membership with immediate effect, in which case you will be entitled to a pro-rata refund in respect of the period from the date of cancellation until the end of the relevant Membership year for which you have paid Membership Fees.
3.14 CM HOWLES may, at your request, purchase goods or services on your behalf. In the event that we act as a credit agent in this regard, you hereby authorise CM HOWLES to deduct the credit sum from your Payment Card immediately.
4. SUPPLY OF SERVICES
4.1 CM HOWLES shall supply the Services to the Member during the Membership in accordance with the Member’s particular Requests, provided that CM HOWLES shall not be required to provide or facilitate the supply of goods and/or services that, at its sole discretion, it deems may violate applicable laws, standards and/or regulations or may offend taste and decency in the relevant jurisdiction.
4.2 CM HOWLES shall use its reasonable endeavours to meet any performance dates specified by you, but any such dates shall be estimates only and time shall not be of the essence for the performance of any Services.
4.3 CM HOWLES shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not in the reasonable opinion of CM HOWLES materially affect the nature or quality of the Services, and CM HOWLES shall notify the Member in writing in any such event.
4.4 You acknowledge that CM HOWLES reserves the right to accept introductory fees upon the supply of products to you or performance of services on your behalf by any Supplier.
4.5 Telephone calls to CM HOWLES may be monitored or recorded for training and quality control purposes.
4.6 CM HOWLES shall provide the Services using reasonable care and skill and, as far as reasonably possible, in accordance with your Requests and reasonable instructions from time to time.
4.7 Restaurants and clubs:
(a) When you use the restaurant booking service, you hereby authorise CM HOWLES to debit your Payment Card for any deposit paid by CM HOWLES on your behalf to the restaurant. Any such deposit will be forfeited in the event that you cancel the booking.
(b) When you use the restaurant booking service you accept that, should you cancel a restaurant booking within 24 hours of making the reservation, you shall not be entitled to any refund of any monies, including any booking deposit, paid to secure the booking.
(c) CM HOWLES reserves the right to deny restaurant requests from Members if Members repeatedly fail to honour their bookings or continuously violate cancellation policies.
(d) Admission of Members to any club premises is at all times at the sole discretion of the club Supplier and CM HOWLES shall have no liability where a Member is refused admission to a club.
(a) CM HOWLES may be able to obtain “best tickets” for you in relation to sold out events through one of its ticket agent partners. Please note that, by instructing CM HOWLES to obtain such tickets on your behalf, you are agreeing to purchase tickets above face value and the total cost may include a service charge to CM HOWLES in respect of our provision of services to obtain the seats for you. CM HOWLES is not the seller of the tickets and is not responsible for fulfilment of your order.
(b) All such tickets and ticket agent partners (who shall be the seller in respect of the transaction) shall have their own terms and conditions (which we suggest you should read). Such terms and conditions are likely to include terms which state that sales of tickets are final and no refunds shall be issued after the purchase has been made. CM HOWLES shall not be able to provide you with any refund or obtain any such refund on your behalf.
(c) In the event of a show being cancelled directly by the artist/promoter, it may be possible to obtain a refund of the face value of the relevant tickets.
(d) CM HOWLES or its ticket agent partner will despatch your tickets through delivery agents at standard rates. Please note that CM HOWLES shall not be liable for any failure by delivery agents to deliver your tickets.
5.1 CM HOWLES may offer to obtain products for Members from time to time.
5.2 Please note that, by instructing CM HOWLES to obtain such Products on your behalf, you are agreeing to purchase these Products above face value and the total cost may include a service charge to CM HOWLES in respect of our procuring the Products for you.
5.3 For the avoidance of any doubt, the procurement of Products is an additional service offered by CM HOWLES. It is not included within your Membership, is not covered by your Membership Fees and will incur an additional fee. This additional fee is to be agreed between the Member and CM HOWLES prior to the procurement of the Product(s) (“the Agreed Fee”).
5.4 The Agreed Fee is to be paid by the Member prior to CM HOWLES procuring products on the Member’s behalf.
5.5 In the event that CM HOWLES are unable to procure the Product, the Member will be informed within 24 hours. A full refund of the Agreed Fee will be made within 14 days of the Member being informed that CM HOWLES are unable to obtain the Product.
6 PLACING A REQUEST
6.1 Members must place Requests in writing. For the purpose of this clause 6, this includes Requests made by e-mail or through the Members’ section of the Website.
6.2 Members should always contact the office through which they made the Request in the first instance to manage all Requests.
6.3 CM HOWLES, acting reasonably, reserves the right to withdraw any of the Services and/or to refuse to accept any Requests at its sole discretion.
6.4 If CM HOWLES is unable or not obliged to deal with any Request, it will inform the Member as soon as reasonably practicable.
6.5 You undertake that all details you provide to us for the purpose of booking, ordering or purchasing products or services are correct, that the debit, credit and/or Payment Card you use from time to time is your own and that you have sufficient funds to cover the cost of the product or service.
6.6 From time to time the procurement or provision of certain services, products or benefits may incur a CM HOWLES services fee or handling charge. In the event that a service fee or handling charge will be incurred, you will be notified of this fact in advance. In this event you hereby authorise CM HOWLES to debit your Payment Card with any such handling charges or, alternatively, to invoice you in respect of such fees or charges.
7. CANCELLATIONS, REFUNDS AND RETURNS
7.1 The Member acknowledges that the sales contract for the supply of goods and/or services made as a result of a Request is between the Member and the relevant Supplier and that CM HOWLES is not a party to such contract. Cancellation of contracts with Suppliers should be addressed with the Supplier directly and will be subject to the relevant Supplier’s policies, terms and conditions.
7.2 If a Request for a specific product or service is not available, CM HOWLES may offer you substitute products or services of a similar description and standard. You may, at your sole discretion, refuse acceptance of such substitute products and/or services and request a full refund in the event that payment has already been made to the Supplier for the unavailable product or service.
7.3 All descriptions of any products, services or Benefits on the Website have been approved by the relevant Supplier. CM HOWLES accepts no liability for inaccurate or misleading descriptions.
7.4 Payment for all products and services shall be due immediately upon acceptance of the order by the relevant Supplier.
7.5 The Member further acknowledges that, for goods purchased on his or her behalf by CM HOWLES directly from a Supplier, returns and exchanges will be subject to the terms and conditions of that Supplier and returns or exchange of goods purchased may not always be permitted. In circumstances where CM HOWLES is asked to source a specific item for a Member, CM HOWLES shall inform the Member of the refund and exchange policy of that Supplier in advance. CM HOWLES shall not be liable to the Member where a Supplier does not accept the return or exchange of an item.
7.6 It is the Member’s sole responsibility to retain all proof of return of goods to a Supplier. We recommend returning the goods by registered delivery, or by any other similar means of ascertaining the date of the return dispatch and tracking the return.
7.7 We will inform you when we become aware that the refund of an order has been processed by a Supplier.
7.8 Where orders are delivered outside the EU, any applicable customs duties and sales taxes shall not be refundable through CM HOWLES. It shall be the Member’s sole responsibility to recover such monies. CM HOWLES shall have no liability for any items held by any customs or other border agency.
7.9 In the case of premium courier services, if the Member is not at the specified Delivery address to receive their Order at the scheduled time, the Member may incur further charges for subsequent attempts to re-deliver the goods.
8.1 Suppliers are responsible for providing you with the services, products and Benefits you Request us to order on your behalf from time to time. CM HOWLES shall communicate with Suppliers on your behalf unless it is more appropriate for you to contact the Supplier directly.
8.2 Suppliers may impose their own terms and conditions which, in every case, apply to the supply of goods and/or services by that Supplier to you and such terms and conditions shall be binding upon you at the time of order.
8.3 When ordering a product or service or accessing a Benefit, you may be required to provide your Payment Card details. If you request and authorise CM HOWLES to use your Payment Card in order to pay a Supplier for products or services, you acknowledge and agree that CM HOWLES shall incur no liability or be responsible in any way whatsoever in respect of the use of your Payment Card provided always that CM HOWLES acts in accordance with your instructions in relation to such order.
8.4 You acknowledge that the Benefits are subject to availability and may change from time to time without notice.
8.5 If CM HOWLES’ performance of any of its obligations under these Conditions is prevented or delayed by any act or omission by the Member or failure by the Member to perform any relevant obligation (Member Default):
(a) CM HOWLES shall, without limiting its other rights or remedies, have the right to suspend performance of the Services until the Member remedies the Member Default and to rely on the Member Default to relieve it from the performance of any of its obligations to the extent the Member Default prevents or delays CM HOWLES’ performance of any of its obligations;
(b) CM HOWLES shall not be liable for any costs or losses sustained or incurred by the Member arising directly or indirectly from CM HOWLES’ failure or delay to perform any of its obligations as set out in this clause 8.5; and
(c) the Member shall reimburse CM HOWLES, on receipt of a written demand, for any costs or losses sustained or incurred by CM HOWLES arising directly or indirectly from the Member Default.
9. LIMITATION OF LIABILITY
9.1 Nothing in these Conditions shall limit or exclude CM HOWLES liability for:
9.2 Subject to clause 9.1:
(a) CM HOWLES shall under no circumstances whatsoever be liable to the Member, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profits, loss of business, depletion of goodwill and/or similar losses, loss of anticipated savings, loss of goods; or, loss of contract, or loss of use or, loss of corruption of data or information whether direct or indirect or, any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses arising under or in connection with their Membership; and
(b) CM HOWLES total liability to the Member in respect of all other losses arising under or in connection with their Membership, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the total value of the Member’s annual Membership Fee.
9.3 Your contract for the supply of products or services is made with the relevant Supplier only. CM HOWLES acts as an agent for the Supplier and, unless expressly provided otherwise, all your rights and remedies are against the Supplier.
9.4 You acknowledge that any contract entered into by you with any Supplier is an independent contract. CM HOWLES hereby disclaims any and all liability for any act or omission of any Supplier, or any loss incurred by you as a result of any act or omission of a Supplier, whether or not arranged through CM HOWLES.
9.5 CM HOWLES shall have no liability to you for any loss, damage, costs, expenses or other claims for compensation arising from Requests or any instructions supplied by you which are incomplete, incorrect or inaccurate or arising from their late arrival or non-arrival, or any Member Default.
9.6 CM HOWLES shall not be liable to you, or be deemed to be in breach of these Conditions, by reason of any delay in performing, or any failure to perform, any of CM HOWLES obligations in relation to the Services, if the delay or failure was due to any cause beyond CM HOWLES reasonable control.
9.7 Except as expressly set out in these Conditions, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from these Conditions.
9.8 This clause 9 shall survive termination of these Conditions.
9. COMMENCEMENT AND TERMINATION
10.1 These Conditions shall take effect and be binding upon the Member and CM HOWLES upon acceptance by CM HOWLES of your Membership application. These Conditions shall be applicable for the duration of your Membership and shall only cease to have effect upon the expiry or termination of your Membership. You agree that your only rights and remedies under these Conditions shall be against CM HOWLES and no other entity.
11.1 Privacy and Data Protection
11.2 Assignment and subcontracting:
(a) CM HOWLES may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights under these Conditions and may subcontract or delegate in any manner any or all of its obligations under these Conditions to any third party or agent.
(b) The Member shall not, without the prior written consent of CM HOWLES assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights or obligations under these Conditions.
(a) A waiver of any right under these Conditions is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under these Conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict its further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
(b) Unless specifically provided otherwise, rights arising under these Conditions are cumulative and do not exclude rights provided by law.
(a) If a court or any other competent authority finds that any provision of these Conditions (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of these Conditions shall not be affected.
(b) If any invalid, unenforceable or illegal provision of these Conditions would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
11.5 Variation: CM HOWLES may vary these Conditions from time to time and will notify you of any changes in a timely manner. Notification will be by some or all of the following: CM HOWLES Newsletter, the Website, by Email or by phone. Your continued use of your Membership constitutes acceptance of such variations to these Conditions.
11.6 No partnership: Nothing in these Conditions is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way.
11.7 Third parties: A person who is not a party to these Conditions shall not have any rights under or in connection with it.
11.8 Governing law and jurisdiction: These Conditions, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, English law, and the parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.