1.1 In this agreement and unless otherwise provided for, the following terms shall have the meaning as set out below:
“Pride 365”, “Our” or “the Provider” refers to Pride 365 Limited
“Electronic Confirmation” shall be deemed to have been provided once a Partner or authorised representative of a Partner has been provided with an official quote for services of Pride 365 and they have clicked the “Confirm Certification” button;
“Client Personal Data” encompasses all information and data (including texts, documents, drawings, diagrams, images or sounds) owned by, licensed to (other than by the Supplier) or relating to the Client and/or any of its customers, which is in each case generated by, supplied to, or is otherwise retained by, Pride 365 pursuant to or in connection with this agreement;
“Data Protection Legislation” means all applicable law, at the relevant time, relating to the processing of personal data and privacy including (where applicable) the General Data Protection Regulation (EU);
“GDPR” means the General Data Protection Regulation (EU) 2016/679 of the European Parliament.
2.3 The contract shall be deemed to have been made at the offices of Pride 365.
3.1 The Electronic Confirmation to become Pride 365 Certified by any person, company or organisation or any advertising agency acting on behalf of such person, company or organisation (“the Partner”) shall amount to an acceptance of these Terms and Conditions.
3.2 By providing Electronic Confirmation the Partner is declaring that they may act on behalf of the organisation that they represent and agree to our terms and conditions.
3.3 Pride 365 reserve the right to reject any order upon their own discretion.
4.1 Fees are the price per year the Partner pays and this is calculated by Pride 365 based upon the Partner’s type of Organisation, revenue and geographical location. Fee structure can be found on the Pride 365 website.
4.2 Payment terms are offered based on the credit score of any client as per our credit check supplier (CreditSafe).
4.3 If credit is not offered, Fees are payable to the Provider at time of Electronic Confirmation.
4.4 If credit is offered, Fees are payable within (30) days of Electronic Confirmation.
4.5 Fees are strictly net of agency commission and VAT, unless otherwise stated.
4.6 After the first year’s Fees are paid, subsequent years fees are due commensurately one calendar year later.
4.7 Pride 365 retains the right to provide flexibility on payment terms and fees at their own discretion.
4.8 Pride 365 retains the right to delay any and all services until the Fees have been paid in full.
4.9 Fees remain frozen from the beginning of the three year Term and will only be adjusted depending on revenue with reassessment.
4.10 Unpaid accounts referred to a third party for recovery will incur collection costs. The Partner will have no right to set-off monies owed to the Provider.
4.11 In the event that a Partner does not pass the Pride 365 Certification they are given a Grace Period of (90) days to remedy issues and reapply. If after the Grace Period the Partner fails once again they are entitled to a 50% refund of the Fee. The remaining 50% shall act as credit towards future Certification. The Partner will be able to reapply one calendar year after the second time of failing i.e. after reapplying after the Grace Period. If the Partner passes after one calendar year they will pay the remaining 50% of the Fee in Pride 365’s standard Payment Terms as detailed in (Section 2). If after one year the Partner fails once again then the 50% credit will be lost and subsequent reapplications will have to be paid for in full.
5.1 The Provider reserves the right to delay any service in the event of unforeseen circumstances.
6.1 All reasonable efforts will be made by the Provider to fulfil its obligations, but should Pride 365 be prevented or delayed in carrying out any of their obligations by reason of an Act of God, war, lock-out, fire, flood, delays in transit, strikes, riots, postal delay or any other unexpected or exceptional causes or circumstances beyond their control the time for delivery shall be extended until a reasonable time after the event preventing or interfering with the due performance of Pride 365’s obligations has ceased, and in no circumstances is Pride 365 to be liable for any consequential loss or damage suffered by the Partner as a result thereof. For clarity, Pride 365 will not be liable for any loss occasioned by the failure or delay of services rendered from any cause whatsoever.
6.2 While Pride 365 will take reasonable care of any material supplied by the Partner whilst in Pride 365’s custody, Pride 365 shall not be liable for loss or damage of material in transit or whilst with any third party.
6.3 The Provider will grant the rights to use the Pride 365 Certification® on the Partner’s websites, social media, jobs boards and marketing outreach, with the Partner requiring permission for use onPac or on products. Should the Partner wish to use the Certification logo on such, the Partner should reach out to Pride 365 by email for confirmation with the proposed product to [email protected] In the event of not being contacted with rejection or for approval within (14) days, the Partner can assume that confirmation has been granted.
6.4 The Provider has exclusive rights to use the Pride 365 Certification® logo on merchandise that is expressly Pride 365 related. For example but not limited too merchandise such as branded clothing, office supplies or banners. If a partner wishes to use such items then they must be purchased through Pride 365 or be granted explicit permission
7.1 The Partner is solely responsible for the submission to the Provider of suitable copy for their website and that the materials comply with the Provider’s specific requirements.
7.2 The Partner is solely responsible for ensuring the Pride 365 Assessment is filled out and submitted within (90) days from Electronic Confirmation.
7.3 Each day that goes past the (90) will incur a reduction in the length of Service of being Pride 365 Certified by the same amount ie. one day.
7.4 The Partner shall comply with Data Protection Legislation and ensure that any instructions it issues to Pride 365, including the transfer itself, shall comply with Data Protection Legislation; and (i) have sole responsibility for the accuracy, quality, and legality of Personal Data, and the means by which the Client acquired Personal Data and shall establish the legal basis for Processing under Data Protection Legislation.
7.5 The Partner warrants that the disclosure of Personal Data to Pride 365 is limited to what is necessary in order for Pride 365 to perform services it is contractually obligated to provide to the Partner and that Personal Data is accurate and up-to-date at the time that it is provided to Pride 365;
7.6 The Partner shall collect Personal Data in a manner compliant with Data Protection Legislation, including by providing all notices and obtaining all consents as may be requested under Data Protection Legislation in order for Pride 365 to lawfully and fairly process Personal Data in connection with/arising out of the provision of the provision of services; and ensure compliance with appropriate technical and organisational.
7.7 The Partner shall notify Pride 365 upon becoming aware that Personal Data has become inaccurate or out of date.
7.8 The Partner will not use the Pride 365 Certification® logo if they are no longer Certified nor make alterations to the mark in any way unless with explicit permission from Pride 365.
9.1 Each party agrees that it shall not make disparaging comments about the other party and that it will not circumvent the other party.
10.1 By accepting these terms and conditions the Partner acknowledges that this is a business-to-business contract and therefore is not subject to any statutory cooling off provisions. All confirmed orders are final and the Client has no rights of termination upon written (including by email or completed order form) confirmation of an order for services from Pride 365.
11.1 The Term of Certification is three calendar years starting from when Certification is first granted.
11.2 Pride 365 reserves the right at any point to withdraw or revoke Certification at any point if Pride 365 deems the Partner has directly or indirectly caused harm to the LGBT+ community.
11.3 Should any Terms within this agreement be determined illegal or unenforceable for any reason by a court of law then such Terms shall be deemed severable from this notice and the remaining Terms shall survive and remain in full force and continue to be effective, binding and enforceable.
11.4 Any provision of this agreement that expressly or by implication is intended to come into or continue in force on or after termination or expiry of this agreement shall remain in full force and effect.
11.5 The term Partner is used to describe the relationship between the parties and nothing in this agreement is intended to or shall be deemed to establish a (legal) partnership or joint venture between the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of the other party.
12.1 All Pride 365 Certification organisations make Pledge items that they agree to complete by certain dates. These pledge items are an integral part of Certification and by agreeing to these terms and conditions the Partner agrees to fulfil them to the best of their ability.
13.1 The Pride 365 Certification and all related names, logos, product and service names, designs and slogans are trademarks of Pride 365 or its affiliates or licensors. You must not use or alter in any way such marks without the prior written permission of Pride 365. All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners.
13.2 Use of the The Pride 365 Certification® logo must be in accordance with the latest Pride 365 Brand Guidelines.
13.4 The Pride 365 Certification® logo is owned by Pride 365 and will appear on each Partners website e.g on the footer of the website. This logo shall act as a hyperlink to the Partners profile on the Pride 365 website.
13.5 The Website and its contents (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Pride 365 and are protected by the United Kingdom and international copyright, trademark laws.
13.7 The Pride 365 Certification and all related names, logos, product and service names, designs and slogans are trademarks of Pride 365 or its affiliates or licensors. You must not use such marks without the prior written permission of Pride 365. All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners.
14.1 To continue to receive the Pride 365 Certification seamlessly, the Partner must retake the assessment (90) days before the end of the three year term to ensure that standards are being maintained and that new Pledge items can be added.
14.2 The Pledge items that are part of their Pride 365 Certification are bound to the agreement, if they fail to meet any individual Pledge item by the specified time and are not able to make the Provider aware as well as how this can be remedied then this is grounds to temporarily lose Certification.
14.3 In the event the Partner temporarily loses Certification, fees are still owed, but all rights given under this agreement are lost until the pledge item(s) have been met and Certification can be regranted by Pride 365.
14.4 If the Partner does not send in writing, either written or electronic the desire to stop (6) months before the end of the three year term, Pride 365 will assume that the Partner wishes to retake the assessment and continue to be Certified for another Term.
14.5 In the event the Partner has signed up for one year, as Certification lasts for three years after the assessment, Pride 365 will assume that the Partner wishes to remain Certified for each consecutive year past the first unless they receive in writing, either electronic or written the desire to stop (3) months before the end of the year. After the first three years, Pride 365 will then assume the Partner wishes to retake the assessment.
15.1 This order shall be governed by and construed in accordance with English Law and the parties hereto irrevocably submit to the non-exclusive Jurisdiction of the English Courts in respect of any dispute on matter arising out of or connected with the agreement.