This page sets out the terms of business on which we supply any of the Products and/or Services referred to on our website athttps://mood.tech/ (“Our Website”) to you. You should read these terms of business carefully and in full before using, or ordering, any Products and/or Services on Our Website (references to Our Website shall include any desktop or mobile or other device application which we might make available). By using or ordering any of our Products or Services, you agree to be bound by these terms and conditions.
Please use the method indicated on the relevant page of Our Website to indicate that you accept them. If you do not accept these terms and conditions, you are not permitted to use or order any Products or Services on Our Website.
Our Website is a website operated by Mood Group Limited of International House, 24 Holborn Viaduct, London, United Kingdom, EC1A 2BN and referred to throughout these terms and conditions as “we” or “us” or similar.
1. Terms used throughout
‘Content’ means, amongst other things: any text, images, sounds, videos or other materials of whatever nature on Our Website or the Dashboard.
‘Dashboard’ means the software developed by us to assist the customer in reviewing data obtained from the Mood tiles.
‘Mood tiles’ means the tiles with QR codes on them to be placed in customer shops to get feedback via voice or text.
‘Products’ means any products related to our services that we provide as set out on Our Website.
‘Services’ means any or all of the services available from Our Website.
2. Contract between us
2.1. These terms and conditions regulate the business relationship between you and us. By ordering Products or Services, you agree to be bound by them.
2.2. We may refuse to provide the Products and/or Services in any country that we may see fit.
2.3. You agree that in entering into a contract subject to these Terms and Conditions you have not relied on any representation or information from any source except the explanation of the Products and Services given on Our Website.
2.4. Subject to these terms and conditions, we agree to provide to you some or all of the Products and/or Services described on Our Website at the prices we charge from time to time.
2.5. Your continued use of our Products and/or Services shall be deemed acceptance by you of any changes to how we provide them or our systems or our terms and conditions.
2.6. The contract between us comes into existence only when we email you to confirm that we agree to provide to you the Products and/or Services you have ordered. Your payment does not create a contract. If we decline to provide you with the Products and/or Service ordered we shall immediately return your money to your card or other payment method used.
2.7. We may change this document in any way at any time. The version applicable to your contract is the version which was posted on Our Website at the time that the contract was made.
3.1. When you visit Our Website or the Dashboard, you accept responsibility for any action done by any person in your name or under your account or password. You should take all necessary steps to ensure that the password is kept confidential and secure and should inform us immediately if you have any reason to believe that your password has become known to anyone else, or if the password is being, or is likely to be, used in an unauthorised manner.
3.2. You agree that you have provided accurate, up to date, and complete information about your business. We are not responsible for any error made as a result of such information being inaccurate. You may not transfer your account or the right to receive any of the Services to any other person.
4.1. The price payable for the Products and Services that you order is clearly set out on Our Website.
4.2. Prices are exclusive of any applicable value added tax or other sales tax.
4.3. All bank charges will be borne by you.
4.4. You will pay all sums due to us by the means agreed without any set-off, deduction or counterclaim.
4.5. If, by mistake, we have under-priced an item, we will not be liable to supply the Product or Service to you at the stated price.
5.1. Normal monthly payments shall be made by you by the agreed method on the last day of the month for the following month.
5.2. At expiry of any monthly/yearly subscription and automatic renewal in accordance with clause 6, we shall automatically take payment from your direct debit (normally this is the only method of payment permitted for subscriptions which are paid for periods of less than 1 year), credit card or other payment method of the sum specified on Our Website to renew, if not cancelled in accordance with clause 6.
6. Specific Products and Services
6.1. Monthly subscriptions and yearly subscriptions are available to access the Dashboard and to use the Mood tiles (“Mood Subscription”).
6.2. Each Mood Subscription includes 4 Mood tiles. Additional tiles are available at the current prices and packages on Our Website. QR codes on Mood tiles are our design and include intellectual property rights belonging to us and must not be copied in any way whatsoever.
6.3. The Mood Subscription comes with a reasonable allowance of audio minutes to retain feedback, which can be limited at our absolute discretion.
6.4. If multiple locations are used in one Mood Subscription, you must inform us of the locations and which Mood tiles are in which location, so we can provide you with information in the Dashboard relating to each location. Mood tiles cannot be provided, shared, transferred or given to third parties to access, view or use.
6.5. Monthly subscriptions and yearly subscriptions are available to use our Check in Check out service, which assists in monitoring the attendance and punctuality of your staff, along with performance levels relating to customer service (“Staff Subscription”). This service relies on the honesty of all staff members and we cannot guarantee that our system will not be abused or manipulated.
6.6. In relation to the provision of the Mood Subscription or the Staff Subscription, there shall be an initial minimum three month subscription and then the service shall continue to be automatically renewed on a monthly basis unless we have received from you a written notice of non-extension at least 14 days prior to the end of the current term, which can only take effect at the end of the current term. No full or partial refunds of any payments already made shall be given.
6.7. The software in Our Website, applications and in the Dashboard is owned by us and the intellectual property rights are not assigned or licensed in any way to you (other than as expressly stated herein) and the customer shall not attempt to copy, reproduce, distribute, modify, adapt, reverse engineer or extract the source, object or other code from any such software.
6.8. All information, data and intellectual property rights of whatever nature relating to the Dashboard or contained within the Dashboard is owned by us and you are provided with a non-transferrable, non-exclusive licence to view and use the same whilst you have a current subscription with us. Access to use or view the Dashboard and the information contained within cannot be given to parties other than the customer and in relation to the customer, only those persons who are employed by the customer and which it is strictly necessary for them to view it as part of their employment with the customer.
7. Data Protection
7.1. You accept to only use and/or process any personal data received from the Mood tiles or any other data on the Dashboard for the intended purposes and not to share those details with any third party.
7.2. It is important you keep that information secure and confidential and use it only for the purpose for which it was provided and with the consent of the individual.
7.3. We are the data controller for data protection purposes and you may be considered to be a data processor. You must comply with your obligations with all data protection laws in such circumstances.
7.4. You agree to comply with UK and EU GDPR legislation when storing, processing, and transferring personal information and:
7.4.1 You will protect the data and ensure that it is stored securely.
7.4.2 You will only process data for the purpose for which it was provided.
7.4.3 You will assist with subject access requests and potential removal or correction of data.
7.4.4 You understand that breaches could incur severe financial penalties for yourself, for us and for any other third parties involved.
7.4.5 You understand that this duty of confidentiality is indefinite and continues after the expiry or termination of your subscription or any contract with us.
8. Payment Security
We take care to make Our Website safe for you to use.
8.1. We use one or more online payment service providers who will encrypt your card or bank account details in a secure environment.
8.2. If you have asked us to remember your credit card details for your next purchase or subscription, we will securely store your payment details on our systems. These details will be fully encrypted and only used to process your automatic monthly payments or other transactions which you have initiated.
9. Use of Our Website
9.1. If you violate Our Website, we may take legal action against you.
9.2. You now agree that you will not, and will not allow any other person to:
9.2.1 modify, copy, or cause damage or unintended effect to any portion of Our Website, or any software used within it.
9.2.2 link to Our Website in any way that would cause the appearance or presentation of Our Website to be different from what would be seen by a user who accessed Our Website by typing the URL into a standard browser;
9.2.3 download any part of Our Website, without our express written consent;
9.2.4 collect or use any product listings, descriptions, or prices;
9.2.5 collect or use any information obtained from or about Our Website or the Content except as agreed or intended by the subscription you have;
9.2.6 share with a third party any login credentials to Our Website or the Dashboard.
10. Disclaimers and limitation of liability
10.1. All implied conditions, warranties and terms are excluded from all contracts subject to these terms and conditions. If in any jurisdiction an implied condition, warrant or term cannot be excluded, then this sub paragraph shall be deemed to be reduced in effect, only to the extent necessary to release that specific condition, warranty or term.
10.2. We make no representation or warranty that the Products and/or Services will be:
10.2.1 useful to you;
10.2.2 of satisfactory quality;
10.2.3 fit for a particular purpose;
10.2.4 available or accessible, without interruption, or without error.
10.3. We claim no expert knowledge in any subject. We disclaim any obligation or liability to you arising directly or indirectly from information you take from Our Website.
10.4. You agree that in any circumstances when we may become liable to you, the limit of our liability is the amount you have paid us in the immediately preceding 12 month period for the Services concerned.
10.5. We shall not be liable to you for any loss or expense which is:
10.5.1 indirect or consequential loss; or
10.5.2 economic loss or other loss of turnover, profits, business or goodwill, even if such loss was reasonably foreseeable or we knew you might incur it.
10.6. This paragraph (and any other paragraph which excludes or restricts our liability) applies to our directors, officers, employees, subcontractors, agents and affiliated companies (who may enforce this provision under the Contracts (Rights of Third Parties) Act 1999), as well as to us.
11. Term of agreement and termination
11.1. All contracts subject to these terms and conditions shall operate for the period for which you have subscribed to receive the Services (subject to any minimum term).
11.2. We may terminate a contract subject to these terms and conditions at any time with immediate effect by sending you notice to that effect by email, should you:
11.2.1 be unable to meet your obligations or your breach these terms and conditions; or
11.2.2 take any step or action in connection with entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction; or
11.2.3 you suspend, or threaten to suspend, or cease or threaten to cease to carry on all or a substantial part of your business; and in any of those cases, any monies owing from you to us shall become immediately payable.
11.3. Termination by either party shall have the following effects:
11.3.1 your right to use the Products and/or Services immediately ceases;
11.3.2 your right to access the Dashboard and any information within it shall immediately cease;
11.3.3 there shall be no reimbursement in whole or partially, or credit given.
12. Interruption to Services
12.1. If it is necessary for us to interrupt the Services, we will give you reasonable notice where this is possible and when we think the down time is such as to justify telling you.
12.2. You acknowledge that the Services may also be interrupted for many reasons beyond our control.
12.3. You agree that we are not liable to you for any loss, foreseeable or not, arising from any interruption to the Services.
You agree to indemnify us against any loss, damage or liability, suffered by us at any time and arising out of:
13.1. any act, neglect or default of yours in connection with this agreement or your use of the Products and/or Services;
13.2. your breach of this agreement;
13.3. your failure to comply with any law;
13.4. a claim arising from your use of the Products and/or Services (including a claim against us by any of your staff or customers).
14.1. If any term or provision of this agreement is at any time held by any jurisdiction to be void, invalid or unenforceable, then it shall be treated as changed or reduced, only to the extent minimally necessary to bring it within the laws of that jurisdiction and to prevent it from being void and it shall be binding in that changed or reduced form. Subject to that, each provision shall be interpreted as severable and shall not in any way affect any other of these terms.
14.2. The rights and obligations of the parties set out in this agreement shall pass to any permitted successor in title.
14.3. Any obligation in this agreement intended to continue to have effect after termination or completion shall so continue.
14.4. No failure or delay by us to exercise any right, power or remedy will operate as a waiver of it nor indicate any intention to reduce that or any other right in the future.
14.5. Any communication to be served on either of the parties by the other shall be via email.
14.6. We shall not be liable for any failure or delay in performance of this agreement which is caused by circumstances beyond our reasonable control.
14.7. The validity, construction and performance of this agreement shall be governed by the laws of England and Wales and the parties agree to the non-exclusive jurisdiction of the English courts.