This Subscription Agreement (“Agreement”) outlines the terms and conditions under which Digital Rugby (“Provider”), a brand operated by 1 Point 3 Creative Ltd, provides subscription-based services or products to the Subscriber.

By accepting a Quotation or Client Order, the Subscriber agrees to this Agreement. This Agreement is applicable as of the date of the Quotation or Client Order.

1. Purpose

This Agreement establishes the terms and conditions under which the Provider delivers subscription-based services or products to the Subscriber.

2. Subscription Services

2.1 Scope of Services:

  • The Provider agrees to provide the Subscriber with access to the subscription services or products as detailed in the Quotation or Client Order (“Services”).

2.2 Modifications to Services:

  • The Provider reserves the right to modify the scope or nature of the Services with 30 days’ notice to the Subscriber. Any such changes will not materially reduce the overall value of the Services.

3. Term and Renewal

3.1 Initial Term:

  • The subscription commences on the date specified in the Quotation or Client Order and will continue for an initial term as outlined therein (“Initial Term”).

3.2 Renewal:

  • Upon completion of the Initial Term, the subscription will automatically renew on a [monthly/annual] basis unless terminated by either Party in accordance with Section 7.

4. Fees and Payment

4.1 Subscription Fees:

  • The Subscriber agrees to pay the fees detailed in the Quotation or Client Order (“Fees”) for access to the Services.

4.2 Billing Cycle:

  • Fees will be billed on a [monthly/annual] basis, commencing on the start date specified in the Quotation or Client Order.

4.3 Payment Method:

  • Payments must be made via the method(s) specified in the Quotation or Client Order.

4.4 Late Payments:

  • Payments not received within 14 days of the due date will incur a 1.5% monthly interest charge on the outstanding balance.

5. Subscriber Responsibilities

5.1 The Subscriber agrees to:

  • Provide accurate and up-to-date billing information.
  • Use the Services in accordance with applicable laws and this Agreement.

5.2 Unauthorized use of the Services, including reselling or sharing access, is prohibited and may result in immediate termination without refund.

6. Provider Responsibilities

6.1 The Provider agrees to:

  • Deliver the Services as outlined in the Quotation or Client Order.
  • Provide reasonable support during the subscription term to address service issues.

6.2 Service availability is subject to scheduled maintenance, third-party provider outages, and force majeure events.

7. Termination

7.1 Termination by Subscriber:

  • The Subscriber may terminate this Agreement by providing 30 days’ written notice before the end of the current billing cycle.

7.2 Termination by Provider:

  • The Provider may terminate this Agreement immediately if:
    • The Subscriber fails to pay Fees within 14 days of the due date.
    • The Subscriber breaches any material term of this Agreement and fails to remedy the breach within 7 days of notice.

7.3 Upon termination:

  • The Subscriber will pay all outstanding Fees for Services rendered up to the termination date.
  • The Subscriber must cease all use of the Services.

8. Intellectual Property

8.1 All intellectual property rights in the Services remain with the Provider or its licensors.

8.2 The Subscriber is granted a limited, non-exclusive, non-transferable license to use the Services during the subscription term solely for their intended purposes.

9. Confidentiality

9.1 Both Parties agree to maintain the confidentiality of all proprietary or sensitive information disclosed during the term of this Agreement.

9.2 This clause survives termination of the Agreement.

10. Liability and Indemnification

10.1 The Provider’s liability for any claims arising from this Agreement is limited to the Fees paid by the Subscriber in the 1 month preceding the claim.

10.2 The Subscriber agrees to indemnify and hold harmless the Provider from any claims, damages, or liabilities arising from:

  • The Subscriber’s use of the Services.

11. Governing Law and Dispute Resolution

11.1 This Agreement is governed by and construed in accordance with the laws of England and Wales.

11.2 Any disputes will first be resolved amicably through negotiation. If unresolved, disputes will be subject to mediation under the rules of [Insert Mediation Institution].

11.3 Unresolved disputes may be submitted to the exclusive jurisdiction of the courts of England and Wales.

12. Notices

All notices under this Agreement must be in writing and delivered to:

  • Digital Rugby: 24 Regent Place, Rugby, CV21 2PN, United Kingdom