Introduction

1.1 Information about Define Media
This website is operated by Define Media Group Ltd. ("we", "us" or "our"). We are registered in England and Wales under company number 06562170 and have our registered office at Octavia House, Homer Street, London, W1H 4NX. Our value added tax number is GB 943597777.

1.2 Notice
Please carefully read these Terms and Conditions of Sale before you buy any Storage & Delivery Credits for use as a publisher on our website. You should understand that by ordering Credits, you agree to be bound by these terms and conditions. If you refuse to accept these terms and conditions, you will not be able to buy Storage & Delivery Credits and you will not be able to upload or stream any content. This does not affect your general access to our website and related services on the platform and players and does not affect your rights as a general viewer of content published on the portal or as a receiver of feeds shared or distributed to your account by other users.
 
1.3 Your Status
By ordering Storage & Delivery Credits for use on our GiGaSoft platform and websites, you warrant that you are legally capable of entering into binding contracts and you are at least 18 years old.

1.4 Transfer of Rights and Obligations
The contract between you and us is binding on you and us and on our respective successors and assigns. You may not transfer or assign any of your rights or obligations under this contract without our prior written consent. We may transfer, assign, charge, sub-contract or otherwise dispose of a contract, or any of our rights or obligations arising under it, at any time during the term of the contract.

Price and Payment Methods

2. Price and Payment Methods

2.1 Credits Price and Payment
The price of Storage & Delivery Credits will be as quoted on our website from time to time, except in cases of obvious error. These prices exclude UK VAT, where applicable. Prices on the website are liable to change at any time, but changes will not affect orders in respect of which we have already sent you an e-mail confirming your order or a bespoke service contract price.
 
You can pay for Credits by a number of means. If you pay by:
 
2.2 Credit/Debit Card or PayPal
The contract between us will be formed and the Credits purchased will be added to your User Account as soon as your payment has been accepted. Your Credits account balance will be updated and we will e-mail you an order confirmation.
 
2.3 Cheque, Direct Bank or Wire Transfer
When you order Credits, a Pro-forma invoice and payment instructions will be available on screen for you to print and will also be e-mailed to you. Your order will be logged in the Order History & Transactions section of your User Account as 'Awaiting Payment'. You can cancel this and any new order at any time before payment via your Order History from your User Account Profile page. Once we have received your payment the contract between us will be formed and the Credits will be added to your account. We will then e-mail you an order confirmation and paid Invoice.

Cancellations & Refunds Policy

3. Account Termination and Order Cancellation & Refund Policy

3.1 User Account Termination
As part of your right of use of our services, you are free to terminate your GiGaSoft platform User Account, as a publisher, at any time by ceasing to upload any new content and removing all your existing content from the platform storage via the content management section of your User Account. You may continue to use your account as a viewer without uploading or publishing any new content, or to fully terminate your account and remove your registered user details from our services, you may complete the account termination form to notify us by clicking the 'Terminate Account' option in your User Account profile.

Following your termination notice, your user account or parts of your user account may not be removed immediately from our services, but will be deactivated instead, to allow for i) a cooling off period in which you may change your mind and return to use your account as a viewer or as a publisher again ii) a review period to ensure your account is safe to delete without affecting our services or other users whose accounts may be related or have links to your account such as, but not limited to, analytics, subscriptions or content feeds. 

Termination of viewer accounts, with no content uploaded or published, will be actioned immediately at the time when we receive your cancellation notice.

This provision does not affect your statutory rights. Details of your statutory right, and an explanation of how to exercise it, are provided in the order confirmation e-mail that you receive from us.

 

3.2  Cancellation of PAYG Orders and Refunds Policy

PAYG Order Cancellation 
3.3 You may cancel your confirmed Order within three (3) working days (beginning on the day after your Order is confirmed) if you have not used (uploaded and streamed to watch your broadcast or uploaded and stored your broadcasts(s) over 24 hours) any of the Storage & Delivery Credits from your confirmed Order on your GiGaSoft platform user account. In this case, you will receive a full or partial refund of the price paid for the Credits in accordance with our refunds policy (set out below).  To cancel a confirmed Order within the qualifying timeframe, you must e-mail accounts@definemedia.net, giving your cancellation notice and reasons for cancellation. 

PAYG Refund Policy
3.4 If you cancel your Order and the contract between us before any of the Storage & Delivery Credits have been used, we will process the refund due to you as soon as possible and, in any case, within 30 days of the day you have given notice of your cancellation. In this case, we will refund the invoice amount paid minus any costs incurred for each day from the day when your order was confirmed. We will usually refund any money received from you using the same method originally used by you to purchase your Credits. 
 
3.5 We will also offer a refund if we fail to encode and publish your content to any website, including on the embedded playlists or webtv channels on the TellYourStory network, when:

  • the quality of content you uploaded is compliant with the acceptable type, as described in the Acceptable Use and Content policy in the Terms & Conditions of Website and Services Use and in the acceptable formats as described on the content uploader, or your use of our services complies with Define Media's House Rules found on our website at https://www.definemedia.net/page/terms-rules. 
  • the file type uploaded matches the accepted file types as displayed on the file upload page;

  • our technical support team is unsuccessful in performing a manual processing of your content of an acceptable file type; and 

  • your file is otherwise found to be free of any viruses and is not corrupt and that your file can be viewed with other medium in a fully functional format and display as intended.

3.6 No compensation or refund will be made if you upload unacceptable file types and formats resulting in your content failing to display on our players, playlists and webtv channels that may be embedded on third-party websites or unacceptable quality of content, as described in the Acceptable Use and Content policy in the Terms & Conditions of Website and Services Use or as specified, from time to time, by our publisher partners in the TellYourStory network.

3.7 Please note that if you have used (uploaded and streamed to watch your broadcasts or uploaded and stored broadcast(s) over 24 hours) any of the Storage & Delivery Credits from your confirmed Order on your GiGaSoft platform user account, you are not entitled to receive a refund.

Our Liability and Notifications

4.  Liability and Notifications

4.1 Our Liability
Our liability for losses you suffer as a result of us breaking this agreement is strictly limited to the purchase price of the Credits you purchased.
 
This does not include or limit in any way our liability:

i) For death or personal injury caused by our negligence;

ii) Under section 2(3) of the Consumer Protection Act 1987;

iii) For fraud or fraudulent misrepresentation; or

iv) For any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.

 

4.2 Other than as already stated, we are not responsible for indirect losses which happen as a side effect of the main loss or damage, including but not limited to:
(a) loss of income or revenue
(b) loss of business
(c) loss of profits or contracts
(d) loss of anticipated savings
(e) loss of data or
(f) waste of management or office time however arising and whether caused by tort (including negligence), breach of contract or otherwise.
 
4.3 Written Communications
Applicable laws require that some of the information or communications we send to you should be in writing. When using our website and services, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
 
4.4 Notices
All notices given by you to us must be given to Define Media Group Ltd. at Octavia House, Homer Street, London, W1H 4NX. We may give notice to you at either the e-mail or postal address you provide to us when placing an order. Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

Force Majeure

5. Events Outside our Control

5.1 Force Majeure
We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a contract that is caused by events outside our reasonable control (Force Majeure).
A Force Majeure includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:

(a) unavailability of a third party website or services on which your content is published via our embeddable services such as media players, playlists or webtv channel applets
(b) strikes, lock-outs or other industrial action (whether involving our workforce or that of any other party);
(c) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
(d) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
(e) accident, breakdown of plant or machinery, failure of IT systems or power supplies, failure of a utility service or transport or telecommunications network (including any content delivery network) or default of suppliers or sub-contractors; or
(f) compliance with any law or governmental order, rule, regulation or direction;

 
5.2 Our performance under any contract is deemed to be suspended for the period that the Force Majeure continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure to a close or to find a solution by which our obligations under the contract may be performed despite the Force Majeure.

Waiver & Severability

6. Waiver and Severability

6.1 Waiver
If we fail to insist upon strict performance of any of your obligations under the contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
 
A waiver by us of any default shall not constitute a waiver of any subsequent default. No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with the Notices provisions above.
 
6.2 Severability
If any of these terms and conditions are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term or condition will to that extent be severed from the remaining terms and conditions which will continue to be valid to the fullest extent permitted by law.

Law and Jurisdiction

7. Law and Jurisdiction

7.1 Entire Agreement
These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
 
We each acknowledge that, in entering into a contract, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such contract except as expressly stated in these terms and conditions.
 
7.2 Our Right to Vary these Terms and Conditions
We have the right to revise and amend these terms and conditions from time to time.
 
You will be subject to the terms and conditions in force at the time that you order Credits from us, unless any change to these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to these terms and conditions before we send you your order confirmation.
 
7.3 Jurisdiction
These Terms and Conditions are governed by English law and you consent to the exclusive jurisdiction of the courts of England in relation to any dispute arising in connection therewith.

Version Update

Last updated:  April 2019