Miconex Terms & Conditions
1.1 Mi Rewards offers an online promotional service connecting consumers and businesses ("the Service"). “Mi Rewards” is a trading name of Miconex Ltd, a company registered in Scotland (Company Number SC430741) with the registered office at 57/59 High Street, Dunblane, Perthshire, FK15 0EE.
1.2 By subscribing to Services and/or placing an Order you agree to be bound by the terms and conditions set out below. If you do not agree to be bound by these terms and conditions hereunder, do not use or access this Website. You must read and accept all of the terms and conditions contained herein before you may use or access the Website in any way.
1.3 These terms and conditions constitute the entire terms and conditions upon which Mi Rewards provides the Service and upon which the Client agrees to contract for the use of the Service except where specifically varied by written agreement by Mi Rewards on its order acknowledgement. They supersede any written or oral representations, statements, understandings or agreements
1.4 From time to time, it will be necessary to update the terms and conditions and you agree to be bound by the new terms and conditions after the implementation date for the revised terms and conditions.
In this Agreement:-
“Agreement” means these terms and conditions together with the Client’s Order as confirmed in Mi Reward’s Order Confirmation.
“Client“ means the company, firm, person, persons, corporation or public authority who uses the Service.
“the Service” means the provision of online promotional services provided by Mi Rewards where applicable (together or individually known as “Work”).
“You / Your” means anyone who uses this Website.
“the Contract Price” means the price for the Service set out on the Website.
“the Website” means the Mi Rewards website (portal) operating under the domain name of https://www.www.mi-rewards.com
“Mi Rewards Online Offering” means the initial web services offered by Mi Rewards including access to business intelligence reporting and communication options as described on the packages on the website.
“Order” means the Clients instruction to Mi Rewards to proceed with the Service.
“Order Confirmation” means the email acceptance sent by Mi Rewards following receipt of the Client’s Order.
“GoCardless” means the online method of payment provided through our 3rd party provider GoCardless and subject to their terms and conditions.
“the Service Commencement Date" shall be the date the Service is available as set out on the Website.
“Intellectual Property” means any patent, invention, copyright, database right, registered or unregistered design, trademark (whether registered or unregistered), trade name, logo, trade secrets, know-how or other industrial or intellectual property right subsisting anywhere in the world, and applications for any of the foregoing, together with the goodwill thereon.
“Merchant ID” means an alphanumeric identifier provided by the acquirer uniquely identifying the merchant on their system.
“Mi Reward’s Client Service Policy” means the open policy allowing Clients to contact Mi Rewards by telephone on 01738 444376 in order to seek further advice or assistance on an as and when available basis.
“Qualifying Transactions” means card transactions made via the clients payment terminal by registered mi rewards consumers using cards they have linked to their accounts.
“Sub Processor” means a company (often a third party) appointed by a Mi Rewards to handle transactions from various channels such as credit cards and debit cards for merchant acquiring transaction details.
“Website Content” means the photographic data and other information created and uploaded by the Mi Rewards Client.
2. Service provision
2.1 The Mi Rewards Service offers the opportunity to be part of an innovative, UK-first city-wide loyalty programme designed to reward customers for spending with businesses and encourage them to spend more money with you (the Service).
2.2 Mi Rewards will provide an order acknowledgement for all orders placed but reserves the right to accept or reject any Order at its sole discretion.
2.3 Mi Rewards will use all reasonable endeavours to provide the Service as described on the Website.
2.4 Mi Rewards may at any time amend the Service for any reason including, but not limited to, technical, legal or business reasons.
2.5 Mi Rewards encourages any interested or potential business client to make contact with Mi Rewards if a more complex or comprehensive web service is required. We are contactable on firstname.lastname@example.org or by telephone 01738 444376.
2.6 The minimum contract duration is 30 days.
2.7 Mi Rewards will communicate with the Client by email.
2.8 The Client will provide their Merchant ID to enable Mi Rewards to track Qualifying Transactions at the Client's business. For the avoidance of doubt only Qualifying Transaction will be tracked.
2.8.1 Mi Rewards will communicate with the Client by email.
3. Proprietary Rights
3.1 All Intellectual Property Rights in the materials on this Website (as well as the organisation and layout of this Website) together with the underlying software code are owned by, licensed or authorised to Mi Rewards, it’s assignees, licensees or sub-licensees thereof and the copyright in the text, artwork, graphics and images on the Website is owned by Mi Rewards or its licensors or its content or technology providers except where otherwise specified. Nothing in these terms and conditions transfers to you any rights of ownership of such intellectual property rights, or constitutes a license to use such intellectual property rights other than to the extent expressly set out in these terms and conditions. Without our prior written permission, you may not copy, modify, alter, publish, broadcast, distribute, sell or transfer any material on this Website or the underlying software code whether in whole or in part. However, the contents of this Website may be downloaded, printed or copied for your personal non-commercial use.
4. Basis of Use of the Website
4.1 You agree to the following:-
4.1.1 that you are aged 18 or over and are legally capable of entering into binding contracts;
4.1.2 that you understand, acknowledge and accept the exclusion of liability and disclaimer provisions contained hereafter;
4.1.3 that you will only view the Information on the Website for your own private purpose and will not publish, reproduce, store or retransmit any of the information contained in the Website (“the Information”) at any time.
4.1.4 that you shall not use the Information for any unlawful purpose or in any unlawful manner;
4.1.5 that you shall not use the Website or the Information in any manner which may constitute an infringement of any third-party rights (including but not limited to rights of copyright, trademark or confidentiality);
4.1.6 that you shall not run any tools on the Website that systematically retrieve web pages for offline or online viewing; whether it be for personal, commercial, experimental, experimental, educational or any other use;
4.1.7 that all intellectual property rights (including without limitation copyright, trademarks and all other rights) whatsoever in the Information and the Website shall remain vested in Mi Rewards at all times;
4.1.8 that you will indemnify and keep indemnified Mi Rewards against all claims, liabilities, damages, costs and expenses including legal fees arising out of any misuse of the Information or the Website or breach of your obligations under his agreement.
5. Client Obligations
5.1 No Agreement in respect of any Services shall exist between us and you until your Order has been accepted by us by means of an Order Confirmation (whether or not funds have been deducted from your account). If we do not accept your offer and funds have already been deducted, these will be fully refunded.
5.2 Orders must be submitted electronically via the Website. To do so, you will be required to follow the online subscription process. When doing so, you will be required to register with us and complete certain required fields on a form. This may include the provision of security information such as your identification details and password(s). You agree that you will be responsible for ensuring that such security information is kept secure and confidential at all times. You must inform us immediately if you become aware of or suspect any unauthorised use of these security details or if they become available to an unauthorised party.
5.3 By subscribing, you hereby warrant that all information and Website Content submitted by you is true, current and complete. Mi Rewards reserves the right to verify the eligibility of all subscribers.
5.4 The Client is responsible for the quality of the Website Content or advertising and must ensure the content is not misleading, harmful or offensive. Content must also be socially responsible and prepared in line with the principles of fair competition. The Client is responsible for ensuring the content of their Website or advertisement is in-line with Advertising Standards Authority and CAP regulations.
5.5 The Client is responsible for fulfilling their legislative obligations regards offering consumers their consumer rights.
5.6 The Client is responsible for providing a compatible browser to allow access to Mi Rewards Services.
5.7 The Client shall pay the charges for the Service in accordance with clauses 7 and 8 below.
5.8 The Client will be responsible for obtaining and holding all consents, licences, permits and other similar instruments applicable to material it supplies to Mi Rewards for incorporation into the Work, including without limitation copyrights, trademarks, logos, patents and all such similar instruments.
5.9 The client warrants and represents to Mi Rewards that any element of text, graphics, photos, designs, trademarks or other material supplied to Mi Rewards for inclusion in the Work are owned by the client, or that the client has permission from the rightful owner to use each of these elements and that Mi Rewards Ltd’s use of such material shall not infringe the intellectual property rights of any third party.
5.10 Without prejudice to its rights in terms of Clause 9 hereof, Mi Rewards is entitled to suspend or terminate the client's use of the Service if the client fails to comply with any of its obligations under clauses 4, 5 or 6 herein.
5.12 The Client agrees to provide Mi Rewards with all necessary information required as stated in the Website.
5.13 Mi Rewards may terminate provision of the Service immediately if the Client becomes insolvent or put into liquidation or administration or otherwise ceases to carry on business.
5.14 The Client is responsible for revision of content including checking of grammar and spelling mistakes or content incorrectly worded or phased.
5.15 The Client is responsible for gaining permission to use Intellectual Property not owned by the Client. Mi Rewards takes no responsibility for such undertakings.
5.16 In the event of the Client ordering directly from 3rd parties, Mi Rewards is not responsible for renewing services.
5.17 Mi Rewards own all domain names and the Client has no right to access or ownership at any point during or post contract.
5.18 The Client will be registered with Google and allow suitable access to Google my business.
5.19 Due to the nature of the Service, no refund is offered by Mi Rewards.
6.1 Should the Client require a change in the nature, scope or timing of the Service or in or any other aspect of this Agreement, such change shall be requested in writing. Mi Rewards shall advise the Client of the effects including any increase in the Service charges which may result and the Agreement shall be modified to reflect such changes including to the Service charge and/or duration which may be agreed.
7. Service charges
7.1 Unless otherwise stated, charges for the Service shall be based upon the client paying for the Service in advance (based upon the package chosen by the Client).
7.2 Charges will be based upon a percentage of Qualifying Transaction (as outlined on the website) and will be charged monthly in arrears automatically via GoCardless.
7.3 No Service will commence until payment has been received.
7.4 Prices exclude VAT which shall be added and charged at the prevailing rate. We accept payment in UK pounds sterling only.
8. Payment of Service charges (Subscription Services)
8.1. With regard to payment, the initial payment is made via GoCardless. All payments after the initial payment are to be made by direct debit (via GoCardless) on the 1st of the month and every month thereafter for the duration of the Services as set out in the Order Confirmation. The first payment shall be paid in advance of Service commencement.
8.2 Without prejudice to the foregoing, all charges for Services are non-refundable in the event of early cancellation by the Client.
8.3 Services will only cover services originally agreed at the time of contract and further work is subject to quotation and subject to a different set of terms and conditions.
8.4 The Client shall not be entitled by reason of any set-off, counter-claim, abatement, or other deduction to withhold payment of any amount due to Mi Rewards.
8.5 If you are late in making a payment under this Agreement for 40 consecutive days or more, we reserve the right to commence the debt recovery process and thereafter where applicable enter the small claims process or other legal action. You shall reimburse us on demand for all costs, expenses and losses associated therewith (including lost profit) or enter the small claims process to recover payments due if necessary.
8.6 Where a Customer fails to make a payment, We reserve the right to charge an admin fee (£15.00). In the event the Customer fails to make payment more than one time, We reserve the right to suspend the Service until payment is received by Mi Rewards.
9.1 Mi Rewards shall be entitled to suspend the Service in accordance with clause 5.12.
9.2 Without prejudice to any other rights to which it may be entitled, Mi Rewards may terminate provision or use of the Service respectively with immediate effect if the Client commits any material breach of any of the terms of the Agreement and the breach remains un-remedied after thirty days of the Client being notified by Mi Rewards of the breach and of Mi Rewards intention to terminate unless the breach is remedied.
9.4 Mi Rewards may terminate provision of the Service immediately if the Client becomes insolvent or put into liquidation or administration or otherwise ceases to carry on business.
9.5 Mi Rewards will not tolerate Clients being rude or offensive or otherwise abusing the Mi Reward’s Service in any way and reserves the right to terminate the Service with immediate effect as a result of such behaviour (at Mi Reward’s discretion).
9.6 Mi Rewards reserves the right to terminate if the Client fails to adhere to Advertising Standards Authority and Committees of Advertising Practice.
9.7 Mi Rewards will accommodate Client requests to suspend services for a maximum of 14 days only, (at the discretion of Mi Rewards).
9.8 Where the Client has contracted for our Services direct from Mi Rewards, we will automatically continue to supply services on a monthly basis unless otherwise instructed by you the Client.
9.9 If the Client fails to pay for Services, Mi Rewards reserves the right to terminate services.
9.10 The contract is 30 days in duration, to terminate the Client should give Mi Rewards 30 days notice to terminate the Service by emailing us at email@example.com.
9.11 With regard to the Website Content after cancellation of Services please note:
9.11.1 all Client data will be destroyed after 6 months from cancellation.
10. Warranty given by Mi Rewards Ltd.
10.1 Mi Rewards undertakes to use reasonable skill and care in providing the Service as described on the website.
11. Disclaimer and Limitation of Liability
11.1 The Client uses the Service at its own risk and in no event shall Mi Rewards be liable to the Client for any direct, consequential, incidental or special damage or loss of any kind (except personal injury or death resulting from Mi Reward’s negligence) including, but not limited to, loss of profits, loss of contracts, change in Clients business circumstances, business interruptions, loss of or corruption of data or the Client's inability to use the Service, however caused and whether arising under contract or tort, including negligence or otherwise except as expressly provided herein.
11.2 If any exclusion, disclaimer or other provision contained in this Agreement is held to be invalid for any reason by a court of competent jurisdiction and Mi Rewards becomes liable thereby for loss or damage that may lawfully be limited, such liability whether in contract, tort (including negligence but specifically excluding personal injury or death resulting from Mi Reward’s negligence) or otherwise, will not exceed the total charges paid by the Client in the one month preceding such liability arising.
11.3 The Client must make every effort to secure their Client’s name and Passwords, and should not under any circumstance disclose their Client’s name and Password details to a 3rd party or by an email request. Mi Rewards, nor its directors, employees or representatives will be liable for damages arising out of or in connection with the use of this Website or the information, content, materials or products included on this site. This is a comprehensive limitation of liability that applies to all damages of any kind.
11.4 It is the Clients responsibility to maintain an update Browser, firewall or anti-virus and anti-spyware software. The Client must protect their Computer and ensure they update all security software by downloading the latest security patches from relevant software provider.
11.5 Mi Rewards cannot guarantee 100% uptime and endeavour’s to provide Services as described on the website.
11.6 Mi Rewards is not responsible for the Client making sales from their website or for failure to do so.
11.7 Mi Rewards will not be held responsible for any delay to the Service if payment is not received pursuant to clause 8.1 hereof.
11.8 Mi Rewards is not responsible for third party mistakes or external delays and will not accept delay in payment to us from you as a result of such circumstances.
11.9 The Client is responsibility of meeting deadlines with regards to posting content and launching General Offers.
12. Force Majeure
12.1 Mi Rewards shall not be liable to you or be deemed to be in breach of the Agreement by reason of delay in performing, or any failure to perform, any of our obligations in relation to the Service, if the delay or failure was beyond our reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond our reasonable control:
12.1.1 act of god, explosion, flood, tempest, fire or accident; weather.
12.1.2 technical problems, external circumstances preventing suppliers delivering against deadlines or preventing delivery of 3rd party against agreed commitments including postal delivery services.
13. Statutory Information
This website is owned and operated by:
Miconex Ltd, t/a Mi Rewards
registered office at
57/59 High Street,
15.1 Mi Rewards shall be entitled to subcontract, assign or transfer our obligations or rights to a competent third party or to any associated company whether in whole or in part. The Client may not assign or transfer any of your rights or obligations without our written consent.
16.1 These terms and conditions contain all the terms of your agreement with us relating to your use of this Website and of the Service. No other written or oral statement (including statements in any brochure or promotional literature published by us) will be incorporated. Your use of this Website, any downloaded material from it and the operation of these Conditions shall be governed by, construed and interpreted in accordance with the law of Scotland and you agree to submit to the non-exclusive jurisdiction of the Scottish courts.
16.2 Failure or delay by Mi Rewards in enforcing any term of the Agreement shall not be construed as a waiver of any of its rights under it.
16.3 The illegality, invalidity or unenforceability of any part of this Agreement will not affect the legality, validity or enforceability of the remainder.