1.	Who we are
1.1	We are VRCDN LTD. Our company information is at the end of this document.
2.	What this is all about
2.1	These are our terms and conditions which apply to our Service (explained below). They’re available in English only. We’ve tried to make them user-friendly but please note that the summaries/explanations for each section in capitals aren’t a substitute for the rest of the text. Please read the entire document carefully and contact us if anything is unclear. Please save a copy as we don’t file a copy specifically for the transaction with you.
2.2	Where you communicate with us on behalf of an organisation, you promise that you have authority to do so.
3.	Some definitions
	THIS SECTION EXPLAINS WHAT CERTAIN WORDS MEAN WHEREVER THEY ARE USED WITH A CAPITAL LETTER IN THIS DOCUMENT
	“Consumer” - an individual acting for purposes which are wholly or mainly outside that person’s trade, business, craft or profession. “Content” - all information of whatever kind displayed, stored or sent on or via our Service. “Service” – our OTT (over-the-top) media and VOD (video on demand) services as well as any other services that we supply to you. “User” - people or organisations using our Service.
4.	How you enter a legal contract with us
	THIS SECTION EXPLAINS HOW AND WHEN YOU BECOME LEGALLY BOUND BY A CONTRACT WITH US
4.1	By subscribing, you enter a legal contract with us to use our Service.
4.2	We reserve the right in our discretion for any lawful reason to refuse any request to use our Service.
5.	Consumer legal right to cancel (“cooling off”)
	THIS SECTION EXPLAINS THE LEGAL RIGHTS THAT YOU MAY HAVE IF YOU CHANGE YOUR MIND AND WANT TO GET OUT OF THE CONTRACT WITHIN THE FIRST 14 DAYS
5.1	If you are a UK Consumer, you may have the legal right to cancel this contract within 14 days of the start of the contract if you comply with the requirements explained in the Annex at the end of this document.
6.	Changing these terms and conditions
	THIS SECTION EXPLAINS HOW AND WHEN WE CAN CHANGE THESE TERMS AND WHAT YOU CAN DO IF YOU DISAGREE
6.1	We may change these terms and conditions by posting the new version on our website and/or by sending you an email or other message. We will give you reasonable notice before they take effect.
6.2	If you don’t agree to the new terms, you should end your subscription before they take effect. Otherwise, the new terms will apply from the start of your next subscription period after the effective date.
7.	Your right to use our Service
	THIS SECTION SETS OUT THE EXTENT TO WHICH YOU ARE ALLOWED TO USE OUR SERVICE
7.1	We grant you a limited personal non-transferable right to use our Service subject to these terms and conditions.
8.	Behaviour when using our Service
	THIS SECTION EXPLAINS THE BEHAVIOUR AND OTHER REQUIREMENTS TO USE OUR SERVICE
8.1	You agree not to do any of the following in connection with our Service: break the law or infringe anyone else’s rights; send, store, display or link to unlawful, infringing or otherwise inappropriate Content; victimise or harass other people; use offensive, abusive, discriminatory or other inappropriate language or images; deceive or mislead anyone; send, store, display or link to any Content that includes someone else’s personal information unless that person is 18 years or over and you have obtained their written consent or you are otherwise legally permitted to do so; use our Service to help you compete with us or to infringe our rights; disrupt our Service, e.g., spam, viruses or phishing; interfere with or damage our Service or gain unauthorised access to any part of our system, data, passwords or otherwise; intercept or modify communications; impose an unreasonable load on our Service; or attempt, encourage or assist any of the above.
8.2	You agree to comply with any guidance/requirements that we provide in relation to our Service; and cooperate reasonably with us in relation to our Service.
8.3	You agree to ensure that any contact or other information that you supply to us is accurate and not misleading and you will tell us if there are any important changes.
9.	Your Content (including Content streamed by you)
	THIS SECTION CONTAINS CERTAIN PROMISES BY YOU REGARDING YOUR CONTENT AND GIVES US SOME RIGHTS INCLUDING TO REMOVE/DELETE/DISCLOSE THE CONTENT IN CERTAIN CIRCUMSTANCES
9.1	You are responsible for your Content.
9.2	You agree that you have (and will keep) all rights needed to enable use of your Content as contemplated by the Service and these terms and conditions.
9.3	We are entitled (without telling you or giving you a refund) to reject, suspend, alter, remove or delete Content (including halting any stream) or to disclose to the police or other relevant authorities or to a complainant any Content or behaviour if it is the subject of complaint or where we have reason to believe that it breaches our terms and conditions, or that such steps are necessary to protect us or others, or that a criminal offence may have been committed, or where required by law or where requested by the police or other appropriate authorities or our upstream providers.
9.4	We are not legally responsible if your Content is misused by others. You must take reasonable care when deciding which Content to display on or send via our Service.
9.5	It is your responsibility to make your own frequent backups of Content if you want protection if it is lost or damaged. We are not responsible for such loss or damage.
10.	If you create an account on our Service
	THIS SECTION TELLS YOU ABOUT OBLIGATIONS AND RESTRICTIONS THAT APPLY WHEN YOU SET UP AN ACCOUNT INCLUDING YOUR RESPONSIBILITY FOR OTHERS WHO USE YOUR ACCOUNT
10.1	Your account is for your personal use only. You must not allow any other person to use your account unless we specifically say otherwise. You agree to take reasonable care to keep your login information confidential and to tell us immediately of any apparent breach of security such as loss or misuse of a password. You are responsible for other people who use your account or identity (unless and to the extent that we are at fault).
11.	Paying us
	THIS SECTION EXPLAINS ABOUT PAYMENT INCLUDING AUTO-RENEWAL OF SUBSCRIPTIONS AND PRICE CHANGES
11.1	Payment is in advance on subscription (unless we say otherwise) or one-off (e.g., if you buy extra keys). The prices shown include any applicable VAT or other sales tax unless we say otherwise.
11.2	You agree to comply with any limits applicable to your subscription level (e.g., concurrent users, or number/file size of hosted videos) and that we may suspend or end the contract if you exceed them.
11.3	If we have mis-priced any part of our Service, we are not obliged to supply the Service at that price provided we notify you. If we do notify you, then you can decide if you want to continue with the Service at the correct price.
11.4	Your subscription will continue to be auto-renewed for the subscription period you signed up to unless you end your subscription with effect from the next renewal date by following the instructions on our Service. Ending your subscription does not entitle you to a refund (unless Consumer cooling off rights apply).
11.5	You authorise us and our payment provider to place a hold on, or charge, your payment card for the relevant amounts or otherwise take payment whenever payments are due in accordance with this agreement. It is your responsibility to update your payment card details as necessary.
11.6	We may at any time change our subscription prices. We will give you notice by email at least one month before any price change takes effect. If you do not agree with the new price, you should end your subscription. Otherwise, the next renewal of your subscription after the one month’s notice will be at the new price.
11.7	You must contact us immediately with full details if you dispute any payment.
11.8	You agree that you are legally bound by the terms and conditions of any payment providers whose services you use. We aren’t responsible for what they do or don’t do.
12.	Support
	THIS SECTION EXPLAINS IF WE OFFER SUPPORT AND, IF SO, ANY RESTRICTIONS THAT APPLY
12.1	The Service includes support only if we specifically say so on our website and, if so, by the specified contact methods. Any support service is only intended to address configuration and proper use of, or any errors or interruptions arising from, our Service.
12.2	Unless we say otherwise, support is only available between 9am and 5pm (excluding non-business days in England) and we do not guarantee any particular response times or outcomes. Any response times given are English business hours/days unless we say otherwise.
12.3	In any event, we aren’t obliged to supply support if you owe us any money or have otherwise broken this contract.
13.	Ending or suspending this contract
	THIS SECTION EXPLAINS WHEN AND HOW YOU OR WE CAN END (OR SUSPEND) THE CONTRACT AND, IF SO, WHAT HAPPENS.
13.1	You are entitled to end this contract at any time with effect from the end of your current subscription period by cancelling your subscription or, if you want to end the contract sooner, by emailing us to the address shown below. (This doesn’t entitle you to a refund unless you have Consumer “cooling off” rights, explained above.)
13.2	We are entitled to end this contract at any time or suspend part or all of our Service or impose restrictions on our Service if: you break this contract; you become bankrupt or go into liquidation or similar or become insolvent; any fees payable by you are unpaid or unjustifiably charged back; acting reasonably, we think that it is necessary to protect you, us or others; we are required to do so by applicable law or regulation or to comply with an order, instruction or request from a competent authority; or you or anyone on your behalf acts inappropriately towards us or our staff.
13.3	If we suspend our Service, you remain responsible to pay for our Service during the period of suspension if you were at fault. We are entitled to make resumption of a suspended Service subject to reasonable conditions including payment of a reasonable reconnection fee.
13.4	We are entitled at any time to end this contract if we terminate our Service as a whole if in our reasonable opinion it is necessary to do so for security, technical or operational reasons.
13.5	If this contract ends: Your right to use our Service and all licences are terminated. We are allowed to stop any stream and delete your Content without telling you. Existing rights and liabilities are unaffected. All clauses in this contract which are stated or intended to continue after termination will continue to apply.
14.	If our Service doesn’t work properly
	THIS SECTION EXPLAINS THAT WE DON’T PROMISE THAT OUR SERVICE WILL BE ERROR-FREE
14.1	We do not guarantee that the Service will be uninterrupted or error-free.
14.2	If you use other service providers in conjunction with our Service such as VR platforms, visualists or audio suppliers, you are responsible for supplying with them with any necessary keys and for taking any necessary steps to ensure that their services are interoperable with our Service. We are not responsible for any errors or interruptions arising from their services.
14.3	We are entitled without notice and without liability to suspend the Service for repair, maintenance, improvement or other technical reason. For any planned maintenance we will try to provide reasonable notice.
14.4	You acknowledge that technology is not always secure and you accept the risks inherent in use of the Internet or other technology for the purpose of the Service.
15.	Restrictions on our legal responsibility – very important
	THIS SECTION LIMITS OUR LEGAL RESPONSIBILITY IN VARIOUS WAYS AND MAKES YOU RESPONSIBLE FOR CERTAIN LOSSES WE SUFFER, EG IF YOU BREAK THE CONTRACT
15.1	Nothing in this agreement in any way limits or excludes our liability for negligence causing death or personal injury or for fraud or fraudulent misrepresentation or for anything which may not legally be excluded or limited. In this section, any reference to us includes our employees and agents, who have the right to enforce this agreement.
15.2	If you are a Consumer, we shall not be liable for any loss or damage where: there is no breach of a legal duty owed to you by us; such loss or damage was not reasonably foreseeable (meaning it was not an obvious consequence of our breach or not contemplated by you and us at the time we entered into this contract); (and to the extent that) such loss or damage is your fault, for example by not complying with this agreement; or such loss or damage relates to a business of yours.
15.3	If you are a Consumer, you will be responsible to us for any reasonably foreseeable loss or damage we suffer (including claims made by other people) resulting from your breach of this agreement or misuse of our Service.
15.4	The following clauses apply only if you are not a Consumer: Our liability of any kind (including our own negligence) for any act or omission or series of connected acts or omissions is limited to the total fees paid or payable by you to us in connection with our Service in the 12 months before the first act or omission complained of. In no event (including our own negligence) will we be liable for any of the following (even if we have been advised of the possibility of any such losses): economic losses (including, without limit, loss of revenues, profits, contracts, business or anticipated savings); or loss of goodwill or reputation; or special, indirect or consequential losses; or damage to or loss of data. We shall have no liability of any kind for any losses or damage to the extent that they result from your breach of this agreement. You will indemnify us against all claims and liabilities arising out of or in connection with your use of the Service and/or breach of this agreement (except insofar as we are at fault). To the extent allowed by law, you and we exclude all terms, whether imposed by statute or by law or otherwise, that are not expressly stated in this agreement. This agreement constitutes the entire agreement between us with respect to its subject matter and supercedes any previous communications or agreements between us. We both acknowledge that there have been no misrepresentations and that neither of us has relied on any pre-contractual statements. Liability for misrepresentation (excluding fraudulent misrepresentation) relating to the terms of this agreement is excluded.
16.	Intellectual property rights (IP)
	THIS SECTION EXPLAINS THAT YOU AND WE REMAIN OWNERS OF COPYRIGHT AND OTHER IP RIGHTS IN OUR RESPECTIVE CONTENT AND HOW WE ALLOW EACH OTHER TO USE THE CONTENT
16.1	You remain the owner of the IP in any Content you provide to us for display via our Service. You allow us, at no cost and for so long as this contract lasts, to use such material insofar as reasonably necessary for our Service.
16.2	We and/or our partners own the IP in all Content (excluding your Content) used on or in connection with our Service.
17.	Your personal information
	THIS SECTION DIRECTS YOU TO OUR PRIVACY POLICY
17.1	You agree that we can deal with your personal information in accordance with our Privacy Policy which may change from time to time.
18.	Things we can’t control
	THIS SECTION EXPLAINS THAT WE AREN’T RESPONSIBLE FOR “ACTS OF GOD”
18.1	We are not liable for failure to perform or delay in performing any obligation under this agreement if the failure or delay is caused by any circumstances beyond our reasonable control including third party telecommunication failures and epidemics/pandemics.
19.	Transferring this contract to someone else
	THIS SECTION EXPLAINS HOW WE CAN PASS THIS CONTRACT TO SOMEONE ELSE BUT YOU NEED OUR PERMISSION TO DO LIKEWISE
19.1	We may transfer all or part of our rights or duties under this agreement provided we take reasonable steps to ensure that your rights under this agreement are not prejudiced. As this agreement is personal to you, you may not transfer any of your rights or duties under it without our prior written consent.
20.	English law and courts
	THIS SECTION EXPLAINS WHICH COUNTRY’S LAW APPLIES AND WHERE YOU/WE HAVE TO GO TO COURT IF THERE IS A DISPUTE
20.1	This contract is under English law and any disputes will be decided only by the courts of the United Kingdom. If you are a Consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident. Nothing in these terms and conditions affects your rights as a Consumer to rely on such mandatory provisions of local law.
21.	General
	THIS SECTION CONTAINS SOME FINAL GENERAL INFORMATION ABOUT HOW THIS CONTRACT WORKS
21.1	We may send all notices under this agreement by email to the most recent email address you have given us. You can send notices to our email address shown below. Headings used in this agreement are for information and not binding. If any part of this agreement is ineffective or unenforceable for any reason, the rest of the agreement will still apply. If either of us overlooks any breach of this agreement by the other, it can still be actioned later. A person who is not a party to this agreement can’t enforce it unless the agreement says otherwise. The parties are independent contractors and, except as otherwise specifically stated above, nothing in this agreement make any party as agent, employee or representative of the other.
22.	Complaints
22.1	If you have any complaints, please contact us via the contact details shown below.
23.	Information about us
23.1	Company name: VRCDN LTD
23.2	Trading name: “VRCDN”
23.3	Country of incorporation: England and Wales
23.4	Registered number: 14299559
23.5	Registered office and contact address: 124 City Road, London, EC1V 2NX, UK
23.6	Contact email address: contact@vrcdn.live
23.7	Other contact information: See our website/contact page

ANNEX - COOLING OFF

YOUR LEGAL RIGHT TO CANCEL

The following applies if you are a UK Consumer and have the legal right to cancel this contract (as explained above).

	Right to cancel
1.	You have the right to cancel the contract within 14 days without giving any reason.
2.	The cancellation period will end after 14 days from the day when we a legal contract with you (as explained above – “How you enter a legal contract with us”).
3.	To exercise the right to cancel, you must tell us VRCDN LTD, 124 City Road, London, EC1V 2NX, UK (email address above) of your decision to cancel the contract by a clear statement (e.g., a letter sent by post or e-mail). You may use the model cancellation form below, but you don’t have to.
4.	To meet the cancellation deadline, you must send your communication telling us you want to cancel before the cancellation period ends.
	Effects of cancellation
5.	If you cancel the contract, we will refund to you all payments received from you.
6.	The refund will be made without undue delay, and no later than 14 days after the day we receive your notice to cancel the contract.
7.	We will make the refund using the same means of payment you used for the initial transaction, unless you expressly agreed otherwise; in any event, you will not incur any fees as a result of the refund.
8.	If you ask us to start performing the services during the cancellation period, you must pay us an appropriate proportion of the payment to cover services performed until the point when you tell us you want to cancel the contract.

MODEL CANCELLATION FORM

Complete and return this form only if you wish to cancel the contract:

— VRCDN LTD, 124 City Road, London, EC1V 2NX, UK (email address above):

— I/We [*] hereby give notice that I/We [*] cancel my/our [*] contract of sale of the following goods [*]/ for the supply of the following service [*],

— Ordered on [*]/received on [*],

— Name of consumer(s),

— Address of consumer(s),

— Signature of consumer(s) (only if this form is notified on paper),

— Date

[*] Delete as appropriate