Last updated on 18th October, 2024

1. Interpretation

1.1 Definitions:

Viz90 Database: the database maintained by Viz90 of football and/or football-related data.
Viz90 Personal Data: any Personal Data provided to the Client by, or on behalf of, Viz90 in a Visualisation Product or otherwise.
Authorised Users: end users of the Visualisation Products whom Viz90 has designated as permitted to have access thereto including analysts, professionals operating in the football industry, bloggers, journalists, consumers of blogs and articles and any others that Viz90 may designate in writing from time to time.
Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Charges: the charges payable by the Client for the supply of the Viz90 Service and/or Visualisation Products, set out on Viz90’s website (subject to any increase from time to time in accordance with the terms of the Contract).
Client: the person, firm or corporate entity that submits an order to Viz90 for the Viz90 Service in accordance with condition 2.1 and receives an Order Confirmation.
Conditions: these terms and conditions.
Contract: the contract between the Client and Viz90 for the supply of the Viz90 Service.
Data Protection Legislation: all laws (whether of the UK or any other jurisdiction) relating to the use, protection and privacy of Personal Data (including, without limitation, the privacy of electronic communications) which are from time to time applicable to Viz90 and/or the Viz90 Personal Data and/or the processing of the Viz90 Personal Data by the Client or any third party in receipt of the same from the Client.
Intellectual Property Rights: patents, rights to Inventions, copyright and related rights, trade marks, trade names and domain names, rights in get-up, rights in goodwill or to sue for passing off, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which may now or in the future subsist in any part of the world.
Order Confirmation: has the meaning given in condition 2.2.
Permitted Purpose: business use by the Client in the professional sport industry which may include scouting, education, coaching, tutorials and/or sport analysis.
Personal Data: has the meaning given in the Data Protection Legislation.
Visualisation Products: visualisations and images generated by Viz90 at the Client’s request of football and/or football-related data derived from the Viz90 Database.

Visualisation Products: visualisations and images generated by Viz90 at the Client’s request of football and/or football-related data derived from the Viz90 Database.

Viz90: Analytics FC Limited a company registered in England with company number 10185818 trading, for the purposes of the Viz90 Service, as “Viz90”.
Viz90 Service: the service offered by Viz90 and known as “Viz90” pursuant to which the Client can obtain Visualisation Products.

1.2 Interpretation:

a. Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

b. A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality) and that person’s legal and personal representatives, successors and permitted assigns.

c. A reference to writing or written includes email but not fax.

2. Placing an order and acceptance

2.1 An order for the Viz90 Service is submitted by using the method set out on our website. Each order is an offer to buy the Viz90 Service specified in the order subject to these Conditions.

2.2 Viz90’s acceptance of any order takes place when Viz90 sends an email to accept it (Order Confirmation), at which point and on which date (Start Date) the Contract between you and us will come into existence. The Contract will relate only to the Viz90 Service confirmed in the Order Confirmation.

2.3 If Viz90 is unable to accept an order for any reason, Viz90 will confirm this by email and will not process the order. If you have already paid for the order, Viz90 will refund you the full amount in those circumstances.

3. Cancelling the Contract and obtaining a refund

3.1 The Client may cancel the Contract by notifying Viz90 as set out in condition 3.2 within 14 days of the Client’s receipt of the Order Confirmation by emailing Viz90 to that effect to [email protected] . Viz90 will email you to confirm receipt of your cancellation.

3.2 If the Client cancels the Contract in accordance with condition 3.1, Viz90 will refund the Client in full for any price already paid for the cancelled Contract, by the same method as used for payment. Viz90 will deduct from any refund an amount for the supply of Visualisation Products provided by Viz90 during the period up to the time when the Client gave notice of cancellation in accordance with condition 3.1.

4. Viz90’s Obligations

4.1 In relation to any Visualisation Product purchased by a Client through the Viz90 Service, Viz90 grants to the Client a non-exclusive licence for the Client to:

a. use the Visualisation Product; and
b. disclose the Visualisation Product to Authorised Users,

in each case for the Permitted Purpose.

4.2 The Client may not use or disclose any Visualisation Product except as expressly permitted by condition 4.1 without the prior written consent of Viz90, and the Client acknowledges that additional fees may be payable for any change of use approved by Viz90.

4.3 Viz90 does not warrant that the Client’s access to the Viz90 Service will be uninterrupted or that the Viz90 Service or any Visualisation Product will be free from errors or bugs or that specific data will be available via the Viz90 Service, and accepts no liability to the extent that any data delivered via the Viz90 Service or any Visualisation Product is incorrect due to errors in the data provided to Viz90 by its third party suppliers or for any other reason.

5. Client’s obligations and acknowledgments

5.1 The Client warrants that in relation to all use of the Viz90 Service it is operating in the course of a business.

5.2 The Client shall not, share any passwords or passcodes allowing access to, or use of, the Viz90 Service with any other person and will promptly report to Viz90 any suspected unauthorised use.

5.3 Without prejudice to the generality of Viz90’s rights and remedies, Viz90 reserves the right to terminate the access and use by the Client in the event of any suspected unauthorised use.

5.4 The Client acknowledges that the Visualisation Products reflect information that is not intended to be relied on by any person and is instead intended to be used, in conjunction with other information sources, as guidance only and that any decisions made in connection with such information are to be made using the decision-maker’s own independent judgment.

6. Data protection

6.1 Viz90 and the Client acknowledge that in relation to Viz90 Personal Data, Viz90 is the data controller and the Client is a data processor.

6.2 Viz90 and the Client will comply with the Data Protection Legislation.

6.3 The Appendix sets out, in accordance with Data Protection Legislation, the scope, nature and purpose of the processing by the Client of the Viz90 Personal Data; the duration of the processing; the types of personal data to be processed; and the categories of data subject.

6.4 The Client shall, in relation to any Viz90 Personal Data it processes in connection with this Contract:

a. process Viz90 Personal Data in accordance with the terms of this Contract and Viz90’s written instructions;

b. not transfer any Viz90 Personal Data outside of the European Economic Area without Viz90’s prior written consent;

c. procure that all Viz90 Personal Data contained in a Visualisation Product is deleted once the relevance of the same has passed (except as required by Data Protection Legislation to store the same).

6.5 The Client shall ensure that it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of Viz90 Personal Data and against accidental loss or destruction of, or damage to, Viz90 Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures.

7. Intellectual property

Subject to the licence set out in condition 4.1, as between the parties all Intellectual Property Rights subsisting in all Visualisation Products (including all modifications, enhancements, revisions or updates thereto from time to time created or developed whether by Viz90 or by the Client) shall belong to Viz90, and the Client shall have no right in or to any of the foregoing other than the right to use the same during the term of the Contract in accordance with the terms of the Contract.

8. Charges and payment

8.1 The parties agree that Viz90 may review and increase the Charges, provided that the Charges shall not be increased more than once in any rolling 12 month period. Viz90 shall give the Client at least one month’s written notice of any such increase.

8.2 Any accrued “credits” for Visualisation Products which remain unused upon termination of the Contract (howsoever occurring) shall be forfeited by the Client and no refund or other compensation shall be payable in respect of the same.

8.3 All amounts due under the Contract from the Client to Viz90 shall be paid by in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

9. Limitation of Viz90’s liability

9.1 References to liability in this condition 9 include every kind of liability arising under or in connection with the Contract including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.

9.2 Nothing in the Contract limits any liability which cannot legally be limited, including but not limited to liability for:

a. death or personal injury caused by negligence; and
b. fraud or fraudulent misrepresentation.

9.3 Subject to condition 9.2 (Liabilities which cannot legally be limited), Viz90’s total liability under the Contract shall not exceed the Charges payable by the Client to Viz90 under the Contract.

9.4 Subject to condition 9.2 (Liabilities which cannot legally be limited), this condition 9.4 sets out the types of loss that are wholly excluded:

a. loss of profits;
b. loss of sales or business;
c. loss of agreements or contracts;
d. loss of anticipated savings;
e. loss of use or corruption of software, data or information;
f. loss of or damage to goodwill; and
g. indirect or consequential loss.

9.5 Unless the Client notifies Viz90 that it intends to make a claim in respect of an event within the notice period, Viz90 shall have no liability for that event. The notice period for an event shall start on the day on which the Client became, or ought reasonably to have become, aware of the event having occurred and shall expire 12 months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.

10. Termination

10. 1 Without affecting any other right or remedy available to it, either party to the Contract may terminate it with immediate effect by giving written notice to the other party if:

a. The other party (being the Client) fails to pay any Charges or other sum(s) due to Viz90 under the Contract when they fall due and does not remedy that failure within a period of 14 days after being notified in writing to do so;

b. the other party commits a fundamental breach of the Contract (other than a failure to pay any Charges or other sum(s) due to Viz90 under the Contract) which breach is irremediable or (if such breach is remediable) does not remedy that breach within a period of 14 days after being notified in writing to do so;

c. the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), applying to court for or obtaining a moratorium under Part A1 of the Insolvency Act 1986, 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 its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;

d. the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or

e. the other party’s financial position deteriorates to such an extent that in the terminating party’s reasonable opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.

10. 2 On termination of the Contract for whatever reason:

a. any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination of the Contract shall remain in full force and effect; and
b. termination of the Contract shall not affect any of the rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.

11. General

11.1 Force majeure. Neither party shall be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.

11.2 Assignment and other dealings.

a. The Client shall not assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract without Viz90’s prior written consent.
b. Viz90 may at any time assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights under the Contract.
c. Viz90 may at any time subcontract any of its obligations under the Contract.

11.3 Entire agreement

a. The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

b. Each party acknowledges that in entering into the Contract it does not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.

11. 4 Variation. No variation of the Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).

11.5 Waiver.

a. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.
b. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.

11.6 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this condition 11.6 shall not affect the validity and enforceability of the rest of the Contract.

11.7 Third party rights

a. Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
b. The rights of the parties to rescind or vary the Contract are not subject to the consent of any other person.

11.8 Governing law. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be governed by, and construed in accordance with the law of England and Wales.

11.9 Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.

Appendix- Client processing of Viz90 Personal Data

Description	Details
Subject matter of the processing	Personal Data relating to football players and football head coaches as shown in the Visualisation Products.
Duration of the processing	The term of the Contract.
Nature and purpose of the processing	The Permitted Purpose.
Type of Personal Data	For football players, this may include details of their salaries and remuneration, ages, physical attributes and football performance. For head coaches, this may include details of their salaries and remuneration, ages and work performance.
Categories of Data Subject	Third party football players and football head coaches.
Plan for return and destruction of the data once the processing is complete	All Viz90 Personal Data contained in Visualisation Products or otherwise in the possession of the Client or any third party in receipt of the same from the Client, is to be deleted once the relevance of the same has passed (except as required by Data Protection Legislation to store the same), in accordance with condition 6.3(c)).