Terms & Conditions.

Website access terms and conditions. These terms and conditions (the “Terms”) are the terms on which this website www.arboretumlondon.com (the “Website”) is made available to you (“You”/“Your”). Any products or services which we make available to You on or via the Website are subject to additional terms and conditions which will be notified to You when You access the relevant parts of the Website or the sites to which it links.

1. INFORMATION ABOUT US/ GENERAL INFORMATION

1.1 We are:

1.1.1 Penway Holdings Ltd trading as Arboretum Lounge is a company registered in England and Wales under registration number 11783813. and our registered address is 2A Charing Cross Road, WC2H 0HF; (collectively “We”/ “Us”/“Our”).

1.2 If You have any questions, complaints or comments on this website then you may contact us on here.

2. COPYRIGHT/COPYRIGHT LICENCE

2.1 Your use of the Website and its contents grants no rights to You in relation to Our intellectual property rights including, without limitation, trade marks, logos, graphics, photographs, animations, videos and text or the intellectual property of third parties in the Website and its contents.

2.2 You may not copy, reproduce, republish, download, post, broadcast, record, transmit, commercially exploit, edit, communicate to the public or distribute in any way the services, web pages or materials on the Website or the computer codes of elements comprising the Website other than for Your own personal use. Subject to the above, You may download insubstantial excerpts of this content to Your hard disk for the purpose of viewing it provided that no more than one copy of any information is made.

2.3 Any use other than that permitted under this clause 2 may only be undertaken with Our prior express authorisation.

3. LINKS TO AND FROM OTHER WEBSITES

3.1 You may establish links to the Website provided: You link only to the home page of the Website; You do not remove or obscure, advertisements, the copyright notice or other notices on the Website; You give us notice of such link by sending an e-mail message to us; and You immediately stop providing links to the Website if notified by Us.

3.2 We may provide links to third party websites from time to time (via advertising or otherwise). These links are provided for Your ease of reference and convenience only. We do not control such third-party websites and are not responsible for their contents. Our inclusion of links does not imply any endorsement of the material contained in such websites or any association with their operators. You acknowledge that We will not be party to any transaction or contract with a third party that You may enter into and We shall not be liable to You in respect of any loss or damage which You may suffer by using those websites. You agree that You will not involve Us in any dispute between You and the third party. Should You sign up to any 3rd party newsletter through this site You will automatically be signed up to our mailing list.

4. YOUR USE OF THE WEBSITE/ VISITOR MATERIAL AND CONDUCT

4.1 You agree that in using the Website You will not:

4.1.1 use the Website in any way that may lead to the encouragement, procurement or carrying out of any criminal activity;

4.1.2 use the Website for any purpose other than Your personal use;

4.2 We reserve the right to suspend, restrict or terminate Your access to this Website at any time without notice at Our discretion if we have reasonable grounds to believe You have breached any of the restrictions above.

5. YOUR LEGAL OBLIGATIONS/ YOUR PROMISES TO US

5.1 You confirm that:

5.1.1 all information and details provided by You to Us (including on registration) are true, accurate and up to date in all respects and at all times (note that You can update or correct Your personal details at any time by emailing us);

5.1.2 You will comply with the restrictions on Your use of the Website as set out in clause 4 and as set out elsewhere in these Terms; and

5.1.3 in relation to any material submitted to or posted on the Website You have the right to do so and have obtained all necessary licences and or approvals.

5.2 You agree to compensate Us from any claim or damages (including any legal fees in relation to such claim or damages) made by a third party in respect of any matter in relation to or arising from Your use of the Website including any breach or suspected breach of these Terms or Your violation of any law or the rights of a third party.

6. OUR LEGAL OBLIGATIONS AND LIMITS ON LIABILITY

6.1 Nothing in these Terms and Conditions shall exclude or limit Our liability for fraudulent misrepresentation or for death or personal injury resulting from Our negligence or the negligence by Us, Our employees or agents.

6.2 We do not accept any liability for damage to Your computer system or loss of data that results from Your use of the Website and We cannot guarantee that any files that You download are free from viruses, contamination or destructive features.

6.3 Whilst We use all reasonable endeavours to correct any errors or omissions as soon as practicable once they have been brought to Our attention, We do not warrant that the information on the Website itself will be free from errors or omissions.

6.4 We do not warrant that the Website will be available uninterrupted and in a fully operating condition.

6.5 Access to the Website may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons reasonably beyond Our control.

6.6 All content and services on the Website are provided on an ‘as is’ and ‘as available’ basis. We do not make any representation or give any warranty (whether express or implied) in respect of the Website or its content, including, without limitation, any advice given (on a personal or general basis) and statements made by advertisers on or via the Website. Any decisions or action taken by You on the basis of information provided on or via the website are at Your sole discretion and risk and You should obtain individual professional advice where necessary. Nothing in this clause 6 shall restrict Your statutory rights (including Your rights to receive a reasonable standard of service).

7. SECURITY AND PRIVACY

7.1 If You enrol in our mailing list, we will only use your data for the purpose of maintaining and operating our mailing list to provide you with information and updates.

7.2 You can terminate your registration to the mailing list at any time by emailing Us and requesting to be removed from the mailing list.

7.3 We will co-operate with any law enforcement authorities or court order requesting or directing Us to disclose the identity of or locate anyone breaching clause 4.1 or otherwise for the prevention or detection of crime or the apprehension or prosecution of offenders. There may be other circumstances in which We may be required by law to disclose information about You or Your use of the Website.

8. CHANGES TO THESE TERMS AND CONDITIONS

We are constantly looking for new ways to improve this Website. We therefore reserve the right to amend these Terms at any time. All such changes will take effect once they have been posted on the Website and You will be deemed to have accepted any such changes by Your use of the Website from such time.

9. SEVERANCE

If any provision of these Terms is found by a court or a regulator to be invalid or unenforceable the other provisions shall continue to apply.

10. GOVERNING LAW AND JURISDICTION

In the event of any dispute between You and Us concerning these Terms, the laws of England and Wales will apply. If You wish to take court proceedings against Us You must do so within England and Wales.

11. FEEDBACK

If you have any questions or complaints regarding the Website, you can contact Us

PRIVACY POLICY

1. HOW WE COLLECT YOUR PERSONAL DATA

We use different methods to collect data from and about you including through:

a) Direct interactions. You may give us your Identity, Contact and Financial Data by filling in forms or by corresponding with us by post, phone, email or otherwise. This includes personal data you provide when you join the ARBORETUM Membership Club or place a request for services with ARBORETUM and includes circumstances in which you:

I. apply for our products or services;

II. create an account on our website;

III. subscribe to our service or publications;

IV. request marketing to be sent to you;

V. enter a competition, promotion or survey; or

VI. give us some feedback.

b) Automated technologies or interactions. As you interact with our website, we may automatically collect Technical Data about your equipment, browsing actions and patterns. We collect this personal data by using cookies, server logs and other similar technologies. We may also receive Technical Data about you if you visit other websites employing our cookies. Please see our cookie policy for further details.

c) Third parties or publicly available sources. We may receive personal data about you from various third parties and public sources as set out below:

• Technical Data from analytics providers such as Google based outside the EU.

• Identity and Contact Data from publicly availably sources such as Companies House and the Electoral Register based inside the EU.

2. THE DATA WE COLLECT ABOUT YOU

Personal data, or personal information, means any information about an individual from which that person can be identified. It does not include data where the identity has been removed (anonymous data).

We may collect, use, store and transfer different kinds of personal data about you which we have grouped together follows:

a) Identity Data includes first name, maiden name, last name, username or similar identifier, marital status, title, date of birth and gender.

b) Contact Data includes billing address, delivery address, email address and telephone numbers.

c) Marketing and Communications Data includes your preferences in receiving marketing from us and our third parties and your communication preferences

d) Financial Data includes bank account and payment card details.

e) Transaction Data includes details about payments to and from you and other details of products and services you have purchased from us.

f) Technical Data includes internet protocol (IP) address, your login data, browser type and version, time zone setting and location, browser plug-in types and versions, operating system and platform and other technology on the devices you use to interact with or access this website.

g) Profile Data includes your membership identification number, purchases or orders made by you, your interests, preferences, feedback and survey responses.

h) Usage Data includes information about how you use our website, products and services.

i) We also collect, use and share Aggregated Data such as statistical or demographic data for any purpose. Aggregated Data may be derived from your personal data but is not considered personal data in law as this data does not directly or indirectly reveal your identity. For example, we may aggregate your Usage Data to calculate the percentage of users accessing a specific website feature. However, if we combine or connect Aggregated Data with your personal data so that it can directly or indirectly identify you, we treat the combined data as personal data, which will be used in accordance with this privacy notice. We may collect any Special Categories of Personal Data about you (this includes details about your race or ethnicity, religious or philosophical beliefs, sex life, sexual orientation, political opinions, trade union membership, information about your health and genetic and biometric data). We do not collect any information about criminal convictions and offences.

If you fail to provide personal data

Where we need to collect personal data by law, or under the terms of a contract we have with you and you fail to provide that data when requested, we may not be able to perform the contract we have or are trying to enter into with you (for example, to provide you with goods or services). In this case, we may have to cancel a product or service you have with us but we will notify you if this is the case at the time.

3. HOW WE USE YOUR PERSONAL DATA

We will only use your personal data when the law allows us to. Most commonly, we will use your personal data in the following circumstances:

a) Where we need to perform the contract we are about to enter into or have entered into with you

b) Where it is necessary for our legitimate interests (or those of a third party) and your interests and fundamental rights do not override those interests.

c) Where we need to comply with a legal or regulatory obligation.

Generally we do not rely on consent as a legal basis for processing your personal data other than in relation to sending third party direct marketing communications to you via email or text message. You have the right to withdraw consent to marketing at any time by contacting us.

Purposes for which we will use your personal data

a) Marketing - We strive to provide you with choices regarding certain personal data uses, particularly around marketing and advertising:

b) Promotional offers from us - We may use your Identity, Contact, Technical, Usage and Profile Data to form a view on what we think you may want or need, or what may be of interest to you. This is how we decide which products, services and offers may be relevant for you (we call this marketing). You will receive marketing communications from us if you have requested information from us or placed a request with us or purchased goods or services from us or if you provided us with your details when you entered a competition or registered for a promotion and, in each case, you have not opted out of receiving that marketing.

c) Third-party marketing - We will get your express opt-in consent before we share your personal data with any company outside ARBORETUM for marketing purposes.

d) Opting out - You can ask us or third parties to stop sending you marketing messages at any time by contacting us at any time. Where you opt out of receiving these marketing messages, this will not apply to personal data provided to us as a result of a product/service purchase, product/service experience or other transactions.

e) Change of purpose - We will only use your personal data for the purposes for which we collected it, unless we reasonably consider that we need to use it for another reason and that reason is compatible with the original purpose. If you wish to get an explanation as to how the processing for the new purpose is compatible with the original purpose, please contact us.

f) If we need to use your personal data for an unrelated purpose, we will notify you and we will explain the legal basis which allows us to do so. Please note that we may process your personal data without your knowledge or consent, in compliance with the above rules, where this is required or permitted by law.

4. DATA SECURITY

We have put in place appropriate security measures to prevent your personal data from being accidentally lost, used or accessed in an unauthorised way, altered or disclosed. In addition, we limit access to your personal data to those employees, agents, contractors and other third parties who have a business need to know. They will only process your personal data on our instructions and they are subject to a duty of confidentiality. We have put in place procedures to deal with any suspected personal data breach and will notify you and any applicable regulator of a breach where we are legally required to do so.

5. DATA RETENTION

How long will you use my personal data for

•We will only retain your personal data for as long as necessary to fulfil the purposes we collected it for, including for the purposes of satisfying any legal, accounting, or reporting requirements.

•To determine the appropriate retention period for personal data, we consider the amount, nature, and sensitivity of the personal data, the potential risk of harm from unauthorised use or disclosure of your personal data, the purposes for which we process your personal data and whether we can achieve those purposes through other means, and the applicable legal requirements.

•By law we have to keep basic information about our customers (including Contact, Identity, Financial and Transaction Data) for six years after they cease being customers for tax purposes.

•In some circumstances you can ask us to delete your data: see Request erasure below for further information.

•In some circumstances we may anonymise your personal data (so that it can no longer be associated with you) for research or statistical purposes in which case we may use this information indefinitely without further notice to you.

6. YOUR LEGAL RIGHTS

Under certain circumstances, you have rights under data protection laws in relation to your personal data. You have the right to:

a) Request access to your personal data.

b) Request correction of your personal data.

c) Request erasure of your personal data.

d) Object to processing of your personal data.

e) Request restriction of processing your personal data.

f) Request transfer of your personal data.

g) Right to withdraw consent.

If you wish to exercise any of the rights set out above, please contact us.

No fee usually required You will not have to pay a fee to access your personal data (or to exercise any of the other rights). However, we may charge a reasonable fee if your request is clearly unfounded, repetitive or excessive. Alternatively, we may refuse to comply with your request in these circumstances. What we may need from you We may need to request specific information from you to help us confirm your identity and ensure your right to access your personal data (or to exercise any of your other rights). This is a security measure to ensure that personal data is not disclosed to any person who has no right to receive it. We may also contact you to ask you for further information in relation to your request to speed up our response. Time limit to respond We try to respond to all legitimate requests within one month. Occasionally it may take us longer than a month if your request is particularly complex or you have made a number of requests. In this case, we will notify you and keep you updated.

COOKIE POLICY

1. WHAT ARE COOKIES

When you visit different websites small text files are stored on your computer. These are called ‘cookies’ and most websites use them for different purposes. Cookies may be used to improve your experience of a website, for example by making particular parts of a website work or remembering preferences you’ve selected. Cookies are also used to get a picture of how often people use a website, and how they are using it, so that improvements can be made to it. On this page you can find out about the cookies we use on our website (www.arbor-etum.com), what they do, how long they will remain on your computer, and how to opt out.

2. HOW WE USE COOKIES

Cookies help us to improve your experience of our website. For example, they allow us to:

• Provide certain functionality such as the ability to adjust the size of the text, and to change the colour of the text and the background, to suit your preferences.

• Share video content with you.

• Monitor how our website is being used so that we can keep improving it.

• There is also a cookie which enables us to administer the website and make changes to the content.

REMARKETING COOKIE POLICY

We use Google Analytics’ 3rd-party audience data such as age, gender, and interests to better understanding the behavior of our customers and work with companies that collect information about your online activities to provide advertising targeted to suit your interests and preferences. For example, you may see certain ads on this website or other websites because we contract with Google and other similar companies to target our ads based on information we or they have collected, including information that was collected through automated means (such as cookies and web beacons). These companies also use automated technologies to collect information when you click on our ads, which helps track and manage the effectiveness of our marketing efforts.

You may edit or opt-out your Google Display Network ads’ preferences at https://adssettings.google.com.

OPTING OUT

By visiting our website, some cookies will already have been stored on your computer. However, you can remove these and you can also change your browser settings to prevent them from being placed on your computer in future. For more information about this, please visit www.allaboutcookies.org. Please note that if you choose to opt out of our cookies, this may affect your experience of our site. For example, you may not be able to view some of the content on our site such as embedded video content, and some of the tools we have included on our site to make it more accessible, such as the text magnifier, won’t work properly for you. Please note that one of the cookies we use on our website is strictly necessary for our site to work. Without it, you won’t be able to use our site.

SUBSCRIPTION TERMS AND CONDITIONS

In these Terms & Conditions and the Club Rules, "ARBORETUM" means Penway Holdings Ltd trading as Arboretum, company number 11783813 and whose registered office is at 2a Charing Cross Rd, London WC2H 0HF. "Member" means the member named on the Application Form, and "Membership" is the membership by a Member of a Club, which starts when ARBORETUM accepts the proposed Member's Application; "Club" means the ARBORETUM Club at which the Member applied for membership and any other ARBORETUM Club the Member may attend; "Contract" means the contract between ARBORETUM and the Member subject to these Terms & Conditions and Club Rules; "Application Form" means the application form completed by the Member to join the Club; "Club Rules" means the terms set out in the ARBORETUM Club Rules.

1. MEMBERSHIP APPLICATION

Membership is subject to these Terms & Conditions as amended from time to time. Submission of an Application Form is an offer to ARBORETUM to become a Member of the Club subject to these Terms & Conditions and the club rules.

ARBORETUM reserves the right to reject any application for Membership.

Membership is available to individuals of 18 years of age and over, subject to status.

Upon being accepted to the Club’s Membership scheme, the Member consents to having their photograph / video taken at any time whilst using the facilities, excluding changing rooms and bathrooms. ARBORETUM reserves the right to use any such photographs / videos for press and/or promotional purposes. CCTV is in operation throughout the venue for safety and security reasons.

2. MEMBERSHIP TYPES

ARBORETUM offers various Membership packages, offering a range of price versus flexibility, so that Members have choice.

● "Monthly Membership"– minimum term of one full month.

● “Annual Membership” - Minimum term of one full year.

● “Under 30s membership” - Minimum term of one full year

● “Monday & Friday membership” - Minimum term one full year

● “Corporate Membership” Minimum term of one full year.

● Weekly Pass Minimum term one week.

● Day Pass Minimum term one day.

a) Monthly Membership

For this package type, Membership starts on the date of payment and expires after one calendar month, unless the Member chooses to renew their Membership in which case the Monthly Fee will be payable. This Membership has a minimum contract term of 1 month.

b) Annual Memberships

For this Membership type, full payment is required upfront, and the Membership will automatically expire at the end of the term (one year). Members may then renew their Membership at the prevailing rate for their package type, or alternatively may switch to a different membership type.

c) Under 30s Memberships

This Membership type is available for those under 30 years old. For this Membership type, full payment is required upfront, and the Membership will automatically expire at the end of the term (one year). Members may then renew their Membership at the prevailing rate for their package type for as long as they remain under 30 years old after which they may switch to the Annual Membership package. Proof of age is required to have application for this membership type accepted.

d) Annual Memberships

e) Corporate Memberships

This option entitles Individuals within a company to access and use the clubs under their own name allowing them to use the club as a regular member. A discount is applied on group membership applications commencing when 3 or more memberships are requested per organisation

• 3-5 membership = 10% off

• 6-10 membership = 20% off

• 10+ membership = 30% off

Corporate members get up to 3 meeting room hires waived as part of their membership.

f) Weekly Pass

This Membership type is available for those who wish to visit the club for one week only. The Member has access from the start date for one calendar week during the opening hours. Full payment is required upfront and subject to availability. A weekly pass cannot be transferred to another person.

g) Day Pass

This Membership type is available for those who wish to visit the club for one day only. Full payment is required upfront and subject to availability.

h) Patronage membership & August Offer 2020

Previous membership option that is no longer available to apply for, but have the same terms as an Annual Membership (please refer to section 2b).

ARBORETUM reserves the right to introduce, withdraw and vary categories of Membership. New categories of membership may have additional terms and conditions which can be found on application for the new membership.

Switching

A Member may apply to switch to a different Membership type. A Member cannot switch to a Membership type with a shorter minimum term than their current contract. Any months completed on a previous Membership type will not be credited towards the minimum term of the new contract. A Member may only move onto a Membership type and rate available at the time of upgrading. These may vary from Membership types available at the Member's point of joining.

3. INITIAL JOINING FEE AND MEMBERSHIP DUES

Depending on the Membership type, an initial Joining Fee as per the Club's current price schedule may be payable upon application. The Joining Fee is not refundable under any circumstances.

Membership is payable in advance, either fully or monthly as per the Membership type selected (see Point 2, above).

Monthly Membership fees may be increased at the discretion of and at any time by ARBORETUM, to take effect after the Member's minimum term subject to at least one calendar month's written notice. Changes to pricing for new joiners may be made without notice.

Any discounted Membership options are offered on the basis that the Member can provide proof of eligibility; Members should be aware that the full fee for their Membership type may be applied until such proof is provided.

Any lapses in Membership, including but not limited to non-payment of fees or failure to renew a Paid in Full Membership, may result in a new Joining Fee being charged should the Member reapply for Membership.

4. CANCELLING YOUR MEMBERSHIP

All Membership types automatically expire after the end of the Membership term unless the Member chooses to renew.

No refunds are applicable for any portion of fees paid upfront, excluding in the following circumstances: permanent illness and permanent injury preventing Club usage. Valid documentation will be requested as proof in such circumstances.

Should a Member be unable to use the Club for the remainder of the term, the Member may apply to transfer the Contract to another person. The Member is responsible for finding someone, who is not already a Member of ARBORETUM, to take over the balance of the Membership. A Transfer Fee will apply as per the Club's current price schedule.

Members still within the minimum contractual period may reduce their cancellation notice to one full calendar month in the following circumstances:

• Permanent injury and Permanent illness preventing Club usage. Valid documentation will be requested as proof in such circumstances.

• Please contact the ARBORETUM membership team for more information.

5. FREEZING YOUR MEMBERSHIP

Any Member may apply for their Membership to be frozen, subject to one full calendar months’ notice effective from the 1st of the following month. A fee of £40 per month applies throughout the period of frozen Membership. The minimum freeze period is one full calendar month, commencing on the 1st day of the month, with a maximum of six full consecutive calendar months. Freeze periods will not count towards a Member's contractual term, and will extend any applicable minimum term by the number of frozen months taken. Membership may not be frozen during the notice period of cancellation.

Members on a Paid in Full contract type must settle their freeze fee/s upfront in advance.

Freezing for reasons of illness, injury or pregnancy will be reviewed and leniency may be applied in relation to the fee and notice period; valid medical documentation must be attached to the request for this to be considered. If valid dated documentation is provided, a freeze due to medical/injury reasons may be backdated, providing no usage has been registered on the Member’s account. In such circumstances no refund would be due and any fees paid would be credited to future Membership payments.

Any Member who requests to freeze their Membership under the Terms and Conditions will not be able to access the Club during the frozen period, either via their Membership or purchase of a Day Pass. A Member must apply to unfreeze their Membership if wishing to use the Club during the frozen period. In order to unfreeze a Membership, a pro rata fee for the remainder of the then current month will be payable. The freeze fee of £40 is not payable towards this pro rata fee.

A freeze or unfreeze request must be requested by contacting the membership team.

6. CLUB FACILITIES

Full details of normal opening hours are available on our website and are subject to change from time to time. ARBORETUM reserves the right to vary normal opening hours, temporarily remove the access to certain spaces, or to temporarily close certain areas of any Club from time to time without notice for various purpose including for cleaning, decorating, repairs, refurbishment, or for special functions and holidays.

7. HEALTH AND SAFETY

The Member warrants and represents upon their Membership Application Form, and repeats such warranty upon each visit to the Club, that they are in good physical condition and know of no medical or other reason why they should not be at the premises and that their conduct within the premises would not be detrimental to their health, safety, comfort or physical condition. E.g. the consumption of alcohol or dancing.

8. RELOCATION OF A CLUB BY ARBORETUM

ARBORETUM may re-locate a Club, or open a new Club near to the Member's then current Club. In such case, ARBORETUM may, on no less than 4 weeks' written notice to the Member, notify the Member that the relocated Club or the new Club is to be the Club in respect of which the Member has their Membership.

a) If the re-located Club or new Club is a mile or less from the Member's current Club, the Member's membership will automatically transfer to the re-located Club or new Club. In such case, all terms and conditions relating to the Member’s current membership will continue in full force and effect, applying to the relocated or new Club.

b) If the re-located Club or new Club is more than a mile from the Member's current Club, and the Member does not agree to such relocation, the Member may terminate this Contract, effective on the date the Member’s current Club closes. In such cases ARBORETUM will notify the Member of the relocation in writing, no less than 2 full calendar month’s in advance of the relocation date. The member must give one full calendar month’s advance notice, effective on the first of the following month, by completing a Cancellation Request. Should the member accept the relocation, the member may, during the first 10 days of the new or relocated club opening, cancel their current contract with one full calendar months written notice. In such case, from the 11th day of the new club opening, all terms and conditions relating to the Member’s current membership will continue in full force and effect, applying to the relocated or new Club.

9. TERMINATION OF MEMBERSHIP BY ARBORETUM

ARBORETUM may terminate a Membership without notice and with immediate effect if:

1. The Member breaches these Terms & Conditions or the Club Rules, either repeatedly or because of one serious breach;

2. Any due fees remain unpaid after any request for payment by ARBORETUM;

3. ARBORETUM is of the opinion (acting in its discretion) that the Member is not suitable for continued Membership;

4. The Member puts the health, safety or well-being of staff or other Members or Guests at risk.

All decisions made by ARBORETUM under this clause are final and binding. ARBORETUM is unlikely to accept a new application for Membership from someone whose Membership has been terminated in accordance with this clause.

11. YOUR PERSONAL INFORMATION

Members are responsible for advising ARBORETUM of changes to their personal information. Where ARBORETUM is required to provide any written notification, ARBORETUM will send the notice to the email on the Application Form or any updated email the Member has provided since joining. Any notice sent by ARBORETUM in accordance with this clause will be deemed received by the Member two days from the date of dispatch. ARBORETUM takes the responsibility for looking after Members' personal information very seriously, and will only contact Members with information about the Club and ARBORETUM services available. ARBORETUM may share Member details with any reciprocal organisation or one that acquires a Club to which the Member has their Membership.

12. LIMITATION OF LIABILITY

Nothing in these Terms & Conditions shall limit or exclude ARBORETUM’s liability for:

(i) death or personal injury caused by its negligence, or the negligence of its personnel or agents;

(ii) fraud or fraudulent misrepresentation; or

(iii) any other liability which cannot be limited or excluded by applicable law. Subject to that:

(a) ARBORETUM shall have no liability to the Member or Guest, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any indirect or consequential loss arising under or in connection with these Terms & Conditions; and

(b) ARBORETUM’s total liability to the Member or Guest, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with these Terms & Conditions shall be limited to £100.

13. CHANGES TO ARBORETUM TERMS & CONDITIONS

ARBORETUM may from time to time amend these Terms & Conditions, including the introduction of any additional terms and conditions. Any changes will be effective immediately.

14. THE TERMS OF YOUR CONTRACT

An online Application Form, these Terms & Conditions and the Club Rules make up a binding contract of Membership with ARBORETUM. Members are advised to read the Terms & Conditions and Club Rules in full before signing the Application Form. These can be found on our website: www.arboretumlondon.com/legal

The failure of ARBORETUM to enforce any of its rights at any time for any period shall not be construed as a waiver of those rights. Any failure to identify or act upon a breach of the Terms & Conditions or Club Rules shall not be deemed to be an affirmation by ARBORETUM that the behaviour of the Member or Guest is acceptable.

Except where permitted by this Contract, neither ARBORETUM nor the Member may alter the terms of this Contract without the express agreement of the other.

15. GOVERNING LAW AND JURISDICTION

These Terms & Conditions, and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with the law of England and Wales. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms & Conditions or their subject matter or formation (including non-contractual disputes or claims).

MEMBERSHIP TERM

1. DEFINITIONS

In these Rules, where the context so admits, the following words & expressions shall have the following meaning:

a) “Club” – ARBORETUM

b) “Club Premises” – 2a Chraring Cross Rd, WC2H 0HF

c) “Council” – the founder along with the committee of ARBORETUM

d) We have five principal categories of Membership; Individual Annual, Under 30’s, Monthly, Corporate & Day Pass.

• An “Under 30’s” member is described as someone who is legally the age of 30 or under.

• An “Individual Annual” member is a member who pays the full membership rate along with a joining fee (if applicable at the time of application).

• A “Corporate” member is described as someone who shares a membership with a minimum of two colleagues from work.

• A Day Pass visitor has access to all facilities on the same level as a Monthly or Annual member on one day only (per Day Pass).

e) “Membership Year” – the period of twelve months starting on the date on which the subscription became due.

f) Where applicable, the singular shall imply the plural and the masculine shall include the feminine and vice versa.

2. NAME

The name of the Club shall be ARBORETUM.

3. RELATIONS WITH PENWAY HOLDINGS LTD TRADING AS ARBORETUM

So long as the Club is provided by Penway Holdings Ltd trading as Arboretum (hereinafter referred to as “the company”) with premises and other amenities reasonably necessary for carrying on a social club, all fees and subscriptions payable by Members shall be paid to the Company.

4. LIMITED LIABILITY OF MEMBERS

A Member shall not by reason of his membership be under any financial liability, except for such payments as the Rules and Bye-Laws prescribe from time to time, nor have any claim to the ownership of any part of the Club or its property.

5. CONDUCT OF THE CLUB

The conduct of the Club and its Members shall be the responsibility of the Council.

6. RULES – HOW MADE

a) The power to makes Rules and Bye-Laws and to repeal shall rest with the Council.

b) All Rules & Bye-Laws from time to time in force shall be binding on Members. Due notification of a Rule or Bye-Law having been made, repealed or amended shall be considered to have been given to Members if notified via newsletters.

c) The Rules shall be available on the website to any Member including a temporary Member.

d) Any question as to the interpretation of application of the Rules and Bye-Laws shall be decided by the Council, whose decision shall be final and binding on Members.

7. MEMBERSHIP

a) The Classes of Membership shall be: Individual Annual, Under 30s, Corporate, Monthly, Monday & Friday membership.

b) The rights attached to each class, the maximum number of Members of each class and the respective entrance fees and annual subscriptions shall be such as may be fixed from time to time by the Council, who may waive, reduce, increase or defer an entrance fee or annual subscription, or any part thereof, in particular cases at their discretion.

c) Mode of Election: The election to every class of Membership shall be in the hands of the Council. The Council may elect or refuse to elect as they think fit. The Council shall not be called upon to give any reason for refusing to elect a candidate put forward for Membership.

d) The Council may at its discretion grant Temporary Membership to candidates awaiting election and bona fide members of Clubs/Hotels/Associations with whom reciprocal arrangements have been established. The Secretary shall deal with all requests for Temporary Membership.

e) The names of Temporary Members shall be inserted into the Membership Database.

f) The Secretary shall send to each Member, upon election, a written notice of the Rules and Bye-Laws then in force.

g) The joining fee and subscription shall be paid by either BACS transfer, cash or credit card.

h) Members may pay by bank transfer, cash or credit card should they not have a British bank account.

i) The subscription paid on the anniversary of election shall be valid and unalterable for a year. If a Member changes category during the ensuing year no rebate of subscription will be given. Similarly, the Club will not demand an increase until the next anniversary of election.

8. SUSPENSION AND EXPULSION

a) A Member shall automatically and immediately cease to be a Member if:

I. A receiving order is made against them, or they make any arrangement or composition with their creditors.

II. They become of unsound mind.

III. They are convicted of any criminal offence (other than offence under road traffic legislation in the United Kingdom for which a fine or custodial penalty of fourteen days or less is imposed).

IV. They have been at default on the Stock Exchange or a defaulter on the Turf.

V. However, the Council shall have the power, as its discretion, to reinstate them.

b) Should a Member behave with or without the Club in a manner which in the opinion of the Council is injurious to the character and interests of the Club, or commit any infraction of the Rules or Bye-Laws of the Club, the Council shall, after opportunity has been afforded them of explanation, have absolute power to caution them or suspend them or request their resignation and, if the Member does not resign within one week after such a request, it may forthwith expel them and strike their name off the Membership Database.

c) If the Council decided that the offence of a Member is sufficient to warrant their immediate expulsion it is empowered to expel them forthwith.

d) Any person ceasing to be a Member of the Club in accordance with this Rule shall forfeit their joining fee and subscription and shall not be introduced as a guest.

BYE-LAWS

1. BYE-LAWS

The power to repeal and amend these Bye-Laws, and to make new ones, rest with the Council, whose decision as to the meaning and application of any Bye-Law shall be final. Any changes are to be published on the Website, or as the Council think fit.

2. APPLICATION OF BYE-LAWS

All Bye-Laws from time to time in force shall be binding on Members. A copy of them shall be sent to every newly elected Member and due notification of a Bye-Law having been made, repealed or considered to have been given if notified in a newsletter.

3. COUNCIL MEMBERS

a) Members of the Council, with the exception of the Director, are not to direct staff in the daily execution of their duties.

b) All members of the Council are entitled to assist in ensuring that the Rules & Bye-Laws of the Club are observed. They may and are entitled to approach Members, Members’ guests and Reciprocal Members who fail to observe the Rules & Bye-Laws, reporting the matter to the Duty Manager if thought necessary.

4. GUESTS

a) Members may introduce non-residential guests into the Club premises but they must accompany them and be responsible for their behaviour. Guests, may order refreshments but they must leave the Club premises at the same time as, or before, the Members introducing them.

· Annual Individual Members (including Monday & Friday membership) may bring up to 3 guests on each visit.

· Under 30s Members may bring up to 2 guests on each visit.

· Monthly Members may bring 1 guest on each visit.

· Day Pass and Weekly Pass Visitors may not bring guests - if they wish to do so, their guest must have their own day/ weekly pass.

b) A member may request to bring more guests but let reception know before hand for confirmation.

c) The Council may limit the number of guests on special occasions and may refuse admission to any guest at any time without giving a reason.

d) Their conduct and any expenses incurred will be the responsibility of the introducing Member. If resident guests fail to pay their bills then the introducing Member will be responsible for discharging the amount.

e) Members must be over the age of 18 and guests under the age of 18 years are not allowed to enter the Club premises after 5pm.

f) Members are personally responsible for settling the accounts for any use made of the Club by their guests whether corporate or individual.

5. CHEQUES

If a Member pays for services by a cheque, which is not honoured, the Member may be required to furnish a written explanation to the Council and may be disciplined by them under Rule 13.

6. BUSINESS TRANSACTIONS ON THE CLUB PREMISES

Member may not carry on a profession, trade, business or like occupation on the Club premises, nor use the name or address of the Club for such purposes, or cause letters to be addressed to them otherwise than in their own name.

7. HOURS WHEN THE CLUB PREMISES OPEN

The hours during which Members and their guests may remain in the public rooms, or non-resident Members admitted to the Club premises, shall be prescribed by the Council from time to time.

8. CLOSING OF CLUB PREMISES

The Council may at any time close the Club premises or part thereof.

9. DAMAGE BY MEMBERS

Any Member breaking or otherwise damaging property used for the purpose of the Club may be called upon to make good or pay for such damages.

10. MEMBERS’ COMPLAINTS

a) Complaints regarding the domestic arrangements of the Club are to be made to Reception and/or the General Manager. Complaints made about the food may be made at the time of service to the Duty Manager and/or the General Manager.

b) The conduct of the Club staff is in no case to be made a matter of reprimand by any Member, including Council members, but should be taken to the Duty Manager and/or the General Manager

11. MEMBERS’ SUGGESTIONS

Members wishing to put forward suggestions should do so in writing to the Reception.

12. EMPLOYMENT OF STAFF

No Member shall intimate or cause to be intimidated to any employee their willingness to take the employee into their employment. A member desiring the service of the staff, should they desire to do so at any time at Reception by agreement, bacs, cash or credit card.

13. LOSS OF INJURY TO MEMBERS AND THEIR PROPERTY

Loss or injury to any Member or to any guests or staff or agent of theirs, or to any goods or property of theirs, on the Club premises shall not give rise to any claims against the Club, or any member of the Council.

Articles of value may, on application to the Duty Manager, be deposited in a safe or behind reception, but the Club declines to undertake any liability in respect of such deposits.

14. SETTLING OF BILLS

Members must pay by cash or credit card for all their requirements on the Club premises unless they have a Member charge account.

15. MEALS

No Food or drink is to be brought into the Club for consumption on the Club’s premises.

16. DRESS OF MEMBERS

Members are responsible for the dress of their guest(s) at all times and in all public areas.

17. PRIVATE PARTIES AND BUSINESS FUNCTIONS

Members may apply to the Events Manager for the use of areas for breakfasts, lunches, dinners, cocktail parties and wedding receptions, as well as business, conferences and presentations etc.

Additional terms and conditions will apply for venue hire.

18. RESERVED AREAS

Members who wish to host business events may arrange for the hire of function rooms as may be available through the Events Manager, which will not be in breach of Bye Law 6.

Members, who wish to book the private dining room, will be charged a hire fee.