Terms and conditions of membership.

In these Terms and Conditions, the following words and expressions shall have the following meanings:

Account

your registered Beech Club client account with BHB.

BHB

BHB Partners Limited, a company incorporated in England and Wales with company number 08296989 whose registered office address is 2nd Floor, 3 Liverpool Gardens, Worthing, BN11 1TF and whose trading address is 5-6 Kendrick Mews, London, SW7 3HG.

Payment Card Authorisation Form

the form completed and signed by you setting out the details of your Payment Card(s) and specifying which of your Additional Members, if any, may utilise (or authorise BHB to utilise) such Payment Card(s) in connection with your Membership and any Services provided by BHB.

Preferred Provider

a vetted individual or company within BHB's network who may be engaged by BHB acting on your behalf to provide goods and/or services to you.

Request

a request or query placed by you with BHB for the provision of Services.

Services

concierge and related services provided by BHB in response to requests.

Terms and Conditions

these terms and conditions, as amended from time to time in accordance with clause 9.6.

Website

the website located at www.bhbprivate.com.

Unless the context otherwise requires, reference in these Terms and Conditions to:

1. (a)

   a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);

2. (b)

   a party includes its personal representatives, successors or permitted assigns;

3. (c)

   a statute or statutory provision is a reference to such statute or statutory provision (including any subordinate legislation made under that statute or statutory provision) as amended, modified, consolidated, re-enacted or replaced from time to time;

4. (d)

   any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms;

5. (e)

   a clause is a reference to a clause of these Terms and Conditions;

6. (f)

   any time or date shall be construed as a reference to the time or date prevailing in England; and

7. (g)

   a reference to writing or written includes emails.

You must provide accurate and complete information when creating your Account.

Your Account is personal to you and may only be used by you or authorised individuals you designate.

Access to Services is provided via the purchase of Request Packages.

Requests are deducted from your balance upon commencement of work by BHB.

Request packages must be paid in full in advance.

Unless otherwise stated:

• ·

  Used requests are non refundable

• ·

  Unused requests expire after 12 months

If you decide to cancel your membership, unused requests will still be available until your membership expires. If you renew, any unused requests from the previous year carry over for another 12 months.

BHB reserves the right to amend the pricing at any time. Changes will not affect already purchased Request Packages.

A request is deemed used / fulfilled when the requested outcome is confirmed and accepted by the client. Please refer to the FAQ's for more information.

You may place Requests by telephone, email or text message. All communications with us may be monitored, and telephone calls may be recorded, for training and quality control purposes. All Services will be provided in English.

BHB is not obliged to fulfil any Request and, acting reasonably, reserves the right to withdraw any of the Services and/or to refuse to accept or fulfil any Requests at its sole discretion. In such circumstances, we will inform you as soon as reasonably practicable.

BHB shall use its reasonable endeavours to meet any performance dates specified, but any such dates shall be estimates only and time shall not be of the essence for performance of any Services.

You acknowledge that BHB reserves the right to accept commissions from Preferred Providers whilst providing the Services and/or fulfilling Requests.

BHB reserves the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services. BHB shall not be required to provide or facilitate the supply of goods and/or services that it deems at its sole discretion may violate applicable laws, standards and/or regulations or may offend taste and decency in the relevant jurisdiction. BHB shall notify you in any such event.

Notwithstanding any binding non-disclosure agreement between BHB and you, all Requests will be registered under your preferred name as outlined in your Membership Form, unless expressly requested otherwise for a specific Request.

BHB reserves the right to charge a service fee or handling charge when providing Services and/or fulfilling Requests. You will be notified of any such fees or charges in advance and payment of them must be authorised by you or any authorised Additional Member. Payment will be taken from your Payment Card or, alternatively, we may invoice you for them.

Requests can be submitted via email, phone, or messaging.

Office hours:

• ·

  UK & USA: 9:00am – 6:00pm (Mon-Fri)

BHB is not obliged to fulfil every Request and may decline Requests at its discretion.

Time frames are estimates only.

BHB may introduce or engage third-party providers.

Contracts for goods/services are between you and the provider.

BHB is not liable for provider performance.

BHB will ask you to complete a Payment Card Authorisation Form when you purchase Requests. Unless specified otherwise by you in your Payment Card Authorisation Form, no other person may utilise (or authorise BHB to utilise) your Payment Card. Any changes to your Payment Card Authorisation Form must be made by you only.

We may use your Payment Card: (i) to guarantee requested Services where a cancellation fee is applicable; and/or (ii) to make any purchase on your behalf as requested by you.

Anything charged against your Payment Card will be highlighted to you clearly and logged on a tracking document so that you have full visibility of how your Payment Card has been used. The Payment Card Authorisation Form will outline the full protections and security measures undertaken by BHB on receipt of the completed form.

Nothing in these Terms and Conditions shall limit or exclude BHB's liability for: (i) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability that cannot be excluded or limited by English law.

Subject to clause 8.1:

1. (a)

   unless otherwise specified in these Terms and Conditions, BHB will only be liable to you (whether such liability arises in contract, tort (including negligence), breach of statutory duty or otherwise) for any loss or damage arising under, or in connection with, your Membership, if such loss or damage is a foreseeable result of our breach of these Terms and Conditions or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious consequence of our breach of these Terms and Conditions or our negligence or if it was reasonably contemplated by you and us at the time of the agreement between us coming into effect as a possible result of such breach or negligence; and

2. (b)

   BHB's total liability to you (whether such liability arises in contract, tort (including negligence), breach of statutory duty or otherwise) for any loss or damage arising under, or in connection with, your Membership, caused or contributed to by BHB shall not exceed an amount equal to your fees.

You may only use your Requests for domestic and private use. You agree not to use it for any commercial, business or resale purposes and, if you do, BHB will have no liability to you for any loss of profit, loss of business, loss of contract, business interruption or loss of business opportunity.

BHB will not be liable to you for any damages, loss, costs, claims or expenses of any kind or be deemed to be in breach of these Terms and Conditions by reason of any delay in performing, or any failure to perform, any of BHB's obligations in connection with your Requests if such delay or failure was caused or contributed to by: (i) an act or omission of you (including any Request placed by you or any other instructions provided by you being incomplete or inaccurate or not being provided in a timely manner); or (ii) any event or circumstance which is beyond BHB's reasonable control.

Except as expressly set out in these Terms and Conditions, all warranties, conditions and other terms implied by statute, common law or custom are, to the fullest extent permitted by law, excluded from these Terms and Conditions.

This clause 8 shall survive the expiry or termination of these Terms and Conditions.

You may stop using the service at any time.

BHB may suspend or terminate your Account if:

• ·

  You breach terms

• ·

  Payments fail

No refunds for unused Requests unless required by law.

1. (a)

   BHB is committed to protecting your confidentiality. Other than in respect of information already in the public domain, or the disclosure of information required by law, BHB agrees to treat as confidential, and not to disclose or use for any purpose other than as envisaged by these Terms and Conditions (those purposes including disclosure to authorised employees of BHB and any relevant Preferred Provider for a specific purpose requested by you), any information in whatever form (including without limitation, in written, oral, visual or electronic form) provided by you in the course of your Membership and relating to you, your business, your affairs and/or your finances. BHB will treat such confidential information in the same manner as it treats its own confidential information and will ensure that all BHB personnel who have access to your confidential information are obliged to keep it confidential.

2. (b)

   You acknowledge and agree that BHB's business depends to a significant degree upon the possession of information which is not generally known to others, and that the profitability of BHB's business requires that this information remain proprietary to BHB. Other than in respect of information already in the public domain, or the disclosure of information required by law, you agree to treat as confidential, and not to disclose or use for any purpose other than as envisaged by these Terms and Conditions, any information in whatever form (including without limitation, in written, oral, visual or electronic form) obtained by you in the course of your Membership and relating to BHB or your Membership.

3. (c)

   You further acknowledge and agree that BHB's exclusive clientele and access to certain events may result in your attendance at events where discretion is valued and expected. Accordingly, you agree to exercise discretion and respect the privacy of others. In the event that BHB determines, in its sole discretion, that you have failed to exercise such discretion, BHB may terminate your Membership.

BHB is committed to respecting your privacy. Our Privacy Policy https://www.bhbprivate.com/privacy-policy/ sets out the terms on which we process any personal data that we collect from you or that you provide to us. By using your Membership, you consent to such processing and you warrant that all data provided by you is accurate. You agree to update such data from time to time without undue delay if it changes.

1. (a)

   We may at any time assign, transfer, charge, subcontract or delegate our rights and/or obligations under these Terms and Conditions to a third party, but this will not affect your rights or our obligations under these Terms and Conditions.

2. (b)

   You may only assign, transfer, charge, subcontract or delegate your rights and/or obligations under these Terms and Conditions to another person if we agree in writing.

If we fail to insist that you perform any of your obligations under these Terms and Conditions, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

Each of the conditions of these Terms and Conditions operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

We may amend these Terms and Conditions from time to time and we will notify you of any changes in a timely manner. Your continued use of your Membership following such notification will be deemed to constitute your acceptance of any such changes. If you do not agree to any such changes, you may cancel your membership and you will receive a pro rata refund of any Membership Fee already paid by you for the unexpired period of the year in question.

These Terms and Conditions are not intended to confer rights on anyone other than you and us.

1. (a)

   These Terms and Conditions, their subject matter and formation are governed by, and shall be construed in accordance with, English law. The courts of England and Wales will, subject to clause 10.8(b), have non-exclusive jurisdiction over any claim arising from, or related to, these terms of use (unless you are a resident of Northern Ireland, in which case you may bring proceedings in Northern Ireland, or you are resident of Scotland, in which case you may bring proceedings in Scotland).

2. (b)

   Nothing in clause 10.8(a) will limit our right to take proceedings against you in any other court of competent jurisdiction, nor will the taking of proceedings in any one or more jurisdictions preclude us from taking proceedings in any other jurisdiction, whether concurrently or not, to the extent permitted by the law of such other jurisdiction.