1.0 General Provisions
1.1 In these rules (Membership Rules) any clause, defined terms or other headings is included for convenience only and shall have no effect on the interpretation of the Membership Rules.
1.2 The following terms, used in either the singular or in the plural, shall have the meaning given alongside:
|has the meaning given in clause 3;
|means those sporting activities traditionally carried out in the UK countryside, including shooting;
|has the meaning given in clause 2;
|means a meeting of Members organised by the Club which involves the learning of skills or techniques associated with Country Pursuits;
|means a credit on the Members account which may be used to pay any Fee (other than Membership Fees) due from that Member;
|means a discount on the generally advertised or available price for goods and/or services from a third party, provided to Members as a Membership Benefit;
|means a Shoot Day, a Course, a social or fundraising event or any similar event organised by the Club for Members;
|Event Participation Form
|means a document for completion by a Member for a specific Event confirming acceptance of the Event Rules and adherence to any other required criteria or stipulations, including insurance requirements;
|means the rules and conditions which govern each Event;
|means the party to Membership with the Club;
|has the meaning given in clause 4.5;
|means the rights, benefits and other advantages listed on the Membership Terms for the appropriate Membership type;
|means the criteria set out in the Membership Terms;
|means the amount due to the Club from the Member for Membership, as set out in the Membership Terms and agreed in the Application;
|means the time from the start of the Membership until it ends in accordance with the Membership Terms;
|means the list of Membership Benefits and corresponding Membership Fee for each type of Membership, along with the Membership Criteria;
|means a Member who elected the Membership type ‘Simulated Membership’ on Application and enjoys those Membership Benefits in return for the appropriate Membership Fee;
|means a meeting of Members organised by the Club involving shooting of either live or simulated game or other Country Pursuits;
|means a Member who elected the Membership type ‘Social Membership’ on Application and enjoys those Membership Benefits in return for the appropriate Membership Fee;
|means an event or sequence of events beyond a party’s reasonable control preventing or delaying it from performing its obligations under the Contract, but excluding the Member’s inability to pay or circumstances resulting in the Member’s inability to pay;
2.0 The Constitution
2.1 The Constitution forms the basis of the Club and governs the Club’s relationship with its Members. By agreeing to become a Member you are agreeing to abide by the Constitution.
2.2 The Constitution is formed of:
i. the Membership Terms;
ii. the Policies;
iii. Event Rules; and
iv. these Membership Rules.
2.3 In case of a contradiction between any of the documents listed in clause 2.2, priority shall be in the order they are listed. In case of any conflict between documents of the same type, the most recent document shall prevail.
2.4 The Club may update the Constitution in accordance with clause 11.
3.0 The Club
3.1 The Club is a social and networking club for women to meet and participate in Country Pursuits. Its aims are to:
i. increase participation by women in Country Pursuits;
ii. educate and enlighten on the range and benefits of Country Pursuits;
iii. be an inclusive community;
iv. carry out Country Pursuits in a safe way;
v. provide a fun and exciting time for its Members.
3.2 The Club is operated by The Country Girls (UK) Limited, a company registered in England and Wales under company registration number 12736483, with registered office Hadrian House, Front Street, Chester Le Street, County Durham, United Kingdom, DH3 3DB.
4.1 Membership is available to those who meet the Membership Criteria and in accordance with this clause 4.
4.2 Any person meeting the Membership Criteria may submit an Application to the Club containing:
i. the prospective Member’s name, address and contact information;
ii. the type of Membership they wish to purchase;
iii. the relevant Membership Fee (as set out in the Membership Terms) and the method of payment;
iv. a statement confirming that they meet the Membership Criteria; and
v. any other information the Club may reasonably request.
4.3 By submitting an Application the prospective Member is offering to enter into a Membership and to pay the applicable Membership Fee on the terms of the Application. No legal obligation on the Club shall arise until the Club accepts the Application in writing (Application Acceptance).
4.4 The Club may reject an application at its discretion. Any notification of the Club rejecting an Application shall not be a counteroffer capable of acceptance.
4.5 On Application Acceptance there shall be a contract between the Member and the Club (Membership). Each Membership shall incorporate the Constitution and the Application. In the event of a conflict, the Constitution shall prevail over the Application unless agreed in writing by the Club. The Membership term shall run from Application Acceptance until the end of the Membership Period unless terminated earlier in accordance with its terms (Term).
4.6 Membership constitutes the entire agreement between the parties and supersedes all previous agreements, understandings and arrangements between them in respect of its subject matter, whether in writing or oral.
4.7. The Member acknowledges that it has not entered into Membership in reliance on any representation or warranty that is not expressly set out in the Constitution or the Application.
5.0 Members’ obligations
5.1 During the Term, each Member agrees to:
i. pay its Membership Fees as they fall due;
ii. comply with the Constitution and Membership;
iii. co-operate and engage with the Club as required for the proper functioning of the Club or any Events;
iv. act at all times in good faith in its dealings with the Club and any other Member on Club matters.
6.0 Club’s obligations
6.1 During the term the Club shall:
i. organise Events;
ii. allow the Member to participate in those Events on the Event Terms; and
iii. provide the Membership Benefits as set out in the Membership Terms.
7.1 The Club shall organise and publicise Events from time to time. Members shall be entitled to attend Events subject to:
i. there being sufficient capacity at any Event (places shall be allocated on a first-come-first-served basis);
ii. the Member agreeing to abide by the Event Rules; and
iii. payment of the Fee a minimum of three weeks before the scheduled date of the Event.
7.2 A Member may request a place at an Event by contacting the Club. This is an offer to purchase a place on the terms of clause 7.1. The Club may accept or reject the offer at its discretion and any rejection shall not be a counteroffer capable of acceptable. If the Club accepts the offer there shall be a contract for the Member to purchase the place on the terms of the Constitution (Purchased Place).
7.3 If the Member does not pay the Fee in accordance with clause 7.1 iii, the contract in 7.1 shall no longer apply and the Member’s place on the Event shall be forfeited.
7.4 Where the Club cancels an Event, the Club shall in its absolute discretion:
i. apply the Fee for the Event to the Member as a Credit; or
ii. refund the Member the Fee (except to the extent the fee was paid using a Credit).
7.5 If the Member / non member cancels the Event, the Fee is non-refundable. A Member may transfer a Purchased Place to another Member subject to the approval of the Club, such approval to be unreasonably withheld or delayed. Any transfer of a Purchase Place will not be approved unless the transferee Member agrees to the Event Rules and completes and sends to the Club the Event Participation Form.
7.6 Details of upcoming Events shall be published on the events page which can be found here and through the Club’s social media channels.
7.7 Events may involve the services, facilities or be otherwise assisted by third parties. Members may be required to agree to further stipulations of these third parties. Where such stipulations are imposed, they shall form part of the Event Rules.
7.8 The Club cannot be held responsible for the actions or omissions of third parties.
8.1 The Club’s responsibility to the Member for any Discount is to facilitate an introduction to the third party offering the Discount.
8.2 Discounts are not wholly in the control of the Club and may therefore be subject to change or withdrawal outside of the Club’s control. In such situations the Member’s sole remedy shall be to require the Club to use reasonable endeavours to offer an equivalent alternative Discount.
8.3 Any purchase of goods and/or services utilising a Discount remains a contract between the Member and the third party and the Club shall not accept any liability, responsibility or similar in respect of the transaction.
8.4 The Member undertakes to the Club to inform it immediately if it feels the service received form a third party in relation to a Discount falls short of that expected, or if the Discount is not being honoured.
9.0 Limitation of liability
9.1 The extent of the parties’ liability under or in connection with the Constitution or Membership (regardless of whether such liability arises in tort, contract or in any other way and whether or not caused by negligence or misrepresentation) shall be as set out in this clause 7.
9.2 Subject to clauses 9.3 and 9.4, the total liability of the Club shall not exceed the greater of the Membership Fees due from the Member for the 12 months preceding the event or incident for which the liability arises, apportioned to the nearest month, or the Membership Period.
9.3 Subject to clause 9.4, the Club shall not be liable for consequential, indirect or special losses or any of the following (whether direct or indirect): loss of profit, loss of or corruption to data, loss of use, loss of production, loss of contract, loss of opportunity, loss of savings, discount or rebate (whether actual or anticipated) or harm to reputation or loss of goodwill.
i. death or personal injury caused by negligence;
ii. fraud or fraudulent misrepresentation; or
iii. any other losses which cannot be excluded or limited by applicable law.
9.5 The Club shall not be liable to the extent that any loss or expense is caused, or contribute to, by:
i. Force Majeure; or
ii. the Member’s breach of the Constitution.
10.0 Payments, Fees and Credits
10.1 All Fees relating to Membership, Events or expressly agreed between the parties in writing shall be paid by the Member as they fall due. Membership Fees must be paid in accordance with the Membership Terms and the Application.
10.2 All Fees are to be paid to the Club by a method agreed in writing by the Club, including bank transfer, card payment or using a third party payment platform such as Paypal. Where any Fee is to be paid on an instalment or recurring basis, the Club may require the Member to pay using a direct debit.
10.3 Any Credit shall be available to the Member to use provided that:
i. the aggregate amount paid towards any Fee or Fees does not exceed the amount of the Credit; and
ii. the Member remains a Member.
10.4 If a Member’s Membership is terminated (other than by the Member under clauses 11 or 14.2) the Member shall not be entitled to use the Credit or to any cash-equivalent refund.
10.5 Where a Member has applied a Credit to an Event and the Event does not take place for any reason not attributable to any breach of the Constitution by the Member, or the Member’s Membership has been terminated by the Member under clauses 11 or 14.2, the Club may, in its sole discretion and to the extent the Club decides necessary:
i. allow the Credit to be carried over to the next Membership Period; or
ii. offer a cash-equivalent refund (which may not be the full face-value of the Credit).
11.0 Changes to the Constitution
11.1 The Club may at its absolute discretion make, and notify the Member of, updated versions of the documents referred to in clause 2.2 or other documents forming part of the Constitution from time to time by notifying the Member of such update by their preferred contact method (together with a copy of the update or a link to a copy of the update) or by any other means which the Club decides is appropriate (Update Notification).
11.2 The document(s) subject to such Update Notification shall replace the preceding version of the same document(s) in the Constitution on the date given in the Update Notification (the Update).
11.3 In the event that the Member reasonably believes that any Update materially impacts it negatively in any manner it may, prior to such Update taking effect pursuant to clause 11.2 or within 30 days of the Update Notification, whichever is later, give notice to terminate its Membership.
12.1 The Club may suspend Membership if:
i. the Club suspects, or receives credible information leading it to suspect, that there has been any breach of the Constitution; or
ii. the Member fails to pay any sums due to the Club by the due date for payment.
12.2 Where the reason for the suspension is suspected breach of the Constitution, without prejudice to its rights under clause 14, the Club will take steps to investigate the issue and may restore or continue to suspend access at its discretion.
12.3 In relation to suspensions under clause 12.1 ii, access to the Services will be restored promptly after the Club receives payment in full and cleared funds.
13.0 Renewal of Membership
13.1 Within one month of the end of the Membership Period:
i. if the Membership Fee or Membership Benefits for their current Membership type has changed for new Applications:
(a) the Club shall advise the Member in writing of the change in the Membership Fee or Membership Benefits (Membership Renewal).
(b) the Customer may, after receipt of the Membership Renewal but before the end of the Membership Period, give notice to the Club that it does not wish to purchase the Membership Renewal.
(c) If the Customer does not give notice under clause 13.1 i (b), the Customer shall be deemed to submit an Application in the terms of the Membership Renewal.
ii. where clause 13.1 i does not apply:
(a) the member may, before the end of the membership period, give notice to the club that it does not wish to purchase membership after the expiry of the current membership;
(b) If the customer does not give notice under clause 13.1 ii (a), the Customer shall be deemed to submit an Application on the same terms as its current Membership.
14.0 Termination of Membership
14.1 Subject to any Membership Period in the Membership Terms, a Member may terminate their Membership on not less than 30 days’ prior written notice to the Club.
14.2 Either party may terminate a Member’s Membership immediately at any time by giving notice in writing to the other party if:
i. the other party commits a material breach of the Constitution and such breach is not remediable;
ii. the other party commits a material breach of the Constitution which is not remedied within 20 Business Days of receiving written notice of such breach; or
iii. the Member has failed to pay any amount due under the Constitution or Membership on the due date and such amount remains unpaid within 20 Business Days after the Club notified the Member that the payment is overdue.
14.3 The Club may terminate or suspend Membership, or restrict access to Events, if the Club knows or reasonably believes the Member:
i. has acted contrary to any safety briefing; or
ii. has or will endanger the safety of themself or other Members; or
iii. has, in the sole opinion of the Club, a conflict of interests with the Club or the Constitution;
iv. is, or is likely to be, in the opinion of a competent authority, unfit to participate in Country Pursuits.
15.0 Consequences of termination
15.1 Immediately on termination of Membership (for any reason), the Membership Benefits enjoyed under the Constitution shall terminate and the leaving Member shall no longer be permitted to attend Events, save where clause 15.2 applies.
15.2 If a leaving Member has purchased a place on an Event which is also available to non-Members, the Club may, at its absolute discretion:
i. allow the leaving Member to attend, subject to the price paid for the Event being the same as, or made up to, the price offered to non-Members; or
ii. refund the leaving Member the amount paid for the Event.
15.3 The leaving Member shall not be entitled to refund of any Fees for any part of the Membership Period or Events falling after termination, unless the Membership was terminated by the Member under clauses 11 or 14.2.
15.4 Termination or expiry of Membership shall not affect any accrued rights and liabilities of either party at any time up to the date of termination or expiry, save for as provided in clause 10.4 and 15.3.
16.0 Intellectual property
16.1 All copyright, rights in inventions, patents, know-how, trade secrets, trademarks and trade names, service marks, design rights, rights in get-up, database rights and rights in data, utility models, domain names and all similar rights in and to the Club (Intellectual Property Rights) belong to and shall remain vested in the Club or the relevant third party owner. To the extent that any Member or any person acting on its or their behalf acquires any Intellectual Property Rights, the Member shall assign or procure the assignment of such Intellectual Property Rights with full title guarantee (including by way of present assignment of future Intellectual Property Rights) to the Club or such third party as the Club may elect. The Member shall execute all such documents and do such things as the Club may consider necessary to give effect to this clause 16.1.
16.2 The Club may use any feedback and suggestions for improvement provided by a Member without charge or limitation (Feedback). The Member assigns (or shall procure the assignment of) all Intellectual Property Rights in the Feedback with full title guarantee (including by way of present assignment of future Intellectual Property Rights) to the Club at the time such Feedback is first provided to the Club.
All notices to be given to a Member of the Club under or in connection with the Constitution or Membership must be in writing addressed to that party at its address on the Application (or other address notified under this clause 17) and shall be delivered personally, sent by pre-paid first-class post or other next day delivery service, commercial courier or email.
18.1 No variation of the Constitution shall be valid or effective unless it is:
i. an Update made in accordance with the Constitution; or
ii. made in writing, refers to the Constitution and is duly signed by the Club and the Member.
19.0 Assignment and subcontracting
19.1 Except as expressly provided in the Constitution, the Club may at any time assign, sub-contract, sub-licence (including by multi-tier), transfer, mortgage, charge, declare a trust of or deal in any other manner with any or all of its rights or obligations under the Constitution.
19.2 Except as expressly permitted by the Constitution, a Member shall not assign, transfer, sub-contract, any of its obligations under the Constitution, in whole or in part, without the Club’s prior written consent.
20.0 Set off
Each party shall pay all sums that it owes to the other party under the Constitution without any set-off, counterclaim, deduction or withholding of any kind, save as may be required by law.
21.0 No partnership or agency
The parties are independent and are not partners or principal and agent and the Constitution does not establish any joint venture, trust, fiduciary or other relationship between them, other than the contractual relationship expressly provided for in it. Neither partyshall have, nor shall represent that it has, any authority to make any commitments on the other party’s behalf.
22.1 If any provision of the Constitution or Membership (or part of any provision) is or becomes illegal, invalid or unenforceable, the legality, validity and enforceability of any other provision of the Constitution or Membership shall not be affected.
22.2 If any provision of the Constitution or Membership (or part of any provision) is or becomes illegal, invalid or unenforceable but would be legal, valid and enforceable if some part of it was deleted or modified, the provision or part-provision in question shall apply with such deletions or modifications as may be necessary to make the provision legal, valid and enforceable. In the event of such deletion or modification, the Member and the Club shall negotiate in good faith in order to agree the terms of a mutually acceptable alternative provision.
23.1 No failure, delay or omission by the Club in exercising any right, power or remedy provided by law or under the Constitution shall operate as a waiver of that right, power or remedy, nor shall it preclude or restrict any future exercise of that or any other right, power or remedy.
23.2 No single or partial exercise of any right, power or remedy provided by law or under the Constitution shall prevent any future exercise of it or the exercise of any other right, power or remedy.
23.3 A waiver of any term, provision, condition or breach of the Constitution shall only be effective if given in writing and signed by the waiving party, and then only in the instance and for the purpose for which it is given.
24.0 Third party rights
A person who is not a Member in accordance with the Constitution shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its provisions.
Each party represents and warrants to the other that it has the right, power and authority to enter into the Membership under the Constitution and grant to the other the rights (if any) contemplated in the Constitution and to perform its obligations under the Constitution.
26.0 Governing law
The Constitution and any dispute or claim arising out of, or in connection with, it, its subject matter or formation (including non-contractual disputes or claims) shall be governed by, and construed in accordance with, the laws of England and Wales.
The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of, or in connection with, the Constitution, its subject matter or formation (including non-contractual disputes or claims).