Company Terms

2. Eligibility and Authority

2.1. To register a Company and create a Company Dashboard, the individual doing so must:

1. hold an Account;
2. be authorised to act on behalf of the Company they are registering;
3. ensure the Company is a registered company, incorporated organisation, or other eligible entity approved by GiveWheel;
4. successfully complete any identity or verification checks we require; and
5. comply with these Company Terms.

2.2. We may approve or reject Company registrations at our discretion.

2.3. An existing Company Admin may invite another individual who holds an Account to become a Company Admin of the same Company Dashboard. An invited individual becomes a Company Admin, and agrees to be bound by these Company Terms, upon accepting that invitation.

2.4. GiveWheel may also add an individual as a Company Admin of an existing Company's Company Dashboard, at the Company's request or otherwise in accordance with these Company Terms. An individual added in this way becomes a Company Admin, and agrees to be bound by these Company Terms, upon accepting that access.

2.5. A Company is responsible for determining the tax treatment of any Donation, matching payment, sponsorship payment, subscription fee or other amount paid through or in connection with GiveWheel. Not every payment made through the Platform will necessarily qualify for Corporation Tax relief. Companies should obtain independent tax advice where appropriate.

2.6. You must notify GiveWheel promptly if your Company:

1. ceases to carry on its business or operating activities;
2. is subject to any investigation or inquiry which could result in the loss of any licence, registration, status, or other authority necessary for it to lawfully operate or continue operating in accordance with applicable local laws;
3. ceases to have the necessary licence, registration, status, or other authority to lawfully operate in accordance with applicable local laws;
4. becomes insolvent, enters administration, liquidation, or any equivalent process, or otherwise ceases to exist as a legal entity or organised group.

2.7. Authority to Act

2.7.1. An individual who registers a Company, or who accepts an invitation to become a Company Admin, represents and warrants that they are duly authorised by the Company to do so, including to agree to these Company Terms and to bind the Company to them.

2.7.2. GiveWheel is entitled to rely on that representation. GiveWheel does not independently verify, and gives no warranty as to, the authority of any individual to register a Company or accept an invitation to become a Company Admin, unless we expressly agree otherwise in writing.

2.7.3. Approval of a Company registration, or the addition of a Company Admin, by GiveWheel does not constitute confirmation, endorsement or warranty that the relevant individual is authorised to act on behalf of the Company.

2.7.4. The Company remains responsible for ensuring that only individuals with appropriate authority hold Company Admin access to its Company Dashboard, and for promptly notifying GiveWheel if a Company Admin's authority is withdrawn, including by removing their admin access.

2.7.5. The Company remains responsible for promptly notifying GiveWheel if it becomes aware of any unauthorised access to its Company Dashboard, misuse of its Company Admin access, or other security incident affecting the Company's use of the Platform.

3. Company Admin Accounts

3.1. As a Company Admin, your Account additionally allows you to:

1. manage your Company Dashboard and relevant branding;
2. mark fundraising pages as "official company events";
3. set and report on charitable partnerships with Beneficiary Organisations; and
4. use any additional services we make available for Companies.

3.2. Removing Company Admin Access

3.2.1. A Company Admin may give up their Company Admin access at any time by contacting us, or through the relevant setting on the Platform.

3.2.2. An existing Company Admin may remove another individual's Company Admin access to the Company Dashboard at any time.

3.2.3. Giving up or losing Company Admin access does not close or affect your personal Account, and does not affect the Company Dashboard or any other Company Admin's access to it.

3.2.4. A Company must ensure that at least one individual holds Company Admin access to its Company Dashboard at all times. Where a Company Admin gives up their access and no other Company Admin exists, the Company must nominate a replacement before that access is removed.

3.3. Closing the Company Dashboard

3.3.1. A Company Admin may request that GiveWheel close the Company Dashboard at any time by contacting us, or through our website enquiry form.

3.3.2. Closing a Company Dashboard does not cancel any outstanding subscription fees, Donation-matching commitments, authorised payments or other amounts owed by the Company.

3.3.3. Closing a Company Dashboard does not prevent GiveWheel from completing the processing or disbursement of Donations already made through the Platform.

3.3.4. Existing public fundraising pages may remain active after a Company Dashboard is closed unless the Fundraiser closes them, GiveWheel removes them or the applicable page arrangements provide otherwise.

3.3.5. GiveWheel may require additional verification before closing a Company Dashboard, including to confirm that the individual requesting closure is authorised to do so.

4. Company Dashboard

4.1. The Company Dashboard provides tools to manage and showcase your Company's fundraising activity using GiveWheel Services.

4.2. The Company Dashboard allows you to:

1. display an overview of your Company's social impact, including aggregated donation totals, funds raised, and other relevant impact metrics;
2. access reporting and analytics on the performance of your fundraising campaigns and associated fundraising pages;
3. manage fundraising pages associated with your Company, including designating a fundraising page as an "official" Company event or campaign;
4. set and manage your Company's branding, including logos, colours, and other visual elements displayed on your fundraising pages and dashboard; and
5. manage any other settings or features we make available as part of the Company Dashboard from time to time.

4.3. You are responsible for ensuring that any branding, logos, or content uploaded to the Company Dashboard is accurate, up to date, and that you hold the necessary rights to use it.

4.4. Designating a fundraising page as an "official" Company campaign indicates that the Company has associated itself with that activity. It does not make GiveWheel the organiser of the campaign or create an endorsement by GiveWheel.

4.5. The Company is responsible for ensuring that any fundraising campaign, event or activity, which the Company designates as an "official" Company campaign or event, has been reviewed and is appropriately authorised by the Company.

4.6. GiveWheel may display aggregated fundraising and impact information on the Company Dashboard based on data held within the Platform. Unless expressly stated otherwise, such information is provided for reporting and informational purposes and should not be treated as audited financial, tax, ESG or regulatory reporting.

4.7. The Company is responsible for the acts and omissions of its Company Admins in connection with the Company Dashboard, except to the extent caused by GiveWheel's breach of these Company Terms or applicable law.

4.8. Data Reporting

4.8.1. Your Company Dashboard includes access to reporting and partnership history.

4.8.2. These reports may include:

1. Supported Beneficiary Organisation details;
2. charitable partnership history;
3. payment processing fees;
4. payments made from your Company; and
5. Fundraiser and Donor information, where:

1. necessary for the relevant functionality;
2. permitted under GiveWheel's privacy arrangements;
3. consistent with the Donor/Fundraiser's permissions/preferences; and
4. lawful under applicable data protection law.

4.8.3. Reports may be affected by payment reversals, refunds, chargebacks, delayed Gift Aid, manual activity, user-supplied information, duplicated records and processing delays. GiveWheel may update historic reports where underlying data changes or errors are corrected.

4.8.4. Unless expressly agreed otherwise, reports are not audited and do not constitute tax, accounting, legal, sustainability or regulatory advice.

4.8.5. You are responsible for reviewing these records and notifying us promptly if you believe any information is inaccurate.

5. Fees and Payment

5.1. Unless otherwise agreed, GiveWheel does not charge a registration, monthly subscription or platform fee for access to the standard Company Dashboard.

5.2. GiveWheel may introduce new paid features, usage tiers or services. We will not charge your Company for an optional paid service unless it has ordered, subscribed to or otherwise agreed to pay for that service.

5.3. We may change which features are included in the standard Company Dashboard, provided that we give reasonable notice of any material reduction affecting existing users.

6. CSR Modules

6.1. In addition to the standard features available with your Company Dashboard, GiveWheel offers a range of optional paid add-on modules designed to help you manage and track your Company's corporate social responsibility activities. CSR Modules may include, without limitation, functionality relating to volunteering hours, social impact reporting, and other related tools.

6.2. We may add, amend, remove, or update the CSR Modules available from time to time, at our discretion, as part of our ongoing development of the Platform.

6.3. CSR Modules are not included as part of the standard (free) Company Dashboard and are subject to a separate subscription fee, as set out at the point of purchase or in your applicable order confirmation.

6.4. Use of each CSR Module is subject to Module Terms, which will be made available to you at the point of subscribing to the relevant CSR Module. In the event of any conflict between these Company Terms and the applicable Module Terms, the Module Terms shall take precedence in relation to that specific CSR Module.

6.5. We welcome feedback on the CSR Modules and may use this to inform future development, updates, or the release of new modules. Provision of feedback does not create any obligation on GiveWheel to implement any particular feature or change.

7. Data Protection

7.1. Each party will comply with applicable data protection law in relation to personal data it processes under these Company Terms.

7.2. Unless otherwise stated in an applicable data-processing or data-sharing agreement, GiveWheel and the Company will each act as an independent controller in relation to personal data they determine to process for their own purposes.

7.3. Where GiveWheel processes personal data solely on documented instructions from the Company, the parties will enter into any controller-processor terms required by Article 28 of the UK GDPR.

7.4. Where the parties jointly determine the purposes and means of processing, they will document their respective responsibilities as required by applicable law.

7.5. Where Donor or Fundraiser information is shared with your Company, you agree to:

1. use that information only for legitimate purposes connected with your fundraising activities;
2. keep personal information secure;
3. comply with all applicable privacy laws;
4. not sell or disclose personal information to third parties unless permitted by law; and
5. retain personal information only for as long as necessary.

7.6. The Company must not use Donor or Fundraiser personal data for direct marketing unless it has a lawful basis to do so and has complied with all applicable direct marketing laws and the individual's applicable preferences and objections.

7.7. Where Donor consent permits, GiveWheel may share supporter information with Companies for fundraising administration and permitted communications.

7.8. You are responsible for ensuring that any communications you send comply with applicable law and applicable fundraising standards, including the Code of Fundraising Practice where relevant to the Company's activities.

7.9. Further details of how GiveWheel collects, uses, and protects personal data are set out in our Privacy Policy, which forms part of your use of the Platform.

8. Communications

8.1. We will normally contact your Company using the email address(es) associated with the Company Admin(s) listed on your Company Dashboard.

8.2. Where reasonably necessary, we may contact a director, officer or other publicly listed Company representative using lawfully available business contact information, particularly in relation to fraud, security, overdue payments, Account ownership or legal and regulatory matters.

9. Intellectual Property

9.1. You retain ownership of your Company's name, logo and other intellectual property that you have created or uploaded on GiveWheel.

9.2. The Company grants GiveWheel a worldwide, royalty-free and non-exclusive licence to use, reproduce, publish, broadcast, display, and distribute the Company's name, logo, trade marks and other content provided to GiveWheel in any format, using any medium, for the purpose of:

1. operating the Platform;
2. displaying your fundraising pages;
3. promoting fundraising campaigns;
4. improving our services;
5. complying with legal obligations; and
6. promoting GiveWheel.

10. Confidentiality

10.1. Both parties agree to keep confidential information received from the other party secure and confidential.

10.2. Confidential information may be disclosed only:

1. where required by law;
2. where necessary to provide the GiveWheel Services;
3. to our professional advisers, auditors or insurers;
4. where disclosure is authorised by the other party; or
5. where the information is already publicly available through no breach of these Company Terms.

10.3. These obligations continue after your Account has been closed.

11. Suspension and Termination

11.1. GiveWheel may suspend, restrict, or disable access to a Company's Company Dashboard, Company Admin functionality, or other Company-specific features where we reasonably believe that:

1. the Company or a Company Admin has breached these Company Terms or the Terms;
2. there is fraud, unlawful activity, misuse of the Platform, or other misconduct by the Company or a Company Admin in connection with the Company's use of the Platform;
3. the Company or a Company Admin has failed to provide information or complete verification reasonably required by GiveWheel;
4. continued access presents an unacceptable legal, regulatory, security, or reputational risk to GiveWheel, the Company, another user, or any other person; or
5. we are required or reasonably requested to do so by law, regulation, court order, or a competent authority.

11.2. A suspension or restriction may apply to all or part of the Company's access to the Platform, including access to the Company Dashboard, Company Admin functionality, Company-specific reporting or analytics, fundraising campaigns or events, CSR Modules, or other Company-specific services. We may restrict or disable the access of one or more Company Admins without suspending the Company's entire Company Dashboard.

11.3. Where reasonably possible, we will notify the Company of the reason for a suspension or restriction and what, if anything, is required to restore access.

11.4. We may suspend or restrict access without prior notice where reasonably necessary to protect users, the Platform or GiveWheel, prevent fraud or unlawful activity, or comply with legal or regulatory requirements.

12. Liability

12.1. Nothing in these Company Terms limits or excludes any liability which cannot lawfully be limited or excluded, including liability for:

1. fraud or fraudulent misrepresentation;
2. death or personal injury caused by negligence; or
3. any other liability that cannot legally be excluded.

12.2. Subject to Clause 12.1., GiveWheel's total aggregate liability arising out of or in connection with these Company Terms shall not exceed the greater of:

1. GBP 1,000; or
2. the total fees actually paid by the Company to GiveWheel during the 12 months immediately preceding the event giving rise to the claim.

12.3. To the maximum extent permitted by law, GiveWheel will not be liable for:

1. loss of profits;
2. loss of revenue;
3. loss of business opportunity;
4. loss of goodwill;
5. loss of anticipated Donations;
6. loss or corruption of data; or
7. any indirect or consequential loss.

13. Third-party Rights

13.1. These Company Terms are between GiveWheel and your Company.

13.2. No third party has any right to enforce any provision of these Company Terms under the Contracts (Rights of Third Parties) Act 1999.

14. Assignment

14.1. GiveWheel may assign or transfer its rights and obligations under these Company Terms as part of a merger, acquisition, corporate reorganisation or sale of business. Companies may not assign or transfer their rights under these Company Terms without GiveWheel's prior written consent.

15. Changes to these Company Terms

15.1. We may update these Company Terms from time to time.

15.2. Changes may be required because of:

1. changes to applicable laws or regulations;
2. improvements or changes to the Platform;
3. new products or services;
4. changes to Payment Providers;
5. security requirements; or
6. clarification of existing provisions.

15.3. The latest version will always be available on our website. If changes to the Company Terms are related to fees or materially impact the Company's accessibility or use of the Platform, GiveWheel will notify Account holders by email.

15.4. Your continued use of GiveWheel after updated Company Terms take effect constitutes acceptance of those changes.