International Fan Club of Chelsea Football Club Agreement
Upon the acceptance of
application for membership of International Fan Club of Chelsea Football Club
(IFC of CFC) Or the Club: the relationship shall be guided under the following terms
and conditions, as stated hereunder.
IT IS AGREED AS FOLLOWS: -
headings of the clauses in this Agreement are for the purpose of reference and
conveniences only and shall not be used in the interpretation of nor modify nor
amplify the terms of this Agreement nor any clause hereof. Unless a contrary
intention clearly appears -
1.1 Words imposing – IFC of CFC means International Fan Club of
Chelsea Football Club Or the Club
masculine gender shall include the feminine and vice versa; and
singular include the plural and vice versa;
following terms shall have the meanings assigned to them hereunder and cognate
expressions shall have corresponding meanings, namely-
of "CFC" means International Fan Club of Chelsea Football Club Or the Club.
means this membership agreement of which, the application for membership form
Date” means the date on which IFC of CFC informs the applicant in writing of
the acceptance of his application and appointment to become member.
Day” means a day not a Saturday, Sunday or a public holiday in Nigeria;
"Products" means those services or physical
products made available by the Club or any other products that may in future be
made available through the Club for the purposes of the Members together with
the Rules applicable to such products.
of CFC Rules" means the rules applicable to and binding on a member as may be
amended from time to time in accordance with the Constitution of International
Fan Club of Chelsea Football Club.
means a successful applicant whose application has been accepted by club’s
executive after payment of all the requisite fees.
for membership” means the application certificate form to be completed by a
person desiring to be a member.
reference to written notice or notification includes short message services
“sms” and any form of electronic communication or other methods of public
act requiring the approval of IFC of CFC shall bear the same meanings in
schedules or annexure to this Agreement which do not themselves contain
expiration or termination of this Agreement shall not affect the provisions of
this Agreement which expressly provide that they will operate after any such
expiration or termination or which of necessity must continue to have effect
after such expiration or termination, notwithstanding that the clauses
themselves do not expressly provide for this;
rule of construction that a contract shall be interpreted against the party
responsible for the drafting or preparation of the contract, shall not apply
word “include”, “including” and “ in particular” shall be construed as being by
way of example or emphasis only and shall not be construed as, nor shall they
take effect as, limiting the generality of any preceding word/s
appointment of a member shall become effective on the Acceptance Date of the
application and payment of requisite fees.
AND OBLIGATIONS OF A MEMBER:
3.1 The member undertakes that he or she shall:
comply with the terms of this Agreement and directions given in writing by IFC
of CFC from time to time
the Club’s Constitution, all applicable laws, rules, regulations, codes of
conduct and service standards relating in any manner to the performance of his
obligations under this Agreement.
himself and remain up to date with the most current information published by
IFC of CFC
persons to IFC of CFC.
make any representations or statement on behalf of IFC of CFC to third parties
except as approved in writing by IFC of CFC or its accredited representative.
institute proceedings against any third party in respect of any claim howsoever
arising as a result of his appointment as a or in connection with his
activities as a member, without the express prior written approval of the
Club’s Executive Council.
to the member complying with his obligations under this agreement, the member
shall be entitled to enjoy the facilities and products of the club in
accordance with guideline stipulated by the Club’s Executive Council.
member shall pay a non-refundable application fee of N---------------------
For Classic, Gold
and Platinum Members.
member (Classic Gold, Platinum) shall pay annual dues of …………….at the beginning
of each year or as may be directed by the Board of Trustees / Executive Council
from time to time.
member shall pay for any products being sold by the club at a subsidy.
club shall not be liable for any expenses, costs or disbursements of whatsoever
nature incurred by the member in fulfilling its obligations under this
club may from time to time vary, replace, add to or remove any of the
information contained on the Network/website by providing 30 (thirty) days’
written notice to the member. In the event of Information being varied,
replaced, added to or removed such modification shall take effect on the first
day of the month following the expiration of the 30 (thirty) days notice.
5.2 The Activities,
Programmes and Products’ list is available upon request, whereupon a hardcopy
will be made available to the member at the office of the Club.
REPRESENTATIONS AND WARRANTIES
6.1 The member warrants, undertakes and represent to the club
the information given by the member are accurate.
member shall under no circumstances give financial advice in his capacity as a
member in terms of this Agreement to a third party
Club has appointed the member on the basis that the warranties are correct as
at the acceptance date and will continue to be correct for the duration of this
Agreement. All the warranties given by the member in terms of this Agreement
are material and in the event of breach of any warranty, the Club shall, in
addition to any remedies provided in this Agreement, be entitled to all the
remedies available at law.
7. INDEPENDENCE OF CONTRACT
The member is independent.
Nothing herein will be construed as creating an employer – employee
relationship for any purpose whatsoever of any relevant legislation that may
normally be applicable to an employer – employee relationship the parties.
be entitled to any of the benefits available to the club’s employees except the
member is employed by the club.
have access to or operate from The Club’s premises or offices except on express
permission of the Chairman of the Board Of Trustees.
termination of this Agreement, not have any rights in respect of redundancy or
retrenchment procedures, severance pay or other benefits generally afforded
herein will be construed as creating a partnership, agency, or joint ventures
between the parties and the member shall have no authority to:
the club to any contract or agreement
any credit facilities either in the name of or on behalf of the club.
any debt or other liability on behalf of the club.
any representations on behalf of the club except soliciting membership of the
club from members of the public.
alter, discharge, waive or terminate any agreement on behalf of the Club.
agrees that he shall be solely responsible for any tax liability (VAT) and
withholding tax levy, charge or dedication of any kind, which may arises as a
result of or pursuant to this Agreement and the implementation hereof.
AND PERSONAL INFORMATION
9.1.For the purpose of this
section, “personal information” means any information provided by a member or
collected by a member in connection with this agreement (i) that identifies or
can be used to identify, contact or locate the person to whom such information
pertains, or (ii) from which identification or contract information of an
individual person can be derived. Personal information includes, but is not
limited to: name address, phone number, fax number, e-email address, identify
number and credit/debit card or banking information and includes all details of
a prospective member. Additionally, to the extent any other information is
associated or combined with personal information, then such information also
will be considered personal information.
9.2. The member undertakes to treat
as strictly confidential all information of any nature whatsoever which he may
obtain pursuant to this Agreement, howsoever such information may be disclosed
to him including, without limiting the afore going, whether orally, visually or
in electronic media.
9.3.Any confidential personal
information, including trade secrets, know-how, techniques, methods of and
operating costs, obtained by the member in performing his obligations under
this Agreement is proprietary to the club and is being made available to him
and/or will otherwise come into his possession solely for the purposes of
fulfilling his obligations under this Agreement.
9.4.The member shall not disclose
the club confidential information to any person other than as may be approved
in writing by the club or as may be required by law.
9.5.The member shall take all
necessary safety precautions to keep the club’s information confidential.
9.6.The member acknowledges and
understand that the unauthorized disclosure of the club confidential
information may give rise to damage of the Club.
9.7.The member shall not direct or
indirectly use for his benefit or the benefit of any other person any of the
Club’s confidential information other than for the purpose contemplated in this
9.8.The member will not use,
reproduce, copy or modify the club confidential information in any way except
for the purpose of performing his obligation under this Agreement or on the
specific written instructions from the club.
9.9.The member agrees that upon
termination of this Agreement, the member shall return to the Club all copies
of any document, hand-written notes, computer disks and other formats in which
the Club’s confidential information is stored.
provision of this clause shall survive termination of this Agreement for any
PROPERTY RIGHTS AND MARKETING MATERIALS
copyrights, trademarks, trade names, logos, designs, devises, patents, know-how
and other intellectual property rights in any documents, drawings, data,
marketing or material supplied by the club to the member in connection with
this agreement shall remain vested in the Club.
member shall not publish, sell or distribute any advertisement, training or
other material, or conduct any marketing activities relating to or in
connection with the Club its marketing methods or its products, without the
prior written approval of the Club’s Executive.
member shall not use any marketing materials and documents prepared by the Club
for any purpose other than the purpose for which it was provided to the member
under this Agreement
member shall not send unsolicited advertising in the form of faxes or e-mail
and shall not engage in spamming in order to promote the Club its marketing
methods or products, unless such conducts is not contrary to any laws and has
been approved in writing by the Club.
member agrees that he shall not:
the name of the Club or any other trademark, trade name or logo of the club
otherwise than strictly in accordance with this Agreement.
a company, firm or other entity incorporating as part of its name or logo of the
club or any other trademark, trade name or any similar wording;
the expiration or termination of this Agreement, the member shall cease making
use of any of the club’s intellectual property rights and shall immediately
deliver up the club’s documents, data, marketing and any material supplied to
The member agrees to defend and
hold the Club and its officers, Board of Trustees, employees, suppliers and
consultants harmless against all claims, demands, fines, penalties, actions,
proceedings, judgments, damages, losses, costs, expenses or other liabilities
causes arising out of or in connection with any claim directly or indirectly
relating to a wrongful act or omission by the member under this agreement, or
any other wrongful or negligent act or breach of any of the members obligation
under this Agreement.
Either party shall be entitled
to terminate this Agreement, with or without cause, by giving not less 30
(thirty) days written notice of termination to the other.
Notwithstanding anything to the
contrary herein contained the Club shall be entitled, without prejudice to any
rights that it may have, including the right to claim damages from the member
with or without specific performance, summarily terminate the membership of any
person by giving written notice to him.
Membership is automatically
lost if the member breaches any of the provisions of this Agreement and fails
to remedy such breach within 7 (seven) days of written notice given to the
member to remedy the beach;
Breaches any provisions of this
agreement in circumstances where he has on 2 (two) previous occasions committed
Falsifies any documents or
record required by the club including but not limited to the application for
membership form, or commits any other act of dishonesty.
Omits to act or commits any act
which, in the reasonable opinion of the club adversely affects or is reasonably
likely to adversely affect the goodwill or reputation of the club or any of its
officers, members of board of Trustees, employees, contractors or the members;
Commits any act of insolvency
Acts or omits to act in a
manner which causes the club to suffer loss or damage or which is likely to
cause the club to suffer loss or damage.
Should the membership be
terminated for any reason specified above the member shall forfeit the right
and privileges in terms of this Agreement with effect from the date of
12.1.10 If the club on reasonable grounds, suspects that a breach has been
committed by the member the club may in its sole and unfettered discretion on
written notice to the member immediately suspend the member pending the final
investigation and report to the appropriate organ of the club.
12.1.11 For the duration of the suspension, the member shall not be entitled
to enjoy any right or privileges.
CESSION AND ASSIGNMENT
shall not cede, delegate or assign any of his right and or obligations in terms
of this Agreement without the express written prior consent of the club, which
the club may grant in its sole and unfettered discretion. The club may freely
cede, delegate or assign its rights and/or obligation hereunder.
14. ADDRESS FOR SERVICES
parties choose as their address for all purposes under this Agreement, whether
in respect of court process, notices or other documents or communications of
whatsoever nature, the following addresses:
International Fan Club of Chelsea
C. to C.
Plaza, Nkpokiti Ogui New Layout Enugu
member’s address shall be the address set out in the application form submitted
by the member.
notice or communication required or permitted to be given in terms of this
Agreement shall be valid and effective only if in writing, but the club shall
be competent to give notice by fax, e-mail or sms.
party may by notice to other party change the physical address chosen as its
address for service to another physical address where postal delivery occurs in
Nigeria or its postal address or its e-mail address, provided that the change
shall become effective on the 7th business day from the deemed date
of the receipt of the notice by the other party.
notice to a party –
by prepaid post or courier in a correctly addressed envelope to its chosen
address for services shall be deemed to have been received on the 7th
business day after posting (unless the contrary is proved).
by hand to a responsible person during ordinary business hours at its chosen
address for services shall be deemed to have been received on the day of
by fax or sms to its chosen fax or mobile telephone number shall be deemed to
have been received on the day of dispatch (unless the contrary is proved);
14.1.10If sent by e-mail to its chosen
e-mail address shall be deemed to have been received on the day of dispatch
(unless the contrary is proved).
14.1.11Notwithstanding anything to the
contrary herein contained a written notice or communication actually received
by a party shall be an adequate written notice or communication to it
notwithstanding that it was not sent to or delivered at its chosen address for
15. DISPUTE RESOLUTION
15.1 The procedures set out in Article13 of the
Constitution of the Club shall be complied with in respect to any and all
disputes or differences arising out of or in connection with this Agreement.
16. LIMITATIONS OF LIABILITY
anything to the contrary, the Club shall not be liable to the member for any
loss, damage, injury, death, or for any indirect or consequential loss of any
kind howsoever arising, including but not limited to any damages suffered as a
result of a defect in materials or loss or injury arising as a result of any
defect in the Club’s retail products, equipment, venues or vehicles or as a
result of the member attending any of the Club’s functions and regardless of
whether caused by the negligence of the Club, its officers, employees,
suppliers or consultants.
17. WHOLE AGREEMENT, NOT
Agreement constitutes the whole Agreement between the parties and supersedes
any other discussions, prior agreement and/or understandings regarding the
subject matter hereof.
addition or modification to any provision of this Agreement will be binding on
the parties unless made in writing and signed by an authorized representative
of the club.
In witness Whereof
the parties have set their respective hands and seal, the day and year first