Edition 1 – August 2020
1.3. This Agreement is written to protect both you and us. You should read this Agreement carefully because it governs your access to, and use of, the Website and any related services. This Agreement tells you who we are, how we will provide the Website content and services to you, how we may change or end the Agreement, what to do if there is a problem, and other important information. If you think that there is a mistake or omission in any of these terms, please contact us via the Website “Contact Us” page to discuss.
2. Definitions of Terms Used in this Agreement
2.2. “Buyer” means an authorised user offering to purchase Goods from the Website
2.3. “Goods” means all goods or services offered for sale that have been posted on the Website.
2.4. “In My Yard” is the trading name of IN MY YARD LIMITED.
2.5. “Post” means to upload content onto the Website, and the words “Posted” and “Posting” shall be interpreted accordingly.
2.6. “Seller” means an authorised user offering Goods for sale on the Website.
2.7. “Services” means all or any services provided by us through the Website including without limitation our online market place.
2.9. “Website” means the website of IN MY YARD LIMITED, currently at www.inmyyard.co.uk, or such other URL as provided by us.
2.10. “Website content” means the text, information, images, photographs, adverts, messages, software, files, sounds, and all other material published on, or delivered by, the Website.
2.11. “You” and “your” means the reader of this Agreement in connection with use of the Website.
3. Information About Us and How to Contact Us
3.1. The Website is operated by IN MY YARD LIMITED. We are a limited company registered in England and Wales under company number 11972042 and have our registered office at Red Lion House, Bentley, Farnham, Hampshire, England, GU10 5HY. Please note this is a registered address and should not be used as a postal address.
3.2. In My Yard is a trading brand name of IN MY YARD LIMITED and refers to the Website and its services.
3.3. You can contact us via the Website “Contact Us” page or by email to firstname.lastname@example.org. A postal address can be provided upon request.
4. Provided Services
4.1. In My Yard is provided as a service where registered Sellers may list certain Goods (as explained in clause 8) and registered Buyers may find and purchase them directly from the Seller. By listing Goods for sale or purchasing Goods through the Website, you agree to be bound by this Agreement (Edition 1 – August 2020).
4.2. We are not responsible for any transaction between a Buyer and a Seller. The contract for the supply of Goods from the Seller to the Buyer is a contract solely between the Seller and the Buyer. We simply act as a venue to facilitate communications between the Seller and the Buyer. When the Seller agrees to supply Goods to the Buyer, the contract is between the Buyer and the Seller and is subject to the terms and conditions which are implied by law or which the Buyer and the Seller agree between themselves. In My Yard is not a party to the contract between the Seller and the Buyer, and we are not liable in any way under it. In My Yard does not have possession of any of the items offered for sale through the Website and has not guaranteed the accuracy of any Website content.
4.3. In My Yard does not provide any warranties, covenants, representations, or assurances in relation to any Goods listed by any Seller on the Website. Any such warranties, covenants, representations, and assurances are disclaimed by us absolutely. Our disclaimer in these matters does not affect the statutory rights of the Buyer against the Seller and vice versa.
4.4. In My Yard does not provide any invoice or receipt for any contract for the supply of Goods from a Seller to a Buyer. The Seller agrees to provide the Buyer with an invoice or receipt upon request by the Buyer. Any disputes in connection with any Goods, or any disputes arising in connection with any Goods, will be a matter to be resolved between the Seller and the Buyer only and we will not be involved in this.
5. User Obligations
5.1. By downloading, accessing, or using the Website, you covenant that you will abide by all applicable national and local laws and regulations with respect to your use of the Website and that you are at least 18 years of age.
5.2. By registering as a user on the Website, you covenant that you are located in the United Kingdom, legally capable of entering into binding contracts enforceable in accordance with this Agreement and will act in good faith and honour all commitments to sell or buy Goods that you may make.
6. User Accounts
6.1. All Sellers and Buyers using the Website are required first to register as a user. You may create only one account per person, and you may not assign, transfer, or offer the use of your account to any other person. In creating an account on behalf of a corporate or business entity, you represent that you are duly authorised to enter into agreements or legally binding contracts on behalf of that entity, enforceable in accordance with this Agreement.
6.2. In creating an account, you are required to create a username and a password. Your username must not contain any offensive or defamatory content or imply any relationship with an organisation or individual that you are not entitled to claim. We reserve the right to reject any membership application where we believe the username does not meet these conditions.
6.3. If you choose to create an account on the Website to store your user details, you must treat the account login credentials as confidential information, and you must not disclose these details to anyone else. You are responsible for maintaining the confidentiality of your account and to the extent permitted by law, you agree to accept full responsibility for all activities that occur under your account.
6.4. You must inform us immediately and undertake to us if you have any reason to believe that your account login credentials have become known to anyone else, or are being, or are likely to be used in an unauthorised or illegal manner.
6.5. We reserve the right to refuse service or terminate your account if you are in breach or suspected breach of applicable laws, this Agreement, or any other applicable terms and conditions, guidelines, or policies. We reserve the right to terminate your account, including any paid membership at any time at our discretion.
7. Membership and Wallet
7.1. In My Yard offers three levels of membership for Sellers based upon the number of adverts and type of content that they may place in a one-month period.
a. Basic free membership;
b. Top Trader paid membership;
c. Commercial/Commercial Plus paid membership.
7.2. Paid memberships confer the Seller with benefits regarding the number of adverts that may be placed along with access to other benefits that may be conferred from time to time. Details of all benefits for each membership type are detailed on the Website. Paid memberships require payment in full before they will come into effect.
7.3. For upgrading to any paid membership option, once payment is received, the new paid membership will come into effect immediately, and the renewal date will be calculated from that date. For the downgrading of a paid membership to the basic free membership, this will take effect at the next renewal date from when the previously paid membership came into effect.
7.4. All memberships prices are as published on the Website at the point when we receive your order. Unless otherwise stated, the prices do not include VAT. If in the future the prices are changed to include VAT, then this will be charged at the prevailing rate at the time of purchase. Any change to include VAT will be notified to all users in advance. All prices are stated in pounds sterling.
7.5. We may amend prices at any time, in which case you will be notified of this in advance and have the opportunity to cancel your membership as of the next payment date. Any offers and promotions that are shown on the Website are subject to availability. We reserve the right to change or withdraw these at any time and without notice.
7.6. We accept membership payment via PayPal and most major credit and debit cards. You must only use a card if you are the named cardholder on the card that you use to make payment and, by placing an order, you confirm that you are the authorised cardholder.
7.7. All credit and charge cardholders are subject to validation and security checks as well as authorisation by the card issuer and any additional terms imposed by the issuer. If the issuer does not authorise the payment, then we will not accept your order, and we will not be liable for any delay or non-delivery of the membership upgrade.
7.8. Your card provider may add a charge for using your card on the Website, and we will not be liable for any such charges. Please refer to the terms and conditions provided by your card provider before submitting your payment details.
7.9. Once you have confirmed that you wish to purchase paid membership and have received confirmation that the paid membership has started, you will lose any cancellation rights which you may have had under the Consumer Protection (Distance Selling) Regulation 2000. This does not affect your other statutory rights, and you may still cancel the paid membership at any time in accordance with this Agreement. Any cancellation will take effect at the date when the next payment was due, and no refund will be made.
7.10. Paid memberships can be paid using an annual or monthly payment in accordance with the Website. Membership fees will be collected automatically using PayPal or Stripe when next due until you downgrade or cancel your membership. Annual paid memberships will be automatically renewed each year. We will notify you in advance of any renewal date, giving you the option to upgrage or downgrade your membership, or to change your payment terms to monthly. You may opt out of the automatic renewal, downgrade or cancel your membership at any time. Any membership renewal will be conditional on valid payment details being maintained with us. All payments made before your subscription is downgraded or cancelled will not be eligible for a refund.
7.11. Without limiting any other remedies or rights that we may have, if you do not pay any membership fee on time, we may cancel or suspend your membership services until you have paid the outstanding amounts.
7.12. Registered and approved users will be provided with a wallet function that can be used to purchase services on the Website. Sufficient monies must be deposited into the wallet before services up to the value of the monies deposited can be purchased. In My Yard will not provide any credit facilities or allow payment in arrears for services purchased using the wallet.
7.13. You can cancel your paid membership at any time by selecting cancel plan, in the manage subscription section of the profile dashboard on the Website. Your membership will automatically be downgraded to a free, basic membership. You can delete/terminate your membership at any time by contacting us through the “Contact Us” page on the Website. Your membership will then be deleted/terminated from your next payment renewal date.
8. Guidelines for Acceptable Goods
8.1. The Website is provided to facilitate the buying and selling of construction/trade industry materials, machinery, tools, equipment and vehicles for professional tradespersons and private individuals. The categories of acceptable Goods are listed on the Website at www.inmyyard.co.uk/categories. These may be updated periodically. We reserve the right to remove any advert that does not relate to Goods that, in our sole opinion, fall into one or more of these categories.
8.2. The Seller covenants and warrants that they are legally entitled to sell all Goods that they advertise for sale unless they can demonstrate that they are acting as an authorised agent or a broker for the sale of the Goods.
8.3. The Seller covenants and warrants that all adverts are lawful, accurate and that they have no unlawful or fraudulent purpose or effect, including the sale of counterfeit or stolen goods.
8.4. The Seller covenants and warrants that all content uploaded to the Website to form the advert, including photographs and links to external websites, do not promote, distribute or execute by any means, any viruses, worms, spyware, adware or other harmful or malicious software, programs, routines, applications or technologies.
8.5. We do not accept adverts for banned Goods, Goods that are not permitted to be sold within the United Kingdom or Goods that do not comply with required legislation and regulations for use within the United Kingdom, or that in any way breach any applicable law or regulation.
8.6. Where an advert for the sale of Goods includes a link to an external website, this third-party website has not necessarily been reviewed by us and will contain content over which we have no control. You are advised to exercise caution before clicking on any link to any external website. We hereby expressly disclaim and shall have no liability or responsibility for the content of any third-party website.
9. Guidelines for Acceptable Adverts
9.1. The content of any advert posted by a user with Basic Free Membership or Top Trader paid membership must not contain any information, be that in text or in image form, that relates to any business including, but not limited to, business name, logo, email address, website, telephone number.
9.2. The content of adverts posted by a user with Commercial/Commercial Plus paid membership may contain in both text and image form the name and other details of the business through which they operate. It must not contain any information that relates to any other business.
9.3. The content of any advert must not be illegal or unlawful, must not infringe any person's legal rights, and must not be capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law).
9.4. The content, and the use of content by us in any manner licensed or otherwise authorised by you must not:
a. Be inaccurate or misleading in any way.
b. Be libellous or maliciously false;
c. Be obscene or indecent;
d. Infringe any copyright, moral right, database right, trademark right, design right, right in passing off, or any other intellectual property right;
e. Infringe any right of confidence, right of privacy or right under data protection legislation;
f. Constitute negligent advice or contain any negligent statement;
g. Constitute an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity;
h. Be in contempt of any court, or in breach of any court order;
i. Constitute a breach of racial or religious hatred or discrimination legislation;
j. Constitute a breach of official secrets legislation; or
k. Constitute a breach of any contractual obligation owed to any person.
9.5. Photographs must not depict violence in an explicit, graphic, or gratuitous manner and must not be pornographic. The decision as to what constitutes inappropriate content is at our sole discretion.
9.6. You must ensure that the content is not and has never been the subject of any threatened or actual legal proceedings or any other similar complaint.
9.7. The content must not constitute or contain spam, and you must not use the Website to distribute spam, which for these purposes shall include all unlawful marketing communications and unsolicited commercial communications.
9.8. The content must not promote, host, or operate any chain letters, Ponzi schemes, pyramid schemes, matrix programs, multi-level marketing schemes, “get rich quick” schemes or similar letters, schemes, or programs.
9.9. You must not use the advertising services for any purpose relating to gambling, gaming, betting, lotteries, sweepstakes, prize competitions or any gambling-related activity.
9.10. You must not use the advertising services for any purpose relating to the offering for sale, sale or distribution of drugs or pharmaceuticals.
9.11. You must not use the advertising services for any purpose relating to the offering for sale, sale or distribution of knives, guns, or other weapons.
10. Guidelines for Acceptable Use
10.1. Sellers agree to comply with all guidelines for acceptable Goods and acceptable adverts. Sellers acknowledge that they are granting us a royalty free, non-exclusive licence to use the Website content that they post.
10.2. Buyers agree to comply with this Agreement and undertake to read the full item description and make all reasonable enquiries to the Seller before entering into any agreement with the Seller. Buyers agree to act in good faith and honour any such agreements that they make.
10.3. Users accept that we cannot confirm the identity of Sellers or Buyers and any adverts for the sale of Goods will not necessarily have been reviewed by us and may contain content that is in violation of our acceptable use policy. Users are advised to exercise caution and agree that they use the Website at their own risk and that we shall have no liability for content that users may find indecent or offensive.
10.4. Any user viewing an advert that they believe is in violation with these guidelines for acceptable use should immediately report this by sending us details of the advert and the nature of the violation via the “Contact Us” page on the Website.
10.5. The Website provides facilities for Sellers and Buyers to send and receive messages via our on-line messaging service for the sole purpose of selling and buying Goods via the Website. The use of the messaging facility for any other purpose is prohibited.
10.6. By using the messaging service, users warrant that they will not send any message that is abusive, offensive, illegal, defamatory or could constitute harassment, or that is in any other way is in violation of the Restrictions on Use in clause 14.
10.7. By using the messaging service, users acknowledge that the content of messages are not confidential and are not proprietary. Users accept that we have no responsibility for the failure to deliver or store any message, for the deletion of any message, nor are we responsible for the timely delivery of any message.
10.8. Any user that receives a message that they believe is in violation with these guidelines for acceptable use should immediately report this by sending us details of the message and the nature of the violation via the “Contact Us” page on the Website.
10.9. We reserve the right to delete any message that, in our opinion, does not comply with the guidelines for acceptable use and we reserve the right to cancel/terminate the membership with immediate effect of any user that commits a breach of this acceptable use policy.
11. Advertisement for Goods for Sale
11.1. Sellers are solely responsible for the content of their adverts. In My Yard are not responsible, or liable whatsoever, for the content or accuracy of any content posted by any Seller.
11.2. Sellers must not post adverts for Goods that do not meet the guidelines for acceptable Goods and adverts as specified in clauses 8 and 9.
11.3. All Sellers that post adverts are responsible for ensuring that their adverts comply with these standards and they agree to indemnify us for any breach of that undertaking. This includes ensuring that all photographs of Goods posted on the Website are a true-likeness and representative of the items.
11.4. By posting an advert on the Website, the Seller confirms that the content is non-confidential and non-proprietary and that they grant to us an irrevocable, worldwide, royalty-free and sub-licensable licence and right to use, copy, distribute and disclose to third parties the content, including any photographs, for any purpose.
11.5. In My Yard are under no duty to monitor or record the activity of any user of the Website, and the content of Seller adverts is not moderated by us.
11.6. We reserve the right to remove any advert that, in our opinion, does not comply with this Agreement, including the guidelines for acceptable Goods and the acceptable use policy. We reserve the right to cancel the membership with immediate effect of any user that, in our sole discretion, we reasonably suspect of committing a breach of this Agreement.
11.7. We reserve the right to remove any advert, following a period of time, at our sole discretion.
11.8. Sellers may choose to promote one or more adverts by boosting using funds from their wallet. Promoted adverts will be displayed at the top of the listings for the particular category that the advertised Goods are listed with.
12. Refund Policy
12.1. If your membership is cancelled or terminated for reasons other than our breach, then all monies in the user wallet will be refunded to the payment method that was used to deposit that money within forty days of the cancellation or termination date. We will not refund any monies related to any unused period of membership.
13. Licence Grant
13.1. Subject to your continued compliance with this Agreement, we will provide to you a single, revocable, limited, non-exclusive, non-transferable, and non-sublicensable licence to access and use the Website during the term of this Agreement on your personal computing device/mobile device and only for personal purposes.
13.2. You accept responsibility for ensuring that all persons who access the Website through your internet connection are aware of the terms of this Agreement and that they comply with them.
13.3. The Website is primarily directed to people located in the United Kingdom. We do not represent that Goods available on or through the Website are appropriate or available for delivery to other locations outside of the United Kingdom. If you choose to access the Website from outside the United Kingdom, you do so at your own risk.
13.4. The content layout, formatting, features of the Website, and the online or remote access processes or privileges for the Website shall be as specified by us at our sole discretion.
13.5. You also acknowledge and agree to the following:
a. We have the right to control and direct the means, manner, and method by which the Website is provided;
b. We may, from time to time, engage independent contractors, consultants, or subcontractors to aid us in providing the Website or use thereof; and
c. We have the right to provide the Website to others.
14. Restrictions on Use
14.1. All rights not expressly granted under this Agreement are hereby reserved to us. Accordingly, you are hereby prohibited from using the Website in any manner that is not expressly and unambiguously authorised by this Agreement. You, therefore, may not modify, reproduce, duplicate, copy, download, store, further transmit, disseminate, transfer, disassemble, reverse engineer, decompile, extract source code, broadcast, publish, remove or alter any proprietary notices or labels, licence, sublicence, sell, mirror, frame, rent, lease, private label, grant a security interest in, create derivative works of, or otherwise exploit the Website, or any portion of the Website, without our prior written consent, except as expressly and unambiguously authorised herein.
14.2. Moreover, you may not:
a. Attempt to gain unauthorised access to any portion or feature of the Website or any other systems or networks connected to the Website or to any server or to any of the services offered on or through the Website by any illegitimate or prohibited means;
b. Probe, scan, or test the vulnerability of the Website or any networks connected to the Website, nor breach the security or authentication measures on the Website or any networks connected to the Website;
c. Use any “robot”, “spider” or other automatic devices, program, script, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the Website or its data, or in any way reproduce or circumvent the navigational structure or presentation of any of the Website to obtain or attempt to obtain any materials, documents, services or information through any means not purposely made available through the Website;
d. Reverse lookup, trace, or seek to trace any information on any other user of or visitor to the Website;
e. Use any device, software, or routine to interfere with the proper working of the Website or any transaction conducted on the Website, or with any other person's use of the Website;
f. Forge headers, impersonate a person, or otherwise manipulate identifiers in order to disguise your identity or the origin of any message or transmittal you send to us on or through the Website;
g. Delete, obscure, or in any manner alter any warning or link that appears in the Website;
h. Use the Website in an unlawful manner, including, without limitation, to post, upload, transmit, or otherwise make available any material which violates, misappropriates, or infringes in any way upon the rights of others, is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane, or otherwise objectionable, or encourages conduct that would constitute unlawful conduct;
i. Knowingly introduce viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful;
j. Attack the Website via a denial-of-service attack or a distributed denial-of-service attack;
k. Sell, license, or exploit for any commercial purposes any use of or access to the Website, except as expressly permitted by us;
l. Remove or alter any copyright notices, watermarks, restrictions and signs indicating proprietary rights of any of our licensors, including copyright mark [©], Creative Commons [(cc)] indicators, or trademarks [® or ™] contained in or accompanying the Website and/or any Licensed Content;
m. Act in a manner which might be perceived as damaging to our reputation and goodwill or which may bring us into disrepute or harm.
14.3. We will treat the breach of any of the above provisions as a breach of the Computer Misuse Act 1990 and report any such breach to the relevant law enforcement authorities. We will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Website will cease immediately.
15.1. To reflect our ownership of the Website and to protect our rights and interests therein, you shall ensure that proper attribution and notice of copyright attribution appears with any use of the Website and, in particular, any printout or screenshot from the Website or of the Website's content.
16. Mobile Services
16.1. The Website offers display functionality and various tools that are available to you via your mobile phone or any other mobile computing device (collectively, “Mobile Services”). You are solely responsible for checking with your mobile carrier to determine if the Mobile Services are available for your mobile devices; what restrictions, if any, may be applicable to your use of the Mobile Services; and how much such use will cost you. Nevertheless, all use of the Website and its related Mobile Services shall be strictly in accordance with this Agreement.
17.1. The Website may be supported by advertising and sponsorship revenue.
17.2. Advertisements for our products and services or any third-party products and services will generally be displayed within the frame of the Website.
18. Competitions and Prizes
18.1. The Website may, from time to time, run competitions and offer prizes. In My Yard will be the sole promoter of all competitions listed on the Website and all competitions shall be subject to the terms of this Agreement unless stated otherwise.
18.2. By entering a competition on the Website, entrants are deemed to have read and understood these Instructions and agree to be bound by them, and agree that if they win, we may publish their name on the Website and on our social media accounts.
18.3. All entries must be received before the specified closing date for the competition. No responsibility will be taken for any entries that are misdirected, lost for technical or other reasons, or received after the closing date.
18.4. All decisions with respect to a competition will be final and binding, and no correspondence will be entered into.
18.5. Competitions are open to all registered users of the Website with the exception of any employee of IN MY YARD LIMITED and their immediate family members. Registered users may only enter a competition once, multiple entries from one user for any competition will result in that user being deemed illegible to win that competition.
18.6. We reserve the right to disqualify without notice any entries to any competition which we, in our sole and considered opinion, believe have used improper technical means or is fraudulent.
18.7. We will not be liable for or accept any responsibility for the failure or any entrant to comply with this Agreement, any disruption, delay or misdirection of entries or any failure of the Website that prevents submission of an entry.
18.8. If for any reason an advertised prize is unavailable, we reserve the right at our absolute discretion to substitute a similar prize of equivalent or greater value. We will not offer cash or any other alternative to the prize, and prizes will not be transferable.
18.9. The winner of each competition will be chosen using a random draw from all correct and eligible entries received after the closing date of the competition. The winner will be chosen and notified within one month of the closing date of the competition. The name of the winner may be published on the Website and may also be published on our social media accounts.
18.10. If the winner of any competition is unable to take up a prize for any reason or after all reasonable efforts the winner cannot be notified, then the prize will not be awarded and we will not be liable to provide any prize to the winner.
19. Data Protection
19.2. In using the Website, you covenant to act in accordance with all the relevant Data Protection legislation (as applicable).
21. Links to Our Website
21.1. You may link to any page of the Website provided that you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. In linking to the Website, you agree not to establish a link in such a way as to suggest any form of association, approval, or endorsement on our part where none exists.
21.2. We reserve the right to withdraw linking permission without notice.
22. Links to Other Websites
22.1. The Website may connect to certain third-party websites or online networks (collectively, “Third-Party websites”). These Third-Party websites have not necessarily been reviewed by us and are owned, controlled, and/or maintained solely by third parties over whom we exercise no control. Your correspondence or any other dealings with any third parties found through any Third-Party websites on the Website are solely between you and such third parties. Accordingly, we hereby expressly disclaim and shall not have any liability or responsibility for any Third-Party websites.
23. Proprietary Rights
23.1. All intellectual property rights (including use of trademarks) shall be solely owned by us. You are permitted only to use material on the Website as expressly authorised by us or our licensors. Our rights are protected by UK, European, and International intellectual property laws, including those for the protection of copyrights, trademarks, and database rights. Misuse of the Website may incur civil liability or attract criminal sanctions.
23.2. This Agreement provides only a limited licence to access and use the Website in accordance with the terms of this Agreement. Accordingly, you hereby agree that such use transfers no ownership or intellectual property interest or title in and to the Website or any other intellectual property to you or anyone else in connection with your use of the Website.
23.3. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including HTML code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of any content contained on or available through the Website are exclusively owned, controlled, and/or licensed by us or our affiliates.
a. You may print off one copy and may download extracts, of any pages from the Website for your personal use, and you may draw the attention of others to content posted on the Website;
b. You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text;
c. Our status and that of any identified contributors as the authors of content on the Website must always be acknowledged;
d. You must not use any part of the content on the Website for commercial purposes without obtaining a licence to do so from us or our licensors;
24.1. The Website is provided on an “as-is” basis and may include errors, omissions, or other inaccuracies. We have taken every reasonable step to ensure that all data included in the Website is robust. However, no warranty, express or implied, is given as to its accuracy, and we do not accept any liability for error or omission. We are not responsible for how the information is used, how it is interpreted or what reliance is placed on it.
24.2. We do not guarantee or undertake that the Website, or any content on it, will always be available or be uninterrupted. Access to the Website is permitted on a temporary basis. We may suspend, withdraw, discontinue, or change all or any part of the Website without notice. We will not be liable to you if for any reason the Website is unavailable at any time or for any period or if any content including seller adverts is no longer displayed on the Website. The Website may be unavailable for periods of time due to technical issues or for necessary maintenance.
24.3. We hereby expressly disclaim all warranties, express or implied, including, without limitation, any warranty of merchantability, fitness for a particular purpose, or non-infringement or any other implied warranty. We also make no representations or warranties that the Website will operate error-free, uninterrupted, or in a manner that will meet your requirements and/or needs. Therefore, you assume the entire risk regarding the quality and/or performance of the Website. You specifically acknowledge that we are not liable for the defamatory, offensive, or illegal conduct of other users or third parties over which we have no control.
25. Limitation of Liability
25.1. You expressly absolve and release us from any claim of harm resulting from our negligence or a cause beyond our control, including, but not limited to, failure of electronic or mechanical equipment, computer viruses, unauthorised access, operator errors. To the maximum extent permitted by law, in no event shall we be liable for any direct, indirect, punitive, incidental, special, or consequential damages or loss of profits arising out of or in any way connected with any dealings or agreements between you and us and/or any third party, in connection with the use of the Website, or with the inability to use the Website, including but not limited to the cost of procurement of substitute products or services, or for any information, software functionality, and materials available through the Website, even if we have been advised of the possibility of such damages.
25.2. Notwithstanding anything to the contrary herein, nothing in this Agreement shall exclude or limit our liability for fraud or fraudulent misrepresentation by it or our personnel.
26.1. The Website may be used for lawful purposes only. You agree to indemnify us for any losses and hold us harmless from any claims resulting from your use of our service that damages us or any other party.
27. Security & Enforcement
27.1. Any actual or attempted use of the Website by you in violation of this Agreement may result in criminal and/or civil prosecution, including, without limitation, punishment under English law. We reserve the right in its sole discretion to review, monitor, and/or record any information relating to your use of the Website (“User Information”) without any prior notice to or permission from you, including, without limitation, by archiving content and/or communications submitted to and/or sent by you through the Website.
27.2. We may share any User Information that we obtain from you with any law enforcement organisation in connection with any investigation or prosecution of possible criminal or unlawful activity. We will also disclose User Information as required by any court order and/or subpoena.
27.3. In addition, we hereby reserve the right in our sole discretion to, at any time and without notice, modify, suspend, terminate, and/or interrupt the operation of or access to the Website, or any portion thereof, in order to protect the Website, our intellectual property, our business or our business interests and/or our members and affiliates.
28. Term and Termination
28.1. This Agreement will take effect at the time you first access the Website. You may cease use of the Website at any time.
28.2. This Agreement will automatically terminate if
a. You fail to comply with any of its terms and conditions;
b. You cease all use of the Website and its services.
28.3. Termination will be effective without notice. In addition, we may at our sole discretion terminate this Agreement upon notice to you for any or no reason. Upon termination of this Agreement, any and all rights to use the Website shall immediately cease, and you must promptly delete or destroy all copies of the Website in your possession or control.
28.4. Following termination of this Agreement, clause 26 will survive such termination to the maximum extent permitted by law.
29. Other Terms and Conditions
29.1. Additional notices, terms, and conditions may apply to access to or use of our products and services. If there is a conflict between this Agreement and any other notices, terms, or conditions, we shall resolve any conflict in good faith at our sole discretion, but this Agreement shall generally control with respect to accessing and using the Website.
30. Governing Law
30.1. This Agreement and any non-contractual obligations arising from or connected with it shall be governed by English law, and this Agreement shall be construed in accordance with English law.
30.2. In relation to any legal action or proceedings arising out of or in connection with this Agreement (whether arising out of or in connection with contractual or non-contractual obligations), each of the parties irrevocably submits to the exclusive jurisdiction of the English courts. Any proceeding, suit or action arising out of or in connection with this Agreement shall be brought only in the courts of England.
30.3. Other jurisdictions may apply solely for the purpose of giving effect to this clause 29 and for the enforcement of any judgement, order or award given under English jurisdiction.
31. Legal Compliance
31.1. We assert that any services provided by us hereunder shall comply with the applicable provisions of any international, European, or national law or ordinance and all orders, rules and regulations issued thereunder.
31.2. You shall immediately notify us if you become aware of any allegation of non-compliance with any Law.
32.1. You and we agree to enter into negotiations to resolve any controversy, claim or dispute (“Dispute”) arising under or relating to this Agreement. The parties agree to negotiate in good faith to reach a mutually agreeable resolution of such dispute within a reasonable period. If good faith negotiations are unsuccessful, you and we agree to resolve the dispute by binding and final arbitration in accordance with the rules of arbitration of the Chartered Institute of Arbitrators in the United Kingdom and by Arbitrators appointed in accordance with such rules in effect. The Arbitrators shall be bound to follow the applicable provisions of any Agreement in resolving the dispute and may not award punitive damages. The decision of the Arbitrators’ shall be final and binding on the parties, and any award of the arbitrators may be entered or enforced in any court of competent jurisdiction.
33. General Relationship
33.1. We are an independent Website provider, and nothing contained in this Agreement shall be deemed or construed to create a partnership, joint venture, agency, or other relationship.
34. Assignment and Substitution
34.1. We reserve the right to assign this Agreement or any part thereof without constraint.
34.2. This Agreement shall be binding on you and us and all respective successors and permitted assigns.
35. Non-Waiver of Rights
35.1. The failure by us to enforce at any time or for any period any one or more of the terms or conditions of this Agreement shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this Agreement.
36.1. Any rights and remedies specified under this Agreement shall be cumulative, non-exclusive and in addition to any other rights and remedies available at law or equity.
37.1. If any term contained in this Agreement is held or finally determined to be invalid, illegal or unenforceable in any respect, in whole or in part, such term shall be severed from this Agreement, and the remaining terms contained herein shall continue in force and effect, and shall in no way be affected, prejudiced or disturbed thereby.
38. Human Rights Act
38.1. We and our agents and employees assert that at all times, we shall comply with the provisions of the Human Rights Act 1998 in the execution of this Agreement.
39.1. We assert that we shall not unlawfully discriminate within the meaning and scope of the provisions of the Race Relations Act 1976, the Sex Discrimination Act 1975 and 1986, or the Disability Discrimination Act 1997, relating to discrimination in employment. We will take all reasonable steps to secure the observance of these provisions by all our servants, employees or agents and all vendors and sub-contractors employed in the execution of this Agreement.
40. Rights of Third Parties Act
40.1. The parties intend that no provision of any Agreement shall, by virtue of the Contracts (Rights of Third Parties) Act 1999 confer any benefit on, nor be enforceable by any person who is not a party to the Agreement.
41. Entire Agreement
41.1. This Agreement, including all documents incorporated herein by reference, shall constitute the entire agreement and understanding between the parties hereto and shall supersede and replace any and all prior or contemporaneous representations, agreements or understandings of any kind, whether written or oral, relating to the subject matter hereof.
42.1. We may revise or replace this Agreement at any time without advance notice by amending this Website page. Please check this page from time to time to take notice of any changes we made, as they are binding on you.
42.2. We may update the Website from time to time and may change the content at any time. However, please note that any of the content on the Website may be out of date at any given time, and we are under no obligation to update it.
42.3. Each time you access the Website, you agree to be bound by the Agreement in effect at the time you access the Website. If you do not agree to the revised terms, please do not use the Website.