Terms and Conditions of Website Use
Smart Idea Store Ltd
Terms and Conditions
Information about us
Availability and operation
Linking to our site
Links from our site
Viruses, hacking and other offences
Accuracy, errors and reliance
Ownership and Intellectual property rights
Your rights of use
Complaints regarding material
Material you submit to our site
Contracts with third parties
Purchase of Services
Rights to cancel
Term and Termination
Circumstances beyond our control
Severability and entire agreement
Notices to you
Notices to us
Jurisdiction and applicable law
1.1 This page (together with the documents referred to on it) provides the terms and conditions upon which you may make use of the website made available and operated at http://www.smartideastore.com (“our site”).
1.2 Please read these terms and conditions of website use carefully before you start to use our site. These terms and conditions of website use are a legally binding document and create binding obligations upon you.
1.3 By using our site, you accept these terms and conditions of website use and agree to abide by them. If you do not agree to these terms and conditions of website use, please do not use our site.
2.1 Our site is made available and operated by Smart Idea Store Ltd (“we”, “our”, “us”) and by other persons acting on our behalf.
2.2 We are a company registered in Scotland with company number SC377358 whose registered office is at 54 Crown Drive, Inverness, IV2 3QG, United Kingdom.
3.1 Our site is a place for you to ascertain general information concerning the services we offer. Our site is also a place for you to select and order services from us.
3.2 Our site is available only to persons and organisations that can form legally binding contracts under applicable law. You must be over eighteen (18) years old to use our site. If you cannot form legally binding contracts or you are under eighteen (18) years of age please leave our site now.
3.3 Access to our site is permitted on a temporary basis, and we reserve the right to withdraw or amend the services (“Services”) and the material (“Material”) made available upon or through it without notice. Unless explicitly stated to the contrary the supply or making available of any Services or Material shall be subject to these terms and conditions.
3.4 We reserve the right at our sole discretion to restrict access to some parts or all of our site by persons or organisations seeking to access our site.
3.5 You are responsible for making all arrangements necessary for you to have access to our site. You are responsible for ensuring that your computer system meets all relevant technical specifications necessary to use our site and is compatible with our site. You are also responsible for ensuring that all persons who access our site through any facilities provided by you or over which you have control are aware of these terms and conditions of website use and that they comply with them.
3.6 We have used reasonable endeavours to ensure that our site complies with Scottish laws. However, we make no representations that our site or the Services or Material are appropriate or available for viewing, access or use in locations outside Scotland. If you access our site from other locations you do so at your own initiative and are responsible for compliance with all laws applicable to such location. If viewing, accessing or using our site, the Services or Material is contrary to or infringes any applicable law in your place of access or place of residence, you are not authorised to view, access or use our site, the Services or Material, and you must exit our site immediately. If making available the Services or Material in your place of access or place of residence or to you (by reason of nationality, residence or otherwise) is prohibited, the Services and Material are not made available to you. You accept that if you are resident outside Scotland, you must satisfy yourself that you are lawfully able to purchase the Services and access the Material.
3.7 We make no representations and give no warranties or guarantees, express or implied, that the making available of our site is permitted under any non-Scottish laws. We exclude all liability for any damages, loss, costs or expenses relating to or arising out of the purchase or attempted purchase of services or access or attempted access to our site or the material by persons who are citizens, residents or nationals of countries other than Scotland or who are nominees of or trustees for citizens, residents or nationals of countries other than Scotland, who are restricted from purchasing or attempting to purchase services or who are restricted from accessing or attempting to access our site or the material.
4.1 We shall use reasonable endeavours to ensure that our site and Services or Material are available and that our site operates properly at all times.
4.2 We may suspend the availability or operation of our site or the availability of any Services or Material on a temporary or indefinite basis as we may in our sole discretion determine.
4.3 All warranties or guarantees as regards the availability or operation of our site and the availability of any services or material, in so far as they may be excluded and other than as explicitly specified hereunder, are excluded. We exclude all liability for any damages, loss, costs or expenses relating to or arising out of the availability or operation of our site and the availability of any services or material.
5.1 You may link, or may procure that a third party acting on your behalf links, to the home page of our site from a website owned by you, provided that such link is provided in a way that is fair and legal and does not damage our reputation or take advantage of it.
5.2 You must not establish nor procure that any third party establishes a link to our site in such a way as to suggest any form of association, approval or endorsement of you or any entity which you represent by us without our explicit prior written consent.
5.3 You must not establish nor procure that any third party establishes a link from any website that is not owned by you.
5.4 You must not establish nor procure that any third party establishes a link to any page upon our site other than our home page.
5.5 You must not frame nor procure that any third party frames our site, or any part of our site, on any other website.
5.6 You must not stream or aggregate content from our site within another website nor procure that any third party undertakes such activities.
5.7 We reserve the right to withdraw our permission to link to our site without notice and for whatever reason as we may in our sole discretion determine.
6.1 Where our site contains a link to a site or resource provided by a third party (a “Third Party Site”), such a link is provided for the purposes of information and convenience only.
6.2 The provision by us of a link to a Third Party Site does not represent any endorsement or recommendation by us in respect of that Third Party Site and does not mean that we have any association with that Third Party Site. We have no control over the contents of Third Party Sites.
6.3 We exclude all liability for any damages, loss, costs or expenses arising out of any use or interaction by you with thirds party sites.
7.1 You must not:
7.1.1 misuse our site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful including that which may damage, detrimentally interfere with, surreptitiously intercept or expropriate our systems, data or information;
7.1.2 attempt to gain unauthorised access to our site, the servers on which our site is stored or any server, computer or database connected to our site;
7.1.3 use any robot, spider, other automatic device, or manual process to monitor or copy our site, or use any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere, with our site;
7.1.4 use an anonymising proxy to access our site;
7.1.5 attack our site via a denial-of-service attack or a distributed denial-of service attack;
7.1.6 take any action that imposes an unreasonable or disproportionately large load on our infrastructure, or that may cause us to lose any of the services from our service providers, including our internet or payment service providers; or
7.1.7 do, or omit to do, or attempt to do or omit to do, any other act or thing which may interfere with the proper operation of our site.
7.2 If you breach this clause we have the right to report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.
7.3 You also understand that we cannot and do not warrant or guarantee that any material available for downloading from our site or services accessible through our site will be free from infection, viruses and/or other code that has contaminating or destructive properties. You are responsible for implementing sufficient procedures and virus checks (including anti-virus and other security checks) to satisfy your particular requirements in this respect. We exclude all liability for any damages, loss, costs or expenses relating to or arising out of any distributed denial-or-service attack, viruses or other technology harmful material that may infect computer equipment, computer programs, data or other proprietary material due to use of or access to our site, the services or material, or your use of or interaction with any third party site.
8.1 We will do our best to ensure that our site and all Materials are accurate and free from errors. Please note though that our site and the Material may contain inaccuracies or errors. You acknowledge that our site and the Material may not be free of errors and you agree that the existence of any errors shall not constitute a breach of these terms and conditions of website use. Except as expressly stated, we make no guarantees or warranties in respect of the accuracy of any Material. This does not affect your rights under law. For further information upon these rights please contact your local Citizen’s Advice Bureau or a solicitor or lawyer experienced in agreements of this nature.
8.2 Except where expressly stated otherwise, the Material is general in nature and is not intended to amount to advice on which reliance should be placed. You undertake not to rely upon the Material. You undertake not to provide any Material to any third party with a view to that third party relying upon that Material.
8.3 Except as expressly stated we exclude all liability for any damages, loss, costs, or expenses incurred whether in contract, delict (including negligence) breach of statutory duty, or otherwise even if forseeable relating to or arising out of any inaccuracies or errors within our site or any material or reliance upon any material.
9.1 If you choose, or you are provided with, a user identification code, login, password or any other piece of information enabling access to our site or any Services or Material, you must treat such information as confidential, and you must not disclose it to any third party.
9.2 We reserve the right to disable any user identification code, login, password, or any other piece of information enabling access to our site or any Services or Material at any time, for such reason as we may in our sole discretion determine, including without limitation if in our opinion you have failed to comply with any of the provisions of these terms and conditions.
9.3 You must immediately notify us if you have reason to believe any user identification code, login, password, or any other piece of information enabling access to our site or any Services or Material provided by us to you has become known to any third party.
10.1 Our site, the Services and the Material are protected by international copyright laws and other intellectual property rights. You acknowledge that we are the owner or the licensee of intellectual property rights in or relating to our site, the Services and the Material. You acknowledge that any intellectual property rights in our site, the Services and the Material are licensed not transferred to you, for the purposes expressly envisioned in these terms and conditions of website use and for no other purposes whatsoever, and always in accordance with these terms and conditions of website use. We and our licensors reserve all such rights.
10.2 Where you have provided us with Advertising in accordance with clause 18:
10.2.1 you shall retain all right, title and interest in and to the Advertising including, without limitation, copyright, rights in trademarks, database rights and other intellectual property rights.
10.2.2 for the duration of the Term (as hereinafter defined) you grant to us a royalty free non-exclusive licence to use, publish and reproduce the Advertising to the extent necessary to enable us to operate our site and comply with our obligations under these terms and conditions.
10.3 Any ideas, concepts, know-how or techniques developed by us or created during the execution of the Services (along with the rights therein), shall be our absolute property.
10.4 You must not:
10.4.1 use or copy;
10.2.2 disassemble, decompile, reverse engineer, create derivative works based upon, extract elements from or reorganise;
10.4.3 translate, merge, adapt, vary, modify or make alterations to; or
10.4.4 distribute or licence rights in, our site or any Material or any copies thereof other than as expressly stated hereunder.
10.3 Our status or that of any identified contributors as the providers of the Material must always be acknowledged. Such acknowledgement must include the address of our site.
10.5 Nothing contained in these terms and conditions of website use should be construed as granting by implication, estoppel, personal bar or otherwise any licence or right to use our site, the Services or the Material (or any intellectual property rights subsisting therein) without our express written permission.
10.6 Our status or that of any identified contributors as the providers of the Material must always be acknowledged. Such acknowledgement must include the address of our site.
10.7 You must permit us and our representatives, at all reasonable times and on reasonable advance notice, to inspect and have access to any of your premises at which our site is or has been used by you or with your consent and to the computer equipment located there for the purpose of ensuring that these terms and conditions of website use have been complied with.
10.8 You must not attempt in any way to remove or circumvent any technical protection measures applied to our site to prevent unauthorised use, copying or misappropriation thereof or of the intellectual property rights relating thereto, or apply, manufacture, import, distribute, sell, let for hire, offer, expose or advertise for sale for hire or have in your possession for private or commercial purposes, any means whose sole reasonable purpose is to facilitate the unauthorised removal or circumvention of such technical protection
11. Confidential information
11.1 For the purposes of these terms and conditions “Confidential Information” means any information which is specifically designated as confidential and any information which should reasonably be regarded as possessing a quality of confidence.
11.2 We may use Confidential Information you provide to us for the purposes of operating our site and in the manner and for the purposes stated in these terms and conditions. Otherwise we will keep confidential all such Confidential Information except to the extent (if any) we are required by law to disclose such Confidential Information.
11.3 We may disclose such Confidential Information only to those of our employees and agents (including professional advisors) who have a need to know the Confidential Information for the above mentioned purposes.
11.4 If so requested, we will return all such Confidential Information to you.
11.5 The obligations of confidentiality and of non-use under this clause 11 do not extend to information that:
11.5.1 is rightfully in our possession before receipt from you; or
11.5.2 is or becomes public knowledge (otherwise than as a result of a breach of these terms and conditions).
12.1 You may print off one copy any Material for your personal study, research or internal business purposes.
12.2 You may copy and distribute to third parties in an electronic or paper format extracts of Material generally and publicly made available upon our site without a requirement to register with our site but only in so far as may be necessary to draw the attention of such third parties to the availability of Services or Material upon our site. Our status or that of any identified contributors as the providers of such extracts must always be acknowledged. Such acknowledgement must include the address of our site.
12.3 You may use for the purposes for which they are supplied (but for no other purpose) any Service supplied to you.
13.1 If you wish to complain about any Material or Service please contact us at firstname.lastname@example.org. We will then review your complaint. We shall in our sole discretion determine whether to remove the Material or Service from our site or amend the Service or Material. If we decide to remove or amend the Material or Service, our removal or amendment shall not be an admission as to any fact or circumstance, or be deemed to be an acceptance of your complaint. We may or may not respond to your complaint.
13.2 Please note that we do not moderate any Material made available by third parties through our site, including through any forums, comments facilities or blogs.
14.1 By submitting material or information to or through our site you grant to us the right without limitation and without a requirement to pay to you any sums to use, copy, modify, adapt, create derivative works based upon, extract elements from and reorganise such information or material, and to make available such information or material to third parties. You acknowledge that we may permit others to exercise these rights.
14.2 By submitting information or material to or through our site you are guaranteeing that you have the right to grant to us the rights described in clause 13.1. If you are not able to grant to us these rights, please do not submit such information or material.
14.3 In relation to any information or material submitted by you to or through our site you waive absolutely all moral rights arising under Chapter 4 of the Copyright, Designs and Patents Act 1988 and, so far as is legally possible, any broadly equivalent rights you may have in any territory of the world, in such information or material.
14.4 You warrant that any information or material submitted by you to or through our site shall:
14.4.1 be accurate (where it states facts);
14.4.2 be genuinely held (where it states opinions);
14.4.3 comply with the law applicable in Scotland and in any country from which it is posted; and
14.4.4 be relevant.
14.5 You warrant that any information or material submitted by you to or through our site shall not:
14.5.1 be defamatory of any person;
14.5.2 be obscene, offensive, hateful or inflammatory;
14.5.3 promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
14.5.4 disclose the name, address, telephone, mobile or fax number, e-mail address or any other personal information in respect of any individual other than where you have the express permission of that individual to disclose such information subject to and in accordance with these terms and conditions of website use;
14.5.5 infringe any copyright, database right or trade mark of any other person;
14.5.6 breach any legal duty owed to a third party, such as a contractual duty or a duty of confidence;
14.5.7 be in contempt of court;
14.5.8 be likely to harass, upset, embarrass, alarm or annoy any other person;
14.5.9 impersonate any person, or misrepresent your identity or affiliation with any person;
14.5.10 advocate, promote, incite any third party to commit, or assist any unlawful or criminal act; or
14.5.11 contain a statement which you know or believe, or have reasonable grounds for believing, that members of the public to whom the statement is, or is to be, published are likely to understand as a direct or indirect encouragement or other inducement to the commission, preparation or instigation of acts of terrorism.
14.6 The warranties provided for in clause 13.4 and clause 13.5 must be complied with in spirit as well as as to the letter. We will determine, in our sole discretion, whether any material submitted by you through our site breaches these warranties. You shall indemnify and shall keep us fully and effectively indemnified on demand from and against all actions, claims, losses, liability, proceeding, damages, costs, expenses, loss of business, loss of profits, business interruption and other pecuniary or consequential loss (including legal costs and expenses) suffered or incurred by us and arising directly or indirectly out of your breach of these warranties.
14.7 Where information or material submitted to or through our site in our opinion breaches these terms and conditions of website use, we may at our sole discretion take all or any of the following actions:
14.7.1 investigation of the identity of the person responsible for submitting such information or material and the circumstances surrounding the submission of such information or material, in respect of which you undertake to provide us with confirmation of your identity and any other information we may require in connection therewith and to cooperate with us fully;
14.7.2 immediate, temporary or permanent withdrawal or removal of the information or material or your ability to access to our site;
14.7.3 issuing a warning to you;
14.7.4 raising legal proceedings against you for recovery of all costs resulting from the breach;
14.7.5 raising further legal action against you;
14.7.6 disclosing such information to law enforcement authorities or relevant third parties as we reasonably feel is necessary or as required by law; o
14.7.7 such other action as we reasonably deem appropriate.
14.8 We hereby exclude all liability for any damages, loss, costs or expenses relating to or arising out of the taking of all and any of the action referred to in clause 13.7.
15.1 The Services we offer from time to may include, but are not limited to:
15.1.1 provision of information for inventors and investors and third parties who may wish to provide a service or resource to the owners of inventions;
15.1.2 provision of a meeting place for inventors, investors and third parties; and/or
15.1.3 provision of an advertising portal for inventions through the use of Idea Homepages (as hereinafter defined);
15.1.4 providing access to the Database (as hereinafter defined);
15.1.5 the ability for you to display Advertising (as hereinafter defined) upon your site;
all or some of which may require payment of a Fee to access or use. Our Fees are posted upon our site, and discussed in more detail in clause 20.
15.2 We shall be entitled at any time, and without notifying you, to make changes relating to the Services or their manner of provision which are necessary to comply with any applicable security or other statutory requirements, or recommendations of any regulatory authority,
15.3 We confirm that the Services shall be fit for the purposes for which they are supplied.
15.4 All other warranties, representations or guarantess in respect of the services are excluded in so far as is possible under applicable law. Your statutory rights remain unaffected. For further information upon your statutory rights please contact your local citizen’s advice bereau or a solicitor or lawyer experienced in arguments of this nature.
16.1 One of the Services we may provide will allow you to create a homepage (an “Idea Homepage”) to promote your invention.
16.2 You must not create, or allow any third party to create, an Idea Homepage for any third party unless you are expressly entitled to do so in accordance with these terms and conditions (and unless you have paid the appropriate Fee).
16.3 We are not responsible for the content of any Idea Homepage. We make no representation or warranty in respect of any inventions featured on an Idea Homepage, including:
16.3.1 that the invention works, or is fit for purpose;
16.3.2 that the invention does not infringe the intellectual property rights of any third party; and
16.3.3 that any investment in the invention is safe or will yield any profit.
17.1 We may make available a directory of Idea Homepages and/or services made available by third parties that we consider may be of interest to you (the “Database”). Subject to your continued adherence at all times to these terms and conditions and conditional upon your completion of the processes provided for in clause 20 (in particular receipt from you of the relevant Fee in full and cleared funds) we will provide you with access to the Database.
17.2 Except as expressly set out in these terms and conditions of website use or as permitted by applicable law, you undertake:
17.2.1 not extract the whole, or any part, of the Database nor attempt to do any such things;
17.2.2 not to create any database which is substantially similar to the Database; and
17.2.3 not to circumvent the procedures specified upon our site for making contact with third parties listed in the Database.
18.1 We may also make available to you a facility to display advertising material upon our site, such as advertising banners, being electronic advertising in agreed dimensions and formats, customised links and logos (“Advertising”).
18.2 In consideration for payment of the relevant Fee, and subject always to these terms and conditions, we will display Advertising you submit to us on our site, subject to and in accordance these terms and conditions.
18.3 You undertake and warrant to us that:
18.3.1 the reproduction and/or publication of the Advertising by us as originally submitted or as amended pursuant to clause 18.5 will not breach any agreement or infringe or violate any rights of any third party including copyright, trade mark, or any other personal or property right or render us liable to any proceedings whatsoever;
18.3.2 in respect of any Advertising which contains the name or pictorial representation (photographic or otherwise) of any living person and/or part of any living person and/or any copy by which any living person is or can be identified, you have obtained the authority of such living person to make use of such name, representation and/or copy;
18.3.3 the advertising complies with the requirements of all relevant legislation (including subordinate legislation, the rules of statutory regulatory authorities of the European Economic Community) for the time being in force, or which may become applicable in such jurisdiction as the Advertising shall be made available;
18.3.4 the advertising does not contain any data, image, or other material which;
18.104.22.168 is offensive, obscene or indecent, or is capable of being resolved into obscene or indecent images or material;
22.214.171.124 is defamatory, sexist, threatening or racially, ethnically or otherwise objectionable;
126.96.36.199 is designed or likely to cause annoyance, inconvenience, unwanted attention or needless anxiety to any other person;
188.8.131.52 is designed or is likely to cause disruption to any computer system or to any network; or
184.108.40.206 is illegal or is likely to induce an illegal act; and
18.3.5 you are the beneficiary of any Advertising which you place. In the event that you are not the beneficiary and are placing Advertising on behalf of a third party, you shall notify us of this (together with details of the third party) when placing such Advertising with us. We reserve the right not to publish such Advertising as we in our sole discretion may decide. In the event that we do publish such Advertising you undertake and warrant to us that you are authorised by such third party to place the Advertising with us, and that you will indemnify us against any claim made by that third party against us arising from the publication of the Advertising.
18.4 You shall provide to us the Advertising in the format expressly specified by us on our site (if any such format is expressed), or as otherwise agreed between you and us.
18.5 We may require to be amended any advertising, or any artwork, materials or copy for, or relating to, any Advertising, so as to comply with legal or moral obligations placed upon us or you, or to avoid infringing a third party’s rights or any statutory or regulatory requirements.
18.6 We may, at any time, remove the Advertising from our site in the event that we consider the Advertising breaches our terms and conditions, any applicable laws or the rights of any third party, or is prejudicial to our interests and / or our business.
18.7 We accept no responsibility for any mistakes or errors whatsoever in, or which arise during the course of publication of, any Advertising. It is your responsibility to check the accuracy and completeness of the Advertising.
18.8 We shall not be liable for any loss of any copy, artwork, photographs, data or other materials forming part of any Advertising which you supply to us and you shall be responsible for retaining in your possession sufficient quality and quantity of such materials for whatsoever purposes you may require.
We are not responsible for the content of any agreement entered into between you and any third party as a result of contact made through our site.
20.1 This clause sets out the procedure which must be completed by you in order for you to purchase a subscription (a “Subscription”) to access Services provided by us. There are various types of Subscription to use our site. Details of these Subscriptions are made available upon our site. You must use our site in accordance with any restrictions applicable to any Subscription purchased by you, for example as to the number of users allowed to access our site through the relevant Subscription. We will use reasonable endeavours to ensure that the details concerning Subscriptions specified on our site are accurate but we make no warranty or guarantee that they shall at any point in time be correct.
20.2 You must submit to us a request to purchase from us a Subscription (a “Purchase Request”). Purchase Requests constitute an offer by you to purchase from us the relevant Subscription, in accordance with these terms and conditions of website use. We may refuse your Purchase Request for whatever reason we may in our sole discretion determine. Purchase Requests may be submitted only through the form provided upon our site.
20.3 You warrant that any information provided by you in the Purchase Request is not false, inaccurate or misleading.
20.4 The supply by us of Services to you is conditional upon payment to us of the subscription fee for the relevant Service.
20.5 Upon receipt of your Purchase Request you will be forwarded to the website of our chosen payment services provider (the “Payment Website”) in order to remit to us the relevant Fee. You must remit the Fee using the payment methods provided upon the Payment Website. You may not remit the Fee to us using any other method. We reserve the right to limit the period during which the Purchase Request remains valid. If the Purchase Request expires before you have remitted to us the Fee you may be required to recommence the procedure provided for in this clause to purchase the relevant Service. The date of receipt by us of the Fee (in full and cleared funds) shall be the date upon which a contract between you and us for the supply of the relevant Service is concluded (the “Contract Date”).
20.6 You acknowledge that the payment website is a website made available by a third party and as such we do not have control over its operation. We exclude all liability for any damages, loss, costs or expenses relating to or arising out of your use of interaction with the payment website.
20.7 In respect of the Payment Website you undertake and warrant:
20.7.1 to abide by any terms and conditions relating to use of or interaction with the Payment Website;
20.7.2 that any information submitted by you to the Payment Website will not be false, inaccurate or misleading; and
20.7.3 not to engage or attempt to engage in any potentially fraudulent or unauthorised activity or any activity that does or may present a credit or fraud risk to us, the provider of the Payment Website or any third party.
20.8 The fee is inclusive of all applicable taxes and duties due and payable in the United Kingdom as a result of the provision of the related services by us to you. If the provision of services in the territory from which you access our site gives rise to an obligation to remit any tax, duty or similar payment ro any authority other than those authorities resident in the United Kingdom you shall be responsible for satisfying such liability. You shall indemnify and shall keep us fully and effectively indemnified on demand from and against all such liability.
20.9 We reserve the right to request additional information from you in relation to your payment of the Subscription Fee for any reasonable purpose, including to allow us to properly verify your identity, investigate alleged fraudulent activities and to allow us to comply with anti-money laundering obligations. You agree to comply with any request for further information as we reasonably require within such period as we may reasonably require. This may include, without limitation, requiring you to fax, email or otherwise send certain identification documents to us.
20.10 You agree that your provision of information concerning the payment method chosen by you upon the Payment Website (your “Specified Payment Method”) through the Payment Website constitutes your authorisation to us and our service providers to collect (or procure the collection of) the Subscription Fee using the Specified Payment Method. You acknowledge that once you have provided such authorisation, you will not be able to cancel such authorisation.
20.11 You grant to us the right to resubmit (or procure the resubmission of) any payment made by you hereunder using your Specified Payment Method that is returned for insufficient or uncollected funds.
20.12 You warrant that you have the authority and permission to provide details of the Specified Payment Method and to authorise and permit us to collect (or procure the collection of) the Subscription Fee using the Specified Payment Method.
20.13 Nothing in these terms and conditions of website use is intended to affect our legal right or that of our service providers in the United Kingdom to impose a surcharge for a debit or credit card transaction under the Credit Cards (Price Discrimination) Order 1990.
20.14 We only accept payment of the Subscription Fee in pounds Sterling. If any payment made by you hereunder requires a currency conversion to be made, the amount of the exchange rate and any related fees will be determined by the provider of your Specified Payment Method. You shall be responsible for meeting any such fees.
20.15 Any payments made by you hereunder may appear on any statement provided to you by the provider of your Specified Payment Method under the name of our service providers or in combination with our name, reference or internet address.
20.16 We may, at our reasonable discretion (for example, without limitation, to limit fraud or credit risk), impose limits on the payments you can remit using the Payment Website.
20.17 We may review (or procure the review of) any information you submit through the Payment Website prior to collecting (or procuring the collection of) the Subscription Fee using the Specified Payment Method. This review may be carried out for fraud prevention purposes. Following such review we may withhold or refrain from collecting (or procuring the collection of) the Subscription Fee using the Specified Payment Method and cancel any arrangement for the supply of Services between you and us, without liability to you. Any such review is not a representation by us as to your character or reputation.
20.18 In the event that the provider of your Specified Payment Method acting on your behalf seeks the return of any Subscription Fee paid or disputes our authorisation to collect (or procure the collection of) the Subscription Fee (a “Chargeback”) you agree on our request to subrogate or otherwise assign to us your rights against any third parties related to such Chargeback, and agree that we may pursue those rights directly or on your behalf as we may in our sole discretion determine. You undertake at our request to support a Chargeback by filing and supplying to us a copy of a police report.
20.19 You undertake not to use your Specified Payment Method:
20.19.1 in a manner that results in or may result in Chargebacks, or liability for us to pay any sums, including without limitation any fees or fines to any third party;
20.19.2 in a manner that we or any financial institution reasonably believe to be an abuse of the banking industry’s reversal process, credit card system or a violation of credit card association rules, or in a manner that results in or may result in any liability to, complaint by or dispute with any third party;
20.19.3 to test credit card behaviour; or
20.19.4 when you have a rating within any credit reporting agency indicating a high level of risk associated with your use of services the same or similar to the Specified Payment Method.
20.20 When you remit the Subscription Fee to us you are liable to us for the full amount of the Subscription Fee plus any additional sums due to be paid by us to any third party if your payment of the Subscription Fee is later invalidated for any reason other than in the event of a valid Chargeback (including without limitation any fees or fines due to be paid to third parties if we successfully dispute a Chargeback or if the collection of the Subscription Fee is declined by the provider of your Specified Payment Method due to insufficient funds).
20.21 We make no representation or warranty regarding the amount of time taken to complete transfer of the Subscription Fee from the provider of your Specified Payment Method to us.
20.22 You agree that we may satisfy any liability of you to us in full through use of your Specified Payment Method.
20.23 You consent to the providers of the Payment Website and your Specified Payment Website disclosing to us information concerning any payments made by you hereunder and details of your Specified Payment Method and our subsequent disclosure of this information in so far as may be necessary to enable us to properly and fully exercise our rights under these terms and conditions.
If you are contracting as a consumer, you may cancel a Subscription at any time within seven (7) working days beginning on the day you accepted our Confirmation (except in respect of Subscriptions where we have begun to provide Services to you). If you exercise your right to cancel, you will receive a full refund of the Subscription Fee paid.To cancel the supply of a Subscription, you must inform us in writing.
22. Term and Termination
22.1 We may terminate any contract between you and us (in whole or in part) by notice in writing to you in the event that:
22.1.1 you fail to perform or observe any of the obligations upon you under these terms and conditions;
22.1.2 any of the warranties or representations made by you are false or inaccurate in any way; or
22.1.3 you pass a resolution for your winding up, or a court of competent jurisdiction makes an order to that effect;
22.1.4 you commence negotiations with all or any class of your creditors with a view to rescheduling any of your debts or you make a proposal for or enter into any compromise or arrangement with your creditors;
22.1.5 you are the subject of a bankruptcy petition or order;
22.1.6 an application is made to court or an order is made for the appointment of an administrator, receiver or administrative receiver or if a notice of intention to appoint an administrator, receiver or administrative receiver is given or if an administrator, receiver or administrative receiver is appointed over or in respect of you or your assets;
22.1.7 any similar event occurs or proceeding is taken with respect to you in any jurisdiction to which you are subject.
23.3 Where we exclude liability under these terms and conditions of website use, such exclusion shall include, in so far as is permitted under law, all liability for any loss of business, loss of profits or contracts, loss of anticipated savings, loss of data, loss of goodwill, failure or transmission, communication, computer or other facilities, failure, error or delay in the sending of any notice, communication or instruction via any medium whatsoever, wasted management or office time, and for any other loss or damage of any kind, however arising and whether causes by delict (including negligence), breach of contract or otherwise, even if foreseeable.
23.4 Where you have purchased services from us, if we are liable to you for any reason, our liability will be limited to the amount of the aggregate total of the fees paid by you during the preceding (12|) month period.
23.5 The exclusions of liability hereunder do not affect our liability for death or personal injury arising from our negligence, nor our liability for fraudulent misrepresentation, nor any other liability which cannot be excluded or limited under applicable law. For further information upon liability which cannot be excluded or limited under applicable law please contact your local citizen’s advice bureau or a solicitor or lawyer experienced in agreements of this nature.
24.1 You may not transfer or otherwise dispose of any of your rights or obligations arising under these terms and conditions of website use without our prior written consent.
24.2 We may sub-licence, rent, lease, transfer, assign, charge, sub-contract or otherwise dispose of any of our rights or obligations arising under these terms and conditions of website use at any time.
25.1 If you breach any of these terms and conditions of website use, all of your rights under these terms and conditions including your right to use our site, the Services and the Material will cease immediately.
25.2 If we have reason to believe that you have breached these terms and conditions of website use or are likely to breach these terms and conditions of website use we may take action to protect ourselves, our service providers and third parties from liability, including but not limited to contacting relevant third parties and disclosing information collected from you.
25.3 You are responsible for all losses, costs, expenses, claims, demands or other liabilities (including legal fees) incurred by us, our service providers or any third parties caused by or arising from your breach of these terms and conditions of website use. You shall indemnify and shall keep us fully and effectively indemnified on demand from and against all actions, claims, losses, liability, proceedings, damages, costs, expenses, loss of business, loss of profits, business interruption and other loss (including legal costs and expenses) suffered or incurred by us and arising directly or indirectly out of your breach of these terms and conditions.
We will not be liable for any failure to perform any obligation under these terms and conditions of website use due to causes beyond our reasonable control.
27. Third Parties
These terms and conditions do not confer any rights on any person other than you and us.
28.1 We may change the Services or Material at any time.
28.2 Any Material may be out of date at any given time, and we are under no obligation to update any Material.
If we fail at any time to insist upon strict performance of any of your obligations under these terms and conditions of website use, or if we fail to exercise any of the rights or remedies to which we are entitled under these terms and conditions of website use, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
30.1 If any term, condition or provision of these terms and conditions of website use is determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision shall be severed from the remaining terms and conditions which will continue to be valid to the fullest extent permitted by law.
31.1 We will communicate with you in English only. You agree that we may provide a notice to you by posting it on our site or emailing it to the email address provided by you to us.
32.1 You may only notify us in connection with any matter arising under these terms and conditions of website use, except where specified otherwise under these terms and conditions of website use, by emailing us at email@example.com.
32.2 Any notification shall be deemed to have been received by us on the expiry of a period of seventy two (72) hours. For the purposes of determining this period all weekends and public holidays in Scotland shall be excluded.
The interpretation, construction, effect and enforceability of these terms and conditions of website use are governed by Scots law, and you agree to submit to the non-exclusive jurisdiction of the Scottish courts for the determination of disputes related thereto.