Terms and Conditions |
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1. We are Markets Unlocked (the trading name of the regional subsidiary companies of Markets Unlocked International Ltd, all of which are registered in the United Kingdom). We provide a business to business matchmaking system and electronic directory service through our website www.marketsunlocked.com (the "Site"). 2. The terms and conditions expressly set out below, the Privacy Policy and those terms and conditions incorporated by reference (the "Terms") apply to your use of the Site and the services offered by third parties through the Site (the "Services). By registering with us, you agree to be bound by these Terms. 3. Our Services are only available to those companies and other legal entities who can form legally binding contracts under applicable law. In any event, you must be at least 18 years of age to use the Services. 4. Variation of the Terms We may amend these Terms at any time by posting the amendments on the Information Board section of the Site. Unless we inform you otherwise, an amendment will take effect 30 days after the date that we first post it on the Site. Your use of the Site after the date an amendment takes effect will be subject to these Terms as amended by that amendment and will constitute your acceptance of such amendment. 5. Membership You can browse public areas of the Site without being a member of the Site, but to access certain parts of the Site and to use the Services you must first register with us as a member of the Site. You warrant that the information provided by you in the Registration Form is true, complete and accurate and that you will promptly notify us of any material change to that information. If any information is, or subsequently is shown to be, untrue, inaccurate or incomplete then we have the right to refuse or terminate any and all access to or use of the Site and Services. Any and all information provided on completion of a Registration Form will be subject to the terms of the Privacy Policy. 6. Passwords During the registration process we will ask you to provide a password together with your Username. After we have registered you as a member that password allows you access to areas on the Site restricted to members and to use the Services. You agree that you will not disclose this password to any third party or keep the password in such a manner that third parties may have access to it. You should also ensure that you log out whenever accessing the Site from a public or shared computer. You must inform us immediately if you become aware or suspect that your password is known by any unauthorised person so that we can take appropriate action to prevent the misuse of such information and issue you with a new password. You will be solely and exclusively liable for all consequences arising from the use or misuse of your password. 7. Annual Membership Fee Your membership fee will normally be collected by one of our authorised licensees or resellers. However, if your annual membership has not been so collected or if we agree otherwise with you, we will charge you a non-refundable annual fee for membership, details of which can be found in the Registration area of the Site. The annual membership fee can be paid by credit card using our online Registration Form and credit card payment facilities. Unless otherwise stated, all payments shall be made in United States Dollars. We may amend the membership fee at any time by posting the amendment on the Information Board and Registration sections of the Site and if you are an existing member, it will not affect your membership until your membership becomes due for renewal. 8. Your use of the Site and Services You agree to use the Site and Services for lawful purposes only and in a manner which is consistent with any and all applicable laws and regulations in the country in which you access the Site, the country from which Services you use are provided and the country in which any Services are performed for you. Your use of the Site and Services must not infringe the rights of, or restrict or inhibit the use and enjoyment of the Site by, any third party. You agree not to import or transfer to the Site either directly or indirectly any information or other content which is or may be: in breach of any applicable laws, inaccurate, misleading, defamatory, obscene, abusive or offensive; in breach of any intellectual property right, privacy, publicity or any other rights of any third party; or damaging to the software or performance of the Site. You must not use the Site to send unsolicited or unauthorised advertising such as "junk mail" or "spam". You must not take any action that imposes an unreasonable, or disproportionately large, load on the infrastructure of the Site. You must not use the Site and Services on behalf of, or otherwise make available the Site and Services to any other person or entity. If you are or we reasonably believe that you are or are likely to be, in breach of this paragraph 8 we may with or without notice to you suspend or terminate your access to the Site. If we suspend your access to the Site we may impose such additional conditions regarding your future use of the Site and the Services as we shall consider necessary. 9. Availability of the Site and Services It is our aim that the Site will be available for you to connect to and use 24 hours a day, 7 days a week, and we will endeavour to perform all maintenance to the Site without impacting on the availability of the Site, however, we make no guarantee regarding the availability of the Site. We reserve the right to suspend and withdraw access to some or all of the pages of the Site or to the Services without notice at any time and accept no responsibility for these pages or the Services not being available. Markets Unlocked does not warrant (a) the full functionality of the Site, (b) that defects in the Site will be corrected or (c) that the Site or the server that makes it available is free of viruses or bugs. 10. Markets Unlocked is only a Site Our Site acts as a location for suppliers of goods and services ("suppliers") to list the geographic location, industry sector, the products or services they supply and their related skills and experience and for purchasers of goods and services ("purchasers") to list their geographical location and industry sector and the goods or services they require. Our Services identify possible matches between supplier and purchasers from the listings, and arranges either (a) the introduction of a supplier or suppliers at the request of a purchaser; or (b) the introduction of a purchaser or purchasers at the request of a supplier. Markets Unlocked does not recommend or otherwise endorse any Services and does not warrant that any supplier or purchaser will be suitable for your requirements and does not warrant that any contract for the sale of goods or supply of services will flow from any introduction. You acknowledge that any concluded contracts of sale or provision of services resulting from such matches and introductions are negotiated, made and performed directly between the supplier and purchaser on terms agreed between them, without involving us or our Site. We have no involvement in, or responsibility for, and shall not be a party to any contracts for the sale of goods or supply of services made between suppliers and purchasers as a result of such matches and introductions ("Supply Contracts"). You acknowledge that we have no control over the quality, safety, legality, fitness for purpose or other characteristics of the goods or services offered for supply by suppliers, the truth or accuracy of the listings on our site or the ability of any of our suppliers or purchasers to perform their contracts. We do not in any way guarantee performance of Supply Contracts. You are responsible for making your own checks on the identity, status, responsibility, creditworthiness, trustworthiness and ability to perform of any person or organisation with whom you enter into a Supply Contract. You hereby release us (and our officers, employees, agents and subsidiaries) from any liability in respect of any claims, demands, costs, damages or expenses (actual or consequential) of any kind or nature arising out of or in any way connected with Supply Contracts and/or disputes arising from or relating to Supply Contracts. We have no responsibility for, and you agree to release us (and our officers, employees, agents and subsidiaries) from all liability in respect of, the information contained in the listings for suppliers and purchasers on our site or for its accuracy, completeness, honesty or decency or for any reliance placed by you on, or action taken by you as a result of, such information. We are not authorised by any applicable body to provide any services which may require authorisation. We may at any time and from time to time remove any Service or category of Services (including any Services offered by you) with or without notice and without assigning any reason thereto. 11. Anonymity of members The essence of our service is that it is a blind market-making service in which the identities of members are only disclosed privately to each other in connection with the negotiation, conclusion and implementation of a Supply Contract. If you disclose to anyone else the identity of any member, we are entitled to immediately terminate your subscription to, and your use of, our Site and Services for any breach of this Term. 12. Directories You must list yourself in the proper categories and we reserve the right to move any listing which we consider to be in the wrong category to the appropriate category or delete such listing. Any attempt to alter the order in which suppliers are listed in our directories (or any action which has the direct or indirect effect of altering that order) is a breach of these Terms. In particular (but without limitation) if you have been allocated a prominent position in any of our directories and there is any link between your listing on our Site and any other site, you must not (either directly or indirectly) use that link to point to any other person, company or entity so as effectively to confer on that other person, firm or company the prominent position in our directories allocated to you. You will not use such link to point to any site whose content, if included on the Site would be in breach of paragraph 8. We may remove any such link without assigning any reason thereto at any time. 13. Termination We may suspend or terminate your subscription and your account to our Site and the Services if you breach any of these Terms or if we believe that your actions may cause us or other members to incur any liability, claims, damages, costs or expenses. Where we provide hypertext links to other web sites or contacts, we do so for information only and such links do not constitute an endorsement or recommendation by us of any products or services in such sites. You use such links entirely at your own risk and we accept no responsibility for the content or use of such web sites or for the information contained on such sites. You may not create a link to the Site, nor frame it without our written permission. 15. Intellectual Property Rights Unless otherwise stated all rights, including copyright and database rights, existing in the Site and the Services are owned by (or licensed to) us and you are responsible for obeying all applicable copyright and other intellectual property rights and laws. You may use the information and take copies of the Site as necessary incidental acts during your viewing of it and may take a print for your personal use of so much of the Site as is reasonable for your private purposes. The information on the Site may not otherwise be reproduced, stored in any medium (including in any other web site), distributed or transmitted to any other person or incorporated in any way into another document or other material without the prior written permission of Markets Unlocked. 16. Trade Marks The names "Markets Unlocked.com" and "Markets Unlocked" are logos, trade names, trade marks and/or domain names of GBUS plc. Markets Unlocked may also claim trade mark and service mark rights in other marks contained within the pages of the Site. Other trade marks and names may be used within the pages of the Site to refer either to the entities claiming the marks and names or their products. Markets Unlocked disclaims any proprietary interest in the marks and names of others. 17. Database Rights Markets Unlocked International Ltd is the owner of all rights in the database compiled from listings of suppliers and purchasers, the directories of suppliers and purchasers and the bids and responses placed on the site. Extraction from, or reproduction of, part or all of the contents of this site in any form is prohibited other than in accordance with the permissions set out in these Terms. 18. No Warranty Markets Unlocked provides the Site and the Services on an as is basis. To the extent permitted by law Markets Unlocked excludes any warranty or condition whether express or implied in relation to the provision of the Site and Services. Markets Unlocked gives no warranty, express or implied, with regard to the accuracy or currency of any information posted on the Site. 19. Limit of Liability To the extent permitted by law Markets Unlocked's aggregate liability to you under these Terms for all claims arising in any calendar year shall not exceed the greater of �250 or an amount equal to the subscription fees paid by you for use of the Site and Services in the 12 months preceding your claim and pro rated in the case you have been a subscriber for less than 12 months. To the extent permitted by law Markets Unlocked accepts no responsibility for any claim in contract, tort, negligence or otherwise for indirect, special or consequential loss or damage and/or loss of profit, business revenue, goodwill or corruption to data or anticipated savings arising out of access to, use of or reliance on the Site or the Services. 20. Indemnity You shall indemnify us (including our licensees, subsidiaries, officers, directors, agents and employees) against all claims, costs, demands, liabilities and expenses incurred by us (including our licensees, subsidiaries, officers, directors, agents and employees) arising out of or in connection with a breach of these Terms or your breach of any law or rights of any third party. 21. Notice All notices and other communications in connection with these Terms shall be sent to us either via the contact facilities provided in the Contact Us or Feedback and Support sections of the Site, and to you at the email address given by you in your Registration Form or an email address you subsequently provide to us. Any notice or communication sent by us shall be deemed received by you at the time it is sent by us. Any notice or communication sent by you shall be deemed received by us at the time it is received by us. If we are notified that your email address is invalid, we will send any notices and communications to you by post, postage prepaid, to the address given by you in your Registration Form or an address you subsequently provide to us. In such case, notice shall be deemed received 3 days after the date of posting. 22. Waiver Markets Unlocked's failure to exercise or enforce any of its rights under these Terms or otherwise will not be deemed to be a waiver of any such right nor will that failure operate to bar the exercise or enforcement of those rights at any future time. 23. Severability Please note that if any part of these Terms is found to be invalid or unenforceable then the remainder will not be affected but will remain valid and enforceable. 24. Agency Nothing in these Terms shall be construed as creating any agency, partnership or joint venture, or an employer/employee relationship between you and Markets Unlocked International Ltd. 25. Reasonable Control Markets Unlocked shall not be liable for any failure to perform any of its obligations under these Terms where such failure is caused by matters beyond its reasonable control. 26. Entire Agreement These Terms, together with the details of your Registration Form and any section of the Site referred to in these Terms, contain the entire agreement and understanding between you and Markets Unlocked in relation to their subject matter, and supersede all prior agreements, arrangements, statements and understandings in respect of the same. This entire agreement and understanding is between you and the Markets Unlocked regional company in your region only as follows:
You are not entering into an agreement with Markets Unlocked International Ltd. 27. Governing Law These Terms and the use of the Site and the Services are
governed by English law. Disputes arising out of these Terms shall
be subject to the exclusive jurisdiction of the English courts. |