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Advertising Terms & Conditions

Website Advertising Terms & Conditions

 

  1. Interpretation

1.1            Definitions. In these Conditions, the following definitions apply:

Advert

An advertisement placed on the Site for the sale of your print equipment

Charges:

the charges payable by the Customer for the supply of the Services in accordance with clause 5.

Conditions:

these terms and conditions as amended from time to time in accordance with clause 13.7.

Customer:

the person or firm who purchases the Services from Ralawise.

Intellectual Property Rights:

patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

Services:

the display of an advert on the Site for the sale of equipment related to printing

Site

www.printexchange.com

Ralawise Limited

Ralawise Limited (registered in England and Wales with company number 01362849).

1.2            In these Conditions, the following rules apply:

1.2.1        A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);

1.2.2        A reference to writing or written includes faxes and e-mails.

2.               Basis of contract

2.1            These Conditions apply to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

3.               Supply of services

3.1            Ralawise shall supply the Services on the terms of these Conditions.  

3.2            Ralawise shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services.

3.3            Ralawise warrants to the Customer that the Services will be provided using reasonable care and skill.

3.4            The Customer acknowledges that the Site will not be available to access 100% of the time. It shall not be a breach of this contract for the Site to be unavailable for 10% of the time during any given calendar month.

3.5            We may vary the Site in any way (including but not limited to its functionality, look or feel and/or any of its technical specifications) so long as the Services do not cease to be available as a result.

3.6            Only one piece of equipment can be advertised per Advert.     

4.               Obligations and warranties of the Customer

4.1            The Customer shall:

4.1.1        Be solely responsible for the content of the Advert and shall ensure that the terms of the Advert are complete, accurate and lawful;

4.1.2        co-operate with Ralawise in all matters relating to the Services;

4.1.3        obtain and maintain all necessary licences, permissions and consents which may be required in order to place the Advert and sell the equipment which is the subject of the Advert;

4.1.4        state unequivocally in the Advert that the proposed sale of equipment described in the Advert is in the course of the Customer’s business.

4.2            The Customer warrants that:

4.2.1        The Services are being used in the course of the Customer’s trade or business;

4.2.2        It has the right to sell the equipment which is the subject matter of the Advert;

4.2.3        The publication of the Advert does not infringe the rights of any third party;

4.2.4        It has placed the Advert with the genuine intention of selling the equipment which is the subject of the Advert;

4.2.5        It will abide by Ralawise’s policies in relation to website terms of use, privacy, cookies and website acceptable use.  

4.3            Subject to clause 7.1 if the performance of Ralawise of any of its obligations under the Contract is prevented, prejudiced or delayed by any act or omission by the Customer then Ralawise shall have no liability to the Customer or any third party.

4.4            If the Customer breaches any of the terms of this clause 4, Ralawise shall have the option to suspend the Services or terminate the contract pursuant to clause 8.1.  

5.               Charges and payment

5.1            Payment for the Services must be made in cleared funds in advance. No Advert will be displayed until payment has been made.

5.2            All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax chargeable for the time being (VAT).

6.               Intellectual Property Rights

6.1            All Intellectual Property Rights in any copy, text, artwork, photographs or other materials which Ralawise produce, create and/or in any way alter for the Customer shall belong to Ralawise absolutely. To the extent that any such rights are not automatically vested in Ralawise, the Customer hereby assigns all such rights to Ralawise. You shall, at Our request, sign and execute all such documents and do all such acts as In respect of any materials (except those referred to above) which the Customer supply to Ralawise ("Materials"), the Customer hereby grants Ralawise a non-exclusive, irrevocable, perpetual and royalty free licence to use such Materials for any purpose.

6.2            The Customer shall not assert any moral rights in or relating to the Intellectual Property Rights referred to above.

6.3            The Customer shall keep Ralawise fully indemnified against all actions, suits, claims, demands, costs, charges, damages, losses and expenses (including legal expenses) suffered or incurred by Ralawise due to, or arising out of, the publication of the Advert..

7.               Limitation of liability

7.1            Nothing in these Conditions shall limit or exclude the liability of Ralawise for:

7.1.1        death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors; or

7.1.2        fraud or fraudulent misrepresentation; or

7.1.3        breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).

7.2            Subject to clause 7.1:

7.2.1        Ralawise shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and

7.2.2        the total liability of Ralawise to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the price paid by the Customer for the Services.

7.3            The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.

7.4            This clause 7 shall survive termination of the Contract.

7.5            Given the price paid by the Customer for the Services, the Customer recognises and acknowledges that the provisions of this clause 7 are reasonable and proportionate. If the Customer wishes Ralawise to accept more liability, a renegotiation of the price payable for the Services could, at Ralawise’s discretion, be agreed.

8.               Termination

8.1            Without limiting its other rights or remedies, Ralawise may terminate the Services with immediate effect if the Customer breaches these Conditions. 

9.               Force majeure

9.1            For the purposes of this Contract, Force Majeure Event means an event beyond the reasonable control of Ralawise.

9.2            Ralawise shall not be liable to the Customer as a result of any delay or failure to perform its obligations under this Contract as a result of a Force Majeure Event.

10.            Data Protection

10.1         By submitting an Advert to Us, the Customer is asking that the  Advert appears on the Site. This means that the Advert along with whatever personal or contact details the Customer includes can potentially be viewed by all persons with internet access throughout the world. The Customer consent to the publication of your data in this way.

10.2         We each warrant to the other that we shall comply with the provisions of the Data Protection Act 1998 as may be amended from time to time in so far as the processing of Personal Data (as defined in the 1998 Act) is concerned.

10.3         The Customer acknowledge and agrees that by placing an Advert Ralawise may collect certain Personal Data relating to the Customer, its employees, consultants and/or contractors (as applicable).

  1. General

11.1         Nothing in this agreement and no action taken by the parties under this agreement shall create or be deemed to create a partnership or establish the relationship of principal and agent or any other fiduciary relationship between the parties and no party shall have the right to obligate or bind the other in any manner whatsoever.

11.2         This agreement constitutes the entire agreement and understanding between the parties and supersedes any previous agreement, arrangement or understanding (whether oral or written) between the parties relating to the subject matter of this agreement.

11.3         The parties agree that in entering into this agreement it has not entered into this agreement in reliance upon any statement, representation, covenant, warranty, undertaking or understanding (whether negligently or innocently made) of any person (whether party to this agreement or not) except as expressly set out in this agreement.  The only remedy available to either party shall be for breach of contract. Nothing in this clause, however, shall exclude any liability on the part of either party for fraud or fraudulent misrepresentation.

11.4         No delay, indulgence or omission in exercising any right, power or remedy provided by this agreement or by law shall operate to impair or be construed as a waiver of such right, power or remedy or of any other right, power or remedy. 

11.5         No single or partial exercise or non-exercise of any right, power or remedy provided by this agreement or by law shall preclude any other or further exercise of such right, power or remedy or of any other right, power or remedy.

11.6         If any provision of this agreement is or becomes illegal, invalid or unenforceable under the law of any jurisdiction, that shall not affect or impair:

(a)           the legality, validity or enforceability in that jurisdiction of any other provision of this agreement; or

(b)          the legality, validity or enforceability under the law of any other jurisdiction of that or any other provision of this agreement.

11.7         No variation of this agreement shall be valid unless it is in writing and signed by or on behalf of each of the parties.

11.8         The Customer shall not without the prior written consent of Ralawise assign, transfer, charge or deal in any other manner with this agreement or any of its rights under it, or purport to do any of the same, nor sub-contract any or all of its obligations under this agreement.

11.9         No person who is not a party to this agreement shall have any right to enforce this agreement pursuant to the Contracts (Rights of Third Parties) Act 1999.

11.10       This agreement and any matters arising out of or in connection with it shall be governed by and construed in accordance with English law and the parties submit to the exclusive jurisdiction of the English Courts.