1 Definitions
In these Terms and Conditions the following words shall have the following meanings: -
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"Listing(s)" |
the listing(s) which will appear on the Web Site as part of the Services. |
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"Charge(s)" |
the amount to be paid by you to us in return for our providing you with the Services. |
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"Conditions" |
means these Terms and Conditions. |
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"Intellectual Property Rights" |
means all copyright, trade marks (registered or unregistered), know-how, design rights (registered or unregistered) and all other intellectual property rights of a similar nature. |
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"Rate Card" |
means our rate card in effect for the time being including, without limitation, our scale of charges for Listings and further terms and conditions. |
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"Services" |
means the listing services which we agree to supply to you. |
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"Order" |
means your placing of an order in English for the Services. |
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"Web Site" |
means the web site at www.localmole.co.uk or any website replacing the same where the Services are made available. |
2 The Agreement
2.1. This agreement is made between you (and your correct business details, including your full business name, address and contact details are shown on the order form and invoice associated with this agreement) and Trinity Mirror Midlands (registered in England with registered number 21184) whose registered office is at One Canada Square, Canary Wharf, London, E14 5AP (“us”/”we”). Our VAT number is GB 440356767
2.2 The Order will constitute an offer by you to acquire the Services. An agreement ("the Contract") between us will only be formed following payment in advance of the Charges by you and our subsequently sending you a written acceptance of your Order by email
2.3 Your use of the Web Site and placing of an Order will be deemed as acceptance of these Terms and Conditions. These Terms and Conditions are subject to change at any time and any changes will be posted here. The information in our Rate Card and any FAQ relating to Listings or the Services is also incorporated into these Terms and Conditions.
2.4.1. We will endeavour to ensure that the Listing(s) will be made available on the Web Site within seven days of your receipt of an electronic invoice by email.
2.4.2. Your Listing account will be active for an initial period of 12 months or such other period as is shown on your Order Form.
2.4.3. You will be supplied with a username and password to edit your Listing(s) via your account on the Web Site.
2.4.4. You warrant that you will keep the username and password secure at all times, and alert us if you have any reason to believe that this information has been gained by a third party.
2.4.5. You warrant that you are the owner of the business or properly authorised to include information relating to the business in the Listing(s) and that the information included will be accurate and that nothing in your Listing(s) (including any images) will be misleading and that you own or are licensed to include all content, including any images or logos included in any Listing.
2.4.6. From time to time we may contact you to update you about the service and provide support on your account.
2.4.7. From time to time we may, although we are not obliged to, promote your business by making information in your Listing(s) available via channels other than the Web Site. To enable this you hereby grant to us a world wide royalty-free license to make the information contained in your Listing(s) available via other websites, directories, email, SMS and any other on and off-line media for the purpose of promoting the Web Site or your business.
2.4.8. You are wholly responsible for the data included in your Listing(s) and you agree not to use the Services in order to engage in any illegal or unlawful activities or any activity prohibited by us.
2.4.9. We will store the details displayed in Listing(s), in accordance with the Data Protection Act 1998.
2.4.11. You agree that if you are NOT the business owner or their representative and you enter information falsely into the Listing of any business, then you accept full liability for any damages caused. You agree that you will not impersonate any person in relation to any Listing.
3 We will:
3.1.1 arrange for the Web Site to be made available. You understand and accept that computer and telecommunications systems are not fault free and may occasionally require periods of downtime (during which the Services shall not be available) for repair, maintenance and upgrading and we cannot guarantee uninterrupted availability. We will however endeavour to minimise any such periods of non-availability. You understand and accept that you shall have no claim for breach of contract or otherwise in respect of any such period of unavailability;
3.1.2 have the right at our discretion to decline to publish, or to omit or suspend any Listing otherwise accepted for insertion.
4 You will:
4.1.1 pay the Charges for the Services in advance calculated in accordance with the Rate Card and set out in the Order. All prices are exclusive of VAT.
4.1.2 supply us with all necessary content and details to be included within each Listing. Electronic files shall have been produced by you using properly licensed software and shall be free from computer viruses;
4.1.3 ensure that each Listing complies with all relevant rules of law, regulations or codes of practice. In particular, you will be responsible for checking the following in relation to all Listings:
4.1.3.1 the Listing is accurate. We assume no responsibility for any error in any Listing;
4.1.3.2 the Listing contains nothing which is in any way defamatory, obscene or illegal or which infringes copyright or any other Intellectual Property Rights or other rights belonging to a third party or which if published would constitute a breach of contract or of confidence or the publication of which is for any reason unlawful; and
4.1.3.3 it is and will be lawful to publish, issue or cause to be issued the Listing and to advertise, sell or supply the products and services referred to in the Listing.
4.2 You warrant that in relation to each Listing, you contract with us as a principal.
5 If we fail to do what we agree:
5.1 This Condition 5 shall not apply to death or personal injury caused by our negligence, or for fraud.
5.2 We undertake to use reasonable skill and care in the performance of the Services, but we do not in any circumstances accept responsibility for the accuracy or otherwise of any Listing or its compliance with any legal or regulatory requirements (nor is any kind of warranty expressed or implied by such publication). We specifically disclaim all and any liability to the you of any kind (other than any liability which may not by law be disclaimed) for loss or damage of any nature whatsoever and however arising, whether due to inaccuracy, error, omission or any other cause, and whether on our part or on the part of our employees or agents or any other person. Save in the case of any liability which may not by law be disclaimed, under no circumstances shall we be liable to you or any other party for any special, incidental, indirect or consequential damages of any kind, including, without limitation, those resulting from loss of sales, loss of goodwill, loss of revenue or profits, savings you expected to make or financial loss of any sort, whether or not we were advised of the possibility of such losses. In all other respects, our aggregate liability to you in respect of the provision of the Services, whether under contact, negligence or otherwise, shall not exceed (at our option) giving you a credit against the Charges for any Listing or (in an appropriate instance) publishing a new Listing without Charge.
5.3 Except as expressly provided in these Conditions, all warranties, conditions, representations or other terms implied by statute or common law as to the quality of the Services, in relation to the Services or otherwise are excluded to the fullest extent permitted by law.
5.4 If we make an error in, or omission of or from, any Listing, we will use our reasonable endeavours to correct this following your notification of the same to us without charge to you.
5.5 We shall not be liable to you or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of our obligations in relation to the Services if the delay or failure to perform was due to any cause beyond our reasonable control.
6 If you fail to do what you agree
You will indemnify and keep us and our affiliate companies, agents and employees indemnified on demand against all claims, costs, proceedings, demands, losses, damages, expenses (including reasonable legal expenses) or liability whatsoever incurred by us and our affiliate companies, agents and employees arising directly or reasonably foreseeably as a result of any breach or non-performance by you of any of the representations, warranties or other terms herein contained or implied by law.
6.2 In addition to any other rights we may have, we shall be entitled, in the following circumstances and without liability or having to tell you, to prevent the display of the whole or any part or parts of any Listing.
These are if:-
6.2.1 in our sole discretion we think:
6.2.1.1 the Listing is illegal, misleading, defamatory, offensive, prejudicial, inflammatory, objectionable, fails to meet the requirements set out in clause 4.1.3 of these Terms and Conditions or is otherwise in breach of the Terms and Conditions ; or
6.2.1.2 the Listing is likely to expose us to claims, lead us into prosecution, criticism, or disrepute or cause us embarrassment; or
6.2.1.3 the Listing infringes the legal rights of others, and without prejudice to that general position, infringes the Intellectual Property Rights of others; or
6.2.1.4 the information contained in the Listing was not supplied by a properly authorised representative of that business,.
7 Ending the Contract
7.1 Once payment has been made, you will not be entitled to any refund of any Charge.
8 Intellectual Property Rights
8.1 All Intellectual Property Rights in any material created by us in carrying out our obligations under the Contract shall be our exclusive property.
9 General
9.1 No amendment or variation of the Contract shall be effective unless it is in writing and signed by or on behalf of each of us.
9.2 Your rights and our rights under the Contract may be exercised as often as necessary; are cumulative and not exclusive of its rights under the general law; and may be waived only in writing. Delay in exercising or non-exercise of any right is not a waiver of that right.
9.3 You and we both acknowledge and agree that in entering into the Contract, and the documents referred to in it, you do not rely on, and shall have no remedy in respect of, any statement, representation, warranty or undertaking (whether negligently or innocently made) of any person (whether a party to the Contract or not) other than as expressly set out in the Contract. Nothing in this Condition shall, however, operate to limit or exclude any liability for fraud.
9.4 If any provision of the Contract is or becomes illegal, invalid or unenforceable in any jurisdiction, that shall not affect the legality, validity or enforceability in that jurisdiction of any other provision of the Contract; or the legality, validity or enforceability in any other jurisdiction of that or any other provision of the Contract.
9.5 The Contract shall be governed and construed in accordance with the law of England and both parties agree that the Courts of England and Wales shall have exclusive jurisdiction.
10 About us
10.1 Other than in respect of any questions in relation to payments, please contact us at support@localmole.co.uk or 0121 236 5846 and your query will be dealt with as soon as possible.
10.2 In relation to payment queries please contact us at support@localmole.co.uk or 0121 236 5846 and your query will be dealt with as soon as possible.