Terms And Conditions for On-Line Services
Important: Please read these Standard Terms & Conditions for On-Line Services carefully before you sign or otherwise agree to the Order.
In these Standard Terms & Conditions for On-Line Services:
- Acceptable Use Policy
- means the acceptable use policy provided to you by us and available to view here;
- means the Classified Search Listing(s) referred to in the Order, and any advert created in connection with the Services;
- means a change to the Content of an Advert;
- means our charges for performing the Services as agreed in an Order;
- Classified Search Listing
- means a directory-style listing containing the name of a business and contact details which links to an information page for that business;
- means all content including any and all of the text, graphics, images, logos, photographs, layout, design, shading and colouration, audio, video and audiovisual material and animation constituting or intended to be in the Advert;
- Effective Date
- Effective Date
- means the date on which we send you written acceptance of your Order;
- Intellectual Property Rights
- means (a) all copyrights, patents, rights in trade marks, design rights, database rights, rights in know-how, trade secrets, rights in confidential information (whether registered or unregistered); (b) applications for registration, and the right to apply for registration, renewal, extension, division or reissue, for any of these rights; (c) and all other intellectual property rights and equivalent or similar forms of protection existing anywhere in the world
- Minimum Period
- means the minimum duration that applies to the provision of the Service which is set out in the Order;
- On-line Directory
- means a classified database of business listings which can be searched by name or subject and location and is available on the Web Site;
- means the document or electronic communication which you complete and submit to us confirming details of the Service you wish to purchase;
- means the services we agree to perform in accordance with the Order and subject to these Standard Conditions;
- Standard Conditions
- means these contractual terms and conditions;
- means Roomar Limited a company registered in England and Wales (Company Number 06878384), whose registered office is situated at 45 Station Road, Longfield, Kent DA3 7QD, and “we” and “our” has a corresponding meaning;
- means the person, company or other organisation (named on the Order as the customer) who offers to purchase the Service or a person, company or other organisation who or which enters into an Agreement with us for the provision of Service; and “your” shall have a corresponding meaning.
- Web Site
- means the website hosted at www.roomar.com and owned by us.
Commencement and Duration
The Agreement shall not be formed unless and until we have sent you written acceptance of your Order.
Unless it is terminated earlier in accordance with these Standard Conditions, the Agreement will continue:
in relation to the Service, for the duration specified in the Order for such Services, commencing on the Effective Date; or
where we are providing the Service to you for a Minimum Period, indefinitely until terminated by you or us in accordance with the Agreement. Where the Service is provided for a Minimum Period, the Order is automatically renewed after the Minimum Period for consecutive periods of a duration indicated in the Order (which periods may or may not be equal to the duration of the Minimum Period).
Our Rights and Responsibilities
Subject to these Standard Conditions, we shall provide or arrange the provision of the Service using the reasonable skill and care of a competent provider of services of the types of Service ordered.
Where we are providing you with a Classified Search Listing we will incorporate it into our On-line Directory.
You acknowledge and accept that we do not make any representations or warranties that your Advert will appear in any particular position or priority or the frequency in which it may appear.
You acknowledge and accept that computer and telecommunications systems may sometimes require periods of downtime for repair, maintenance and upgrading and, therefore, we cannot guarantee uninterrupted availability. However, where it is in our control, we will try to keep any periods of downtime to a minimum.
We do not have to publish or display the whole or any part of the Advert if we consider that the Content does not meet the standards of the Advertising Standards Authority or is unacceptable for publication for some other reason including that it may infringe the legal rights of others or subject us to claims, prosecution, criticism or cause us embarrassment.
We will be entitled to prevent the display of your Advert if you fail to make any payment in respect of it.
Subject to these Standard Conditions, you shall:
pay our Charges for the Service in accordance with Condition 5;
ensure that all Content provided by you is legal, decent, honest and truthful, and complies with: (i) The British Code of Advertising, Sales Promotion and Direct Marketing; and (ii) any and all guidance, codes or other regulations made available by any competent authority having jurisdiction over or responsibility for the regulation of advertising, including, without limitation, Ofcom, PhonepayPlus, or the Advertising Standards Authority; and (iii) the provisions of all statutes and statutory instruments applicable to advertisements intended for display;
You must own or have authority to use any trade name, trade mark, British Standard Mark or other quality assurance mark, logo or other material that is used in the Content. You must be authorised to use the name or logo of any trade association you use in the Content and you must be a paid up member of the trade association.
If your activities, conduct, advertising or promotion fall within the regime regulated by the Financial Services Authority, you warrant to us that you are registered in the conduct of your business by the Financial Services Authority. If you are required to be so registered, you undertake to ensure that prior to the first display of the Advert the Content has been approved in writing by a person authorised by the Financial Services Authority to approve financial promotions.
You confirm and warrant that (a) you are placing the Order in the ordinary course of your business and you are advertising your own business, (b) the business you are advertising is lawful, (c) you have obtained all appropriate licences, permits or any other regulatory consents required to operate the business you are advertising, and (d) advertising your business in the manner agreed with us will not result in a breach of any law or regulation by you, us or any third party.
You shall make use of the Service in accordance with the Acceptable Use Policy.
You must notify us if any website to which your Advert links results in error pages or dead links at any time. We reserve the right to suspend, without liability, the publication and distribution of the Advert that links to such website.
After submitting the Order you must pay us the amount stated on the Order using the payment method specified.
Where we are providing the Service for a Minimum Period which is subject to automatic renewal, payment shall be made in respect of the Minimum Period and then in respect of each following renewal period and the method and timing of payments shall be the same in respect of each period. We will send you an invoice in relation to the payment for the Minimum Period and each following renewal period.
If you are paying by credit or debit card, you acknowledge and accept that we will use the card details provided by you for the payment in respect of the Minimum Period for the charges for each subsequent renewal period. You must notify us of any changes to your card details.
If you do not make any payment or instalment due under this Agreement or any other contract between us, we can keep all sums you have already paid and you will immediately have to pay us all outstanding amounts. We may also (without prejudice to our other rights) immediately terminate this Agreement or any other order from you, in which event a cancellation fee will be payable by you equal to 10% of the charge for the Advert plus VAT. Interest at a rate of 1.5% per month will be applied to any amount you have not paid after 30 days from the due date of payment (unless the law prevents us from charging interest). We can charge you any reasonable administration and legal costs for recovering the amounts you owe. If you owe us any sum of money, we may deduct that amount from any sum which we may owe you at any time under this Agreement or any other agreement we have with you.
Without prejudice to any other rights we may have, we may suspend the Service in whole or part and without notice if you fail to pay our Charges in accordance with this Condition 5.
Limitation of Liability
You acknowledge and agree that computer and telecommunications systems are not uninterrupted or fault free and we do not make any representation or warranty, express or implied, in relation to such systems or with respect to the Service.
We cannot guarantee continuous service, service at any particular time, integrity of data, information or content stored or transmitted via the internet. We will not be liable for any unauthorised access to, or any corruption, erasure, theft, destruction, alteration or inadvertent disclosure of data, information or content transmitted, received or stored on any system.
Nothing in the Agreement shall limit or exclude liability in respect of death or personal injury caused by negligence, or fraudulent misrepresentation.
We have no obligation, duty or liability in contract, tort, for breach of statutory duty or otherwise, beyond that of a duty to exercise reasonable care and skill.
Save as provided in Condition 6.3, if we make an error in or omission from the provision of the Service, or fail to provide them, we will correct this as soon as reasonably practicable where possible. Additionally, we may either reduce the charges for the Service as is fair and reasonable taking into account the nature of the error or omission or extend the duration of the Service. Except as provided above, this represents the full extent of our liability to you.
In any event, we have no liability to you at all in respect of errors or omissions (or other failure to perform), whether or not arising from negligence, for any of the following: indirect or consequential loss or damage; loss of business, revenue or profits; wasted expenditure; or financial loss of any kind.
All conditions and warranties which may be implied by law or as a result of prior negotiations into the Agreement between us are excluded to the extent permitted by law.
In any event, save as provided in Condition 6.3, our entire liability under the Agreement shall not exceed the total Charges paid by you for the Service that is the subject of the claim.
Save as set out in the Agreement, if we fail to comply with our obligations under the Agreement as a result of an event outside our reasonable control, we will have no liability to you as a result of such failure.
You shall indemnify us, our employees and agents against all proceedings, claims, demands, losses, damages, costs and expenses (including legal costs and disbursements on an indemnity basis), incurred or suffered by us, and any damages awarded against us, arising directly or indirectly as a result of any breach of this Agreement by you or from processing or publishing any information or material you gave us or for incorporation into the Web Site including any claims arising as a result of defamation, illegality, false description or breach of any third party rights.
Intellectual Property Rights
You warrant that you own or are authorised to use (and to allow us to use) all Intellectual Property Rights in any of the Content;
You grant us a worldwide, perpetual, non-exclusive licence of such Intellectual Property Rights to permit us to use, reproduce, publish, display, adapt, distribute, transmit and stream the Content for the purposes of making available and displaying your Advert by any means and across any media with respect to the services we offer to third parties.
Termination By You
In addition to any statutory rights you may have to cancel your Order, you may cancel part or all of your Order by giving notice in writing to Customer Services at our Head Office at Roomar Limited (Company Number 06878384), 45 Station Road, Longfield, Kent DA3 7QD. We will not act on this notice unless it is received within 14 days of the date of the Order.
If we are providing the Service to you for a Minimum Period which automatically renews, you may terminate the Service at the end of the Minimum Period or at the end of any renewed period by giving us notice. You must give us notice by contacting Customer Services at our head office in writing (address above) or calling during business hours on: 01474 36 25 23, quoting your Order number. Provided that you give us notice at least 14 days prior to the end of the Minimum Period or renewed period, we will terminate the Service at the end of that period. If you give less than 14 days notice prior to the end of the relevant period, we will terminate the Service at the end of the next renewed period.
Termination By Us
We may terminate all of the Service or part thereof, at any time by giving you not less than fourteen (14) days notice of such termination. In the event of termination under this Condition 10.1 (but not otherwise), you will be entitled to a refund of that part of any Charge you have already paid to us and which relates to a period after the date that the Service or part thereof have terminated.
We may terminate all or part of the Service with immediate effect by giving written notice by e-mail to you if:
you commit a material breach of any provision of the Agreement (including without limitation late payment), provided that in the case of a breach which is capable of remedy you fail to remedy the breach within fourteen (14) days of receiving a written request by e-mail to do so;
you cease or threaten to cease to carry on the whole or any part of your business or it is unable to pay its debts as they fall due;
if you are a limited company, you convene a meeting of your creditors or a resolution is passed or proposed for your voluntary winding up or a petition for your compulsory winding up is presented or proposed; if you are a person, firm or a partnership, you, or any one of you, convene a meeting of your creditors or a resolution is passed or proposed for an individual voluntary arrangement for you or any one of you, or a petition for your, or any one of your, bankruptcy is presented or proposed;
an administrator, receiver, manager or supervisor of a composition or scheme is appointed or applied for; by you or any one of you;
you are the subject of a receiving order in bankruptcy (or in Scotland are sequestrated or in Northern Ireland are adjudicated bankrupt) or suffer execution, distress, any form of diligence or seizure to be levied or effected on or against your premises, assets or effects.
We may, at our sole discretion, suspend the provision of the Service if we are entitled to terminate this Agreement for any reason.
Each party agrees that in entering into the Agreement it has not relied on, and shall have no remedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) of any person (whether party to the Agreement or not) other than as expressly set out in the Agreement for which its sole remedy shall be for breach of contract under the terms of the Agreement. Nothing in this Condition shall, however, operate to limit or exclude any liability for fraud.
The Agreement constitutes the entire agreement between you and us with respect to the subject matter hereof, and supersedes all prior discussions, agreement or understanding between you and us.
Governing Law and Jurisdiction
The Agreement is made and shall be subject to the laws of England and the parties submit to the exclusive jurisdiction of the Courts of England and Wales.
The following documents are also available for your review: