BY CLICKING THE WEBSITE “ACCEPT” ICON OR SIGNING THESE TERMS AND CONDITIONS YOU (THE ADVERTISER) ARE ENTERING INTO A BINDING CONTRACT WITH US (THE PUBLISHER). THEREFORE, WE URGE YOU TO READ THROUGH THESE TERMS AND CONDITIONS BEFORE ACCEPTING OR SIGNING THEM.  WE WANT YOU TO FEEL CONFIDENT IN ACCEPTING OUR OFFER TO SUPPLY THE SERVICES.  IF YOU HAVE ANY QUESTIONS OR QUERIES RELATING TO ANY OF THE CONDITIONS, PLEASE FEEL FREE TO CONTACT US BEFORE YOU ENTER INTO THE CONTRACT.

1.            Interpretation

In these Conditions the following words shall have the following meanings:

2.            Application of these Conditions

These Conditions will govern the Contract and will prevail over any terms put forward by you, unless we expressly agree to them in writing. No conduct by us, our employees, agents or sub-contractors shall be deemed to constitute acceptance of any terms put forward by you.

3.            Formation of Contract

3.1       The information on the Registration Section of the Website is an offer by us to provide the Services to you under the Contract.

3.2       By submitting your details through the Registration Section of the Website or by signing the Conditions you will have entered into the Contract, subject only to the provisions of clause 14.2 of these Conditions.

4.         Term

The Contract begins on the date you accept or sign the Conditions and lasts for a period of one calendar year.

5.         The Services

5.1       We operate the Website. The Website contains Advertisements, which include graphics and text, that are linked to third-party websites. When a visitor clicks on an Advertisement, the visitor is moved from the Website to the site designated by the Advertiser.

5.2       On receipt of your Advertisement, we will:

a)         place the Advertisement on the Website in the section selected by you on registration to offer the functionality described in clause 6.1 of these Conditions;

b)         send a password to the e-mail address supplied by you on Registration to enable you to update your details and modify your Advertisement during the Term

6.         Our obligations

6.1       We undertake to:

a)         upload your Advertisement to the Website as quickly as possible after Registration;

b)         use all reasonable commercial efforts to keep the Website available and to display the Advertisement 24 hours each day during the Term;

c)            perform the services under the Contract in a competent manner;

6.2       We do not warrant that:

a)         there will be no delay in uploading your Advertisement and any date given by us to you for the upload should be treated as a guide only and does not form part of the Contract;

b)         we will be able to correct every defect on the Website or that the use of the Website, the Advertisement or the hyper-text link to the advertised site will be uninterrupted or error-free.

7.            Content, design and presentation of the Website

7.1.      We retain at all times the right to accept and publish advertisements on the Website from businesses offering similar services or products to those of the Advertiser.

7.2.      We reserve full rights over the design and presentation of the Website. We may from time to time at our sole discretion vary the appearance or design of the Website, or any aspect thereof, including but not limited to its colour scheme.

8.            Cancelling the Advertisement

8.1       If you wish to cancel your advertisement you must do so in writing, either by post, e-mail or facsimilie transmission. No other attempted means of cancellation will be valid or effective.

8.2       If you cancel the Advertisement within seven days of the formation of the Contract you will incur an administration charge of $100.

8.3       Any subsequent cancellation within the first nine months of the Contract will be subject to a charge of 75% of the Fee

8.4       No portion of the Fee will be refunded for any cancellation within the last three months of the Term.

9.            Renewal of the Contract

The Contract will renew at the end of the Term unless you reply to the notice we will send you before the end of the Term and indicate that you wish you withdraw from the renewal of the Contract.

10.            Assignment or resale of advertisement space

You agree not to resell, assign, or transfer any of your rights to advertise on the Website without our express written consent. If you attempt in breach of this clause to resell, assign or transfer your rights, the Contract will terminate immediately. No compensation will be payable to you under the terms of this clause.

11.            Providing the advertising materials

11.1     You hereby agree to provide us with the materials for the Advertisement at the time you enter into the Contract in the event that the Contract is made online, or within a reasonable time of entering into the Contract where the Contract is made by signature.

11.2     The text, artwork and/or images that comprise your Advertisement may be supplied in electronic form via the internet, e-mail, or on CD.

11.3     All images supplied in electronic form should be in JPEG format and in proportions greater than the required finished size and you hereby agree that you will transmit the Advertisement to us in a format that we can use.

11.4     We will use our best endeavours to ensure that any material you provide to us is not lost or destroyed, subject to clause 12.5 below.

11.5     We cannot accept any responsibility for the loss or destruction of any material provided by you. We therefore strongly recommend that you retain a copy of any material you give to us.

12.            Altering an advertisement

12.1     Once you have received your User ID and Password to the Website you will be free to alter your Advertisement at any time during the Term.

12.2     You are solely responsible for the accuracy of your Advertisement and we accept no liability for any errors or inaccuracies therein.

134.            Legality of the advertisement

13.1     You hereby warrant that the Advertisement is legal, decent, honest and truthful and complies with:

a)         the British Code of Advertising Practice and all other Codes under the general supervision of the Advertising Standards Authority; and

b)            the requirements of current legislation.

13.2     We reserve the right to refuse, amend, withdraw, cancel or otherwise deal with all Advertisements submitted by you to us at our absolute discretion.

14.       User ID and Password

You are responsible for all actions taken with your User ID and password for the Website. You must not disclose your password to any third parties. If you lose control of your password, you may lose substantial control over your personally identifiable information and may be subject to legally binding actions taken on your behalf. Therefore, if your password or account has been compromised for any reason, you should immediately contact us to provide you with a new password. We reserve the right to verify your identity before supplying a new password to you and the password will only be sent to the e-mail address you supplied on Registration.

15.            Circumstances beyond our control

15.1     There may be times where events beyond our control prevent us from posting the Advertisement quickly and/or occasions when the Website is not available to view for reasons beyond our control.

15.2     Where the Advertisement suffers from down time for reasons set out in clause 16.1 above, we undertake to inform you of any problems that may occur and we will continue to retain the Advertisement on the Website for the Term.

16.            Intellectual property

16.1     You hereby grant to us a non-exclusive, world-wide licence to use, perform, reproduce, display, transmit, and distribute the Advertisement and all the contents contained in the Advertisement in accordance with these Conditions.

16.2     You hereby warrant that all necessary authority and permission has been obtained in respect of the use in the Advertisement of pictorial representations of (or purporting to be of) living persons and of reference to the words attributed to living persons and words which may be the subject of copyright protection.

17.            Indemnity and representations made by you

17.1     You represent and warrant to us that:

a)         you hold all the necessary rights to permit the use of the Advertisement by us for the purpose of the Contract;

b)         the information you provide to us, including any trade marks, patent, design, logo, title artwork and any developments or variations provided by you under the Contract, does not and will not contain any material which infringes the copyright, design rights, or any other rights of any third party;

c)         the use, reproduction, distribution, transmission or display of the Advertisement, any data regarding users, and any material to which users can link, or any products or services made available to users, through the Advertisement will not:

i)            breach the rights of any third parties, or

ii)            contain any material that is unlawful or otherwise objectionable;

d)         you will keep us indemnified from and against all liabilities, claims, demands, causes of action, judgements, legal fees, costs and expenses, proceedings, damages and loss suffered or incurred by us or any third parties (where relevant), arising out of or related to:

i)            your breach of any of the foregoing representations and warranties, or

ii)            any third-party claim arising from the use of or access to the Advertisement under the Contract or any material to which users can link by way of the Advertisement, or any products or services made available to users through the Advertisement under the Contract.

18.            Limitation of liability for direct loss

18.1            Subject to clause 19.3, we shall not be liable for any loss to you, including, but without limitation, loss of business, profits or revenue arising out of the use of, the changed format, layout or design of, the technical malfunction of, or the inability to access the Website, provided that nothing in these Conditions shall limit our liability for death or personal injury of any person resulting from our negligence.

18.2     Our liability to you will not exceed the Fee.

18.3     If we fail to publish the Advertisement or if any other failure occurs, such as a technical or other problem, which prevents the Advertisement appearing, our sole liability to you and your only remedy shall be limited to, at our sole discretion, placement of the Advertisement at a later time in a comparable position, or an extension of the Term during which the Advertisement is to be posted on the Website.

19.            Exclusion of liability for indirect loss

19.1     With the exception of clause 22 of these Conditions, we shall not be liable to you under the Contract for any loss or damage caused by us, our employees, agents or sub-contractors where:

a)         we, our employees, agents or sub-contractors do not breach a legal duty owed to you;

b)         any loss or damage is not a reasonably foreseeable consequence of any breach at the time the Contract is formed (such as loss of profit or loss of opportunity).

20.            Reasonableness of limitation and exclusion of liability

You hereby agree that clauses 19 and 20 are reasonable, reflect the respective financial positions of the Parties and that the price agreed reflects the position on             liability.

21.            Severance

The Parties agree that should one or more clause or sub-clause of the Contract be declared invalid or unenforceable by a Court or other competent authority with jurisdiction, the invalidity or unenforceability of any clause or sub-clause will not affect the validity or enforceability of any other clause or sub-clause except those which compromise an integral part of it or are otherwise clearly inseparable.

22.       Rights of third parties

The Contract is not intended to benefit or be enforceable by any third parties under the terms of the Contracts (Rights of Third Parties) Act 1999.

23.       Easing the terms of the Contract

If we decide, temporarily, to relax the enforcement of these Conditions by, for instance, permitting you to have more time to pay the Fee, we may at any time decide to apply the Conditions strictly again.

24.       Entire contract

This Conditions and the Fee set out the entire terms agreed between the Parties relating to the Services provided under the Contract and supersede all previous representations, warranties and terms (whether in writing or not) previously made between the Parties.

25.            Applicable law

The Contract is to be governed by and construed according to English law and the Parties agree to submit any disputes to the exclusive jurisdiction of the English Courts.