“Clients”: refers to companies making entries or taking advertising space in the Online Community.
“Online Community”: the website and its contents: www.businessbiscotti.co.uk
“Listings & Entries”: the paid entry relating to businesses in the Online Community.
“Advertisements”: the advertisement, banner advertisement, press release or other paid for promotion bearing the Customer Branding which the client wishes to appear in the Online Community.
“Customer branding”: the branding of the client that may appear in the Advertisement.
“Agreement”: the agreement between Business Biscotti Limited and the customer on these terms and conditions and any special conditions.
“Copy”: style and layout of businesses entry details in the Online Community.
“Duration”: period for which the entry will appear in the Online Community.
“Charge”: cost payable by Businesses for their entry in the Online Community.
“Unacceptable”: in respect of any entry or advertisement, meaning that it is inaccurate, contravenes any law or code of practice or conduct, infringes on intellectual property rights of another, is abusive, immoral, defamatory or otherwise likely to offend users of the Online Community
By completing an entry and or booking form into the Online Community, the customer accepts these terms and authorises Business Biscotti Limited to publish clients’ entries in the Online Community.
3. Obligations of Clients
3.1 To pay price within terms specified by Business Biscotti Limited
3.2 To indemnify Business Biscotti Limited against all losses, costs, claims, damages or other expenses that Business Biscotti Limited incurs as a result of breach by the client of any of these terms, or as a result of any third party claims which Business Biscotti Limited receives as a result of the entries or advertisements.
3.3 To acknowledge that Business Biscotti Limited retains full editorial control over all advertisements and entries and that Business Biscotti Limited will own all copyright in the advertisements and entries, save that Business Biscotti Limited shall not own any customer branding.
3.4 To provide all materials for the advertisements and entries (including, without limitation, GIF, PNG and JPEG files) in accordance with the procedures required by Business Biscotti Limited from time to time.
4. Obligations of Business Biscotti Limited
4.1 To use reasonable endeavours to ensure that advertisements and entries feature in the Online Community for the specified duration.
4.2 To use reasonable endeavours to ensure that the Online Community is accessible to users of the World Wide Web 24 hours a day, though Business Biscotti Limited will not be liable if for any reason the site is unavailable at any time or for any period.
4.3 Business Biscotti Limited does not guarantee any levels of response to advertisements and entries.
5. Rights of Business Biscotti Limited
5.1 The client warrants that the advertisement is not unacceptable. If Business Biscotti Limited at any time considers that any advertisements or entries is unacceptable, Business Biscotti Limited may remove the advertisement and entry from the Online Community. In this case Business Biscotti Limited will not refund any part of the charge to the clients.
5.2 The Customer warrants that the customer branding will not infringe the intellectual property rights of any third party.
5.3 Business Biscotti Limited reserves the right to change the format, style and layout of the Online Community as and when it sees fit.
5.4 Business Biscotti Limited reserves the right to terminate this contract with immediate effect by giving written notice of this to the clients.
5.5 Business Biscotti Limited reserve the right to remove entries from the Online Community, if payment is not received within the specified terms.
6.1 No refund or credit will be given for cancellations received after an advertisement or entry has appeared. The clients will remain liable for the charge in such circumstances.
7.1 Business Biscotti Limited shall not be liable to the clients for any indirect or consequential losses or damage suffered by the clients including (without limitation) any loss of profits, contracts, revenue, goodwill, business, savings or opportunity irrespective of whether Business Biscotti Limited knew or should have known of the possibility of that loss.
7.2 Business Biscotti Limited shall not be liable for any losses, damages, expenses (including, without limitation, any costs of finding replacement advertising space) suffered or incurred by the clients as a result of the Online Community not being accessible to users of the world wide web for any period of time.
7.3 Nothing in these terms and conditions shall operate to limit the liability of either party for any death or personal injury caused by its negligence or that of its employees. In all other events the limit of Business Biscotti Limited liability for any losses, expenses or damages incurred by the Customer or Firms in relation to this agreement (whether on tort, contract or otherwise) shall be equal to the price paid by the clients to Business Biscotti Limited under this agreement.
7.4 Business Biscotti Limited shall not be liable for any delay in or non-performance of its obligations under this Agreement to the extent that such delay or non-performance is due to any cause beyond its reasonable control including but not limited to the acts, defaults or omissions of suppliers or sub-contractors, failure of any telecommunications or power network, war, undeclared hostilities, terrorism, industrial action and acts of God.
7.5 Business Biscotti Limited will use reasonable efforts to comply with the clients’ requested start and end dates for display of the advertisement but cannot warrant that these dates will be met.
8. Other Conditions
8.1 Even if the client is acting as an agency or other representative, it enters into this agreement in its own right as principal and not agent.
8.2 The client shall not assign, transfer or resell its right under this agreement.
8.3 Unless otherwise stated, the positioning of advertisements is to be determined by Business Biscotti Limited
8.4 Content of entries is the responsibility of clients. Unless stated otherwise clients will be liable for the charge of any incorrect listings in the Online Community.
8.5 All entries submitted by clients should be made via the website. Entries submitted via hard copy will be subject to an administrative charge.
8.6 Business Biscotti Limited will endeavour to process within 24 hours from the time of submission, although it will not be liable for any delay in processing entries.
8.7 All entries will run for a period specified from the date of payment.
9. Exclusion of Third Party Rights
Unless expressly provided in this agreement, no term of this agreement is enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to it.
10 Governing law
This Agreement shall be governed by and construed in accordance with English law and the parties submit to the non-exclusive jurisdiction of the English courts.