DIGITARACTIVE ADVERTISING TERMS AND CONDITIONS OF SERVICE
“Conditions” (“Conditions”) of Contract for Digital Media Services from Digital Enterprises and trading as “Digitaractive.com” (“Digitaractive”).
These Conditions of Contract together with our Product Information or Product Comparison Chart apply to all orders to the exclusion of all other conditions.
In these Conditions, the following definitions shall apply unless the context requires otherwise:
1.1 “Advertisement” means an advertisement of the type described in the Product Information or Product Comparison Chart;
1.2 “Advertising Rates” means the price list for Products showing the prices, descriptions and other details for the Products;
1.3 “Digitaractive.com” means the Internet website www.digitaractive.com which is owned and operated by us;
1.4 “Display Banner Advertising” means an online Advertisement linked to a website promoting your goods and / or services as described on the Product Information or Product Comparison Chart;
1.5 “Customer” means a person or company or other organisation who uses Digitaractive.com and requires us to perform the Services under the Contract;
1.6 “Charges” means our fees for performing the Services as shown in our Product Information or Product Comparison Chart;
1.7 “Content” means all text, graphics, logos, photographs, images, moving images, sound, illustrations, trademarks and other materials featured, displayed or used or to be featured, displayed or used in or in relation to the Advertisement;
1.8 “Contract” means the agreement formed between you and us and comprising your Order, these Conditions and our Product Information or Product Comparison Chart;
1.9 “Created Material” means any material or item created by us for you as part of the provision of Services, including for example and not limited to the programming for, or the designs of, a Advertisement;
1.10 “Database” means an electronic database in which details relating to you or Advertisements may be stored for the purposes of our providing the Services;
1.11 “Effective Date” means the date on which the Services are first provided by us to you or made available to Customers;
1.12 “Intellectual Property Rights” means any and all patents, trade marks, rights in domain names, rights in designs, copyrights and database rights (whether registered or not and any applications to register or rights to apply for registration of any of the foregoing) rights in confidential information and all other intellectual property rights of a similar or corresponding character which may subsist now or in the future in any part of the world;
1.13 “Website Link Listing Advertising” means an online Advertisement linked to a website promoting your goods and / or services as shown in our Product Information or Product Comparison Chart;
1.14 “Order” means a request for us to provide a Service submitted by you online at Digitaractive.com or in writing using our standard order form;
1.15 “Product Comparison Chart” means the current price list of certain products or Services;
1.16 “Product Information” means the current description and price list of certain products or Services;
1.17 “Services” means the service(s) we agree to provide under a Contract, including without limitation the products on the Product Information or Product Comparison Chart;
1.18 “Third Party Data” means data we obtain for use under licence from third party organisations and which may be used to assist in the provision of Services and which may be displayed to Customers in association with other material relating to you including for example and not limited to cartographic data used to display location maps;
1.19 “we”, “us” and “our” means Digitaractive.com a trading name of Digital Enterprises and trading as “Digitaractive” (“Digitaractive.com”) owners and operators of Digitaractive.com;
1.20 “you” and “your” means the person who or company or other organisation that requires us to perform the Services under the Contract.
1.21 In these Conditions unless otherwise specified:
Words denoting the singular shall include the plural and vice versa and words denoting any gender shall include all genders.
2. These Conditions
2.1 Digitaractive provides buyers and sellers with information on individuals, businesses, goods and services and enables contact and / or transactions between buyers and sellers or service providers. If you wish us to provide Services to you, you will need to complete an Order. All Orders submitted by you will be subject to these Conditions. The Contract shall not be formed unless and until we send you a written document or electronic communication confirming acceptance of your Order. Orders shall be accepted by us subject to these Conditions, the Product Information and Product Comparison Chart to the exclusion of all other conditions. You should only submit an Order to us if these Conditions are acceptable to you without modification.
2.3 Unless it is terminated earlier in accordance with these Conditions, the Contract will continue with respect to each of the Services, the duration stated in the Product Information or in the Product Comparison Chart for such Services, such duration commencing on the Effective Date; or
where no duration is stated in the Product Information or Product Comparison Chart, until the provision of the Services has been completed.
3. Our Obligations
3.1 Subject to these Conditions, we shall grant you a limited revocable and non-exclusive licence to use Digitaractive.com; and provide or procure the provision of the Services using the reasonable skill and care of a competent provider of services of the types of Services ordered.
4. Your Obligations
As a registered Customer with an Account:
4.1 When you register for our Services and are asked to provide information about yourself in the course of doing so, you must provide information about yourself that is not misleading. Similarly, if you are asked for, and provide, details of a credit, debit or charge card, you must ensure that:
4.1.1 you are fully entitled to use that card, and;
4.1.2 that it has sufficient funds available to cover the charges which are deducted from it.
4.2 During the registration process for the the Digitaractive.com Services, you will receive a verification electronic mail, the purpose of which is to take reasonable steps to ensure that the electronic mail address you have provided during registration is controlled by you. That electronic mail contains simple instructions which you must follow.
4.3 You must ensure that your electronic mail address in your Account Information is kept up-to-date and that you have full control of it to enable us to send you important messages. If you change electronic mail address, then you must inform us of the new address through your Account Information;
4.4 In order to use our Services, you must have internet access and all the software and knowledge required for electronic mail and internet usage.
4.5 You acknowledge and agree that our Services are intended to be used by Customers for the purposes specified in Clause 2. As a result, Customers must not:
4.5.1 post any personal information (to safeguard against for example, without limitation, personal security and identity theft) which include without limit: electronic mail address, telephone number, postal address, and website address; and
4.5.2 use any of our Services, through information collated from it, for the sending of unsolicited bulk electronic mail (sometimes known as spam); or
4.5.3 post Content on, or otherwise use, our Services for any business or commercial purpose except as expressly allowed in writing by us.
4.6 You acknowledge and agree that you are responsible for ensuring that Content you post, or which is posted through a machine on which you access our Services, or any activity or communication you make in relation to our Services, will not:
4.6.2 be, without limitation, harmful, abusive, threatening, harassing, defamatory, racist, discriminatory, obscene, vulgar, pornographic, false, libellous, unreliable, misleading, invasive of other’s privacy, or in our reasonable opinion otherwise objectionable; or
4.6.3 use the Site in a manner that may create a conflict of interest, such as trading reviews with others or soliciting reviews;
4.6.4 breaching any applicable law, whether criminal, tortuous or otherwise.
4.7 We do not screen or monitor all Content prior to posting by Customers on to our Website, as a result we rely upon you the Customer to alert us of any such Content that breaches these Conditions by the use of the “Report Listing” or “Report Abuse” function or by using the contact form on our Website.
As a registered Customer and in addition to Services above, and;
4.8 subject to these Conditions, you shall pay our Charges for each Service you have ordered in accordance with Clause 5;
4.8.1 advise us of and send to us free of Charge any Content that we require from you;
4.8.2 ensure that all Content provided to us by you is legal, decent, and truthful and complies with our current advertisement policies a copy of which can be accessed on Digitaractive.com;
4.8.3 comply with all applicable laws and regulations including without limit the British Code of Advertising Sales and Promotion and Direct Marketing and with all other codes under the supervision of the Advertising Standards Authority (http://www.asa.org.uk/), and the Office for Communication (OFCOM) (www.ofcom.org.uk);
4.8.4 supply all Content in a suitable format as specified on Digitaractive.com; and
4.8.5 ensure that all electronic files have been created using properly licensed software and are free from computer viruses, worms, trogan horses or similar.
4.9 If the Services provided by us to you relates to an Advertisement that is linked to a website designated by you, you hereby grant to us the right to access such website, or any portion thereof, except where technical measures have been used to prevent such access.
4.10 Any electronic mail transmitted from or through any service provided by us, must not attempt to hide, forge or misrepresent the sender of the electronic mail and / or sending site of the electronic mail.
4.11 Any bulk electronic mail transmitted from or through any service provided by us must state categorically how each individual recipient’s electronic mail address was obtained and also state how frequently the mail will be received. It is your responsibility to record details including, but not limited to:
The time and date each electronic mail address was acquired;
The URL from which the subscription was received;
The Internet Protocol (IP) address of the subscriber;
These details must be made available to us upon request.
4.5 Any bulk electronic mail transmitted from or through any service provided by us must contain simple and clear unsubscribe mechanisms; preferably in the form of a working link to a one-click unsubscribe system, although alternatively a valid “reply to” electronic mail address may be used.
4.6 Any bulk electronic mail transmitted from or through any service provided by us must contain correct, non-electronic, contact information for the sender; this must be included clearly within the text of each electronic mail and include where required a:
Contact telephone number; and
Physical mailing address.
5.1 Charges for any Services ordered by you will be our current published prices as listed in our Product Comparison Chart and website for that Service when you submit your Order. All our current prices as shown in our Product Comparison Chart and website are available either on Digitaractive.com or on request. All of our advertised prices are in US dollar $ or pound sterling £ and exclusive of VAT (Value Added Tax) and equivalent currency where available and other applicable taxes which will also be payable by you.
5.2 Charges for all of our Services are payable in advance by you. In the case of our annual Services (which include, without limit, for our Website Link Listing Advertising and Display Banner Advertising) this means that our Charges are due to be paid by you at the same time as your Order and then again by you on each anniversary. In the case of our non-annual Services (which include, without limit, for our Website Link Listing Advertising and Display Banner Advertising) our Charges must be paid by you at the same time as your Order.
5.3 Any alternate arrangement made by us with you in respect of the time for payment of our Charges is entirely at our discretion and shall not be deemed as a waiver of any of our rights. If you do not pay us any sums due from you on the due date for payment, we may at our option charge interest on the overdue amount at the rate of 4% above the current base rate of Barclays Bank Plc.
5.4 Payment shall mean the receipt by us at our principal place of business
(or elsewhere as specified by us) through the crediting to our bank account of money transferred electronically, through a third party payment processor or through the clearing bank’s BACS system. We may withdraw any method of payment at any time without notice to you.
5.5 If any reduction is made available to you in respect of a promotional offer on an Order and you continue to meet all the terms of eligibility relating to that promotional offer then the Charges shall be reduced by the amount shown but not otherwise. Terms of eligibility of promotional offers will be made available on request.
5.6 We may offer new or ancillary services occasionally which require the payment of Charges either to us or a nominated third party based on terms which will be provided to you at the time.
6. Changes to the Services
6.1 Product Information on all our Services are contained on Digitaractive.com and on request. Subject to our acceptance of your Order, and your continual compliance with these Conditions, we will provide the Services specified in your Order in accordance with these Conditions, Product Information and Product Comparison Chart, using our reasonable skill and care. We reserve the right to use agents and / or sub-contractors to perform the Services on our behalf where we deem it appropriate to do so.
6.2 We are commited to continuing service improvements. Notwithstanding our right to suspend or terminate the Services in accordance with Clauses 9 and 11, we reserve the right to modify our Services and Digitaractive.com at any time without giving you prior notice but in doing so we will endeavour not to materially diminish the overall functionality and value of the Services or Digitaractive.com. Accordingly, the Product Information and Product Comparison Chart is subject to change from time to time.
6.3 We may from time to time modify these Conditions. Unless we are acting because of a legal requirement or a court order, we will post a notice on Digitaractive.com no less than seven days before the proposed amendment becomes effective.
6.4 We may offer new or added services through Digitaractive.com occasionally. Your use of those services may be subject to additional Conditions, or rules of use, which you must comply with. Any failure by you to comply with a material provision of the Conditions or rules governing such additional services, will amount to a material breach of this Contract which may lead to termination of the same.
7. Limitation of Liability
7.1 We will endeavour to ensure the availability of Services at all agreed times but you acknowledge and agree that computer and telecommunications systems are not uninterrupted or error-free and we do not make any representation or warranty in relation to such systems. You further acknowledge and agree that occasional periods of downtime for repair, maintenance and upgrading may be required and we cannot therefore guarantee uninterrupted provision of Services.
7.2 We may in our discretion decline to publish, or we may edit, omit or suspend all or part of your Content, without your prior permission and whether or not we have previously accepted it for publication on Digitaractive.com. We have no obligation to publish or display your Content on Digitaractive.com or at all and we will have no liability for our refusal or omission to do so for any reason.
7.3 We will have no liability to you for any loss of your copy, artwork, photographs, or any other media forming your Content. You acknowledge that it is your sole responsibility to retain the originals and copies of your Content material.
7.4 You acknowledge and agree that we make no warranty and give no representation of any kind in relation to Third Party Data and we accept no responsibility or liability for inaccuracy in or arising out of Third Party Data and which may be used to assist in the provision of Services by us and which may be displayed on the Digitaractive.com website or otherwise by us.
7.5 You acknowledge and agree that we make no warranty and give no representation of any kind that Digitaractive.com or any of our Services will be error-free, free of viruses or other impairing or harmful components. We will endeavour to ensure that errors do not impair Services and we will run commercially available virus detection and correction software.
7.6 You acknowledge and agree that Digitaractive.com may contain links to other
websites provided by independent third parties. We make no warranty and give no representation whatsoever concerning the Content of those sites and the fact that we provide a link to a particular site is not an endorsement, sponsorship, authorisation, or affiliation by us in relation to such sites, its owners or its providers.
7.7 Nothing in the Contract shall limit or exclude liability in respect of death or personal injury caused by negligence, or fraudulent misrepresentation.
7.8 Unless as provided in this Clause 7, we shall have no liability, to the maximum extent permitted by applicable law, for any of the following losses or damage (whether such losses or damage were foreseen, foreseeable, known or otherwise):
7.8.1 loss of revenue;
7.8.2 loss of actual or anticipated profits (including for loss of profits on contracts);
7.8.3 loss of anticipated savings;
7.8.4 loss of business;
7.8.5 loss of opportunity;
7.8.6 loss of goodwill;
7.8.7 loss of reputation;
7.8.8 loss of, damage to or corruption of data or software;
7.8.9 wasted expenditure; or
7.8.10 any indirect or consequential loss or damage howsoever caused (including, for the avoidance of doubt, where such loss or damage is of the type specified in Clauses 7.8.1 to 7.8.9).
7.9 Except as specified expressly in this Clause 7, the limitations on and exclusions of liability for damages in the Contract apply regardless of whether the liability is based on breach of Contract, tort (including negligence), strict liability, breach of warranties, restitution or any other legal theory.
7.10 Except as provided in Clause 7.7, our entire liability under the Contract shall not exceed the total Charges paid by you for the Service(s) that is the subject of the claim.
7.11 All conditions and warranties stated in the Contract are in lieu of all other conditions, warranties or other terms concerning the supply or purported supply of, failure to supply or delay in supplying the Services which but for this Clause 7.11 have effect between us and you or would otherwise be implied into or incorporated into the Contract, whether by statute, common law or otherwise, all of which are hereby excluded to the maximum extent permitted by law (including, without limitation, the implied conditions, or warranties).
7.12 Except as provided in Clause 7.3, if we make an error in, or omission of from an Advertisement (provided that such error or omission does not arise as a result of a failure by you to comply with your obligations under the Contract), we will correct this as soon as reasonably practicable upon receipt of written notification and without charge to you. Further, we reserve the right to reduce the Charges for such Service as is fair and reasonable having regard to the nature of the error or omission or extend the duration of the Contract without charge to you. Except as provided above, this represents the full extent of our liability to you in respect of errors in or omissions from Advertisements.
7.13 Except as set out in the Contract, if we fail to comply with our obligations under the Contract as a result of an event outside of our reasonable control, we will have no liability to you as a result of such failure. We will promptly notify you as soon as reasonably practicable (and in any case, within fourteen (14) days) and we will take all reasonable steps to eliminate or mitigate the consequences of such an event, and where relevant, resume performance of our obligations affected by that event as soon as practicable.
You will at all times and on demand fully indemnify us and keep us fully indemnified from and against any claims, threatened or made against us arising as a result of your non-compliance with any of your representations, warranties or obligations set out in the Contract.
9. Suspension of the Services
9.1 Without prejudice to any other rights we may have, we reserve the right to suspend the Services in whole or part, and without notice, in situations where we (in our sole discretion) consider the Advertisement or other material (including a website link or your linked website) is unlawful, offensive, misleading, prejudicial or inflammatory; and / or is likely to expose us to claims or liability, lead us into prosecution, criticism, or disrepute or cause us embarrassment; and / or
9.1.1 infringes our rights or the rights of third parties or does not comply with our then current advertising guidelines, including our editorial guidelines, (a copy of which we will provide on request) or if the publication of an Advertisement or other material does or would, in our reasonable opinion, be likely to mislead, offend, or disadvantage a Customer or otherwise misrepresents the nature of the goods or service being advertised or the place or places from which you conduct business; or
9.1.2 repeatedly post the same or similar Content or otherwise impose an unreasonable or disproportionately large load on our infrastructure; or post the same Content in more than one directory or classified category; or post the same Content in more than one account; or
9.1.3 using any form of automated device or computer program (including, without limit, agents, scripts, robots, or spiders):
220.127.116.11 to monitor or copy our Website or its content or bypass our services or to interfere or attempt to interfere with the operation of our Website;
18.104.22.168 that enables the submission of Content without each posting being manually entered by you, including without limit any device to post Content in bulk or for automatic submission at regular intervals; or
9.1.4 you fail to pay our Charges in accordance with Clause 5; or we have reasonable grounds to believe that the rights’ owner of any Intellectual Property Rights within the Advertisement or material has withheld, withdrawn or failed to give his permission for your use of the same.
9.2 The period during which we may suspend the Services will continue until the circumstances giving rise to our right to suspend the Services ceases to subsist or until the Contract is terminated in accordance with Clause 11.
9.3 In the event we take action under Clauses 9.1 to 9.3, you will continue to be obliged to pay any Charges owing or that arise during the period when the Service(s) are suspended.
10. Intellectual Property Rights
10.1 You warrant that you are the owner of all Intellectual Property Rights in any Content provided to us; or
you have been duly authorised to use such Intellectual Property Rights and to allow us to use them on your behalf;
and you hereby grant us a worldwide royalty free right to use such Intellectual Property Rights for the purpose of providing the Services including without limitation the right to publish, hold, reproduce, adapt, modify transmit and disclose any Content.
10.2 Where Content provided to us by you comprises in whole or in part material that has previously been published in other media such as, by way of example and not limitation, online directories, you warrant that you have all rights, authority, licences and consents necessary to order the reproduction of that material on Digitaractive.com.
10.3 We reserve the right to disclose to persons we reasonably consider to be the owner of Intellectual Property Rights in Content provided by you; or
your intention to use such Intellectual Property Rights and you hereby give your irrevocable consent to such disclosure; or
ask you to provide us with suitable documentary evidence that will reasonably satisfy us of your entitlement to make use of Intellectual Property Rights, and to permit us to make use of Intellectual Property Rights on your behalf, and you hereby agree to provide such evidence upon request.
10.4 We make some of the website Content Feed Content available via Real Simple Syndication and Atom feeds. You may access and use the Feeds in order to display Feed Content on your personal computer, website, or blog, provided that:
10.4.1 your use of the Feeds is for personal, non-commercial purposes only;
10.4.2 your display of the Feed Content links back to the relevant pages on the website and acknowleges Digitaractive as the source of the Feed Content;
10.4.3 your use or display of the Feed Content does not suggest that we promote or endorse any third party causes, ideas, websites, products or services;
10.4.4 you do not redistribute the Feed Content, and
10.4.5 your use of the Feeds does not overburden our systems. We reserve all rights in the Feed Content and may terminate the Feeds at any time.
10.5 Nothing in these Conditions provides for any transfer or assignment of ownership of any Intellectual Property Rights. We own all Intellectual Property Rights in Digitaractive.com and our Database. All Intellectual Property Rights in Created Material, shall be owned by us, whether or not the Created Material is derived or developed from material supplied as Content. Ownership of the Intellectual Property Rights in Created Material does not pass to you and you will not be entitled to use Created Material in any form or in any media.
11. Termination of the Contract
11.1 The Contract for annual Services will terminate upon an initial period of twelve (12) months from the Effective Date on which you make payment to us. Thereafter, the Contract will renew for additional periods of twelve (12) months on payment by you of a renewal Charge. If you cancel any of the Services other than at the end of a twelve (12) month period, we will not refund any payments made in respect of the remainder of the period.
11.2 The Contract for non-annual Services will terminate upon the completion by us of the Services you have ordered and receipt of payment in cleared funds from you of all Charges that are due in relation to them.
11.3 The Contract for monthly Services will terminate upon an initial period of thirty (30) days from the Effective Date on which you make payment to us. Thereafter, the Contract will renew for additional periods of thirty (30) days on payment by you of a renewal Charge. If you cancel any of the Services other than at the end of a thirty (30) day period, we will not refund any payments made in respect of the remainder of the period.
11.4 The Contract for three monthly Services will terminate upon an initial period of ninety (90) days from the Effective Date on which you make payment to us. Thereafter, the Contract will renew for additional periods of ninety (90) days on payment by you of a renewal Charge. If you cancel any of the Services other than at the end of a ninety (90) day period, we will not refund any payments made in respect of the remainder of the period.
11.5 The Contract for six monthly Services will terminate upon an initial period of one hundred and eighty (180) days from the Effective Date on which you make payment to us. Thereafter, the Contract will renew for additional periods of one hundred and eighty (180) days on payment by you of a renewal Charge. If you cancel any of the Services other than at the end of a one hundred and eighty (180) day period, we will not refund any payments made in respect of the remainder of the period.
11.6 Without prejudice to Clauses 8 and 9, we reserve the right to terminate the provision of Services or part thereof by providing you with not less than fourteen (14) days notice of such termination. In the event of such termination, 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 services or part thereof have terminated.
11.7 We may terminate all or part of the Services with immediate effect by giving written notice to you if:
11.7.1 you commit a material breach of any Contract provision, or a series of breaches of the Contract which in combination amount to a material breach of the Contract, provided that in the case of a breach which is capable of remedy you fail to remedy the breach within 14 days of receiving a written request to do so;
11.7.2 you cease or threaten to cease to carry on the whole or any part of your business and are unable to pay any outstanding debts;
11.7.3 you convene a meeting of your creditors or a resolution is passed or applied for, for the voluntary winding up or a petition for the compulsory winding up is presented or applied for;
11.7.4 you appoint or applied for a administrator, receiver, manager, or supervisor of a composition or scheme;
11.7.5 you conduct a change in control of your business (other than as a result of reorganisation, amalgamation or reconstruction without insolvency); or
11.7.6 we suffer from any event or circumstance beyond our reasonable control or
which we could not reasonably be expected to have taken into account at the date of the Contract, and which results in or causes our failure to perform any or all of our obligations under the Contract (including, without limitation, any act of God, lightning, fire, storm, flood, earthquake, act of the public enemy, war declared or undeclared, threat of war, terrorist act, blockade, revolution, riot, insurrection, civil commotion, industrial action, public demonstration, strike, sabotage, act of vandalism or explosion).
12. Unsolicited Goods and Services
The parties acknowledge and agree that any Orders requiring the inclusion of an Advertisement or other details relating to you in a Database may constitute an entry in a directory within the meaning of Section 3 of the Unsolicited Goods and Services Act 1971 as amended from time to time and that the Order shall be construed as the note of agreement required by the same section 3.
13.1 We provide the Digitaractive.com Services on an “as is” and “as available” basis. While we endeavour to ensure the accuracy of the information provided on Digitaractive.com, we:
13.1.1 do not warrant or guarantee the accuracy, reliability or legality of any information contained in Digitaractive.com;
13.1.2 disclaim all or any warranties, express or implied, relating to Digitaractive.com or any other products or Services, including in particular any warranties of satisfactory quality or fitness for a particular purpose;
13.1.3 will not be liable under any circumstances whatsoever for any direct, indirect, consequential, punitive or special damages arising from the use of Digitaractive.com; and
13.1.4 reserve the right, at our discretion, to periodically make changes to the information provided on Digitaractive.com. You are, therefore, advised to check the information provided to you through Digitaractive.com. Any reliance that you place on the accuracy of that information is at your own sole risk.
13.2 You should not assume that we recommend any particular product or service, even though we make details of it available. If any products or services bought through Digitaractive.com are unsatisfactory, we shall bear no responsibility; the supplier of the goods or services should be contacted directly.
14.1 We reserve the right to assign this Contract, and to assign or subcontract any or all of our rights and obligations under this Contract. You shall not assign or otherwise dispose of all or any of your rights or obligations under the Contract without obtaining our prior written consent.
14.2 Failure of either party to assert its rights in relation to any breach of the Contract shall not constitute a waiver of such rights, nor will any such waiver be implied.
14.3 Each provision of these Conditions shall be construed separately and shall be severable from these Conditions. If any provision of these Conditions (or portion thereof) is invalid, illegal or unenforceable, the validity, legality or enforceability of the remainder of these Conditions will not be affected or impaired.
14.4 The headings of these Conditions are for convenience only.
14.5 Any communication to be given in connection with the matters contemplated by the Contract shall, except where expressly provided otherwise, be in writing and shall either be delivered by electronic mail (e-mail), hand or sent by pre-paid post. Delivery by courier shall be regarded as delivery by hand. Any notices served under the Contract shall be deemed to have been served as follows:
if personally delivered to the registered office of one of the parties, on delivery; and
if sent by pre-paid post, after the same was delivered to the postal authorities.
14.6 Each party agrees that in entering into the Contract 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 Contract or not) other than as expressly set out in the Contract for which its sole remedy shall be for breach of Contract under the terms of the Contract. Nothing in this Clause shall, however, operate to limit or exclude any liability for fraud.
14.7 A person who is not a party to the Contract shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.
14.8 The Contract 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.
15. Jurisdiction and Governing Law
The Contract is made and shall be subject to the Laws of England and Wales and the parties submit to the exclusive jurisdiction of the Courts of England and Wales.