Terms & Conditions

Terms of website use

This page (together with the documents referred to on it) tells you the terms of use on which you may make use of our website www.arrowadvertiser.co.uk (our site), whether as a guest or a registered user. The terms of website use are immediately followed by the Terms and Conditions for the Supply of Magazine Advertising Services, which apply to any advertisements placed in the Arrow Advertiser Magazine.

Please read these terms of use carefully before you start to use the site. By using our site, you indicate that you accept both sets of terms, as applicable, and that you agree to abide by them. If you do not agree to these terms of use, please refrain from using our site.

Information about us

www.arrowadvertiser.co.uk is a site operated by Arrow Publishing Limited (“We”). We are a limited company registered in England and Wales under company number 4510350 and have our registered office at 9 Guild Street, Stratford upon Avon, Warwickshire CV37 6RE.

Accessing our site

Access to our site is permitted on a temporary basis, and we reserve the right to withdraw or amend the service we provide on our site without notice (see below). We will not be liable if for any reason our site is unavailable at any time or for any period.

From time to time, we may restrict access to some parts of our site, or our entire site, to users who have registered with us.

If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any third party. We have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our opinion you have failed to comply with any of the provisions of these terms of use.

When using our site, you must comply with the provisions of our acceptable use policy as set out below.

You are responsible for making all arrangements necessary for you to have access to our site. You are also responsible for ensuring that all persons who access our site through your internet connection are aware of these terms, and that they comply with them.

Intellectual property rights

We are the owner or the licensee of all intellectual property rights in our site, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.

You may print off one copy, and may download extracts, of any page(s) from our site for your personal reference and you may draw the attention of others within your organisation to material posted on our site.

You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.

Our status (and that of any identified contributors) as the authors of material on our site must always be acknowledged.
You must not use any part of the materials on our site for commercial purposes without obtaining a licence to do so from us or our licensors.

If you print off, copy or download any part of our site in breach of these terms of use, your right to use our site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.

Reliance on information posted

Commentary, advertisements, events and other materials posted on our site are not intended to amount to advice or information on which reliance should be placed. As most of the content on our site comes from other users we disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to our site, or by anyone who may be informed of any of its contents.

We do not promise to review users’ postings and are not involved in the actual transactions between users. We cannot guarantee the quality, safety or legality of what is offered by users on our site.

All users are advised to check advertisement and event details carefully before entering into an agreement of any kind. If in doubt, users should seek legal advice before entering into any agreement.

Our site changes regularly

We aim to update our site regularly, and may change the content at any time. If the need arises, we may suspend access to our site, or close it indefinitely. Any of the material on our site may be out of date at any given time, and we are under no obligation to update such material.

Our liability

The material displayed on our site is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, we and third parties connected to us hereby expressly exclude:

  • All conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.
  • Any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with our site or in connection with the use, inability to use, or results of the use of our site, any websites linked to it and any materials posted on it, including, without limitation any liability for: loss of income or revenue; loss of business; loss of profits or contracts; loss of anticipated savings; loss of data; loss of goodwill; wasted management or office time; and for any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to your tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out above.

Our liability to you or any third party (whether in contract, tort, negligence, under statute or otherwise) is limited to the greater of the total fees you pay to us in the 12 months prior to the action giving rise to liability and £100 sterling.
This does not affect our liability for death or personal injury arising from our negligence, nor our liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, nor any other liability which cannot be excluded or limited under applicable law.

Information about you and your visits to our site

We process information about you in accordance with our privacy policy. By using our site, you consent to such processing and you warrant that all data provided by you is accurate.

Uploading material to our site

Whenever you make use of a feature that allows you to upload material to our site, or to make contact with other users of our site, you must comply with the content standards set out in our acceptable use policy below. You warrant that any such contribution does comply with those standards, and you indemnify us for any breach of that warranty.

Any material you upload to our site will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such material for any purpose. We also have the right to disclose your identity to any third party who is claiming that any material posted or uploaded by you to our site constitutes a violation of their intellectual property rights, or of their right to privacy.

We will not be responsible, or liable to any third party, for the content or accuracy of any materials posted by you or any other user of our site.

We have the right to remove any material or posting you make on our site if, in our opinion, such material does not comply with the content standards set out in our acceptable use policy set out below:

Acceptable use policy

The acceptable use policy below sets out the terms between you and us under which you may access our site. This acceptable use policy applies to all users of, and visitors to, our site.

Prohibited uses

You may use our site only for lawful purposes. You may not use our site:

  • In any way that breaches any applicable local, national or international law or regulation.
  • In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect.
  • For the purpose of harming or attempting to harm minors in any way.
  • To send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards set out below.
  • To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).
  • To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

You also agree:

  • Not to reproduce, duplicate, copy or re-sell any part of our site in contravention of these terms of use
  • Not to access without authority, interfere with, damage or disrupt:
    • any part of our site;
    • any equipment or network on which our site is stored;
    • any software used in the provision of our site; or
    • any equipment or network or software owned or used by any third party.

Content standards

These content standards apply to any and all material which you contribute to our site (contributions), and to any interactive services associated with it.

You must comply with the spirit of the following standards as well as the letter. The standards apply to each part of any contribution as well as to its whole.

Contributions must:

  • Be accurate (where they state facts).
  • Be genuinely held (where they state opinions).
  • Comply with applicable law in the UK and in any country from which they are posted.

Contributions must not:

  • Contain any material which is defamatory of any person.
  • Contain any material which is obscene, offensive, hateful or inflammatory.
  • Promote sexually explicit material.
  • Promote violence.
  • Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
  • Infringe any copyright, database right or trade mark of any other person.
  • Be likely to deceive any person.
  • Be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence.
  • Promote any illegal activity.
  • Be threatening, abuse or invade another’s privacy, or cause annoyance, inconvenience or needless anxiety.
  • Be likely to harass, upset, embarrass, alarm or annoy any other person.
  • Be used to impersonate any person, or to misrepresent your identity or affiliation with any person.
  • Give the impression that they emanate from us, if this is not the case.
  • Advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.

Suspension and termination

Failure to comply with this acceptable use policy constitutes a material breach of the terms of use upon which you are permitted to use our site, and may result in our taking all or any of the following actions:

  • Immediate, temporary or permanent withdrawal of your right to use our site.
  • Immediate, temporary or permanent removal of any posting or material uploaded by you to our site.
  • Issue of a warning to you.
  • Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach.
  • Further legal action against you.
  • Disclosure of such information to law enforcement authorities as we reasonably feel is necessary.
  • We exclude liability for actions taken in response to breaches of this acceptable use policy. The responses described in this policy are not limited, and we may take any other action we reasonably deem appropriate.

Placing advertisements and promoting events on our site

In order to maintain quality content for the users of our site, we do not accept content that may be offensive to others and we do not allow the sale of the following items: animals; weapons; tobacco; adult videos and DVDs; and requests for money.

All advertisements placed must comply with the British Code of Advertising Practice and all other codes under the general supervision of the Advertising Standards Authority and the requirements of current legislation in the United Kingdom.

Advertisements and event promotions are accepted at our absolute discretion and if we consider it necessary or desirable the advertisement copy may be edited and classified at our absolute discretion.

By submitting an advertisement or promoting an event online the user is requesting that the information appears on our site. This means that the information, including any personal details provided such as telephone number, email address and company details could be viewed by any person with internet access and the user hereby consents to the publication of their data in this way.

Once an advertisement or event details have been submitted to us we shall endeavour to place the information on our site within 3 working days, weekends and bank and national holidays excluded.

Advertisements and events will remain on our site for a minimum of 7 days.

We reserve the right to refuse or delete advertisements or events which we feel are inappropriate at our sole discretion.

We are unable to verify the accuracy of any statements made by the user in the advertisement copy and the user shall therefore be responsible for any losses .

The user shall report to us any suspected errors or inaccuracies with the advertisement or event details as soon as they come to the user’s attention.

Viruses, hacking and other offences

You must not attempt to gain unauthorised access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack.

By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our site or to your downloading of any material posted on it, or on any website linked to it.

Linking to our site

You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.

You must not establish a link from any website that is not owned by you.

Our site must not be framed on any other site, nor may you create a link to any part of our site other than the home page. We reserve the right to withdraw linking permission without notice. The website from which you are linking must comply in all respects with the content standards set out in our acceptable use policy above.

Links from our site

Where our site contains links to other sites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.

Jurisdiction and applicable law

The English courts will have exclusive jurisdiction over any claim arising from, or related to, a visit to our site although we retain the right to bring proceedings against you for breach of these conditions in your country of residence or any other relevant country.

These terms of use and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales

Variations

We may revise these terms of use at any time by amending this page. You are expected to check this page from time to time to take notice of any changes we made, as they are binding on you and your continued access to the website means that you agree to be bound by the most current version of the terms and conditions of use. Some of the provisions contained in these terms of use may also be superseded by provisions or notices published elsewhere on our site.

Your concerns
If you have any concerns about material which appears on our site, please contact admin@arrowadvertiser.co.uk.

Thank you for visiting our site.

Terms and conditions for the supply OF MAGAZINE ADVERTISING services

Agreed terms

Interpretation
1.1 – The definitions and rules of interpretation in this condition apply in these terms and conditions (Conditions).

Business Directory: the online business directory on the Website.

Contract: the Customer’s acceptance of a quotation for Services by the Publisher under condition 1.5.

Customer: the person, firm or company who purchases Services from the Publisher.

Deliverables: all Documents, products and materials developed by the Publisher or its agents, subcontractors, consultants and employees in relation to the Services in any form (including drafts).

Distribution Area: for the Stratford edition of the Publication means postcode area CV37 (sectors 6,7,8,9,0), postcode CV35 (sector 9) and postcode B95 (Sectors 5 and 6); for the Bidford and Alcester edition of the Publication means postcode area B49 (sectors 5 and 6) and postcode area B50 (sector 4)

Document: includes, without limitation, in addition to any document in writing, any drawing, map, plan, diagram, design, picture or other image, tape, disk or other device or record embodying information in any form.

In-put Material: all Documents, information and materials provided by the Customer relating to the Services including (without limitation), computer programs, data, reports and specifications.

Intellectual Property Rights: all patents, copyright and related rights, trade marks, design rights, database rights and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world, in or relating to the Deliverables.

Order: means a request for Services placed by the Customer with the Publisher

Order Confirmation: means the confirmation sent by the Publisher to the Customer, whether by email or other means, confirming details of the Customer’s request for Services.

Publisher: Arrow Publishing Limited

Publication: means the Arrow Advertiser magazine

Services: the publication of advertisements by the Publisher under the Contract together with any other services which the Publisher provides, or agrees to provide, to the Customer.

Publisher’s Equipment: any equipment, including tools, systems, cabling or facilities, provided by the Publisher or its subcontractors and used directly or indirectly in the supply of the Services.

VAT: value added tax chargeable under English law for the time being and any similar additional tax.

Website: the Publisher’s website at www.arrowadvertiser.co.uk.

1.2 – A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension, or re-enactment.

1.3 – Any obligation in the Contract on a person not to do something includes, without limitation, an obligation not to agree, allow, permit or acquiesce in that thing being done.

Application of Conditions

1.4 – These Conditions together with the Publisher’s Booking, Discount and Payment Terms as set out in the Publisher’s current rate card as amended from time to time (the ‘Booking, Discount and Payment Terms’), shall:

  1. apply to and be incorporated into the Contract; and
  2. prevail over any inconsistent terms or conditions contained, or referred to, in the Customer’s purchase order, confirmation of order, acceptance of a quotation, or specification or other Document supplied by the Customer, or implied by law, trade custom, practice or course of dealing.

1.5 – The Customer’s acceptance of a quotation for Services by the Publisher, constitutes an offer by the Customer to purchase the Services on these Conditions and the Booking, Discount and Payment Terms. No offer placed by the Customer shall be accepted by the Publisher other than:

  1. by a written acknowledgement issued and executed by the Publisher; or
  2. (if earlier) by the Publisher starting to provide the Services,

when a contract for the supply and purchase of the Services on these Conditions will be established. The Customer’s standard terms and conditions (if any) attached to, enclosed with or referred to in any purchase order or other Document shall not govern the Contract.

1.6 – Quotations are given by the Publisher on the basis that no Contract shall come into existence except in accordance with condition 1.5. Any quotation is valid for a period of 30 days from its date, provided that the Publisher has not previously withdrawn it.

Publisher’s obligations

1.7 – The Publisher shall use reasonable endeavours to provide the Services in accordance with the Order Confirmation.

1.8 – The Publisher shall use reasonable endeavours to distribute the Publication within 10 working days (excluding Bank Holidays) of the distribution dates stated on the Website but any such dates shall be estimates only and time shall not be of the essence for performance of the Services. Distribution means that the Publication will be distributed to houses and businesses in every hamlet and village within the appropriate Distribution Area as stated in the Order Confirmation, but does not guarantee that every house or business in the Distribution Area will receive a copy of the Publication.

1.9 – The Publisher cannot guarantee insertion or that any advertisement placed by the Customer will occupy a specific position in the Publication or that competing businesses, products or events will not appear in the Publication or on the same page as the Customer’s advertisement.

Customer’s obligations

1.10 The Customer shall:

  1. co-operate with the Publisher in all matters relating to the Services;and
  2. provide to the Publisher, in a timely manner and in accordance with any deadlines specified on the Publisher’s rate card and Website from time to time, such In-put Material and other information as the Publisher may require and ensure that it is accurate in all respects;

1.11 – If the Publisher’s performance of its obligations under the Contract is prevented or delayed by any act or omission of the Customer, its agents, subcontractors, consultants or employees, the Publisher shall not be liable for any costs, charges or losses sustained or incurred by the Customer arising directly or indirectly from such prevention or delay.

1.12 – The Customer shall be liable to pay to the Publisher, on demand, all reasonable costs, charges or losses sustained or incurred by the Publisher (including, without limitation, any direct, indirect or consequential losses, loss of profit and loss of reputation, loss or damage to property and those arising from injury to or death of any person and loss of opportunity to deploy resources elsewhere) arising directly or indirectly from the Customer’s fraud, negligence, failure to perform or delay in the performance of any of its obligations under the Contract, subject to the Publisher confirming such costs, charges and losses to the Customer in writing

Orders

1.13 – Artwork for advertisements must be provided in one of the following formats: PDF; EPS; and JPEG (at 300 dpi ).
The Publisher reserves the right not to accept the Customer’s Order or to publish any advertisement placed by the Customer and the Publisher will not be liable for any loss or damage incurred as a result of its failure in these respects. 

1.14 – The Publisher may reject any Order (in whole or part) prior to (any) publication by notice to the Customer and (to the extent rejected) the Publisher will refund any pre-payment in that case but will have no further liability

1.15 – The Publisher may carry forward an advertisement not inserted to the next suitable issue of a Publication.

1.16 – If the Customer places an Order but fails to provide copy/artwork by the deadline requested by the Publisher, the Publisher may repeat any previous relevant advertisement from the Customer for which the Publisher has copy, or use a filler, and charge the Customer the full price for the Services in any event.

1.17 – The Customer confirms and warrants to the Publisher that the copy the Customer provides and the publication by the Publisher of an advertisement pursuant to an Order will:

  1. be legal, decent, honest and truthful;
  2. not result in a breach of any relevant Code of Practice, including the Advertising Standards Code of Practice
  3. not breach any legislation;
  4. not be defamatory;
  5. not infringe any copyright, trademarks or other legal rights of any person or company and that the Customer has received any consent needed to refer to or portray people (expressly or impliedly) in the advertisement.
  6. if appearing on the Website will not contain hyperlinks or metatags linking to the Customer’s own website unless express prior permission has been granted by the Publisher.

1.18 – Any Input Material, copy or artwork submitted by the Customer is held by the Publisher at the Customer’s own risk and should be insured by the Customer against loss or damage from what ever cause.  The Publisher reserves the right to destroy without notice all such property after the date of its last appearance in an advertisement unless the Customer has given written instructions to the contrary.

Business Directory

The position and prominence of any listing in the Business Directory is entirely at the discretion of the Publisher.

Errors Omissions or Inaccuracies in Advertisements

1.19 – The Publisher will not be liable for:

  1. any error (including but not limited to spelling and text errors), misprint, inaccuracy or omission in advertisements, if a proof has been provided to and agreed by the Customer (please note the Publisher does not guarantee that the Customer will be provided with a proof);
  2. any error (including but not limited to spelling and text errors), misprint, inaccuracy or omission in an advertisement, if that error is notified to the Publisher more than one week after its publication;
  3. any error (including but not limited to spelling and text errors) misprint, inaccuracy or omission in a second or subsequent advertisement in a series;
  4. any error (including but not limited to spelling and text errors) misprint, inaccuracy or omission in an advertisement which does not detract from the essence of that advertisement.

1.20 – Where the Publisher acknowledges an error (including but not limited to spelling and text errors) misprint, inaccuracy or omission the Publisher will, at its choice, either publish the corrected advertisement, or depending upon how payment was made issue the Customer a credit note or refund its credit/debit card, to a value not exceeding the price of the advertisement and this will be the limit of the Publisher’s liability in respect of the error, misprint, inaccuracy or omission.

Charges and payment

1.21 – In consideration of the provision of the Services by the Publisher, the Customer shall pay the charges as set out in the Publisher’s rate card, as amended from time to time.

1.22 – All charges quoted to the Customer shall be exclusive of VAT, which the Publisher shall add to its invoices at the appropriate rate.

1.23 – The Services will be paid for in cleared funds in advance unless an alternative arrangement is made with the Publisher prior to the provision of the Services.

1.24 – Without prejudice to any other right or remedy that it may have, if the Customer fails to pay the Publisher on the date agreed with the Publisher, the Publisher may:

  1. charge interest on such sum from the due date for payment at the annual rate of 4% above the base lending rate from time to time of Barclays Bank, accruing on a daily basis and being compounded quarterly until payment is made, whether before or after any judgment; and
  2. suspend all Services until payment has been made in full.

1.25 – Time for payment shall be of the essence of the Contract.

1.26 – All sums payable to the Publisher under the Contract shall become due immediately on its termination, despite any other provision. This condition 1.26 is without prejudice to any right to claim for interest under the law, or any such right under the Contract.

1.27 – The Publisher may, without prejudice to any other rights it may have, set off any liability of the Customer to the Publisher against any liability of the Publisher to the Customer.

Intellectual property rights

The Publisher retains copyright (and any other Intellectual Property Rights) in all the artwork, copy and other materials in any advertisement produced during the provision of the Services (even if combined with any of the Customer’s copyright materials).  In addition, the Customer agrees that the Publisher owns the copyright in the typographical arrangement of all advertisements produced during the provision of the Services. 

Limitation of liability – THE CUSTOMER’S ATTENTION IS PARTICULARLY DRAWN TO THIS CONDITION

1.28 -This condition 1.27 sets out the entire financial liability of the Publisher (including any liability for the acts or omissions of its employees, agents, consultants, and subcontractors) to the Customer in respect of:

  1. any breach of the Contract ;
  2. any use made by the Customer of the Services; and
  3. any representation, statement or tortious act or omission (including negligence) arising under or in connection with the Contract.

1.29 – All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.

1.30 – Nothing in these Conditions limits or excludes the liability of the Publisher:

  1. for death or personal injury resulting from negligence; or
  2. for any damage or liability incurred by the Customer as a result of fraud or fraudulent misrepresentation by the Publisher

1.31 – Subject to condition 10.2 and condition 10.3 the Publisher shall not be liable for loss of profits, loss of business, depletion of goodwill and/or similar, loss of corruption of data or information or any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses.

1.32 – the Publisher’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance, or contemplated performance, of the Contract shall be limited to the price paid for the Services.

Data protection

The Customer acknowledges and agrees that details of the Customer’s name, address and payment record may be submitted to a credit reference agency, and personal data will be processed by and on behalf of the Publisher in connection with the Services.

Termination

1.33 – Without prejudice to any other rights or remedies which the parties may have, either party may terminate the Contract immediately on giving notice to the other if:

  1. the other party fails to pay any amount due under the Contract on the due date for payment and remains in default not less than seven days after being notified in writing to make such payment; or
  2. the other party commits a material breach of any of the terms of the Contract and (if such a breach is remediable) fails to remedy that breach within 30 days of that party being notified in writing of the breach; or
  3. the other party repeatedly breaches any of the terms of the Contract in such a manner as to reasonably justify the opinion that its conduct is inconsistent with it having the intention or ability to give effect to the terms of the Contract; or
  4. the other party is unable to pay its debts as they fall due or (being a company) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or enters into compulsory or voluntary liquidation or has a receiver or manager or an administrative receiver or an administrator appointed over its assets or (being a natural person) is deemed either unable to pay his debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986 or (being a partnership) has any partner to whom any of the foregoing apply or ceases for any reason to carry on business.

1.34 – On termination of the Contract for any reason:

  1. the Customer shall immediately pay to the Publisher all of the Publisher’s outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, the Publisher may submit an invoice, which shall be payable immediately on receipt; and
  2. the accrued rights and liabilities of the parties as at termination and the continuation of any provision expressly stated to survive or implicitly surviving termination, shall not be affected.

Force Majeure

The Publisher shall have no liability to the Customer under the Contract if it is prevented from, or delayed in performing, its obligations under the Contract or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including (without limitation) strikes or other industrial disputes (whether involving the workforce of the Publisher or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of Publishers or subcontractors. If such an act of Force Majeure continues for more than 3 consecutive months then the Customer shall have the right to terminate the Contract upon giving written notice to the Publisher.

Variation

No variation of the Contract or these Conditions shall be valid unless it is in writing and signed by or on behalf of each of the parties.

Waiver

A waiver of any right under the Contract is only effective if it is in writing and it applies only to the circumstances for which it is given. No failure or delay by a party in exercising any right or remedy under the Contract or by law shall constitute a waiver of that (or any other) right or remedy, nor preclude or restrict its further exercise.

Severance

If any provision of the Contract (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of the Contract, and the validity and enforceability of the other provisions of the Contract shall not be affected.

Entire agreement

1.35 – The Contract constitutes the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter.

1.36 – Each party acknowledges that, in entering into the Contract, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) other than as expressly]provided in the Contract.
1.37 – Nothing in this condition shall limit or exclude any liability for fraud.

Assignment

1.38 – The Publisher may at any time assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all of its obligations under the Contract to any third party or agent.

1.39 – Each party that has rights under the Contract is acting on its own behalf and not for the benefit of another person.

No partnership or agency

Nothing in the Contract is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way.

Rights of third parties

A person who is not a party to the Contract shall not have any rights under or in connection with it.

Notices

Any notice or other communication required to be given under the Contract shall be in writing and shall be delivered personally, or sent by pre-paid first-class post, recorded delivery or by commercial courier to the other party.

Governing law and jurisdiction

The Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such disputes or claims.