Welcome to Selectabase - Simple, Selective Selectabase

Website Terms & Conditions

Provided by Selectabase Ltd, 6 Sondes Road, Deal, Kent, CT14 7BW (the Supplier).

Information about the Supplier

http://www.Selectabase.co.uk is a site operated by the Supplier, who is registered in England and Wales under company number 05234487and has its registered office and main trading address at is 6 Sondes Road, Deal, Kent, CT14 7BW. The Supplier's VAT number is GB 673 8901 01. The Supplier is a member of the Direct Marketing Association and registered as a Data Controller with the Office of Data Protection under registration number Z7122546

Unless otherwise specified, this website is directed solely at UK resident users who access this site from the UK. The Supplier does not make any representation that any product or service referred to in the materials on this website is appropriate for use, or available, in other locations or jurisdictions. Those who choose to access this site from other locations are responsible for compliance with local laws if and to the extent local laws are applicable.

Certain (hypertext) links in this site will lead you to websites that are not under the control of the Supplier. When you activate any of these you will leave this website and the Supplier has no control over and will accept no responsibility for or liability in respect of the material on any other website.

By browsing this website you accept that you are bound by these website terms and conditions.

Please also note that these terms and conditions may be updated by us at any time. The current terms in force when you place your order will apply and you should therefore check these terms before placing any order.

The Supplier shall not accept any responsibility for the contents of this website, any of the services offered or provided or for any reliance placed by any person on the contents of or products offered on this site. Please refer to Clause 14 in the Supplier's Standard Terms and Conditions. This does not affect your statutory rights.

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.

Privacy Policy

The terms of this privacy policy apply to any information given by you. The Supplier is committed to ensuring that your privacy is protected. This privacy policy explains how we use the information we collect about you, how you can instruct us if you prefer to limit the use of that information and procedures that we have in place to safeguard your privacy. We are fully registered under the Data Protection Act 1998 and comply with the Act and all related legislation in all our dealings with your personal data. Selectabase Ltd also complies with the Direct Marketing Code of Practice, where applicable, with particular reference to sections 5 and 19.

1) The information we collect and how we use it

When you use this website and/or place an order we may need to collect certain information about you including your name, postal address, e-mail address, telephone number, credit card number and expiry date and other information that we may reasonably require.

We gather this information to allow us to process any orders you may make and it is then used by us, our agents and sub-contractors to provide you with the service.

We may also use aggregate information and statistics for the purposes of monitoring website usage in order to help us develop the website and our services and may provide such aggregate information to third parties. These statistics will not include information that can be used to identify any individual.

We may also wish to provide you with information about special features of our website or any other service or products we think may be of interest to you. However you are entitled to object to the processing of your personal information for direct marketing purposes and if you would rather not receive this information, please send an e-mail to admin@selectabase.co.uk

2) Cookies

We do not use cookies for collecting user information from the website and we will not collect any information about you except that required for system administration of the Web server and otherwise as described above.

3) How we protect your information

The internet is not a secure medium. However we acknowledge our responsibility to keep personal information collected about you safe and secure and we have put in place various security procedures and have taken extensive measures to keep your information confidential. The internal procedures of Selectabase Ltd cover the storage, access and disclosure of your information.

4) Access to information

You are entitled to ask Selectabase Ltd if data about you is being processed and, if required:

the information constituting that data;
a description of the personal data being processed;
a description of the purposes for which the data is being, or is to be, processed;
a description of the recipients or classes of recipients to whom personal data is or may be disclosed;
information as to the source of the data, where available.

Please contact us by post or by sending an e-mail to admin@selectabase.co.uk. A small fee will be payable by you to Selectabase Ltd.

5) Updating your details

If any of the information that you have provided to Selectabase Ltd changes, for example if you change your e-mail address, name or payment details or if you wish to cancel your registration, please let us know the correct details by sending an e-mail to admin@selectabase.co.uk or by sending a letter to 6 Sondes Road, Deal, Kent, CT14 7BW.

6) Sale of business

If this business is sold or integrated with another business your details may be disclosed to our advisers and any prospective Customers and their advisers and will be passed on to the new owners of the business.

7) Your consent

By submitting your information you consent to the use of that information as set out in this policy. If we change our privacy policy we will post the changes on this page, and may place notices on other pages of the website, so that you may be aware of the information we collect and how we use it at all times. Continued use of the service will signify that you agree to any such changes.

Owing to the global nature of the Internet infrastructure, the information you provide may be transferred in transit to countries outside the European Economic Area that do not have similar protections in place regarding your data and its use as set out in this policy. However, we have taken the steps outlined above to try to improve the security of your information. By submitting your information you consent to these transfers.

8) How to contact Selectabase Ltd

We welcome your views about our company, website and our privacy policy. If you would like to contact us or have any queries or comments please either send an e-mail to admin@selectabase.co.uk or contact us via phone on 01301 382211. Please note all inbound and outbound calls may be monitored and/or recorded for training and quality assurance purposes..

Standard Terms & Conditions

1. Definitions

The following terms shall have the following meanings:

"All Users" means Customer, Customer's Users, Third Party and Third Party Users.

"Agreement" means the agreement between the Supplier and the Customer pursuant to clause 2.

"Commencement Date" means the date of acceptance by the Supplier of the Customer Order duly confirmed and accepted without reservation by the Customer.

"Credits" means credits for the Data or other Services for which the Supplier may accept prepayment, as more particularly set out in the Customer Order.

"Customer" means the person named as the Customer in the Customer Order (and for the avoidance of doubt does not include any subsidiary or holding company of the Customer as defined in section 1159 of the Companies Act 2006), individual firm or limited company

"Customer Order" means the order by the Customer for the supply from the Supplier of Data or other Service, or Credits, details of which will be set out in such order.

"Data" means the list rental data more particularly set out in the Customer Order.

"Data Subject" means any person, company or firm included in the Data.

"Improper Use" means any use of the Services in an unlawful or disreputable or threatening manner or using the Data in such a manner so as to contravene any rules or regulations from time to time promulgated by any body regulating the conduct of the Customer's business or the use of the Data, breach of data protection legislation, advertising or direct marketing standards, including without limitation breaches of Clause 13 of this Agreement or using the Services other than in accordance with the terms of this Agreement.

"Latest Delivery Date" means, (i) in the case of Services requiring a single delivery, 28 days after the Payment Date, and (ii) in the case of repeated delivery within 28 days of the start of each month, unless in either case extended delivery has been agreed in writing by both parties in accordance with, clause 5.6.

"Media" means the records or other materials and documents by which the Services are communicated to the Customer, including but not limited to, CDs, DVDs, downloads, or E-Mail.

"Packages" means bundles of separate Services or Data, with periodical supply dates, including but not limited to New B2B, Recently moved, Birthday Mailings as such Packages may be changed, removed or supplemented by the Supplier from time to time.

"Payment Card" means any credit card or charge card of the Customer that may be used by the Supplier to make payments under this Agreement, subject to the provisions of Clause 5.8.

"Payment Date" means the date for payment for the Data as set out in the Customer Order.

"Period" means the period specified in the Customer Order from and including the Commencement Date as the period for which the Customer may use the Services unless the Services are provided for an immediate singe use.

"Subscription Products" means Packages that are contracted for the Period specified in the Customer Order, whether for a trial subscription, a fixed term, or until it is terminated by the Customer.

"Third Party" means the person named as the Third Party in the Customer Order (and for the avoidance of doubt does not include any subsidiary or holding company of the Customer as defined in section 1159 of the Companies Act 2006), individual firm or limited company.

"Third Party User" means an individual, firm or limited company or other party, as may be specified in the Customer Order, that is to use the Services on behalf of the Third Party's own internal business purposes.

"User" means an individual, firm or limited company or other party, as may be specified in the Customer Order, that is to use the Services on behalf of the Customer's own internal business purposes.

"Virus" means a computer virus which interferes or has the capacity to interfere with a computer's correct and proper functioning within the commonly understood meaning of the term "computer virus".

"Addressees" means the contact address details, received by the Supplier from the Customer and referred to within the Customer Order, that will be used for onward delivery within the Mail Service;

"Confidential Information" means information of whatsoever nature, supplied by either party during the use of the Service;

"Customer Proof" means a PDF copy of the letterhead and text mailing piece, referred to in the Customer Order, subsequently delivered by the Customer to the Supplier for inclusion within the Mail Service;

"Fee" means the current applicable rate as set out in the Customer Order;

"Mail" means details of the Customers Mailing including text, the Proof and/or Customer Proof and the Addressees, received by the Supplier from the Customer for the Purpose of the Mail Service;

"Mail Service" means the printing, enclosing, sorting, and delivering of Mail on the Customers behalf to the Company’s suppliers and/or RMIMC, for onward delivery to The Addressees supplied by the Customer and referred to within the Customer Order;

"Proof" means a PDF copy of the letterhead and text mailing piece referred to in the Customer Order and subsequently delivered by the Supplier to the Customer;

"Proof Set-up" means the Service provided by the Supplier, from receiving the Customer Order through to the Supplier delivering the Proof to the Customer;

"RMIMC" means the Royal Mail Inward Mail Centre;

2. Licence to use the Services

2.1 In consideration of the payment by the Customer to the Supplier of the charges set out in the Customer Order the Supplier hereby
- 2.1.1 agrees to provide the Services, and
- 2.1.2 grants to the Customer a licence to use the Services in the form, method of delivery and for their use on a single occasion, or for the Period specified in the Customer Order in accordance with and subject to these Standard Terms and Conditions.
2.2 Before accepting a Customer Order, and thereafter in the cases of Agreements that provide for periodical payments throughout the term of the Agreement, the Supplier shall have the right to carry out credit checks using commercial credit reference agencies.
2.3 If the credit check referred to in Clause 2.2 shows the Customer does not have a good credit record the Supplier may decline to accept the Customer Order or impose such payment terms as it may reasonable decide.
2.4 Where payment has been taken for orders that will be delivered via email, it is the Customer's responsibility to advise the Supplier if the delivery has not been received at the given email address. If the Supplier is not advised to the contrary, within 28 days of the Latest Delivery Date, it will assume that the delivery was successful, meaning that there will be no grounds for the Customer to seek a refund due to failed delivery. Requests for deliveries to be resent to the same or alternative email address can be requested and will be honoured at any time within 28 days of the Latest Delivery Date.

3. Supply of the Services

3.1 The licence for the Customer to use the Services shall expire:
- 3.1.1 in the cases of single or monthly supplies: 3 months after the date of initial delivery, via any media, of the Data or Services specified in the Customer Order; and
- 3.1.2 in the case of Agreements that permit multiple usage of the Services: 12 months after the date of initial delivery, via any media, of the Data or Services specified in the Customer Order.
Provided that if any Data is delivered a second or subsequent time, whether demanded by the Customer or not, that redelivery will not extend the above Periods.
3.2 For the avoidance of doubt, the single use of the Data referred to in Clause 3.1.1 means:-
- 3.2.1 where only the mailing address is supplied then the once only use of each address for a mail campaign only;
- 3.2.2 where only the telephone number is supplied then the once only use of each telephone number in a tele-marketing campaign;
- 3.2.3 where the telephone number and the mailing address is supplied then the once only use of the mailing address in a mailing campaign and the once only use of the telephone number in a tele-marketing campaign;
- 3.2.4 where an e-mail address is supplied then the once only use of each address for an e-mail campaign only.
and multiple use means that use may be made an unlimited number of times within a 12 month period of the initial delivery of the Services.
3.3 If the Supplier has expressly agreed in writing on the Customer Order Form that the Data is supplied by the Supplier to All Users on an exclusive basis, the Supplier undertakes to use all reasonable endeavours to ensure that it will not itself during the Period supply the Data to any other party which is in the same or similar business as All Users permitted to use the Services by this Agreement. Notwithstanding the foregoing and even if the Supplier has agreed that the Data is supplied to the Customer on an exclusive basis:
- 3.3.1 the Supplier may supply the Data freely during the Period to any other party which is in the same or similar business where the Data Subject has specifically requested in writing to receive information on that particular subject matter; and
- 3.3.2 the Supplier may supply the Data freely to any other party after the Period has elapsed.
3.4 Nothing in Clause 3.3 shall prevent elements of the Data being utilised for the purposes of other list printed data developed for the purposes of addressing different subject matters or target groups from the Data
3.5 The Supplier does not undertake to provide replacement names where the Data is inaccurate or contains errors subject to:-
- 3.5.1 where satisfactory evidence is provided by the Customer to the Supplier within 3 months of the Latest Delivery Date of fundamental discrepancies or errors in the Data then the Supplier may replace names at its absolute discretion.
- 3.5.2 where satisfactory evidence is provided by the Customer to the Supplier within 3 months of the Latest Delivery Date that the Data Subject included in the Data no longer resides at the address or is not connected to the telephone number or e-mail Address then the Supplier may agree to provide replacement names free of charge at its absolute discretion.
The Supplier shall have discharged its obligations under this clause if it has supplied replacement names and it shall be under no obligation whatsoever to replace those names if those names are themselves inaccurate or contain errors.
3.6 For the purposes of clause 3.5 the meaning of satisfactory evidence shall be:
- 3.6.1 production of dispatch marked "not known at this address" by the Post Office or words to similar effect; or
- 3.6.2 a written report from the Customer listing the errors or presenting evidence (acceptable to the Supplier) of the errors in sufficient detail; or
- 3.6.3 some other evidence that the Supplier may at its sole discretion accept as satisfactory.
Provided that the Supplier has the right to contact Data Subjects within the Data to verify Customer's information relating to un-contactable Data.
3.7 If the Data is not supplied to the Customer for any reason, by the Latest Delivery Date (other than due to non payment by the Latest Delivery Date or a faulty address being provided by the Customer) then the Customer may immediately terminate this Agreement by giving notice in writing to the Supplier and shall have no further claim against the Supplier.
3.8 The Supplier will inform the Customer as soon as reasonably practicable of any delays likely to cause the Data to be delivered to the Customer later then the Latest Delivery Date and where both parties agree an extension period the date this period ends shall be the Latest Delivery Date.
3.9 Neither the Supplier, the Supplier's supplier or licensor nor the Data may be identified by the Customer or the User or Third Party or Third Party User as a source of reference and All Users are prohibited from such identification except where required by law, in relation to Data Protection legislation or the DMA Code of Practice without the prior written permission from the Supplier, and the Supplier shall have the right to refuse such permission.

4. Usage

4.1 The period of use permitted by this Agreement shall be as specified in the Customer Order and Clause 3.1, provided that All Users shall be entitled to use the Services subsequently in respect of those individuals and/or businesses which become bona fide customers of the Customer, User or Third Party Users as a result of their use of the Services and in accordance with this Agreement.
- 4.11 The Customer warrants that the Data will only be used by the Customer for the Customers own business use pursuant to the terms hereunder and the Customer will not transmit or otherwise reveal the Data to any person or persons not employed in the Customers business.
  - 4.11.1 For the avoidance of doubt the Customer shall not be permitted to use the Data:
    - 4.11.1.1 for the purposes of providing any bureau services to any third party;
    - 4.11.1.2 on any laptop or portable computer;
    - 4.11.1.3 for the purposes of amending creditworthiness;
    - 4.11.1.4 for the sublicensing, selling or otherwise disclosing or making available to any third party as a credit reference agency or supplier of information used for assessing creditworthiness;
    - 4.11.1.5 in combination with any third party data source

4.2 It is a condition of the provision of the Services that prior to such provision the Customer shall specify in writing, within the Order Form, to the Supplier the full name and address of All Users and such information concerning such Users as the Supplier shall reasonably require.
4.3 A reasonable time prior to such use the Customer shall provide to the Supplier and the Customer shall procure that All Users shall provide a sample of all promotional material to be delivered to any Data Subjects and the Customer further expressly agrees that it shall not and All Users shall not send out any promotional material if so required by the Supplier.
4.4 The Services may only be used by the Customer and/or the User, on behalf of the Customer's own internal business purposes and by the Third Party and/or Third Party User on behalf of the Third Party's own internal business purposes pursuant to the terms hereunder and All Users shall not transmit or otherwise reveal the Services to any person or persons not employed in such parties' business or use the Services for any Improper Use.
4.5 The Customer shall procure that the User, Third Party and Third Party User shall (where the context so admits) fully comply with the obligations of the Customer under this Agreement as if they were each a party hereto and shall supply the User, Third Party and Third Party User as applicable with a copy of these terms and conditions, and be liable to and fully indemnify the Supplier for any misuse.
4.6 All Users where applicable shall agree that the Supplier shall be entitled to publicise or disclose to third parties the existence of or the outline of the subject matter of this Agreement.
4.7 All Media must be returned to the Supplier's normal address within one month of the use of the Data
4.8 Without prejudice to any other right or remedy the Customer's right to use the Credits shall terminate upon whichever is the sooner of:
- 4.8.1 the expiry of a 12 month period commencing on the Commencement Date; or
- 4.8.2 subject to the Customer Order the use by the Customer of the Credits by whatever medium.
4.9 All Users of the Supplier's TPS Check service have unlimited access to the Services they have selected for the Period subject to the following express conditions:
- 4.9.1 A single registered user account entitles All Users, to log into and use the service from a single PC at any one time. No multiple or automated logins are permitted.
- 4.9.2 The TPS Check service is intended for standard business use and may not be used for systematic cleansing of data or for any reseller purposes.
- 4.9.3 Any use which, in the absolute discretion and opinion of the Supplier, may damage or affect the operation, quality or viability of the TPS Check service or is for any fraudulent, improper or unlawful purpose may result in suspension or termination
- 4.9.4 the Customer shall indemnify the Supplier for any Improper Use by All Users in the exercise of their rights in this Clause 4.9
4.10 All Users of Supplier's Easy Check service as such service may be amended, deleted and supplemented shall pay for the use of the service by Credits and may install such software on one computer only for the purpose of checking telephone numbers against the Telephone Preference Service (TPS) and Corporate Telephone Preference Service (CTPS) or checking names and addresses against the Mailing Preference Service (MPS) and Experian Suppression File (ESF) provided that the Customer shall indemnify the Supplier for any Improper Use by All Users in the exercise of their rights in this Clause 4.10

5. Charges

5.1 In consideration of the supply of the Services by the Supplier to the Customer, the Customer shall pay to the Supplier the charges set out in the Customer Order Form on the Commencement Date.
5.2 All fees, charges and other sums payable are payable in advance, of delivery by any medium, by the Payment Date unless otherwise stated within the Customer Order and are subject to VAT at the rate then currently applicable.
5.3 The Customer shall have no right of set-off against the Supplier in respect of any claims it may have against the Supplier (whether in connection with this Agreement or otherwise).
5.4 Interest at the rate of 4% per annum above the base rate of Barclays Bank Plc from time to time is payable on all sums outstanding after the Payment Date or in accordance with the Late Payment of Commercial Debts (Interest) Regulations 2002 if greater.
5.5 If any Improper Use of the Services by All Users comprises multiple use of the Services in breach of this Agreement the Customer shall fully indemnify the Supplier against its loss rising from such Improper Use not withstanding that such losses may exceed the charges set out in the Customer Order for each such unauthorised use
5.8 Where the Agreement provides for periodical payments (e.g. continuous authority) for Payment Card payments, the Supplier reserves the right to
- 5.8.1 again attempt to take payment for the Customer's nominated Payment Card, if this payment method is being used, until full payment has been made;
- 5.8.2 amend the payment period for subsequent payments so that an earlier Payment Date is required for subsequent periods; and
- 5.8.3 if payment is again not made by the Payment Date terminate the Agreement in accordance with Clause 9.2
5.9 Additional charges shall be payable for any additional services which the Customer requires the Supplier to provide subsequent to any quotation given by the Supplier.
5.10 All delivery and handling charges shall be payable by the Customer.
5.11 If the Supplier agrees to supply the Data for the purpose of deduplication against other data held by the Customer and on the basis that the Customer shall only pay a proportion of the price reflecting the "Net Names" actually used, any claim for credit for the unused portion of the Data
- 5.11.1 must be made within a period not exceeding three months from the date of delivery, unless otherwise agreed in writing by the Supplier; and
- 5.11.2 must be supported by a deduplication report or certificate from a recognised data processing bureau or other independent agency approved by the Supplier.
5.12 For Packages the following Payment Terms shall apply

Subscription - Pay Monthly: the Customer is charged on the date of order an initial payment, with monthly payment, charged on the first working day of each calendar month thereafter during the Period.
Subscription - Single Payment: the Customer will be charged a fixed payment on the date of the Customer Order. No further payments will be due once cleared funds have been received.

6. Indemnity

The Customer shall fully indemnify and keep fully indemnified the Supplier against all and any actions, proceedings, claims and demands brought against the Supplier or the Supplier's sources by any customer of the Customer and All Users or the use by any Customer and All Users of the Services save that this indemnity shall not apply to the extent that the claim arises as a direct result of a breach of this Agreement by the Supplier.

7. Copyright and other Intellectual Property

7.1 All intellectual property rights, database rights and title in the Data, software and all other materials contained in the Suppliers website or delivered as part of the Services will remain vested in the Supplier (or the Supplier's licensors). Nothing in this Agreement is intended to affect or give rise to any assignment of copyright or other intellectual property right howsoever conferred acquired or obtained and the Customer hereby acknowledges that it acquires no such proprietary rights.
7.2 The Customer and All Users may not sell lease hire loan pledge gift or otherwise make available dispose of or part with possession of any of the Services in any manner or on any medium in whole or in part or allow any other person to use or copy the Services in whole or in part or for any other reason, except as permitted in this Agreement.
7.3 The products, technology or processes described in this website may be the subject of other intellectual property rights reserved by the Supplier or by other third parties. No licence is granted in respect of those intellectual property rights. Images on the Supplier's website are protected by copyright and may not be reproduced or appropriated in any matter without written permission of their respective owner(s).

8. Verification

The Services may contain a small amount of false information or "check data" for the purpose of ensuring that no breach of these terms takes place. The Customer shall ensure that All Users do not knowingly delete any such false information and to notify the Supplier immediately upon becoming aware of any unauthorised use of the Services.

9. Termination

9.1 This Agreement shall remain in force for the period specified in the Customer Order except as provided in this Agreement.
9.2 The Supplier may terminate this Agreement immediately by notice if the Customer has not paid the fees or charges due for the Services by the Payment Date without prejudge to the Customer's liability to pay the remaining unpaid charges detailed in the Customer Order Form.
9.3 Without prejudice to Clause 9.2 the Supplier may terminate this Agreement immediately at any time on the happening of any of the following events:
- 9.3.1 A material breach of these Terms and any special terms applying to a particular service, whether or not such breach is remediable, but if capable of remedy such breach has not been remedied 7 days after written notice has been delivered to the Customer; or
- 9.3.2 A resolution for the Customer's winding up being passed, except for the purpose of a reconstruction or amalgamation, or
- 9.3.3 The Customer being unable to pay its debts within the meaning of the Insolvency Act 1986 Section 123, or
- 9.3.4 An encumbrance, a taking possession, or a receiver, or an administrative receiver being appointed or a petition being presented for the appointment of an administrative receiver in respect of the whole or any part of the Customer's undertaking or assets.
9.4 The Supplier may in addition terminate this Agreement if it is unable to supply the Data in accordance with the Customer Order whereupon it will refund any payment received from the Customer in respect of any unsupplied Data.
9.5 Termination of this Agreement for any reason shall be without prejudice to the accrued rights of either party as at the date of termination.
9.6 Any waiver by the Supplier of any breach of this Agreement by the Customer shall not operate as a waiver of any other past or future breach.

10. Consequences upon Termination

Upon termination or expiry of this Agreement the Customer and All Users shall:

10.1 destroy, or if requested by the Supplier, return to the Supplier any Data whether it be on paper or any other physical or tangible medium
10.2 permanently delete or procure the permanent deletion of all Data from all computer files and computers and if required so to do by the Supplier, provide a written assurance in such form as the Supplier may reasonably require that such deletion has been effected.
10.3 return to the Supplier all and any magnetic Media where property in the said Media remains with the Supplier and the Customer shall ensure that such media are adequately labelled and packaged to avoid damage.

11. E-Mail

11.1 Where the Data provided by the Supplier includes e-mail addresses or e-mail data, the following provisions shall apply in respect of that Data:
- 11.1.1 If the Customer wishes the Supplier to exclude certain criteria from the range of criteria the Customer must provide a suppression file to the Supplier that clearly states the request, prior and as part of the Customer Order.
- 11.1.2 If the Customer wishes to exclude general e-mail addresses from the e-mail database field the Customer must request this prior to and as part of the Customer Order.
11.2 E-mail addresses are prone to frequent change, as well as being unreachable for a number of technical and other reasons(such as, but not limited to, account disabled, mailbox full, limit on message size, anti-spam policy, firewall). The Supplier shall not be responsible or liable for any and all E-Mail addresses that prove to be undeliverable.
11.3 The Supplier reserves the right to require the Customer to cease or modify use of the e-mail database where the Supplier discovers that the content of the e-mails sent by the Customer is in the Supplier absolute opinion inappropriate or misleading
11.4 Where the Customer procures the use of the e-mail database to send e-mails, the Customer must ensure that the recipient is given a simple means to opt-out of receiving further communications and the Customer must forward to the Supplier the details of any and all recipients who do exercise their right to opt-out including any and all comments that may be made by such recipients in an excel or comma separated format.

12. Cancellation

If the Customer should cancel an Order in full or in part before or after delivery of the Services then the Customer shall remain liable for all the charges as detailed in the Customer Order Form but the Supplier may at its sole discretion for any reason whatsoever reduce the amount owed to the Supplier.

13. Data Protection and Advertising Standards

13.1 The Customer Warrants that All Users shall at all times comply with all relevant Advertising Standards and direct marketing guidelines, regulations and legislation (as such guidelines, regulations and legislation are amended, consolidated, extended or replaced from time to time) including data protection legislation (and in particular the data protection principles referred to in the Data Protection Act 1998) and will ensure that if the Customer passes to the Supplier any Personal Data (as defined in the Data Protection Act 1998) each individual who is the subject of such Personal Data has given consent to (a) the processing by the Supplier of such Personal Data and (b) the transfer of such data outside the European Economic Area if the Customer requests such transfer or as is necessary in the performance of the Supplier's obligations under this Agreement, and shall upon the request of the Supplier provide sufficient evidence that it has complied with such legislation and has obtained all relevant consents and approvals.
13.2 Without prejudice to the generality of clause 13.1 the Customer shall itself carry out such checks and searches as may be required under the Privacy and Electronic Communication (EC Directive) Regulations 2003 prior to use of the Data, the Supplier being under no obligation to carry out such checks and searches for or on behalf of the Customer or prior to the supply of the Data to the Customer and shall comply with all relevant codes of practice with respect to its use of the Data including "Direct Marketing Association (UK) Limited Code of Practice", Telephone Preference Services rules, Fax Preference Service rules, "The British Code of Advertising Practice", "The British Code of Sales Promotion Practice" and "The Advertising Association's Standards of Practice in List and Database Management" (as such codes are amended and re-drafted from time to time). Notwithstanding the foregoing the Supplier may carry out such checks and searches prior to the supply of the Data and afterwards but the Supplier does not warrant that it will carry out those checks and searches or that they will be complete or accurate although it will use its reasonable endeavours to ensure that they are.
13.3 If the Customer or any person claiming rights through the Customer breaches any of the above sub-clauses it must immediately rectify the breach and fully indemnify the Supplier against any fines, costs, claims, demands and expenses incurred by the Supplier as a result of the Customer's breach and procure that All Users also rectify any breaches for which they are responsible and the Customer shall fully indemnify the Supplier against any fines, costs, claims, demands and expenses incurred by the Supplier as a result of such breach.

14. Limitation of Liability

14.1 The Customer understands and accepts that the Services involve the use of the Suppliers Data which is based upon and comprises data provided to the Supplier by third parties or is otherwise publicly available and the Supplier is not able to control or verify the accuracy and/or completeness of such data. Accordingly, whilst the Supplier agrees to use all reasonable care and skill in the collection and collation of the Data it otherwise gives no warranty about the accuracy or fitness for any particular purpose of the Data and in particular accepts no liability for any inaccuracy, incompleteness or other error in the services which arises as a result of the Services provided by the Customer to All Users.
14.2 While all reasonable endeavours will be made to provide the Services in accordance with any delivery dates or manner specified and to ensure that the Data comprised in the Services is accurate the Supplier does not warrant the accuracy or fitness for any particular purpose of the Services (or any part thereof) and nor does it warrant or guarantee the results of any use of the Services and the Supplier shall not be liable to the Customer for any loss damage costs or expenses suffered or incurred by the Customer (and/or the User ) by reason of the Services not being provided on the said dates or the said manner, or any Data being inaccurate or in the event of any defect in or failure of any mailing. The Customer agrees and acknowledges that the Services are not intended to be used as the sole basis for a business decision of the Customer.
14.3 In no event will the Supplier or any source of the Data comprised in the Services be liable for any Consequential Loss that may arise from the use of the Data or other materials included in the Services or available on this website. 'Consequential Loss' shall for these purposes mean pure economic loss, loss of profits and losses arising from business interruption or damages in respect of any breach of the terms of this Agreement.
14.4 Without prejudice to any other terms in this Agreement the aggregate liability of the Supplier in respect of claims of whatsoever nature arising out of or in respect of any breach by the Supplier of any obligations or duty relating to the Data or its sale supply or use (including without limitation any liability of Supplier for negligence or breach of copyright) under the terms of this Agreement or otherwise shall not in any circumstances exceed the total sum payable by the Customer to the Supplier under this Agreement.
14.5 The provisions of sub-clauses 14.1, 14.2. 14.3 and 14.4 above shall not apply to any liability in respect of death or personal injury arising out of the negligence of the Supplier, its servants or agents.
14.6 The Supplier shall use all reasonable endeavours to complete the Services and supply the Services to the Customer in accordance with any agreed timetable. However, the Customer hereby expressly agrees that time shall not be of the essence in relation to the Supplier's obligations under this Agreement and that upon leaving the premises of the Supplier the Media shall be at the risk of the Customer

15. Confidentiality

15.1 The Customer undertakes for itself and on behalf of All Users:
- 15.1.1 that it shall not and All Users shall not (without the prior written consent of the Supplier) re-use, copy, reproduce, publish or transmit the Services (or any part thereof) in any manner whatsoever except as provided in this Agreement
- 15.1.2 that it shall not and All Users shall not disclose communicate or make available any part of the Services or any confidential information (as defined hereunder) to any party not authorised under this Agreement to receive it, provided always that the Customer shall be permitted to disclose the Data to All Users specified in this Agreement solely in accordance with Clause 4.4 hereunder;
- 15.1.3 it will prevent unauthorised access to the Confidential Information; and not use the Confidential Information other than for the purposes set out in this Agreement.
15.2 For the purposes of sub-clause 15.1.3 hereof the expression "confidential information" shall mean (as the context may require) any information concerning the Supplier's (or the Suppliers sources and providers of Data or other material used in the Services) trade secrets or business dealing transactions or affairs which may come to the notice of the Customer and/or
- 15.2.2 any information or know-how relating to the methods or techniques used by Supplier (or the Suppliers sources and providers of Data or other material used in the Services) in devising and developing the Services and any media documents or other materials comprising any part of such information and/or know-how made available by Supplier hereunder
- 15.2.3 any user identification code, password or any other piece of information we may provide as part of our security procedures.
15.3 The Supplier shall have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in its opinion the Customer has failed to comply with any of the provisions of this Clause 15 or for any other reason.
15.4 The provisions of sub-clause 15.2 hereof shall not apply to any confidential information to the extent that the Customer is required to divulge the same by a Court tribunal or governmental authority with competent jurisdiction

16 Severance

Should any of this Agreement be found to be unenforceable or contrary to law by any competent authority the remaining provisions shall remain in force and effect.

17. Viruses

17.1 The Supplier shall not be liable to the Customer or any other party for any cost damage or expense howsoever arising as a result of any Virus irrespective of the source of that Virus.

17.2 You must not misuse our site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. 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 or any other or similar occurrences.

17.3 By breaching the provisions of Clause 17.2 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.

18. Force Majeure

The Internet or our systems, servers and equipment may from time to time be inoperative in full or in part as a consequence of but not limited to mechanical breakdown, maintenance, hardware or software upgrades, telecommunication connection problems or any function beyond our control. We will not be liable for any failure of the Internet or any inability to provide continuous, error free, uninterrupted services under any circumstances. In an exceptional case or circumstance beyond the Supplier's control the Supplier shall be entitled to cancel this Agreement or delay the performance thereof for as long as necessary.

19. Limitation of Assignment

This Agreement and the benefit of any rights and licences granted by the Supplier to the Customer by this Agreement shall be personal to the Customer and the Customer shall not assign the benefit of the Agreement either in whole or in part.

20. Agreement Terms

The parties contract upon these Terms and Conditions, which shall prevail over any inconsistent terms which the Customer may seek to introduce. Such inconsistent terms shall have no effect.

21. Agreement Variation

No variation to the terms or conditions of this Agreement shall be effected against the Supplier unless expressly agreed in writing by both parties. This Agreement supersedes all agreements and understandings between the parties whether written or verbal. The Supplier may change the terms of this Agreement in accordance with market practice and its commercial requirements and may notify such changes on its website.

22. Waiver

If the Supplier waives a breach of contract by the Customer that waiver is limited to that particular breach and no delay by the Supplier acting upon a breach of contract will be regarded as waiver.

23. Other Services of Supplier

The Supplier may inform the Customer from time to time by mail,e-mail, fax, telephone, SMS, or any other suitable medium of the Supplier's products and services. If the Customer does not wish to receive this service or part of this service the Customer should inform the Supplier in writing at the Supplier's address.

24. Proper Law and Jurisdiction

This Agreement is made in England according to English law and is subject to the jurisdiction of the English Courts.

Create & Post Terms & Conditions

1. Definitions and interpretation