Commerce Interact Ltd. Terms and Conditions
1. Information about Commerce Interact and these Terms and Conditions
1.1 These terms and conditions govern your use of Commerce Interact’s websites at www.commerceinteract.com, www.worldsleadingwines.com and www.winetradeasia.com which shall be referred to here as ‘our websites’.
Please read these terms and conditions carefully before you start to use our websites. By using our websites, you confirm that you accept these terms and conditions of use and that you agree to abide by them.
Where you purchase any products or service from our websites then that purchase will be governed by these terms and conditions.
1.2 If you do not agree with these terms and conditions you should not access or use our websites or any third party website.
1.3 References to ‘terms and conditions’ here means these terms and conditions, our acceptable use policy (see below) and where appropriate, the terms and conditions applicable to our websites’ online subscribers (see below).
1.4 Reference to ‘Commerce Interact’, ‘we’, and ‘our’ here means Commerce Interact, a limited company registered in England & Wales under company number 4313432 with its registered office at: Crescent House, Crescent Road, Worthing, West Sussex BN11 1RN United Kingdom. Commerce Interact’s VAT Number is 787991249.
1.5 Reference to ‘you’, ‘your’ and ‘the user’ here means anyone visiting and/or using our websites.
1.6 In these terms and conditions unless the context otherwise requires:
1. headings are for reference purposes only;
the singular includes the plural and vice versa;
reference to a person includes a company or any other entity recognised by law and vice versa;
where a word or phrase is defined its other grammatical forms have a corresponding meaning;
the use of the word includes or including is not to be taken as limiting the meaning of the words preceding it; and
an agreement, representation or warranty on the part of two or more persons is for the benefit of them jointly and severally.
1.7 In the case of a conflict between the terms and conditions here and other Commerce Interact’s terms and conditions that may exist for products or services the provisions of our these terms and conditions shall prevail.
1.8 Commerce Interact may from time to time amend, update or change our websites or the terms and conditions without notice.
1.9 You should print out a copy of these terms and conditions for your records and it is advised that you periodically check these Terms and Conditions for any amendments or changes that may be made to them from time to time.
2. Accessing our websites
2.1 Access to our websites is permitted on a temporary basis, and we reserve the right to withdraw or amend the service we provide on our websites without notice.
2.2 Commerce Interact tries to meet Worldwide Web Consortium standards of accessibility, but cannot guarantee that our websites will be compatible with all hardware, software or assistive technologies that may be used by visitors to our websites.
2.3 We will not be liable if, for any reason, our websites is unavailable at any time or for any period.
2.4 If you want to report an error or have any questions with regards to the use of our websites please contact email@example.com.
3. The user’s obligation
3.1 The user must ensure that their access to our websites and their conduct while engaged with our websites or any third party websites linked to is not illegal or prohibited by, and that they at all times comply with, any laws that apply to Commerce Interact, the user or in the user’s location.
Commerce Interact does not warrant that the content of our websites complies with the laws of any country outside of England. If users access our websites or any third party websites linked to our websites from outside of England, they do so at their own risk and accept responsibility for ensuring or confirming compliance with all laws that apply to them as a result of that access or any consequent transactions or dealings with Commerce Interact.
3.2 The user agrees not to use any information, software or any other materials contained in or accessed or obtained from or website or any third party websites linked to for any purpose that is illegal or otherwise breaches any laws that apply to Commerce Interact, the user or in the user’s location.
3.3 The user agrees not to use, post or send information or code in any form to or via our websites for the purpose of causing, or that results in, harm of any kind to any person, our websites, any third party websites linked to, the content of or linked to any of the aforementioned websites or any other property;
3.4 The user must ensure that any information provided by the user to Commerce Interact or posted or sent to or Commerce Interact via our websites or any third party website will be true, accurate, complete and up to date and will not be misleading;
3.5 You agree to be liable for any liability, loss, claim, and expense (including reasonable legal fees) related to any breach by you of these terms and conditions or arising from your misuse of our websites. We reserve the right, at our own expense, to assume the exclusive defence and control of any matter or dispute arising from your use or misuse of our websites and you agree to co-operate with the defence of such a dispute or claim by us.
3.6 All actions taken by you on our websites are your responsibility and Commerce Interact will not be held liable for any actions you take based on the information provided on our site. We do not provide any strategic, business, financial advisory or investment advice on our websites.
3.7 The user agrees to be bound by these terms and conditions including these terms and conditions as amended or changed from time to time.
4. Intellectual property rights
4.1 Unless otherwise expressly notified by Commerce Interact, all intellectual property comprised in our websites, any software, content, information or any other materials contained in or otherwise connected with our websites or any subscription or directory service is the exclusive property of Commerce Interact, including without limitation all copyright, patents, the underlying software, trademarks, trade names, trade secrets, confidential information, logos, designs, database rights, graphics, layout, look and feel and structure of our websites, domain names, rights to goodwill and/or to sue for passing off and any other similar rights or form of intellectual property or rights of a proprietary nature (Intellectual Property).
Commerce Interact reserves all of its rights with respect to all of its Intellectual Property.
4.2 You may view, use, print off one copy, and may download extracts, of any page(s) from our websites for your personal reference and you may draw the attention of others within your organisation to content posted on our websites provided you do so in a manner not detrimental to Commerce Interact.
4.3 Commercial use of our content is not permitted. Other than as stated in this clause 5.2 the redistributing, republishing, copying, adapting, modifying or otherwise making content on our websites available to third parties is strictly prohibited.
4.4 To the full extent permitted by law, any information posted on our site or sent to Commerce Interact becomes Commerce Interact’s property and the user releases and waives all their rights and interest to that information. The user remains liable for any claim by any person for any loss, damages, cost or expense of any kind in any way related to that information.
5. Accuracy and suitability of the content on our websites and our liability to you
5.1 The information on our websites is given ‘as available’ and ‘as is’, in good faith and for general information and interest only and does not in any way constitute advice or an approval, recommendation, endorsement or sponsorship by Commerce Interact. We make every effort to ensure that the information on our websites is correct but we cannot guarantee that it is free of inaccuracies, errors and omissions. The information on our websites is subject to change without notice.
We urge you to conduct your own research prior to engaging with any of the third parties listed on our websites to ensure the accuracy of the information and no person should rely on, or act or refrain from acting, solely on the basis of the information on our websites.
To the full extent permitted by law Commerce Interact does not warrant the truthfulness, accuracy, currency, suitability or reliability of any information contained, linked or referred to in our websites or any third party websites linked to.
Commerce Interact is not liable to the user or any person for any error or inaccuracy in the information on or connected with our websites or any third party website linked to if the information is not up to date.
5.2 Commerce Interact shall not be liable to you for any direct or indirect losses of any kind whether based in contract, tort (including negligence), strict liability, or otherwise which arises out of or are in any way connected with, your use of our websites or content, any failure or delay (including but not limited to the use or inability to use any component of our websites) or the performance or non-performance by Commerce Interact or any third parties even if we have been advised of the possibility of damages to you or any other party.
5.3 We do not accept liability for direct or indirect losses sustained by you arising out of transactions or arrangements you enter into with any third party named, referred to or linked to on our websites. If you access other sites using the links provided, we cannot be responsible for the content of those sites or for the way in which they deal with you or use any information including personal data that they might acquire about you.
5.4 If we are held liable to you by a court of competent jurisdiction for losses arising out of our breach of these terms and conditions and/or our negligence in relation to your use of our websites, you agree that our liability to you is capped at £50 (subject to clause 5.5).
5.5 We do not exclude or in any way limit liability for fraud, death or personal injury caused by our negligence or any liability to the extent the same may not be excluded or limited as a matter of law.
6. Changes we need to make to our websites and its content
6.1 Commerce Interact aims to update our websites regularly, and may change the content at any time. If the need arises, we may suspend access to our websites, or close it indefinitely.
7. Uploading content to our websites
7.1 Whenever you make use of a feature on our websites that allows you to upload content such as a directory entry or text (for example in the form of comment and feedback), images and/or video and audio sequences to our websites, or to make contact with other users of our websites, you must comply with the content standards set out in our acceptable use policy (see below).
You warrant that any such contribution you make does comply with our content standards, and you shall be responsible for any losses, expenses or other costs incurred by Commerce Interact which are caused by your non-compliance.
7.2 Commerce Interact shall be entitled to publish, edit, refuse, or delete data and content submitted to our websites.
7.3 Any content you upload to our websites will be considered non-confidential and non-proprietary, and we and our sub-licensees have the right to use, copy, distribute and disclose to third parties any such content for any purpose. By uploading content to our websites, you are automatically deemed to have granted Commerce Interact a licence to use and sub-licence that content as we see fit, including for commercial purposes. By submitting content, you are also deemed to have waived any moral rights which you may have had in that content.
8.1 Any material downloaded or otherwise obtained through the use of our websites is done at your own discretion and risk.
8.2 You will be solely responsible for any damage to your computer system or for any loss of data that results from the download of any such material.
9. Links from our websites
9.1 Where our websites contains links to other websites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of these third party websites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them or their use of any information they may acquire about you (including personal data).
9.2 A link from our websites does not constitute an endorsement by Commerce Interact of the use of that link, the company or organisation behind that link or the contents of the website reached using that link. Commerce Interact is not responsible for any information or opinions published on any website linked or referred to in our websites.
9.3 Third party websites accessed through links on our websites might contain representations or offers which you can accept by linking to a relevant website and executing a transaction. These are not representations or offers made by Commerce Interact and the relevant third party is solely responsible to you for the delivery, condition and suitability of any products or services you purchase by accessing those websites.
10. Links to our websites
10.1 We welcome links to our websites’ home pages at www.commerceinteract.com, www.worldsleadingwines.com and www.winetradeasia.com, provided you do so in a way that is fair and legal and does not damage Commerce Interact’s or our websites’ reputation.
10.2 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.
10.3 Our websites must not be framed on any other website and you must not create a link to any part of our websites other than the home page at www.worldsleadingwines.com unless you have obtained prior written permission from the Managing Director of Commerce Interact (email: firstname.lastname@example.org addressed to the Managing Director).
10.4 The website from which you are linking must comply in all respects with the content standards set out in our acceptable use policy (see below).
10.5 Any link to our websites must comply with the following conditions:
1. the link must consist of the following text only: Commerce Interact or the web address www.commerceinteract.com; World’s Leading Wines or the web address www.worldsleadingwines.com; Wine Trade Asia or the web address www.winetradeasia.com
the link must not create the impression that your organisation or any of its products or services is recommended by or associated in any way with Commerce Interact or our websites;
the existence of the link, its position, appearance or any other aspect of it must not damage or be likely to damage the name or reputation of Commerce Interact or our websites;
selection of the link by a user must display our websites as a full screen and not within a frame on the website on which the link appears;
you shall take all reasonable precautions to ensure that the use and existence of the link does not cause the transmission to our websites of viruses or other deleterious programming routines; and
you must not establish a link from any website that is not owned by you.
10.6 We reserve the right to require the removal of any link to our websites at any time (whether or not previous consent to such link has been given).
10.7 The framing, mirroring, scraping or data mining of our websites or any conduct by you that in our sole discretion restricts or inhibits any other user from using or enjoying our websites (or any linked site) and/or is detrimental to Commerce Interact’s reputation or interests or is otherwise inappropriate is strictly prohibited.
10.8 If you wish to make any use of content on our websites other than that set out above, please address your request by email to: email@example.com
11. Use of trade names and trade marks
11.1 If you use any of Commerce Interact’s trade names or trademarks to refer to Commerce Interact’s activities, products, services, or our websites you must include a statement attributing that trade mark to Commerce Interact.
11.2 You must not use any of Commerce Interact’s trade names or trademarks:
1. in or as the whole or part of your own or any other trade name or trade mark;
in a manner which may be confusing, misleading or deceptive; or
in a manner that in Commerce Interact’s sole opinion is detrimental to Commerce Interact’s reputation or interests or is otherwise inappropriate.
11.3 Commerce Interact reserves the right to revoke at any time for any reason any license to use its trade marks.
11.4 Other product and company names mentioned in our websites or Commerce Interact’s communications with you may be the trademarks of other people or entities.
12. Information we collect about you
13. Use of the feedback you provide
13.1 When you send Commerce Interact or our websites any feedback or suggestions about our websites or Commerce Interact’s business, you agree that Commerce Interact can use and adapt any ideas, concepts, techniques, words or images contained in the feedback or suggestions for any purpose and without restriction or compensation.
13.2 If you choose to post a comment or feedback on our websites you may be disclosing personal data about yourself to other subscribers to our site (who may be outside the European Economic Area), but you must not, through the user generated comment or feedback functions on our websites, collect, store, or otherwise process personal data about other subscribers to our site.
14. Relationship with third parties
14.1 Third parties listed on our websites are independent third parties and Commerce Interact is not acting as a principal, agent or broker with respect to them. Your relationship with any third party you contact through our websites is solely between you and the third party.
15. Viruses and hacking
15.1 You must not misuse our websites by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful.
15.2 Commerce Interact is not liable to the user or any other person if interference with or damage to their computer or computer systems occurs in connection with use of our websites or third parties linked to our websites. The User must take their own precautions to ensure that whatever they access, select or use is free of errors, viruses or anything else (such as “worms”, “Trojan horses” or other deleterious data or programs) that may interfere with or damage the operations of any computer or computer systems.
15.3 You must not attempt to gain unauthorised access to our websites, the server on which our websites is stored or any server, computer or database connected to our websites. You must not attack our websites via a denial-of-service attack or a distributed denial-of service attack.
16. Emails, messages and other communications
16.1 You take full responsibility for any information, data or any other material posted on or sent to or via our websites, Commerce Interact or any other person and you should at all times ensure that you are aware of the lawfulness of such information or data. Commerce Interact has no obligation to make itself aware of any such information, data or any other material on our websites or provided to Commerce Interact or any other person.
16.2 All messages are sent at the risk of the sender. Commerce Interact accepts no liability for the content of transmitted messages from the user or any other person, or non-receipt or non-transmission of any message for any reason.
16.3 Commerce Interact may add information at its discretion to any message sent through or via our websites. The content of any added information is to be determined at the sole discretion of Commerce Interact.
17. Invitation to treat and provision of products and services where illegal
17.1 Nothing in our websites, including these terms and conditions, is to be construed as an offer to enter into a contract with Commerce Interact in relation to the provision of any goods and/or services including the subscription services. Our websites and any goods and services displayed within our websites are an invitation to treat only.
17.2 Nothing on our websites constitutes an offer to provide products or services in any jurisdiction if to do so would contravene the laws of that jurisdiction.
17.3 Commerce Interact is only prepared to provide products and services on the terms and conditions outlined in these terms and conditions, our acceptable use policy (see below) and where appropriate, the terms and conditions applicable to our websites’ online subscribers (see below). If you order products or services on other terms or conditions, any supply of the products or services by Commerce Interact is by way of counter-offer to you on these terms and conditions, which may be accepted by you by accepting the products or services. Any charge by Commerce Interact to your nominated credit card or other electronic payment facility is not an acceptance of your offered terms and conditions but is in implementation of Commerce Interact’s counter-offer to you. Commerce Interact will reverse any charge if you do not accept its counter-offer.
17.4 Publishing information about a product or service on our websites does not ensure its availability.
18.1 Unless specified otherwise any applicable taxes (including VAT) will be in addition to the charges and rates set out on our websites.
19.1 To the full extent permitted by law Commerce Interact excludes, whether express or implied, all warranties (including without limitation any implied warranties of merchantability or fitness for a particular purpose), terms, conditions or representations of any kind.
19.2 In the event that any warranty cannot by law be excluded, the liability of Commerce Interact in any way related to our websites including the use of our websites or any product or service accessed, obtained or purchased via or from Commerce Interact or our websites, is limited at Commerce Interact’s sole discretion to:
1. the resupply or the repair, or where the product or service cannot be resupplied or repaired the replacement, of the relevant product or service;
where the relevant product or service in question cannot be resupplied, repaired or replaced, the supply of an equivalent (in Commerce Interact’s opinion) product or service;
the purchase price paid by you to Commerce Interact for that product or service; or
where relevant, taking reasonable steps to rectify or stop any malfunction of, inability to access, or instance of unauthorized use of or access to our websites of which Commerce Interact becomes aware.
20.1 The user (including without limitation any employer or subscriber) hereby irrevocably indemnifies and holds harmless Commerce Interact from and against any and all claims, loss, damage, cost (including legal costs on a full indemnity basis), expense or liability to, by or of Commerce Interact or any other person arising from or in any way related to:
1. any act or omission of the user in breach of these terms and conditions;
any use by the user, whether direct or indirect of our websites, any third party or any third party website;
any act or omission of the user in any way related to the Employment Services;
any negligence, breach of contract, or other wrongful or unlawful conduct of any kind by or on the part of the user.
21. General disclaimer
21.1 Our site is provided “as is” and as far as is permitted by law, Commerce Interact excludes all liability for any loss, damage, costs (including all legal costs), expense or liability of any kind, whether direct or indirect and whether due to Commerce Interact’s negligence or otherwise, suffered by or to any person arising directly or indirectly out of or in any way related to:
1. access to or use of our site or any third party websites linked to
access to, use of, or reliance on any information, data, software, products or services in, from or via our websites or any third party websites linked to
the inability to access or the malfunction of our websites or any third party websites linked to
the loss, use or misuse of, or unauthorized access to, any credit card details or other financial information provided by users to Commerce Interact (whether via our websites or otherwise)
the failure of Commerce Interact or our websites to complete any transaction for any reason
any failure or breach (whether by Commerce Interact or any other person) of our websites’ security protections, mechanisms, protocols and/or procedures
the direct or indirect use of our websites and any third party websites linked to by other persons.
21.2 This general disclaimer is in addition to and is not restricted or modified by any other warnings, limitations and disclaimers contained in the terms and conditions.
22. Change to, cessation or cancellation of services or access to our websites
22.1 Commerce Interact reserves the right to, at any time:
1. refuse the supply of or access to our websites or any service (including Subscriptions to any person
cancel the subscription of any user.
22.2 Commerce Interact may modify (including change the form or content of, or the method of delivery for) or discontinue its services or the user’s account or subscription, with or without notice, without liability to the user or any other person.
22.3 Any decision to modify, discontinue or refuse the supply of or access to its services is at the sole discretion of Commerce Interact. Commerce Interact accepts no liability for any consequences of any such modification, discontinuance or refusal of any such service.
24.1 The English courts will have jurisdiction over any claim arising from, or related to, a visit to our websites although Commerce Interact retains the right to bring proceedings against you for breach of the terms and conditions in your country of residence or any other relevant country. The terms and conditions are governed by English law.
24.2 All legal content contained on this Website relates only to the laws of England, unless specifically stated otherwise. The laws of England may be different from your laws.
24.3 To the full extent permitted by law in the applicable jurisdiction any legal action in relation to the terms and conditions against any party or its property may be brought in any court of competent jurisdiction in England.
24.4 To the full extent permitted by law in the applicable jurisdiction, each party irrevocably, generally and unconditionally submits to the exclusive jurisdiction of any court specified in this provision in relation to both itself and its property.
25.1 If any of these terms and conditions are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms and conditions which will continue to be valid to the fullest extent permitted by law.
26.1 No failure or delay by Commerce Interact in exercising any right under these terms and conditions shall operate as a waiver of this right. Similarly, any single or partial exercise of any right shall not preclude any further exercise of any of these rights or the exercise of any other right.
27 Entire Agreement
27.1 These terms and conditions and any document expressly referred to in them and any guidelines or rules posted on our websites represent the entire agreement between us in relation to the subject matter of these terms and conditions and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
28. Matters beyond our reasonable control
28.1 Commerce Interact will not be liable for any breach of these terms and conditions if such a breach is caused by a matter beyond our reasonable control, including acts of God, internet failures, computer equipment failures, telecommunication equipment or other equipment failures, electrical power failures, fire, lightning, explosion, war, flood, industrial disputes, sabotage, severe weather, or acts of local or central Government or other competent authorities.
29. Monitoring and recording of calls
29.1 To ensure the continuing quality of our service, telephone calls to Commerce Interact may be monitored or recorded for training purposes.
30. Changes to these terms and conditions
30.1 Commerce Interact may revise these terms and conditions from time to time and the amended terms will be posted on our websites. Any amendments to these terms and conditions will be effective immediately.
Terms and conditions applicable to online subscribers
1. Information about online subscriptions to our websites and the terms and conditions applicable
1.1 Our websites offers a fee-based online subscription that provides subscribers with full access to our websites’ content and information which is not all available to non-subscribers, who are only allowed restricted access when visiting the site.
1.2 The terms and conditions applicable to our websites’ online subscribers (referred to here as the “online subscription terms”) are the terms that govern your use of our websites for fee-paying online subscribers. These online subscription terms are in addition to our websites’ terms and conditions (including the acceptable use policy (see below)).
1.3 In the case of a conflict between these online subscription terms and the terms and conditions for our websites’ use the provisions of these online subscription terms shall prevail.
2. Purchasing a subscription to our websites
2.1 Subscriptions are provided on the basis of a monthly or annual fee (referred to here as the ‘Subscription Fee’) and are charged in Euros € (unless otherwise indicated) plus any applicable levies, taxes or other statutory charges.
2.2 Commerce Interact at its absolute discretion can change the subscription fees and subscription durations mentioned on our site at any time. Subscription fees and subscription durations charged will be those confirmed to you on the subscription page of our websites at the time of subscribing.
2.3 The disclaimers, liability limitation and indemnity provided in our websites’ terms and conditions apply to all transactions effected through, or as a result of accessing, our websites.
2.4 If you order products or services from Commerce Interact through our websites, the following conditions apply (in addition to, and to the extent these conditions are consistent with, any terms or conditions relating to these products or services appearing elsewhere in our websites’ terms and conditions:
1. your order is an offer to buy products or services which Commerce Interact may accept, in whole or in part, by providing products or services to you.
illustrations and specifications of products or services are indicative only. The actual products or services supplied may differ.
products and services available through our websites are subject to change. Listed products or services may not be available immediately or at all.
You authorize Commerce Interact to charge your nominated credit card or other electronic payment facility accepted by Commerce Interact with the full price listed on our websites at the time of ordering.
Commerce Interact endeavours to arrange delivery as quickly as possible, subject to availability. However, Commerce Interact will not be liable to you if delivery is delayed or products are forwarded to the wrong destination.
where products or services offered through our websites are supplied by third parties, Commerce Interact is an ordering intermediary only and is not responsible for those products or services or their delivery.
The provision of products or services to you does not confer on you any intellectual property rights (such as marks, designs, copyright or patents) inherent in the products or services supplied.
Commerce Interact may sub-contract the supply or delivery of products or services at its discretion. Commerce Interact is not responsible for the acts or omissions of its sub-contractors.
3. Subscription fee refund policy
3.1 Under UK legislation, you have the right to cancel your subscription within seven working days of the commencement of your subscription. If this right is exercised, any subscription fee paid will be refunded within 30 days. Please contact Commerce Interact at firstname.lastname@example.org to cancel your subscription on this basis. Please note, this right is immediately lost should you access any of the subscriber content contained on our websites.
3.2 If you wish to cancel your subscription to our site at any time after the first seven days provided by UK legislation or after accessing any of the subscriber content contained on our websites (even within the first seven days of the commencement of your subscription) no refunds of the subscription fee or any other fees or charges will be provided to the full extent permitted by law.
4. Access to subscription only content
4.1 When we have accepted your application to receive access to our websites, you will need to the use the email and password you have provided Commerce Interact as part of our security procedures. You must treat your password as confidential, and you must not disclose it to any third party.
4.2 Your right to use and access our site is personal to you, and you must not allow any other person to gain access to our site using your username and password and you must not reveal (or cause to be revealed through any act or omission) you password to any other person.
4.3 You are solely responsible for all access to and use of our websites and third party websites linked to via your username and password, whether such access or use is by you or any other person.
4.4 You agree to immediately notify Commerce Interact if your password is lost or becomes known to any other person
4.5 You are entitled to use and access our websites in accordance with the terms and conditions and these online subscription terms from the time you receive a username and password until your subscription is terminated in accordance with the terms and conditions.
4.6 We have the right to disable any username and password, whether chosen by you or allocated by Commerce Interact, at any time, if in our opinion you have failed to comply with any of the provisions of the online subscription terms or our websites’ terms and conditions.
5. Subscriber discussion groups
5.1 Commerce Interact’s may encourage the lawful use of and contribution of user-generated content to subscriber discussion groups (referred to here as ‘discussion groups’). The Discussion Groups should enable subscriber-to-subscriber advice and groups of like-minded subscribers, to co-operate and achieve common aims.
5.2 The discussion groups must be used in accordance with the acceptable use policy (see below). We reserve the right to monitor the use of these discussion groups to ensure lawful use, but we have no obligation to do so.
6. Discussion group rules
6.1 You may use the discussion groups to ask questions to other subscribers of our websites on wine and wine trade issues.
6.2 If you choose to post a message in a discussion group you may be disclosing personal data about yourself to other subscribers to our site (who may be outside the European Economic Area), but you must not, through using the discussion groups, collect, store, or otherwise process personal data about other subscribers to our site.
6.3 If, while using our site, you discover anyone in breach of the acceptable use policy (see below) you should inform us as soon as possible.
7.1 You confirm that you are the owner of, or that you have been authorised by the owner, to use any trademark or name provided to Commerce Interact by you.
7.2 We cannot guarantee that any username or password requested by you will be available or approved for use. If we have reasonable grounds for thinking that the name you have chosen is contrary to clause 5.1 above, we may ask you to choose a replacement name.
8. Assignment and sublicense
8.1 You shall not assign or otherwise transfer the subscription to any other person without obtaining our prior written consent. This consent will not be refused without good reason.
8.2 We reserve the right to assign all or part of these Online Subscription Terms at any time to any company or person. Any assignment will not prejudice your rights under these Online Subscription Terms.
9. Warranty and Liabilities
9.1 In the event that Commerce Interact or its employees, agents, suppliers, or contractors, are liable to you for losses arising out of our breach of these terms and conditions and/or Commerce Interact’s negligence in connection with your subscription to our websites, Commerce Interact and its employees’ liability to you is capped at three times the value of any subscription fees paid by you for our websites under these online subscription terms in the period of 12 months prior to your claim.
9.2 With respect to a breach of these online subscription terms by Commerce Interact and/or Commerce Interact’s negligence relating to your subscription to our site under these online subscription terms, Commerce Interact or its employees, agents, suppliers, or contractors shall not be liable to you for any and all:
1. loss of income or revenue;
loss of business;
loss of actual or anticipated profits;
loss of, damage to or corruption of data;
loss of goodwill or reputation;
loss of anticipated savings;
wasted management or office time; and/or
indirect loss or damage of any kind, in each case however so arising, whether such loss or damage was foreseeable and whether arising out of breach of contract, tort (including negligence), breach of statutory duty or otherwise.
10. Termination of agreement
10.1 For the avoidance of doubt, Commerce Interact may, with or without cause, terminate this agreement or any license or agreement arising under or pursuant to these terms and conditions, at any time including if you:
1. do not pay the subscription fees due;
breach the terms and conditions (which, for the avoidance of doubt, includes these Online Subscription Terms and acceptable use policy (see below)) in any way; or
become the subject of bankruptcy or insolvency proceedings.
10.2 You will still be liable for all charges that you owe Commerce Interact up to the date of termination if we terminate your subscription under this clause 9.
Acceptable use of our websites and user-generated content
This acceptable use policy sets out the terms between you and Commerce Interact under which you may use our websites (the ‘acceptable use policy’). This acceptable use policy forms part of the terms and conditions for the use of our websites and applies to all users of, and visitors to, our websites.
This acceptable use policy applies to any and all content which you contribute to our websites (‘user-generated content’) and to any interactive services associated with it.
1. Prohibited uses
1.1 You may use our websites only for lawful purposes. You must not use our websites:
1. 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 content which does not comply with our content standards (see below)
to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar communication (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.
1.2 You also agree:
1. not to use the discussion groups (as defined in the Online Subscription Terms), or any of the interactive services available to access and/or use confidential information about another subscriber to our websites; attempt to discover and/or use the password and account details of another subscriber to our websites; or attempt to impersonate any other person;
- not to access without authority, interfere with, damage or disrupt:
- any part of our websites;
- any equipment or network on which our websites is stored;
- any software used in the provision of our site; or
- any equipment or network or software related to our websites that is owned or used by any third party.
2. Electronic communication and notices
2.1 When using our websites, you accept that communication with Commerce Interact will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our websites. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.
2.2 Notices to Commerce Interact may be sent by post or by e-mail. Postal notices should be sent to Commerce Interact, 14 Greville Street, 1.07, London EC1N 8SB, United Kingdom.
3. Interactive Services
3.1 We may from time to time provide interactive services on our websites, including, without limitation:
1. chat rooms;
subscriber discussion groups/member forums;
a facility that enables content to be uploaded such as text, images, video (with or without audio), audio sequences or any other form of user generated content;
a mechanism for contacting other users of our websites;
streaming of text, images, video (with or without audio), audio sequences or any other form of user generated content;
(together referred to here as ‘Interactive Services’).
3.2 Where we do provide any Interactive Services, we will do our best to provide clear information to you about the kind of service offered, if it is moderated and what form of moderation is used (including whether it is human or technical). If a piece of user generated content remains on our websites in a moderator area it does not mean that it has been sanctioned or approved by our moderator.
3.3 We may operate a search facility within an Interactive Service to identify any user generated content (including discussion group postings) that contain key words likely to indicate that content would be unlawful or offensive. We reserve the right to edit or remove any user generated content that we deem to be unlawful or offensive.
3.4 We are under no obligation to oversee, monitor or moderate any Interactive Service we provide on our websites, and we expressly exclude our liability for any loss or damage arising from the use of any Interactive Service by a user in contravention of our content standards or our websites terms and conditions, whether the service is moderated or not.
3.5 The use of any of our Interactive Services by a minor is subject to the consent of their parent or guardian. We advise parents who permit their children to use an Interactive Service that it is important that they communicate with their children about their safety online, as moderation is not foolproof. Minors who are using any Interactive Service should be made aware of the potential risks to them.
3.6 Where we do moderate an Interactive Service, we will normally provide you with a means of contacting the moderator, should a concern or difficulty arise.
4. Content standards
4.1 These content standards apply to any and all user generated content which you contribute to our websites, and to any Interactive Services associated with it.
4.2 You must comply with the spirit of the following standards as well as the letter. The standards apply to each constituent part of any piece of user generated content as well as the piece as a whole.
4.3 User generated content must:
1. be accurate (where it contains a factual statement);
be genuinely held (where it states opinions or beliefs); and
comply with applicable law in the UK and in any country from which it is uploaded or posted.
4.4 User generated content must not:
1. contain anything which is defamatory of any person;
- contain anything which is obscene, offensive, hateful or inflammatory;
- contain or 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 or unlawful 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 Commerce Interact, if this is not the case;
- contain press releases or advertising;
- advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse;
- adapt, translate, modify, decompile, disassemble or reverse engineer our websites or any software or program used in connection with it;
- restrict or inhibit any other user from using or enjoying our websites (or any linked website); or
- modify, alter or deface any of the trademarks, service marks, trade dress or other intellectual property made available by Commerce Interact in connection with our websites or otherwise infringe or facilitate infringement of any copyright, patent, trademark, trade secret or other proprietary, publicity or privacy rights of any part, including the rights of third parties.
5. Breach of this policy
5.1 Using our discretion, we will determine whether there has been a breach of this acceptable use policy through your use of our websites. A breach of this acceptable use policy constitutes a material breach of the terms and conditions governing your use of our websites.
5.2 If we decide that you have not complied with this acceptable use policy, we may take one or more of the following courses of action:
1. immediately, temporarily or permanently withdraw your right to use our websites;
- immediately, temporarily or permanently remove any piece of user generated content uploaded by you to our websites;
- issue you with a warning about your conduct;
- bring legal proceedings against you to recover all our costs and losses that result from your breach of this policy (including, but not limited to, reasonable administrative and legal costs);
- further legal action against you; and/or
- disclosure of such information to law enforcement authorities as we deem appropriate.
5.3 We exclude liability for actions taken in response to breaches of this acceptable use policy. The responses described in this acceptable use policy are not limited, and we may take any other action we reasonably deem appropriate.
5.4 You should not use our websites for any commercial purpose. For the avoidance of doubt, reviewing a product that promotes your own or your employers business or hinders a competitors business shall be deemed to be a commercial purpose. In the event that Commerce Interact discovers that you have acted in contravention of this clause it reserves the right to publish a statement on the website detailing your actions.
6. Changes to this policy
6.1 We may revise this acceptable use policy at any time by amending this policy. You are expected to check this page from time to time to take notice of any changes we make because they are legally binding on you. Some of the provisions contained in this acceptable use policy may also be superseded by provisions or notices published elsewhere on our websites.
Contact Commerce Interact
If you wish to contact Commerce Interact to discuss any aspect of the terms and condition or to discuss a subscription or registration please contact the Director as follows:
Tel: +44 20 3411 6599
Write to: Managing Director, Commerce Interact, 14 Greville Street, 1.07, London EC1N 8SB, United Kingdom