These are the Conditions (‘Conditions’) that govern Your use of each of the Partnerships Bulletin, P3 Bulletin and Projects Bulletin websites (each a ‘Website’).
In reading these ‘Conditions’ (the ‘Conditions’):‘You’ and ‘Your’ means the person or company with whom We make this contract to supply website services.
‘We’ ‘Our’ and ‘Us’ mean Rockcliffe Ltd, further details of which are at 1 (a) below.
a. This Website is operated by Rockcliffe Ltd a company incorporated in England and Wales under number 5666052 whose registered office is at Unit 3.23 Canterbury Court, Kennington Park, 1-3 Brixton Road, London, SW9 6DE.
b. Please read these Conditions carefully before using this Website. By accessing any part of this Website, You will be deemed to have accepted these Conditions in full regardless of whether or not You choose to register on this Website. If You do not wish to be bound by these Conditions, You must leave this Website immediately.
c. We may revise these Conditions at any time by posting an update on this Website. Your continued use of this Website after any such change constitutes Your acceptance of the new Conditions and they will be binding on You. You should therefore check this Website from time to time to review the current Conditions.
When You buy subscription content and any ancillary products or services (the Services) from Us (in whatever form and however provided), Your purchase will be subject to the additional terms of this clause 2.Conditions For the purposes of these Conditions an Authorised User is an individual who is identified in accordance with sub-clauses a ii or b iii and is entitled to have access to this Website under a Single User or Multi-User Subscription.
a. Single User Subscription
i. A single user subscription is only available to the public sector, not for profit organisations and sole traders.
ii. When You order a single user subscription, You must provide Your name, job title, company name, email address (this will be used as Your user name as an Authorised User), telephone number and postal address.
iii. When You complete your subscription registration We hereby grant You a sole, non-transferable, non-exclusive licence to access this Website to use the Services. Access is via Your unique username and password.
iv. You will keep secure Your username and password used to access Our digital subscription content. You will not share these with anybody nor will You assist anyone who is not a subscriber to access this content. You will immediately notify Us of any unauthorised access to this content of which You become aware or have reasonable grounds to suspect. We reserve the right to suspend Your access to digital subscription content if We suspect that Your access details have been shared with any third party, pending Our investigation.
v. We may include the names of subscribers in marketing material. You acknowledge and accept that We have the right to use Your company / organisation name as part of Our ongoing marketing and public relations efforts. We undertake that We shall make reasonable efforts to ensure that any such use of Your organisation name will not be disparaging or otherwise adverse to your organisation or its’ business.
b. Multi-User Subscription
i. Where You are an individual agreeing to these Conditions on behalf of an organisation, You represent and warrant that You have the authority to bind that organisation. Any person who accesses the Services by virtue of being designated an Authorised User on behalf of that organisation also agrees to be bound by these Subscription Conditions.
ii. If You are agreeing to these Conditions on behalf of an organisation, your Authorised Users are strictly limited to employees of that organisation.
iii. When You order a multi-user subscription, You must provide a contact name, job title, email address for each Authorised User.
iv. When You complete the subscription registration We hereby grant the Authorised Users, a sole, non-transferable, non-exclusive licence to access this Website to use the Services. Access for Authorised Users is via their username and password.
v. You will ensure that You keep secure (and ensure that Your Authorised Users keep secure) all usernames and passwords used to access Our digital subscription content. You will not share these with anybody nor will You assist anyone who is not an Authorised User to access this content and will immediately notify Us of any unauthorised access to this content of which You become aware or have reasonable grounds to suspect. We reserve the right to suspend access to digital subscription content if We suspect that any access details have been shared with any third party, pending Our investigation.
vi. During Your subscription term You may add new users for no additional fee providing that the total number of Authorised Users does not exceed the number of users set out in Your multi-user subscription. If adding a new user exceeds this number, You will have to pay an additional fee. To add new users, you must email Us at firstname.lastname@example.org or telephone +44 (0)20 8675 7770. New users will have access to Our content for the remainder of Your subscription term.
vii. You will notify Us immediately in the event of any changes to the details of Your Authorised Users. In the event that, during Your subscription term, an Authorised User leaves Your organisation or for any other reason is no longer authorised to use the Services under Your multi-user subscription, You must notify Us in writing. In that situation, You are entitled to nominate another Authorised User to replace the Authorised User who has been removed from Your subscription.
viii. We may include the names of subscribers in marketing material. You acknowledge and accept that We have the right to use Your company / organisation name as part of its ongoing marketing and public relations efforts. We undertake that We shall make reasonable efforts to ensure that any such use of your organisation name will not be disparaging or otherwise adverse to your organization or its’ business.
ix. You will ensure that each of your Authorised Users comply with the obligations set out in these Conditions as if that individual was named herein as You.
c. Free Evaluation Period
i. We may agree that, for a specified initial evaluation period (‘Evaluation Period’), You will be permitted to make full use of one of Our products so that You can evaluate its benefit to You or to Your organisation before taking out an ongoing subscription.
ii. Where We agree to permit Your use of one of Our products for an Evaluation Period, We will notify You via email, specifying the start and end dates of that period.
iii. You will not be charged for Your use of Our relevant product during the Evaluation Period. Nevertheless, a legally binding contract is formed between Us in consideration of our mutual rights and obligations on the date We notify You pursuant to paragraph (ii) above that We have agreed to permit You to use one of Our products for the Evaluation Period.
iv. When You apply for an Evaluation Period, You must provide Your name, job title, company name, email address (this will be used as Your user name), telephone number and postal address.
v. When We agree to Your Evaluation Period application We hereby grant You a sole, non-transferable, non-exclusive licence to access this Website to use the Services. Access is via Your username and password. Termination of registration and Evaluation Period will automatically occur at the end of the Evaluation Period.
vi. During the Evaluation Period You will keep secure Your username and password used to access Our digital subscription content. You will not share these with anybody nor will You assist anyone who is not a subscriber to access this content and will immediately notify Us of any unauthorised access to this content of which You become aware or have reasonable grounds to suspect. We reserve the right to suspend Your access to digital subscription content if We suspect that Your access details have been shared with any third party, pending Our investigation.
d. Electronic Signature on Rockcliffe contracts
We use an electronic signature solution (under the UK’s Electronic Identification and Trust Services for Electronic Transactions Regulations 2016) to effect the execution of certain customer contracts. The solution will allow Us to collect a signature from You through Your PC, tablet or compatible smart phone device.
e. Processing Orders
i. We take payment for subscription fees by invoice and You will pay within fourteen (14) days of its’ receipt (which will be deemed immediate if an invoice is sent electronically or two business days if sent by post). If no payment is made after 14 days We reserve the right to suspend the Services until We are in receipt of cleared funds. You will remain liable for the full amount of the invoice.
ii. You acknowledge that We may delay granting You access to digital subscription content until We are in receipt of cleared funds.
iii. We will be entitled to charge interest on any outstanding balance owed accruing on a daily basis with effect from the invoice date.
iv. We reserve the right not to accept or process Your order for any reason. All orders are subject to validation checks and authorization by your bank or payment card issuer. Where We do not accept or process Your order We will notify You in writing and if Your credit card has already been debited We will refund Your payment within 30 days.
v. We reserve the right not to fulfil, and to cancel, orders:
· if We are unable to obtain payment authorisation from Your bank or the issuer of Your payment card or cheque;
· in the event of obvious inaccuracies in prices;
· if You have not paid Your invoice by the due date for payment;
· if sanctions are imposed on Your country of residence or the country where You access or receive Our content; or
· where We are unable to fulfil an order due to circumstances beyond Our or Our subcontractors’ reasonable control.
f. Contract Term and Cancellation/Suspension
i. All subscription contracts are for the initial minimum period specified on the Order Form (Our prescribed form for subscription contracts as submitted by Us to You). The initial minimum period will be at least 12 months [unless the parties expressly agree otherwise on the Order Form] commencing on the date that the Order Form is signed by You (see sub-clause d). This includes subscriptions that begin with introductory rates.
ii. If We believe that you have not complied materially with any of these Subscription Conditions, We shall give you notice of such and if the breach is not rectified within the period specified in such notice We may in Our sole discretion suspend or cancel Your access to the Services or any part thereof without notice. In this situation, We will not be liable to refund You any amounts previously paid and You will remain liable for any amounts owed to Us pursuant to the relevant Order Form.
i. To ensure that You and Your Authorised Users (as applicable) can continue to have access to Our content, You will be contacted before the end of Your subscription contract and asked if You would like to renew.
ii. We do not automatically renew subscriptions. If a subscription has not been renewed at least 1 week before the last day of the current subscription term, You may not continue to have access to Our content.
iii. If You do not renew Your subscription, Your agreement will terminate on the last day of the current subscription term.
i. Cancellations received within six months of the subscription start date are entitled to a 50% refund. Any cancellations received after six months from the subscription start date are not entitled to a refund.
i. Your Obligations
i. It is Your sole responsibility to ensure that all use of the subscription content by You and Your Authorised Users is made in accordance with these Conditions.
ii. You acknowledge that the subscription content is confidential and proprietary to Us. Accordingly You will preserve its confidentiality, not disclose it or make it available to any third party unless required to do so by law and not use it for any purpose other than the proper exercise of Your rights or performance of Your obligations under these Conditions.
iii. You are responsible to ensure that Your internal systems are sufficiently up to date to allow You to properly to access the Website and to download and access the relevant digital subscription content.
iv. You agree that We may take such steps as We reasonably consider appropriate to remotely monitor Your and Your Authorised Users’ compliance with these Conditions and You will fully cooperate with Us in relation to such remote monitoring.
3. Use of material appearing on this Website
a. All intellectual property and other proprietary rights in and to this Website and the Material (as defined at sub-clause b. below) appearing on it are owned by and reserved to Us or Our licensors or users (as applicable).
b. The Material means any material published on this Website, including, without limitation, all text, images and graphics of any nature whatsoever (including advertisements), regardless of whether the copyright or any other intellectual property rights rest with Us or a third party.
c. You may download and print extracts from the Material and make copies of these for Your own personal use only. You are not allowed to download or print the Material, or extracts from it, in a systematic or regular manner so as to create a database in electronic or paper form comprising all or part of the Material appearing on this Website.
d. You must only use this Website for lawful purposes. You may not use this Website:
i. in any way that breaches any applicable local, national or international law or regulation;
ii. in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
iii. to send, knowingly receive, upload, download, use or re-use any Material which does not comply with this clause 3;
iv. to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam); or
v. 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 intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information or adversely affect the operation of any computer software or hardware.
i. Not to reproduce, duplicate, copy or re-sell any part of this Website without Our prior written consent, and
ii. not to access without authority, interfere with, damage or disrupt:
·any part of this Website;
·any equipment or network on which this Website is stored;
·any software used in the provision of this Website; or
·any equipment or network or software owned or used by any third party.
4. Disclaimer of liability
a. To the extent permitted by law, neither We nor our agents or representatives shall have any liability whatsoever to You or Your Authorised Users for any direct, indirect or consequential loss or special loss or damage, cost or expense suffered or incurred by You or them (whether arising in tort, contract or otherwise, and whether arising from the negligence, breach of contract, defamation, infringement of copyright or other intellectual rights) caused by use of this Website or from the negligence of Our employees or agents or licensors, and whether asserted against Us or against any third party in connection with its use, inability to use, or results of the use of this Website, any websites linked to it and any Material, including loss of income or revenue; loss of business; loss of profits or contracts; loss of anticipated savings; loss of data; loss of goodwill; and/or wasted management or office time; even if foreseeable, provided that this clause shall not prevent claims for loss of or damage to the Your or their tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out in this sub-clause.
This does not affect Our liability for death or personal injury arising from Our negligence, or Our liability for fraud or fraudulent misrepresentation, or any other liability which cannot be excluded or limited under applicable law.
b. We do not make any representation or give any warranty, either express or implied:
i. in relation to any information, goods or services offered or Material, accessed or obtained through this Website;
ii. in relation to warranties of title, non-infringement of copyright or patent rights of others, merchantability, or fitness or suitability for any purpose;
iii. as to the suitability of the information and data on this Website for any particular purpose;
iv. as to the availability, accuracy of the description of any goods or services or their completeness, currency or reliability; or
v. that the information and data on this Website is free of infection by computer viruses or other contamination, and to the extent permitted by law excludes all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.
c. We and Our agents or representatives do not endorse or in any respect warrant any third party products or services by virtue of any advertisement, information, material or content referred to, or included on, or linked from or to this Website.
d. You can access other sites via links from this Website. These sites are not under Our control and We do not accept any responsibility of any kind (including but not exclusively) for the content, accuracy, integrity, lawfulness, completeness, currency or reliability of information on websites over which We have no control.
5. Availability of this Website
a. We will try to make this Website available but cannot guarantee that it will operate continuously or without interruptions or be error free and can accept no liability for its unavailability.
b. You must not attempt to interfere with the proper working of this Website and, in particular, you must not attempt to circumvent security, tamper with, hack into, or otherwise disrupt any computer system, server, website, router or any other internet connected device.
6. Third party material on this Website
a. We are not responsible for the material provided by third parties on this Website, including material provided by advertisers and sponsors.
b. Advertisers and sponsors are solely responsible for the content of advertising and sponsorship material which they submit to this Website, including ensuring that it complies with relevant legislation. We accept no responsibility for the content of advertising and sponsorship material, including, without limitation, any error, omission or inaccuracy there in.
c. We provide no assurances that We will not accept advertisements or sponsorship from competitors of Our clients or Our Website users. Your correspondence and any business dealings with, participation in promotions offered by and Your access to, purchase or utilization of products or services offered by any such advertisers and sponsors are solely between You and such third party.
d. We are not responsible for any defamatory, offensive or illegal conduct of any Website user or any third parties.
7. No advice
No tax, legal or investment advice of any kind (including advice and opinions with respect to the nature, potential value or suitability of any particular securities transactions, financial products or investment strategy) is being provided by this Website or by Us to the user. Any investment decisions made by the user will be based solely on their own evaluation of their financial circumstances and investment objectives and not on the basis of any information given in this Website.
8. Privacy and Cookies Policy
a. The provision of personal information by You and use of it by Us is subject to Our Privacy and Cookies Policy.
a. We may assign or subcontract any or all of Our rights and obligations under these Conditions at any time. You may not assign or transfer Your rights under Your agreement.
b. Failure by Us to enforce a right does not result in a waiver of such right.
c. We shall be under no liability for any failure, delay or omission on Our part or resulting from any event of Force Majeure.
d. The Contracts (Rights of Third Parties) Act 1999 and any legislation amending or replacing this Act shall not apply in relation to an order and nothing in an order shall confer on any third party the right to enforce any provision of the order.
e. We reserve the right to bar users from this Website, on a permanent or temporary basis at Our discretion. Any such user shall be notified and must not then attempt to use this Website under any other name or through any other user.
These Conditions and Your use of this Website shall be governed by English law and the parties agree to submit to the exclusive jurisdiction of the English courts.