Terms and Conditions relating to the use of http://www.ibdbusinessadvice.co.uk and www.ibd-uk.com
The following terms and conditions of business (‘Terms and Conditions’) shall regulate your use of the website www.ibd-uk.co.uk (the ‘Website’) which is owned, operated and maintained by, or on behalf of, ibd Business Advice Group Ltd, a company incorporated in England and Wales with registered number 05210420 having its registered office at 1010 Cambourne Business Park, Cambourne, Cambridge, CB23 6DP and which trades as ibd (‘ibd’), referred to in these Terms and Conditions as ‘we’, ‘us’ or ‘our’.
When we refer to people who use the Website, we shall refer to ‘you’ and ‘your’.
Please read these Terms and Conditions carefully before you start to use the Website. By using the Website you indicate that you accept these Terms and Conditions and agree to abide by them.
ibd promote and administer a network of experienced independent business advisors and consultants who provide business advisory, consultancy and/or transaction services to small and medium-sized enterprises and we seek to match the business advisory needs of clients and potential clients with the skills and experience of members of our network.
Definitions and Interpretation
1.1 In addition to the terms defined above, the following expressions shall have the meanings set opposite them below:
‘Intellectual Property Rights’ means patents, rights to inventions, copyright and related rights, trademarks and service marks, trade names and domain names, rights to goodwill or to sue for passing off or unfair competition, rights in registered and unregistered designs, rights in computer software (including source and object code and algorithms), database rights, rights in confidential information (including, without limitation, know-how and trade secrets, processes and other procedures) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or may subsist now or in the future in any part of the world;
“Member” means an independent adviser or consultant who is a member of
‘User’ means someone who uses the Website.
1.2 In these Terms and Conditions:
1.2.1 clause headings shall not affect the interpretation of these Terms and Conditions;
1.2.2 references to clauses are to the clauses of these Terms and Conditions;
1.2.3 a reference to a statute, statutory provision or subordinated legislation is a reference to it as it is in force from time to time, taking account of any amendment or re-enactment and includes any statute, statutory provision or subordinate legislation which it amends or re-enacts;
1.2.4 a reference to a statute or statutory provision shall include any subordinate legislation made from time to time under that statute or statutory provision;
1.2.5 words in the singular shall include the plural and vice versa;
1.2.6 a reference to ‘writing’ or ‘written’ shall include e-mail;
1.2.7 a reference to any gender shall include all genders;
1.2.8 any phrase introduced by the terms ‘including’, ‘include’, ‘in particular’ or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
PART 1 – GENERAL TERMS APPLICABLE TO ALL USERS
2.1 You undertake to use the Website at all times in accordance with these Terms and Conditions and only for lawful purposes.
2.2 You are responsible for making all arrangements necessary for you to access the Website and you are also responsible for ensuring that all persons who access the Website through your internet connection are aware of these Terms and Conditions and that they comply with them.
2.3 The use of the Website requires a basic knowledge of the internet. It is your responsibility to ensure that you have the necessary knowledge and expertise in order to be able to use the Website.
2.4 It is your responsibility to ensure that any computer or any other device used by you to access the Website in any location is safe and secure.
3 Availability of the Website
3.1 Subject as provided for in this clause 3, we shall use all reasonable commercial efforts to ensure that the Website operates properly at all times but we make no representations and give no warranties as to the availability or accessibility of the Website.
3.2 We reserve the right to alter any part of the Website at any time and to suspend or withdraw the Website at any time and for any reason. In addition, we may from time to time restrict access to some parts of the Website or the entire Website.
3.3 The Website is currently intended for the information and use of residents in the UK. We make no claims that the content of the Website may be lawfully viewed or downloaded outside of the UK. Access to the content of the Website may not be legal to certain persons or in certain countries. If you access the Website from outside the UK, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
4 Information available via the Website
4.1 We aim to update the Website regularly, and may change the content at any time. The content of the Website may be out of date at any given time, and we are under no obligation to update such content.
4.2 Whilst we have prepared the content of the Website in good faith and with reasonable care and skill, we make no representation and give no warranty (express or implied) about any of the content of the Website (including, but not limited to, any as to the quality, accuracy, completeness or fitness for any particular purpose of such content).
4.3 The content of the Website is not intended to amount to advice on which reliance should be placed. We, therefore, disclaim all liability and responsibility arising from any reliance placed on such content by any User or by anyone who may be informed of any of its contents.
4.4 Any links on the Website to other websites or resources provided by third parties are provided for your information and convenience only. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them.
5 Your responsibilities and obligations
5.1 Your agreement with us is personal to you and you may not transfer your rights under these Terms and Conditions without our express written permission.
5.2 It is your responsibility to ensure that you comply with all relevant laws and regulations of the country from which you are accessing the Website.
5.3 You hereby indemnify us and agree to keep us indemnified against any and all claims, damages, losses, liabilities and costs arising from and in connection with your use, misuse and abuse of the Website, any breach of these Terms and Conditions, and in respect of any information you submit to or record on the Website.
5.4 You agree that in the event that you have any right, claim or action against any third party arising out of that third party’s use of the Website then you will pursue such right, claim or action independently of and without recourse to us.
6 Intellectual Property Rights
6.1 All Intellectual Property Rights in or relating to the Website and the material on it (including all text, data, graphics, layout, logos, images, audio material, clips, films or other moving images) belong to either us or our licensors. Nothing contained in these Terms and Conditions or the Website should be construed as granting by implication or otherwise, any licence or right to use such Intellectual Property Rights except as otherwise provided below.
6.2 You may print off one copy, and may download extracts, of any pages from the Website for your own reference.
6.3 You must not publish, copy, distribute, modify, transmit or reproduce in any form (whether in hard copy, electronic or otherwise) the information and materials on the Website without our express permission in writing, nor use the information and materials on the Website for any commercial purpose not expressly contemplated by these Terms and Conditions and no part of the content of the Website may be incorporated into or stored in any other website or other work in any form.
7 Our liability to you
7.1 We shall not be liable (whether arising from breach of contract, breach of statutory duty, negligence or otherwise howsoever arising) for any direct, indirect or consequential loss or damage including without limitation any liability for any loss of profits, loss of income, loss of contracts, loss of data, loss of revenue, loss of anticipated savings, wasted management, office or personal time, loss of business or goodwill and whether or not we have been advised of the possibility of the loss or whether such loss is foreseeable, which is incurred by any User:
7.1.1 in connection with your use of the Website or the contents of the Website; or
7.1.2 as a result of a denial of service attack, viruses or any other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary materials owned by you due to your use of the Website and/or your downloading any information or material from or to the Website;
provided always that nothing in these Terms and Conditions operates so as to exclude, limit or restrict our liability for death or personal injury or any other liability, the exclusion of which is expressly prohibited by statute or regulation.
7.2 To the extent that we are found to be liable to you in respect of the Website (whether arising from breach of contract, negligence, breach of any common law or statutory duty to take reasonable care or exercise reasonable skills or otherwise) our entire liability to you shall, subject to clause 7.1 above, be limited in aggregate to the sum of £1,000.
8 Suspension and termination
8.1 Without limiting our other remedies against you, we reserve the right to suspend your use the Website at any time and for any reason, including without limitation, where you are or have been in breach of these Terms and Conditions or are otherwise abusing the use of the Website.
8.2 We also reserve the right to terminate this agreement and cancel your use the Website at any time and for any reason, including without limitation, where you are in breach of these Terms and Conditions or are otherwise abusing the use of the Website or where we have reasonable grounds to believe that you have breached these Terms and Conditions or have abused the use of the Website.
8.3 The remedies available to each party under these Terms and Conditions shall include (but not be limited to) all available equitable remedies.
8.4 Termination of your right to access the Website will not affect either your right or our right to pursue any claim against the other that may have accrued prior to termination of your right to access the Website or any claim that may arise after termination.
9 Data Protection
9.2 From time to time, we may authorise a third party subcontractor to process your data on the basis that they should do this on terms which are substantially the same as are provided for in this clause.
10.1 If any provision of these Terms and Conditions shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and Conditions and that provision shall not affect the validity and enforceability of any remaining provisions.
10.2 No failure or delay by us in exercising our rights under these Terms will be deemed to be a waiver of that right, and no waiver by us of any breach will be considered as a waiver of any subsequent breach.
10.3 All rights not expressly granted in these Terms and Conditions are reserved to us.
10.5 The Contracts (Rights of Third Parties) Act 1999 will apply to these Terms and Conditions only insofar as either you or us may enforce any term of these Terms and Conditions where that term confers a benefit upon either you or us (as the case may be).
10.6 You acknowledge that no joint venture, partnership, agency or employment relationship exists between us as a result of your use of the Website.
11 Governing law and jurisdiction
11.1 Our agreement with you and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law.
11.2 The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims).
PART 2 – PROVISION OF SERVICES BY OUR MEMBERS
12 Provision of services
12.1 Each one of our Members is an independent contractor and not an employee of ibd.
12.2 If you make contact with us through the Website or by any other means, enquiring about the provision of any type of service referred to on the Website we will endeavour to match up your enquiry with one or more of our Members (also known as Advisers) specialising in the type of service that you require and will make the necessary introductions. You will need to satisfy yourself as to the suitability of any Member that we may introduce you to in relation to the provision of the services you require and the acceptability of any terms proposed by any such Member before entering into a contract with any Member. If your enquiry results in an offer and acceptance for the provision of services, the resulting contract will be between you and the Member concerned.
12.3 At no time will we have a contract with you for the provision of advisory, consultancy or transaction services, nor will we be liable in any way in connection with the provision of, or failure to provide, any of the above services by one of our Members.
12.4 Notwithstanding the foregoing provisions of this clause 12, we may provide business process outsource services to our Members including invoicing and payment collection services but such services shall not render us liable to you under any contract for services between you and one of our Members.