TERMS AND CONDITIONS OF BUSINESS OF PERSONACUE LIMITED
THESE TERMS AND CONDITIONS OF BUSINESS (“Ts&Cs”) of Personacue Limited, a limited company, having its place of business and its registered office at Wellesley House, 204 London Road, Waterlooville, Hampshire, PO7 7AN registered under company registration number 08264700 (“PCL”) apply whether:
(a) The user is using the website of PCL (www.personacue.com) (“Website”) to purchase a PCL report (“Report”) as described and defined in the Website and in these Ts&Cs, thus becoming a client of PCL (“Client”); or.
(b) The user is simply looking at the Website (by way of illustration but not necessarily solely, for browsing).
In either case, in the event that the Website and / or these Ts&Cs contain any element to which the user (whether a Client of PCL, or otherwise) is unwilling to give their agreement, the user must immediately cease to use the Website and / or the other Services that PCL offers.
The following words shall have the followings meaning in these Ts&Cs:
1.1 “Agreement” means the Agreement Form, together with these Ts&Cs and the other notices detailed in Schedule B;
1.2 “Client(s)” means any or all valid registered Clients of our Services;
1.3 “Intellectual Property” means all intellectual property, or “IP”, owned by PCL and used in relation to the Services, which IP shall include, at least: current and past client lists, all copyright and related rights, trade marks, service marks, trade business and domain names, website, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights (in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights) and all similar or equivalent rights or forms of protection in any part of the world; in the Agreement, Intellectual Property rights may be referred to as ‘Intellectual Property Rights’.
1.4 “Paid Services” means all Services accessible, at rates quoted, by this site to Clients;
1.5 “Service(s)” means any or all of the Services made available to you by PCL including PCL’s Website, Reports or any other Service that PCL may offer from time to time;
1.6 The words ‘us’, ‘we’, ‘our’ means all brands owned and operated by PCL for the purposes of this Agreement; and
1.7 Words importing one gender shall be construed as importing any other gender.
1.8 Words importing the singular shall be construed as importing the plural and vice versa.
1.9 The words “include” and “including” are deemed to be followed by the words “without limitation”.
1.10 The clause headings do not form part of this agreement and shall not be taken into account in its construction or interpretation.
- Eligibility of Clients
2.1 To be Client of PCL’s Website and / or Report(s) you must be 18 (eighteen) years of age, or older.
2.2 Clients must not have been convicted of any offence, nor must they be subject to any court order, relating to sexual misconduct, harassment, violence or any form of physical or mental assault or abuse.
2.3 Any breach of this clause 2 may result in a termination of this Agreement, at the sole discretion of PCL.
3. Personal privacy and protection of Client data
3.1 PCL maintains the strictest standards regarding protection of privacy and of personal information.
3.2 PCL is registered with the UK Information Commissioner, under number ZA100316.
- Use of PCL’s Website, Reports and other Services by Clients
4.1 Where Client is provided with a password and / or any other data that identifies Client, this is on the understanding that such a password is confidential and may not be divulged to a third party.
4.2 Client wishing to access the Services understands that Client will require to have a computer and / or a smartphone and Client will be responsible for all costs associated with these devices as regards the use by Client of the Services.
4.3 PCL reserves the sole right to alter this Agreement from time to time and the following shall apply:
4.3.1 PCL will inform Client at to the nature of any such alterations by their being posted on the Website.
4.3.2 The alterations shall become effective 30 (thirty) days after their being posted on the Website.
4.3.3 If Client then continues to use the Services, then Client shall be deemed to have accepted the alterations.
4.3.4 If Client has registered with PCL after any alterations have been posted by PCL on the Website, these alterations shall apply with immediate effect because Client will have accepted them when Client’s account was opened.
- Client’s Security
5.1 Clients must agree and accept that PCL cannot provide advice on marriages or relationships.
5.2 Following receipt of a Report or of any other information provided in the Services, the onus remains on Client to make decisions as to who may be a suitable partner for them and PCL simply provides Client’s personality profile.
5.3 Client is responsible for acts or omissions made by any third parties using Client’s identification data or your account, whether or not such use is fraudulent; Clients agree to indemnify PCL against any claims which may result from such acts or omissions. For the avoidance of doubt; PLC shall not be liable if your identity is misused by others.
- Client’s Obligations
In relation to the Services, Clients agree that they will refrain from the following:
6.1 breaching any relevant law, or code of conduct, or regulation;
6.2 commenting upon, or broadcasting, or publishing in any form, whatsoever and wheresoever, any Client content or any other content that infringes the rights of others, or that may reasonably be considered defamatory, injurious, obscene, offensive, violent, or may incite violence, or may be ageist, racist, or sexist;
- Payment Terms
The prices and the terms of payment for PCL’s Paid Services are shown on the Website.
8.1 Without the requirement to give a reason, Client may at any time terminate their registration with PCL. By use of the part of the Website designed for such a purpose, Client may effect such termination by requesting that their account be closed. Client’s request shall be effective as of the first working day following PCL’s receipt of it.
8.2 PCL reserves the right to close Client’s account (without impacting on the other provisions of the Agreement), in the event that Client commits a breach, termination to become effective 5 (five) days after PCL has emailed Client with a request that Client complies with these Ts&Cs, but Client has not so complied.
8.3 Termination by PCL shall not prejudice PLC’s right to damages that PCL could claim from Client in the event that PCL suffers harm as a result of Client’s breach.
8.4 In the event of a termination, PCL will inform Client by email and all Client’s data will be deleted upon Client’s written request, or as prescribed by law.
8.3 This clause 8 does not apply to reimbursement when Client’s to cancel an order under clause 9, below is relevant and exercised.
- Right of Client in the EU to cancel under the Consumer Contracts Regulations 2013
Subject to what is stated below in clause 9.4, this clause will apply to Clients, but only to Clients who:-
(a) reside in the European Union (“EU”); and
(b) are “consumers” under the definition of the Consumer Contracts (Information, Cancellation and Additional Payments) Regulations 2013, residing in the EU;
and the following specific terms and conditions shall apply:
9.1 Under this clause 9, Client has the right to cancel their Agreement for the Services within the cancellation period being the period ending 14 (fourteen) calendar days after the day on which the parties entered into the Agreement (”Cancellation Period”).
9.2 Cancellation by Client under this clause 9 must be made by emailing PCL at email address: email@example.com stating as follows: “I [ NAME] wish to exercise my right under the Consumer Contracts (Information, Cancellation and Additional Payments) Regulations 2013 to terminate our Agreement entered into on [ DATE].
9.3 Where Client cancels under this clause 9, PCL will reimburse Client for any payments received from Client; any reimbursement under this clause 9 shall be made to Client by the same means of payment Client used to make the payment.
9.4 Without prejudice to the generality of what is stated above in this clause 9, Client understands and agrees that digital content cannot be made available to Client during the Cancellation Period unless Client has given their express consent to and has acknowledged waiver of their right to cancel under the Consumer Contracts (Information, Cancellation and Additional Payments) Regulations 2013. By clicking “Accept” at the end of these Ts&Cs, Client demonstrates their agreement and accepts that such agreement constitutes Client’s express consent to and acknowledgment of waiver of their right so to cancel. Strictly on that agreement and understanding, PCL can provide the Services within the Cancellation Period.
- Intellectual Property
10.1 PCL is the exclusive owner of all our logos, advertising materials, databases and all other items of our IP including our IP’s contents and formats which are protected by the laws governing copyright and database rights, as may be amended / augmented from time to time.
10.2 For the avoidance of doubt, our IP’s contents and formats include (but are not necessarily limited to) the following: our trademarked company name, our trademarked logos, our trademarked product names, our photos (whether of our products, or of other subjects), our data, all items of content we have created (whether accessible in the Website, or otherwise) and all the formats we have created in the Website, or in any other fixed media.
10.3 It should be noted particularly that in the absence of prior, written consent having been given by PCL, the following will apply: (i) no items of our IP may be reproduced in whole or in part; (ii) no part of our IP may be used for commercial or database purposes; (iii) no part of our IP’s contents or formats may be stored in any form, whether in a public or private directory or any other system; and (iv) no part of our IP’s contents or formats may be distributed, whether by paper copy, email, other electronic methods, or by any other means.
10.4 PCL takes the protection of its Intellectual Property very seriously and will assertively pursue any unauthorised use of it, including any part or parts of it.
- Liabilities, Warranties and Disclaimer
11.1 What is stated in this clause (as well as in any other clause excluding or restricting our liability) will, in addition to applying to PCL, apply the directors and employees of PCL and any third party performing work for PCL.
11.2 Nothing in the Agreement will exclude or limit PCL’s liability for: (a) negligence resulting in death or personal injury, (b) fraudulent misrepresentation; (c) anything else which cannot legally be excluded or limited, legally.
11.3 PCL will have no liability for damage to Client where such damage was caused by or contributed to by Client.
11.4 Client must give PCL reasonable opportunity to regulate any matter for which PCL is liable before Clients incur costs in regulating the matter; in the event that Client fails so to give PCL such an opportunity, then PCL shall not have any liability to Client regarding the matter.
11.5 The liability of PCL (including PCL’s own negligence) regarding the Services shall, for any one event or for a series of related events, be limited to the higher of: (a) 3 (three) times the total fees payable by you in the 6 (six) months before the event which Client claims to be the cause of PCL’s liability, or (b) the sum of £1,000 (one thousand Pounds Sterling).
11.6 Subject to what is started above in this clause 11, in no event (including PCL’s negligence) will PCL have any liability for: economic losses (including without limit, loss of revenues, profits, business or anticipated savings); loss of reputation; special, consequential or indirect losses; and / or damage to or loss of data.
11.7 The essential elements of PCL’s standard Disclaimer and Limitation on Liability are repeated below, forming part of the Agreement and is to be construed in conjunction with what is stated above in this clause 11, as follows:
11.7.1. Any action Client may take based upon the information provided in PCL’s Reports and / or on Website and / or any reliance Client may place on such information is strictly at CLIENT’S own risk and is not a substitute for professional advice. For the avoidance of doubt, CLIENT remainS solely responsible for the proper planning and execution of their relationship arrangements, to the exclusion of PCL.
11.7.2 PCL provides the information contained in its reports for general information purposes only and such information is given only ‘as is’.
11.7.3 PCL makes no representations about and gives no warranties of any kind (express or implied) concerning the completeness, accuracy, reliability, current validity, or suitability of any information or material provided in its Reports and / or on its Website, or about the information, products, services, or related graphics contained in its Reports and / or on its Website, for any purpose.
11.7.4 to the maximum extent permitted by law, PCL EXCLUDES ALL LIABILITY (DIRECT OR INDIRECT) OF ANY KIND FOR ANY LOSS OR DAMAGE THAT MAY RESULT TO CLIENT OR TO ANY THIRD PARTY OR ENTITY, whether arising in tort (including, without limitation, negligence) or contract, or otherwise, regarding the use by Client or by any other person or organisation of any information provided by PCL.
Client will indemnify PCL (including our directors, officers, employees, subcontractors, agents and affiliated companies) against all third party claims and liabilities related to your breach of this agreement and/or to your use of the Services.
- Functioning of the website and Services
13.1 To be able to make use of the Services, Client needs to have the required electronic hardware and software, together with the required facilities to enable them to access the internet.
13.3 Client must have the required skills, as well as the necessary hardware and software to use the internet
13.4 Client acknowledges that the nature of the internet means that there cannot be a guarantee regarding the availability from time to time, the security, or the general integrity of data transmissions via the internet.
13.5 PCL cannot guarantee that the Services will function properly in the event that Client activates any tool for disabling pop-ups; therefore, such a facility should be deactivated by Client prior to use of the Service.
13.6 PLC cannot guarantee use of the Services if Client’s internet service provider is not functioning properly.
13.7 PCL is not liable for the lack of website function due to errors of hardware, problems due to third parties.
13.8 Client accepts that smartphone applications are only available where Client possesses a smartphone plus an internet connection.
13.9 The Website may be interrupted from time to time due to the need for maintenance, updates or technical improvements, or to develop its content and/or presentation; PCL shall endeavour to inform Clients in advance of such interruptions.
13.10 Client should be aware that certain, current additions (e.g. Adobe Flash software) may be needed to enable the Website to perform properly.
- Third party websites
If Client uses any PCL or third party links provided on the Website, Client does so at their own risk.
15. Entire Agreement
15.1 The Agreement constituted be the Agreement Form and these Ts&Cs (plus the pages on the Website to which the aforementioned refer) comprises the entire agreement between the parties; they cancel and previous discussions, dealings and / or written statements and constitute the whole of the rights and obligations of the parties.
15.2 Should any provision of these Ts&Cs be declared void by a competent authority, all remaining provisions shall remain in full effect.
15.3 Any failure by a party to take action regarding a breach by the other party of these Ts&Cs shall not be waiver by said first party of its right to take action in respect of such breach.
- Jurisdiction and Applicable Law
This contract shall be governed by the laws of English and Wales and the parties submit to the exclusive jurisdiction of the English courts.