These Terms apply between you, the User of this System, and teriQra, the provider and owner of this System. Read these Terms carefully; they affect your legal rights. Your agreement to be bound by these Terms is deemed to occur upon your first and any subsequent use of the System. If you do not agree to be bound by these Terms, you must stop using the System, including the website and any application, immediately.
Last Modified: 6th December 2017
a. "Terms" means these terms and conditions along with any future amendments or modifications to them.
b. "Intellectual Property" or "IP" means computer software, computer programs, applications websites, documents, information, techniques, business methods, drawings, user manuals, lists and procedures; and commercially sensitive information; and patents, utility models, supplementary protection certificates, registered and unregistered trademarks, registered and unregistered designs, logos, graphics, branding and styles unique to us and all other substantially similar items and artefacts howsoever described.
c. "Intellectual Property Rights" or "IPR" means copyrights, moral rights, database rights, rights in unregistered trademarks, unregistered design rights, and any other similar rights in any part of the world; and rights which subsist in Intellectual Property, and any other registered rights in any part of the world, and all related goodwill, applications for registration for any such rights as may exist anywhere in the world, and the right to make such applications.
d. "System" means the teriQra website; any sub-domains of that website unless such site specifically has its own terms and conditions; the teriQra application, including in its online form, and mobile forms including on device platforms including, without limitation, Apple iOS and Google Android; the databases and servers teriQra uses to operate its applications; third-party systems teriQra may use in the provision of services; and associated platforms, systems and technologies teriQra may use for any purpose related to the provision of its services.
e. "teriQra", "we", or "us" means TERIQRA HOLDINGS LIMITED, a company incorporated in England and Wales and registered with Companies House as company number 11052631, and includes our affiliates, subsidiaries, parent companies and group companies, as these terms are generally understood as well as defined in the Companies Act 2006.
f. "User" or "you" means any third party that accesses the System and is not an employee of teriQra or a third-party or consultant providing services to teriQra.
a. Words in the singular include the plural and vice versa and words in one gender include any other gender. Any party includes its successors in title and permitted assigns. A "person" includes any individual, firm, body corporate, association or partnership, government or state, all whether or not having a separate legal personality.
b. A reference to a state of statutory provision includes (i) any subordinate legislation (as defined in Section 21(1) Interpretation Act 1978) made under it; (ii) any repealed statute or statutory provision which it re-enacts (with or without modification) and (iii) any statute or statutory provisions that comes into force before or after the date of these Terms.
c. References to any Sections, Paragraphs, or Clauses are references to sections in, paragraphs of, and clauses of these Terms, unless clearly and unambiguously expressed otherwise. References to sub-clauses and sub-paragraphs are references to sub-clauses and sub-paragraphs of the clause or paragraph in which they appear. Any reference to a Schedule, Annex or Attachment is a reference to a schedule, annex, or attachment to these Terms, unless clearly and unambiguously expressed otherwise.
d. Where there is any conflict between these Terms and any other agreement, contract, document, terms, or other similar instrument, the words of these Terms shall prevail. In the event of any conflict between any Schedule, Annex or Attachment to these Terms and the main body of these Terms, the main body of these Terms shall prevail.
e. The tables of contents and heads and any footnotes or marginal notes are inserted for convenience only and shall not affect the interpretation of these Terms.
f. Where any statement is qualified by the expression "so far as the party is aware" or "to the best of your knowledge of belief" or any similar expression, it shall be deemed to include an additional statement that it has been made after due and careful enquiry.
g. Where any statement incorporates the term "includes" it shall be deemed to mean "includes, but is not limited to" and shall have no effect on the generality of the statement.
3. Intellectual Property
a. All content and Intellectual Property in the System, with the exception of images uploaded by Users, and description of services provided by Users, is the property of teriQra. All Intellectual Property Rights concerning the Intellectual Property vest exclusively with teriQra.
b. Except as expressly agreed with teriQra, you must not reproduce, modify, copy, distribute for use for commercials purposes any content or Intellectual Property.
4. Prohibited Use
a. The following uses of the System are expressly forbidden.
a. Making, transmitting or storing electronic copies of Intellectual Property protected by copyright without the permission of the owner.
b. Use which is in any way harmful, unlawful, illegal, abusive, harassing, threatening, other otherwise objectionable or in breach of any applicable law, regulation, or government order.
c. Use in any way which causes, or may cause, damage to the System or interferes with any other person's use of the System.
d. You may not attempt to access aother User's account or access their confidential information or their Personal Information (as that term is understood in the Data Protection Act 1998).
e. Our services may not be used in connection with any legally or politically unsuitable activity, including in relation to gambling or gaming, the production, distribution or sale of tobacco products, alcoholic drinks, illegal drugs or substances, pornography, prostitution, human trafficking, the manufacture, sale or distribution of arms and weapons, or in any way that endangers any person's health, welfare, security or vital interests.
5. Use of Specific Third Party Products and Services
a. The System and this Website use a variety of third party services and products, some of which require specific attribution. In particular:
a. Some of our designs are derived from the work of HTML5UP which may be found at http://www.html5up.net
b. This site or product includes IP2Location LITE data available from http://lite.ip2location.com.
6. Privacy and Cookies
a. Any online facilities, tools, services or information that we make available through the System (collectively the "Service" or "Services") is provided on an "as is" and on an "as available" basis. The Service and the System may be unavailable or degraded from time to time, and we make no representation and give no warrant to the contrary.
b. We use reasonable endeavours based on industry practice to secure the website and keep it free of errors, viruses and other malware, but we can give no warranty or guarantee in that regards. All Users take responsibility for their own security, that of their personal details and their computers and devices.
c. We reserve the right to alter, suspend or discontinue any part (or the whole of) the System including without limitation any products and/or services available. These Terms shall continue to apply to any modified version of the System unless expressly stated otherwise.
8. Limitation of Liability and Warranty
a. Unless explicitly set forth in these Terms, we make no warranties, guarantees, terms or undertakings, express or implied, of any type or description, including without limitation any warranties of satisfactory quality, merchantability, serviceability, non-infringement, or fitness for any particular purpose with respect to the System, any services provided or products or the results, if any, to be obtained from such products.
b. No party to these Terms limits its liability for fraudulent misrepresentation causing actual harm or for causing death or personal injury through gross negligence or wilful misconduct.
c. We have no liability to you for any indirect, consequential, reputational, special, punitive or similar losses or damages, howsoever described, under or in connection with this Terms, howsoever arising, and no liability for loss of profits, contracts, revenue, reputation, or for indirect or consequential loss or damage, whether or not you have advised us or we should have been reasonably aware of the potential for such losses.
d. Other that as set out above, our total potential liability to you for breaches of these Terms is hereby limited to and shall never exceed one hundred pounds sterling (£100). You expressly agree that this is a reasonable limit of liability.
9. Assignment, Change and General
a. We may transfer our rights under these Terms where we reasonably believe your rights will not be significantly adversely affected. You may not transfer your rights under these Terms to any other person.
b. No delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any other, right or remedy.
c. No statement or assurance by teriQra , however made and however described, shall give you any rights of promissory estoppel.
d. If any court or competent authority finds that any provision of these Terms (or any part of any provision) is invalid, illegal, or unenforceable, that provision or part-provision will, to the extent required, be deemed removed and severed from these Terms, and the validity and enforceability of the other provisions of these Terms will continue unaffected.
e. These Terms shall be construed according to the laws of England & Wales and each party submits to the exclusive jurisdiction of the English courts.
f. The Contracts (Rights of Third Parties) Act 1999 shall not apply to these Terms and no third party will have any right to enforce or rely on any provision of these Terms.
g. You expressly agree that any and all disputes, controversies or claims related to or arising in connection with these Terms shall first be referred to us for an informal resolution between us and you. You will give us the reason and any necessary information or document as we may reasonably require for the dispute, controversy or claim and allow us reasonable time and give your cooperation to resolve the matter in a way in which we are both satisfied.
h. If this informal resolution does not resolve the matter, then the matter will be finally referred to arbitration, with an arbiter of our choosing, in accordance with the procedures of the Centre of Effective Dispute Resolution ("Arbitration"), which may be found at https://www.cedr.com. Unless we agree, the venue of any such Arbitration shall be London. The award of the Arbitration may be enforceable in any court of competent jurisdiction. We shall share the costs equally of any arbitration until its conclusion, and after conclusion, unless otherwise expressly agreed, the arbiter shall determine the share of costs to be borne by each party giving due consideration to the ultimate dispensation of the claim.
i. We have the right to modify these Terms from time-to-time in any way we deem appropriate. We will publish any modification of these Agreement on our website. You will be deemed to have accepted any revised Terms on your first use of the System following the alterations.