Terms – use of website.
Insightstream, are ‘marketing hybrids’ – independent specialists in all aspects of applying and deploying data and technology to improve marketing.
1. ACCEPTANCE OF TERMS
Your access to and use of the website of Insight Stream Ltd (“the Website”) is subject exclusively to these Terms and Conditions. You will not use the Website for any purpose that is unlawful or prohibited by these Terms and Conditions. By using the Website you are fully accepting the terms, conditions and disclaimers contained in this notice. If you do not accept these Terms and Conditions you must immediately stop using the Website.
The contents of the Website do not constitute advice and should not be relied upon in making or refraining from making, any decision.
3. CHANGES TO WEBSITE
Insight Stream Ltd reserves the right to:
3.1 change or remove (temporarily or permanently) the Website or any part of it without notice and you confirm that Insight Stream Ltd shall not be liable to you for any such change or removal; and
3.2 change these Terms and Conditions at any time, and your continued use of the Website following any changes shall be deemed to be your acceptance of such change.
4. LINKS TO THIRD PARTY WEBSITES
The Website may include links to third party websites that are controlled and maintained by others. Any link to other websites is not an endorsement of such websites and you acknowledge and agree that we are not responsible for the content or availability of any such sites.
5.1 All copyright, trade marks and all other intellectual property rights in the Website and its content (including without limitation the Website design, text, graphics and all software and source codes connected with the Website) are owned by or licensed to Insight Stream Ltd or otherwise used by Insight Stream Ltd as permitted by law. Names, logos and images may be the proprietary marks of third parties. Any use made of these marks without obtaining permission may be an infringement of the rights in those marks and Insight Stream Ltd reserves the ruight to enforce such rights.
5.2 In accessing the Website you agree that you will access the content solely for your personal, non-commercial use. None of the content may be downloaded, copied, reproduced, transmitted, stored, sold or distributed without the prior written consent of the copyright holder. This excludes the downloading, copying and/or printing of pages of the Website for personal, non-commercial home use only.
6. DISCLAIMERS AND LIMITATION OF LIABILITY
6.1 The Website is provided on an “AS IS” and “AS AVAILABLE” basis without any representation or endorsement made and without warranty of any kind whether express or implied, including but not limited to the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security and accuracy.
6.2 To the extent permitted by law, Insight Stream Ltd will not be liable for any indirect or consequential loss or damage whatever (including without limitation loss of business, opportunity, data, profits) arising out of or in connection with the use of the Website.
6.3 Insight Stream Ltd makes no warranty that the functionality of the Website will be uninterrupted or error free, that defects will be corrected or that the Website or the server that makes it available are free of viruses or anything else which may be harmful or destructive.
6.4 Nothing in these Terms and Conditions shall be construed so as to exclude or limit the liability of Insight Stream Ltd for death or personal injury as a result of the negligence of Insight Stream Ltd or that of its employees or agents.
You agree to indemnify and hold Insight Stream Ltd and its employees and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against Insight Stream Ltd arising out of any breach by you of these Terms and Conditions or other liabilities arising out of your use of this Website.
If any of these Terms and Conditions should be determined to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction then such Term or Condition shall be severed and the remaining Terms and Conditions shall survive and remain in full force and effect and continue to be binding and enforceable.
9. GOVERNING LAW
These Terms and Conditions shall be governed by and construed in accordance with the law of England and you hereby submit to the exclusive jurisdiction of the English courts.
Standard Terms and Conditions for supply of Services and Data
‘Insight Stream’ means Insight Stream Limited, company number 8508868, whose principal trading address is Quatro House, Lyon Way, Frimley Road, Camberley Surrey, GU16 7ER, England; ‘Buyer’ means the individual firm, company or other party with whom Insight Stream Limited contracts; ‘Contract’ shall mean any arrangement made between Insight Stream and the Buyer for the provision of Services by Insight Stream Limited to the Buyer subject to these Terms and Conditions. Contract constitutes the Order Confirmation, any specific conditions detailed thereon and these standard Terms and Conditions; ‘List Owner’ means the individual firm, company, broker or other party who has any interest in the list(s) forming whole or part of the subject matter of the contract between Insight Stream Limited and the Buyer; ‘Services’ shall mean any data planning, data buying, data processing, data tagging, fulfilment, consultancy or other similar services comprised in the Contract. For avoidance of doubt, Insight Stream may at its discretion sub contract or buy in certain specialised services and in this case, such bought in or sub contracted services shall be included in the Services.
These Terms and Conditions constitute the sole and exclusive statement of the Terms and Conditions hereof and supersede any prior discussions, writings, and negotiations with respect thereto. Neither party shall have any liability or remedy in contract, tort or otherwise in respect of any representation, warranty or other statement (save as expressly stated in this Contract) being false, inaccurate and/or incomplete unless it was made fraudulently or through wilful default.
The Contract shall not be amended unless in writing signed by an authorised signatory of both parties. No waiver of any provision of the Contract by either party shall be effective unless made in writing. Any waiver made by such party of any term or condition of the Contract shall not be deemed or construed to be a waiver of such term or condition for the future, or any subsequent breach thereof.
Insight Stream makes no warranties, guarantees, promises or representations, either express, implied, oral, written or otherwise, except as expressly set forth in this Contract. Insight Stream does not make any warranty, guarantee, promise or representation, express, implied, oral, written or otherwise, as to the results of any campaign. The Buyer agrees that Insight Stream relies upon the description of a list accorded to it by the List Owner and that Insight Stream does not make any warranty, guarantee, promise or representation, express, implied, oral, written or otherwise, as to the quality of any List Owners lists. Any payments due hereunder, shall be due and payable to Insight Stream as indicated in these Terms and Conditions, and any non-payment due to the dissatisfaction of the Buyer, shall be deemed a Breach under the terms of this Contract and shall be subject to the default provisions as detailed herein.
4. Invoicing, charges and payment terms
Unless otherwise specifically agreed in this contract all orders must be pre-paid in full. In circumstances where the execution of a job extends over a period exceeding one month, Insight Stream will, if Insight Stream considers it appropriate, invoice all the Services carried out by Insight Stream monthly or at such other times as may be agreed with the Buyer and all such charges will be payable forthwith, in full. Final payment is due within 30 days, interest will be charged at 3% above the HSBC plc base rate accruing daily. Minimum order is £500. Buyer will be charged 50% of invoice cost if the job is cancelled. Jobs that are postponed for a period exceeding 30 days will be invoiced 30 days from the originally agreed delivery date and must be paid for in full within 30 days of the invoice date.
5. Default due to non-payment by end client to Buyer
In cases where payment is made to Insight Stream directly by the Buyer, and the parties agree that such payment is contingent upon Buyer’s receipt of payment from the end client, then upon 30 days delinquency, Insight Stream is hereby granted permission to contact the end client and to invoice them directly, and to proceed with any collection efforts as it deems necessary, directly against the end client. Upon collection of any monies directly from end client, Insight Stream will apply the monies collected first to any expenses and costs of collection, second to the amount due to Insight Stream under the terms of this Order Confirmation plus interest as discussed below, and thirdly to the Broker or Agency for their portion due hereunder.
6. Default due to non-payment
Non-payment to Insight Stream, by the date due as established in this Contract, shall be deemed a Breach of this Contract. The Buyer shall be responsible for any and all costs and expenses, including but not limited to Attorney’s fees and Court costs incurred by Insight Stream in conjunction with the collection of any monies due hereunder. All unpaid amounts due hereunder shall bear Interest at the rate of 3% above the HSBC plc base rate accruing daily, or the maximum amount allowed by law.
Copyright in Lists, envelopes, labels, data contained on magnetic media and all other materials of whatsoever nature shall at all times remain vested in the List Owner.
8. Intellectual Property Rights (IPR)
IPR in the deliverables, trademarks, sales-marks, know how shall at all times remain with the owners. Nothing in this agreement grants the Buyer the right to use any trademarks associated with the owners’ products or services.
9. Buyer Conduct
The Buyer is solely responsible for the content of and marketing sent. The Buyer agrees not to transmit any unlawful, harassing, libellous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature. Buyer further agrees not to transmit any material that encourages conduct that could constitute a criminal offence, give rise to civil liability or otherwise violate any applicable law or regulation. Insight Stream retains the right at Insight Stream’s sole discretion, to refuse the delivery of any content that it considers contravenes these Terms and Conditions.
10. Delivery and Time
Whilst Insight Stream will make every effort to complete the Contract within the time quoted, time shall not be of the essence of the Contract unless specifically stipulated in the Order Confirmation.
Insight Stream shall not be liable for any direct, indirect, incidental, special or consequential damages, arising out of the Buyer’s marketing materials. Insight Stream Limited does not accept any liability for any loss resulting from non-delivery of mail or email save that the Buyer shall be entitled to rely upon the List Owner’s specific conditions. Insight Stream shall supply to the Buyer a copy of the List Owner’s specific conditions at the Buyers request. Damages for any loss or otherwise in respect of any claim by the Buyer arising out of or in connection with the marketing materials or their supply, the supply of Insight Stream’s Services or any breach of Contract by Insight Stream shall, in any event, be limited to the price of the Contract.
The Buyer agrees to indemnify and hold Insight Stream harmless from any liability arising out of the Buyers marketing materials. This indemnification includes, but is not limited to, legal fees, costs of litigation or judgments arising out of mailing or emailing the marketing materials to any leads provided by Insight Stream.
13. Force Majeure
Insight Stream shall not be liable for any loss suffered or incurred by the buyer as a result of Insight Stream being unable to perform the Contract by reason of any act of God, war, lockout, strike, fire, flood, delay in transit, postal delay, riot or any other unexpected or exceptional cause or circumstance beyond Insight Stream’s control, in which case Insight Stream shall be entitled to cancel the contract or delay the performance thereof for as long as reasonably necessary.
If at any time any one or more of the provisions of these conditions becomes invalid, illegal or unenforceable under any law or is held by a court to be invalid, illegal or unenforceable, the validity and enforceability of the remaining provisions hereof shall not be in any way affected or impaired thereby.
The Contract shall be governed by the laws of England, and the parties hereby submit to the exclusive jurisdiction of the English courts for the resolution of any dispute which may arise in connection herewith.
Terms and Conditions last edited July 2015