TERMS OF SUPPLY OF SERVICES
This is an important part of our Site, please read it carefully.
In particular your attention is drawn to paragraph 8 (our Liability), paragraph 5
(Price and Payment), paragraph 4 (Provision of Services) and paragraph 7 (Basis on
which the Services are provided).
This page (together with the documents referred to on it) tells you the terms and
conditions on which we supply any of the services (Services) listed on our website
www.purejam.co.uk (our Site) to you. Please read these terms and conditions (these
Terms) carefully before subscribing for any Services from our Site. You should
understand that by subscribing for any of our Services, you agree to be bound by these
Terms.
You should print a copy of these Terms for future reference.
Please click on the button marked "I Accept" at the end of these Terms if you accept
them. Please understand that if you refuse to accept these Terms and our General Terms
of Website Use, you will not be able to subscribe for any Services from our Site.
For the avoidance of any doubt, these Terms are the only terms and conditions that
apply to the provision of the Services, and any other terms and conditions that you
purport to incorporate into the Contract (as defined in paragraph 3 below) are expressly
excluded.
1. INFORMATION ABOUT US
www.purejam.co.uk is a site operated by Internet Communications Limited, trading as
JAM Media Response (we). We are registered in England and Wales under company
number 2960270, with our registered office and trading address at Unit 5,
Borehamwood Enterprise Centre, Borehamwood, Herts WD6 4RJ, UK. Our VAT
number is 707502751.
2. YOUR STATUS
By subscribing for Services through our Site, you warrant that, where you are
subscribing on behalf of a business, you have all due authority to make that
subscription on behalf of that business, or if you subscribing personally, that
you are:
(a) legally capable of entering into binding contracts; and
(b) at least 18 years old.
3. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US
3.1 After subscribing for Services, you will
receive an email from us acknowledging
that we have received your subscription.
Please note that this does not mean that
your subscription has been accepted.
Your subscription constitutes an offer to
us to subscribe for Services. All
subscriptions are subject to acceptance
by us, and we will confirm such
acceptance to you by sending you an
email confirming that we will provide
the Services to you (the Service
Confirmation). The contract between
us (Contract) will only be formed when
we send you the Service Confirmation.
Please check the Service Confirmation
very carefully to ensure that it correctly
records the Services that you want to
subscribe for. If there is an error on the
Service Confirmation, please notify us
immediately and in any case within 24
hours of us sending you the Service
Confirmation, or if earlier, before the
commencement of the Services, in
accordance with paragraph 11 below.
If you do not notify us within such period, we will assume that you are satisfied
with the Service Confirmation, and on the expiry of such period the Contract
will be deemed to come into force and will become binding on you, and may
only be subsequently terminated, rescinded or varied, either in accordance with
these Terms, or with our prior written consent.
3.2 The Contract will relate only to those
Services which we have confirmed that
we will provide in the Service
Confirmation. We will not be obliged to
supply any other Services which may
have been part of your subscription until
the provision of such Services has been
confirmed in a separate Service
Confirmation.
4. PROVISION OF SERVICES
Unless we notify you otherwise, the Services will start on the start date set out in
the Service Confirmation. If no start date is specified, we will notify you of
when the Services will start, using our reasonable endeavour to ensure that this is
within 7 days of the date of the Service Confirmation, unless there are
exceptional circumstances.
As soon as practicable before the Services start we will notify you in writing of
the telephone number or numbers for incoming calls that has or have been
personally assigned to you as part of that Service (Assigned Number(s)).
We will not take any call from any person on your behalf before the Services
commence. Do not publicise any of our details or any telephone number
(including the Assigned Number(s)), fax number, email address or otherwise
associated with us, or pass the same on to any third party, without our prior
written consent.
5. PRICE AND PAYMENT
5.1 The price of any Services will be as
quoted on our Site from time to time,
except in cases of obvious error. Save
where specified otherwise, these prices
exclude VAT.
5.2 Prices are liable to change at any time,
but, subject as set out below, changes
will not affect subscriptions in respect of
which we have already sent you a
Service Confirmation. Notwithstanding
the above, we may automatically
increase our prices on any anniversary
of the date on which the Services start
and will notify you to that effect,
provided that if you do not agree to the
increase, you may serve notice to
terminate the Contract during the period
of 30 days from our notifying you of the
increase, in accordance with paragraph
6.1 below, in which case you will not be
liable to pay the increased prices during
the period up to the termination of the
Contract. If you do not serve notice to
terminate the Contract within the above
30 day period, you will be liable to pay
such increased prices.
5.3 Unless agreed otherwise, payment for all
Services must be by credit or debit card.
We accept payment with Mastercard,
Visa and Maestro. Time of payment to
us is of the essence. We will not be
obliged to start providing the Services
until we have received as cleared funds
all payments then due under the
Contract.
5.4 Where you have supplied details of your
credit or debit card to us, you hereby
authorise us to debit to that card all
amounts owing from time to time under
the Contract.
5.5 You shall make all payments due under
the Contract in full without any
deduction whether by way of set-off,
counterclaim, discount, abatement or
otherwise unless the you have a valid
court order requiring an amount equal to
such deduction to be paid by us to you.
5.6 If you fail to pay us any amount due
under the Contract, you shall be liable to
pay interest to us on that amount from
the due date for payment at the rate
prescribed by the Late Payment of
Commercial Debts (Interest) Act 1998.
5.7 If we exercise our right to terminate the
Contract pursuant to paragraph 6.2(a)
owing to your non payment, we will not
be obliged to re commence providing the
Services, even if you subsequently pay
all amounts then due to us, unless we
specifically agree to do so. If we do
agree to re commence the Services
(without being in any way obliged to do
so), before we do so, you will be
required to pay such re commencement,
or set up, fee or charge, as we shall at
that time require.
6. TERM OF CONTRACT AND TERMINATION
6.1 Unless otherwise agreed, or as provided in the following paragraph, either of us
may terminate the Contract by giving the other no less than 30 days prior notice
in accordance with paragraph 11 below, to expire no earlier than your next
monthly invoice date (your first invoice date being one calendar month after
your Services begin, and so on).
6.2 Without prejudice to any other rights or remedies that we may have, we may
immediately terminate the Contract without liability to you if:
(a) you fail to pay any amount due under the Contract on the due date of
payment and remain in default not less than 7 days after being notified
in writing to make such payment; or
(b) you commit a material breach of any of the terms of the Contract; or
(c) you repeatedly breach any of the terms of the Contract; or
(d) you suspend, or threaten to suspend, payment of your debts or are
unable to pay your debts as they fall due or admit inability to pay your
debts or (where you are a company) are deemed unable to pay your
debts within the meaning of section 123 of the Insolvency Act 1986 or
(being a natural person) are deemed either unable to pay your debts or
as having no reasonable prospect of so doing, in either case, within the
meaning of section 268 of the Insolvency Act 1986 or (being a
partnership) have any partner to whom any of the foregoing apply; or
(e) you commence negotiations with all or any class of your creditors with
a view to rescheduling any of your debts, or make a proposal for or
enter into any compromise or arrangement with your creditors other
than for the sole purpose of a scheme for a solvent amalgamation with
one or more other companies for your solvent reconstruction; or
(f) a petition is filed, a notice is given, a resolution is passed, or an order is
made, for or on connection with your winding up other than for the
sole purpose of a scheme for your solvent amalgamation with one or
more other companies for your solvent reconstruction;
(g) an application is made to court, or an order is made, for the
appointment of an administrator or if a notice of intention to appoint an
administrator is given or if an administrator is appointed, over you; or
(h) a floating charge holder over your assets has become entitled to appoint
or has appointed an administrative receiver; or
(i) a person becomes entitled to appoint a receiver over your assets or a
receiver is appointed over your assets; or
(j) a creditor or encumbrancer attaches or takes possession of, or a
distress, execution, sequestration or other such process is levied or
enforced on or sued against, the whole or any part of your assets and
such attachment or process is not discharged within 14 days; or
(k) any event occurs, or proceeding is taken, with respect to you in any
jurisdiction to which it is subject that has an effect equivalent or similar
to any of the events mentioned in paragraphs (c) to (k) above
(inclusive); or
(l) you suspend or cease, or threatens to suspend or cease, to carry on all
or a substantial part of its business.
6.3 On termination of the Contract for any
reason:
(a) you shall immediately pay to us all of our outstanding unpaid invoices
and interest and, in respect of Services supplied but for which no
invoice has been submitted, we may submit an invoice, which shall be
payable immediately on receipt;
(b) our accrued rights and liabilities as at termination and the continuation
of any provision expressly stated to survive or implicitly surviving
termination, shall not be affected.
7. BASIS ON WHICH THE SERVICES ARE PROVIDED
* Call centre
If you have subscribed for this Service, we will use our reasonable endeavours to take
messages received on the Assigned Number(s), and within such period of time as we
have agreed with you, to forward the same by the method of communication that we
have agreed with you, to the telephone number, fax number or email address that you
have provided to us for that purpose (Contact Number) or to email post the same to
you (if we have agreed to establish an email posting service with you on setting up the
Services).
* Virtual switchboard
If you have subscribed for this Service, we will use our reasonable endeavours to
forward incoming calls received on the Assigned Number(s), to the Contact Number.
* Customer service line
If you have subscribed for this Service, we will use our reasonable endeavours to
respond to queries received on the Assigned Number(s) by providing the responses that
we have agreed with you.
* Order taking and brochure requests
If you have subscribed for this Service, we will use our reasonable endeavours to take
orders received on the Assigned Number(s) and/or to take orders for brochures received
and to send the brochures out within such period of time as we have agreed with you.
Our provision of this Service is conditional upon, being stocked at all relevant times
with sufficient brochures to send out, and, unless we have specifically agreed otherwise,
being put in necessary funds by you in respect of all relevant postage and packing costs.
* Emergency support
If you have subscribed for this Service, we will use our reasonable endeavours to take
messages on the Assigned Number(s) and within such period of time as we have agreed
with you, to forward the same on to you by telephoning the Contact Number.
Notwithstanding any other term of this Contract, the provision of all the Services is
specifically subject to the following:
(a) given the nature of the Services, and in particular the fact that we receive a number
of calls and a great deal of information within a short period of time, there will be
occasions on which we fail to record a message and/or details, and/or to pass
information on to you, correctly or accurately, and we will not under such
circumstances be liable or responsible to you;
(b) we will not provide any Service which is in any way, whether directly or indirectly,
involved in or associated with, or which we suspect is in any way, whether directly or
indirectly, involved in or associated with, any illegal, defamatory, obscene, sexist, racist,
inflammatory or immoral activity, and/or any activity which we determine adversely
affects our reputation (Unacceptable Activity). If we suspect any Unacceptable
Activity, we will immediately terminate the Services provided to you (notifying the
Police or relevant authorities where we feel appropriate), at which time all amounts at
that time incurred by us in relation to the provision of the Services will become payable
to us. For the purpose of the above, what constitutes Unacceptable Activity will be
determined by us at our entire discretion, and our determination on the matter will be
final and not subject to discussion;
(c) we will not accept any call which is a reverse charge or collect call, and/or on the
basis that we are in any manner required to bear the cost to the caller of making the call
to us;
(d) it is your responsibility to ensure that you provide us with an appropriate Contact
Number and that at all relevant times the Contact Number is operational and, as you
deem appropriate, manned. We will not under any circumstances be responsible nor
liable, should the Contact Number be unanswered and/or out of order, or should we
otherwise be unable to forward a message, or put an incoming call through, to a Contact
Number;
(e) we will not under any circumstances be responsible nor liable, should we mishear
and/or misunderstand or be unable to understand, a message and/or a caller, whether
because the line is poor, the caller is difficult to understand, the caller’s English is
poor, or otherwise. All messages left, and/or communications, with our staff, must be in
the English Language;
(f) we will not under any circumstances be responsible nor liable, should we be unable
to receive and/or forward a call, or forward a message to you, whether by telephone,
fax, email or otherwise, as a direct or indirect result of any: equipment breakdown or
malfunction; delay in or breakdown of any telecommunications or internet service; or
atmospheric conditions;
(g) in relation to the Customer Service Line and Order Taking and Brochure Request
Services, we will not provide, nor will you require us to provide, any response or
responses to callers that we have not previously agreed in writing with you. Given the
nature of these Services, the fact that responses need to be given to callers in live time,
and the fact that our staff have no special knowledge of, or training in, your products,
services or business, if, within their entire discretion, our staff feel at any time, and
under any circumstances, that they are unable to, and/or not comfortable in, responding
to a particular query and/or handling a particular order, they will not respond to that
query and/or handle that order, but in such circumstances will use their reasonable
endeavours to take a message, and forward the same to you in the manner referred to
above under the heading Call centre;
(h) our staff will not deal with or speak to, any caller who is abusive, or unpleasant, or
who shouts or uses bad, inflammatory, sexist, racist or obscene language. When
confronted with such a caller, our staff will immediately terminate the call, and if the
same caller calls again, not take the call;
(i) no brochures, materials, letters, parcels, documents, products, goods or things
(Materials) will be sent to us without our prior written approval, (any Materials sent out
without our prior written approval being Unauthorised Materials) and we will not
accept and/or be required to keep any of the same on our premises. We will not be
required to accept and/or to keep on our premises, and/or to send out on your behalf,
any Materials which: (i) we are unable, or (entirely within our discretion) we determine
that it would be impractical for us, to examine or identify the nature or contents of; or
which we deem (in our absolute discretion) to be: (ii) dangerous, noxious, harmful or
deteriorating; or (iii) inconvenient or impractical for us to store or send out, and/or
which would constitute an excessive insurance or security risk for us (whether because
such Materials are too large in number, or too bulky, or their value exceeds our
applicable insurance cover, or otherwise); or (iv) in any way illegal, defamatory,
obscene, sexist, racist, inflammatory or immoral, and/or which we determine adversely
affect our reputation (any of (i), (ii), (iii) or (iv) being collectively, with Unauthorised
Materials, Unacceptable Materials). If we receive any Unacceptable Materials, we will
not be obliged to accept the same, but if we do, we will notify you that the Materials that
we have received are Unacceptable Materials, and you must take steps to collect the
same from our premises as soon as possible. Until collected by you, any Unacceptable
Materials will be held at your risk and the costs to us of handling, storing and if we
deem fit, insuring, the same will be payable by you on demand. If any Unacceptable
Materials are not collected by you within 7 days we reserve the right to arrange for the
sale and/or removal and/or destruction of the same at your expense, entirely without
liability to you, which expenses may be deducted by us from any relevant proceeds of
sale. Where we feel appropriate, instead of, waiting for you to collect, and/or destroying
the same, we will immediately pass any Unauthorised Materials to the Police or the
relevant authorities, without any liability to you.
You hereby indemnify us and will keep us indemnified, on demand, against any claim,
damage, cost, demand, fee, fine, expense, penalty, liability, or otherwise (including any
professional costs and expenses) that we may at any time, whether directly or indirectly,
incur, be subject to or liable for, or be otherwise put to as a result of: (i) any Materials
being illegal or immoral; (ii) any Materials, offending or defaming any third party,
infringing any third party’s rights, including any copyright, trade mark, service mark,
design right, and/or any other intellectual property right or licence of any third party; any
claim that (iii) in taking any order, we were acting in our own capacity and not as your
agent on your behalf, to the effect that we became personally bound thereby; and/or (iv)
without limitation to the above, any breach by you of these Terms.
We have a general and particular lien over all goods, materials, data or otherwise from
time to time belonging to you, including without limitation the Materials (Goods), for all
claims and money owing by you to us from time to time in any other way whatsoever,
together with the following rights:
(a) to put the Goods into a saleable state;
(b) to sell the Goods;
(c) to retain from the proceeds of sale sufficient to pay all monies due
from the you to us (including any costs incurred in putting the Goods
into a saleable state and the expenses of the sale).
8. OUR LIABILITY
8.1 We will use reasonable endeavours to
perform any Services in all material
respects in accordance with the terms of
paragraph 7, provided that, without
limitation to the above, given the nature
of the Services, we will not be liable nor
responsible to you should we fail to
record a message and/or details, and/or
to pass information on to you, correctly
or accurately. All other warranties
(whether implied by law or otherwise)
will be excluded from the Contract to the
fullest extent permitted by law.
8.2 Our liability (howsoever arising, and
whether arising by contract, tort,
negligence, misrepresentation or
otherwise) in connection with the
provision of any Services is strictly
limited to the price paid for those
Services.
8.3 This does not include or limit in any way
our liability for:
(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation; or
(c) any matter for which it would be illegal for us to exclude, or attempt to
exclude, our liability.
8.4 Notwithstanding any other provision, we
accept no liability whatsoever, for any
loss of: (a) income or revenue; (b)
business; (c) profits or contracts; (c)
reputation; (d) anticipated savings; (e)
data; or for any waste of management or
office time; or for any indirect, or
consequential, or special, or pure
economic, loss, cost or damage, of any
kind, however arising and whether
caused by tort (including negligence),
breach of contract or otherwise, even if
foreseeable.
9. E-COMMERCE REGULATIONS
To the extent that you are not a consumer (as defined below), regulations 9(1)
9(2) and 11 of the Electronic Commerce (EC Directive) Regulations 2002
(Regulations) shall not apply to this Contract. Consumer is as defined in the
Regulations.
10. WRITTEN COMMUNICATIONS
Applicable laws require that some of the information or communications we
send to you should be in writing. When using our Site, you accept that
communication with us will be mainly electronic. We will contact you by email
or provide you with information by posting notices on our Site. For contractual
purposes, you agree to this electronic means of communication and you
acknowledge that all contracts, notices, information and other communications
that we provide to you electronically comply with any legal requirement that
such communications be in writing. This condition does not affect your
statutory rights.
11. NOTICES
11.1 All notices given by you to us must be given to Internet Communications
Limited:-
(a) by post, at Unit 5, Borehamwood Enterprise
Centre, Borehamwood, Hertfordshire WD6 4RJ; or
11.1 (b) by email to sales@jam.co.uk.
11.2 We may give notice to you at either the
email or postal address you provide to us
when subscribing for Services, or in any
of the ways specified in paragraph 10.
Notice will be deemed received and
properly served immediately when
posted on our Site, 24 hours after an
email is sent, or three days after the date
of posting of any letter. In proving the
service of any notice, it will be sufficient
to prove, in the case of a letter, that such
letter was properly addressed, stamped
and placed in the post and, in the case of
an email, that such email was sent to the
specified email address of the addressee.
12. TRANSFER OF RIGHTS AND OBLIGATIONS
12.1 The contract between you and us is
binding on you and us and on our
respective successors and assigns.
12.2 You may not transfer, assign, charge or
otherwise dispose of a Contract, or any
of your rights or obligations arising
under it, without our prior written
consent.
12.3 We may transfer, assign, charge, sub-
contract or otherwise dispose of a
Contract, or any of our rights or
obligations arising under it, at any time
during the term of the Contract.
13. EVENTS OUTSIDE OUR CONTROL
13.1 We will not be liable or responsible for
any failure to perform, or delay in
performance of, any of our obligations
under a Contract that is caused by events
outside our reasonable control (Force
Majeure Event).
13.2 A Force Majeure Event includes any act,
event, non-happening, omission or
accident beyond our reasonable control
and includes in particular (without
limitation) the following:
(a) failures, omissions or delays of any of our employees, sub contractors,
agents or consultants;
(b) strikes, lock-outs or other industrial action;
(c) civil commotion, riot, invasion, terrorist attack or threat of terrorist
attack, war (whether declared or not) or threat or preparation for war;
(d) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other
natural disaster;
(e) failure and/or breakdown of any communications equipment or public
or private telecommunications networks;
(f) the acts, decrees, legislation, regulations or restrictions of any
government or relevant competent authority.
13.3 Our performance under any Contract is
deemed to be suspended for the period
that the Force Majeure Event continues,
and we will have an extension of time
for performance for the duration of that
period. We will use our reasonable
endeavours to bring the Force Majeure
Event to a close or to find a solution by
which our obligations under the Contract
may be performed despite the Force
Majeure Event.
14. WAIVER
14.1 If we fail, at any time during the term of
a Contract, to insist upon strict
performance of any of your obligations
under the Contract or any of these
Terms, or if we fail to exercise any of
the rights or remedies to which we are
entitled under the Contract, this shall not
constitute a waiver of such rights or
remedies and shall not relieve you from
compliance with such obligations.
14.2 A waiver by us of any default shall not
constitute a waiver of any subsequent
default.
14.3 No waiver by us of any of these terms
and conditions shall be effective unless
it is expressly stated to be a waiver and
is communicated to you in writing in
accordance with paragraph 11 above.
15. SEVERABILITY
If any of these Terms or any provisions of a Contract are determined by any
competent authority to be invalid, unlawful or unenforceable to any extent, such
term, condition or provision will to that extent be severed from the remaining
terms, conditions and provisions which will continue to be valid to the fullest
extent permitted by law.
16. NO PARTNERSHIP OR AGENCY
Unless specified otherwise, nothing in the Contract is intended to, or shall be
deemed to, constitute a partnership or joint venture of any kind between you and
us, nor constitute either you or us the agent of the other for any purpose. Unless
agreed otherwise, neither you nor we shall have authority to act as agent for, or
to bind, the other in any way.
17. ENTIRE AGREEMENT
17.1 These terms and conditions and any
document expressly referred to in them
represent the entire agreement between
us in relation to the subject matter of any
Contract and supersede any prior
agreement, understanding or
arrangement between us, whether oral or
in writing.
17.2 We each acknowledge that, in entering
into a Contract, neither of us has relied
on any representation, undertaking or
promise given by the other or be implied
from anything said or written in
negotiations between us prior to such
Contract except as expressly stated in
these Terms.
17.3 Neither of us shall have any remedy in
respect of any untrue statement made by
the other, whether orally or in writing,
prior to the date of any Contract (unless
such untrue statement was made
fraudulently) and the other party´s only
remedy shall be for breach of contract as
provided in these Terms.
18. OUR RIGHT TO VARY THESE TERMS
18.1 We have the right to revise and amend
these Terms from time to time.
18.2 You will be subject to the Terms in force
at the time that you subscribe for
Services from us, unless any change to
those Terms is required to be made by
law or governmental authority (in which
case it will apply to orders previously
placed by you), or if we notify you of
the change to these Terms before we
commence the Services (in which case
we have the right to assume that you
have accepted the change to these
Terms, unless you notify us to the
contrary within seven working days of
commencement of the Services).
19. LAW AND JURISDICTION
Contracts for the subscription for Services through our Site will be governed by
English law. Any dispute arising from, or related to, such Contracts shall be
subject to the exclusive jurisdiction of the Courts of England and Wales save
that we specifically reserve the right to bring proceedings against you in the
courts of any other country.