Terms and Conditions for Online Report Services
1. Introduction and Definitions
1.1 In this agreement the following terms shall have the following meaning:
- 1.1.1 The Company shall mean Attentional Limited of Winchester House, Deane Gate Avenue, Taunton, Somerset. UK;
- 1.1.2 The Service shall mean the online reporting service provided by the Company;
- 1.1.3 The Website shall mean the domain name www.overnights.tv
- 1.2 To access the Service you must first register with the Company by completing the registration process and by doing soyou shall be deemed to have accepted these terms and conditions in full.
- 1.3 In the event that you use any BARB (the Broadcasters' Audience Research Board Limited) data during your use of the Service then you shall be deemed to have also accepted the BARB terms and conditions of use and hereby agree to comply with the same. In the event of any conflict between the BARB terms and these terms, these terms will prevail but only to the extent of the conflict.
- 1.4 The Company may revise these terms and conditions at any time by updating the Website. You should check the Website from time to time to review the current terms, because these will be binding on you.
- 2.1. The Company reserves the right to reject any registration applications at their absolute discretion.
- 2.2. Each registration is solely for the use of you and your employees who need to have access to the Services for the purpose permitted in clause 1.1.2.
- 3.1. The Company does not permit you to share your user name and/or password with any other company, person or organisation.
- 2.3. Responsibility for the security of any user name and passwords rests with you. You must immediately notify the Company if you suspect any third party, not authorised by this agreement, to have discovered or have access to your user name, password, the Website or the Service.
- 2.4 Any breach of the security obligations shall entitle the Company to withdraw your passwords, suspend your access to the Service and/or terminate this agreement.
- 2.5 The Company shall have the right to withdraw any user name or password where it has reason to believe that such has been disclosed, discovered or used by a third party not permitted to use the Service or it suspects that an unauthorised third party is using the Service (via your user name and password) without your permission or knowledge or on such other occasion as the Company reasonably deems necessary.
- 2.6 You shall be required to pay in full any subscription or usage charges as detailed to you when applying for registration (and where applicable maintain payments of subscriptions) and you will not be entitled to use the Service until such payments have been received by the Company. In addition in certain circumstances there maybe charges for using the BARB data under the BARB terms and you will be liable for these.
- 2.7 Prices are set in UK pound. Dollar equivalents are for illustration only. UK Pounds will be converted to local currencies at the time of invoice.
- 2.8 Only valid European VAT numbers will be exempt from UK VAT charges.
3. Use of the Service
3.1. You are permitted to print and download extracts from the Website solely for your own internal use and for providing information to your clients on the following basis:
- 3.1.1. no documents, information, data or related graphics downloaded are modified in any way;
- 3.1.2. no graphics on the Website are used separately from the corresponding text;
- 3.1.3. the Company's copyright and trade mark notices and this permission notice appear in all copies;
- 3.1.4. under no circumstances must you use the extracts to reproduce the Service or a similar service;
- 3.1.5. you comply with all other terms of this agreement.
- 3.2. Unless otherwise stated, the copyright and other intellectual property rights in all material on the Website (including without limitation photographs and graphical images) are owned by the Company or its licensors. Use of extracts from the Website other than in accordance with clause 3.1 for any purpose is prohibited. If you breach any of these terms, your permission to use the Service and the Website can be automatically terminated (without any liability) and you must then immediately destroy any downloaded or printed extracts from the Website.
- 3.3. Subject to clause 3.1, no part of the Website may be reproduced or stored in any other website or included in any public electronic retrieval system or service without the Company's prior written permission.
- 3.4. Any rights not expressly granted in these terms are reserved. For the avoidance of doubt and not without prejudice to the generality of the foregoing nothing within this agreement is intended to confer or imply a licence for you to use (other than as expressed in clause 3.1.3) any of the Company's goodwill, name, trademarks, logos, data-base rights, know-how or other related intellectual property.
4. Service access and content
- 4.1. While the Company endeavours to ensure that the Website is normally available 24 hours a day, the Company does not guarantee the Service or the Website shall be uninterrupted or error free and shall not be liable if for any reason the Website is unavailable at any time or for any period.
- 4.2. Access to the Website may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond the Company's control.
- 4.3 The Company shall be entitled to remove, amend or cease to supply any information or the Services from time to time, without liability. The Company shall however provide you with reasonable notice of any such changes.
- 4.4 The information provided may refer to names, logos, trademarks or other intellectual property of broadcasters, media companies or other third parties and nothing within this agreement shall be taken to imply a licence, rights, endorsement or connection between the Company and such third parties.
- 4.5 The Company shall operate a help desk for any service enquiries or other queries which can be contacted on +44(0)1823 322829. Calls to this may be monitored for training or research purposes.
5. Visitor material and conduct
5.2. You are prohibited from posting or transmitting to or from the Website any material:
- 5.2.1. that is threatening, defamatory, obscene, indecent, seditious, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, in breach of confidence, in breach of privacy or which may cause annoyance or inconvenience; or
- 5.2.2. for which you have not obtained all necessary licences and/or approvals; or
- 5.2.3. which constitutes or encourages conduct that would be considered a criminal offence, give rise to civil liability, or otherwise be contrary to the law of or infringe the rights of any third party, in any country in the world; or
- 5.2.4. which is technically harmful (including, without limitation, computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data).
- 5.3. You may not misuse the Website (including, without limitation, attempting to hacking into the Website, the Company's systems or altering or amending the information or data on the Website).
- 5.4. The Company shall fully co-operate with any law enforcement authorities or court order requesting or directing the Company to disclose the identity or locate anyone posting any material in breach of clause 5.2 or clause 5.3.
6. Links to other websites
- 6.1. Links to third party websites on the Website are provided solely for your convenience. If you use these links, you leave the Website. The Company has not reviewed all of these third party websites and does not control and is not responsible for these websites or their content or availability. The Company therefore does not endorse or make any representations about them, or any material found there, or any results that may be obtained from using them. If you decide to access any of the third party websites linked to the Website, you do so entirely at your own risk.
- 6.2. You may not create links to the Website without the Company's express permission.
- 7.1. While the Company will use reasonable endeavours to ensure that the information on the Website is correct, the Company does not warrant the accuracy and completeness of the material on the Website. The Company may make changes to the material on the Website, or to the products and prices described in it, at any time without notice. Accordingly, to the maximum extent permitted by law, the Company excludes all representations, warranties, conditions and other terms (including, without limitation, any conditions implied by law).
- 7.2. Any commentary provided by the Company as part of the information on the Website is provided for guidance only.
- 7.3. The Company shall not be responsible for the use you put the information to or how you interpret such and you are responsible for complying with all applicable data protection, copyright and other legislation and regulations.
- 8.1. The Company, any other party (whether or not involved in creating, producing, maintaining or delivering the Website), and any of the Company's group companies and the officers, directors, employees, shareholders or agents of any of them, exclude all liability and responsibility for any amount or kind of indirect or consequential loss or damage that may result to you or a third party (including without limitation, any loss of income, profits, goodwill, data, contracts, use of money, loss or damages arising from or connected in any way to business interruption, you inability to use or the results of use of the Website, any websites linked to the Website or the material on such websites, loss or damage due to viruses that may infect your computer equipment, software, data or other property on account of your access to, use of, or browsing the Website or your downloading of any material from the Website or any websites linked to the Website, and whether in tort (including without limitation negligence), contract or otherwise) connected with the Website and/or the Service.
- 8.2. For any losses not expressly excluded by these terms the Company's liability in contract, tort or otherwise arising from or in connection with the Website and/or the Service shall be limited to the subscription or usage charges you have paid in the preceding 6 months.
8.3. Nothing in these terms shall exclude or limit the Company's liability for:
- 8.3.1. death or personal injury caused by negligence; or
- 8.3.2. fraud; or
- 8.3.3. misrepresentation as to a fundamental matter; or
- 8.3.4. any liability which cannot be excluded or limited under applicable law.
- 8.4. If your use of material on the Website results in the need for servicing, repair or correction of equipment, software or data, you assume all costs thereof.
- 9.1 You may not assign your subscription or the use of the Website and/or Services to any other party, without the Company's express permission.
- 9.2 The Company shall be entitled to assign their rights and obligations under terms at its absolute discretion.
- In the event that any provision of these terms or any part thereof shall be held unlawful or invalid it shall be deleted or such modification made as may be necessary to make it valid and enforceable and so that the remaining provisions hereof shall continue in full force and effect.
- Failure by the Company to exercise or enforce any rights conferred by these terms shall not be deemed to be a waiver of any such right nor operate so as to be a bar to the exercise or enforcement thereof or any right on a later occasion.
12. Force majeure
- The Company shall have not liability for any loss or damage caused by anything beyond the Company's reasonable control, including without limitation acts of God, riots, war or armed conflict, acts of terrorism, acts of government, local government or Regulatory Bodies, acts of any third parties, fire, flood, storm or earthquake, or disaster.
13. Governing law and jurisdiction
- This legal notice shall be governed by and construed in accordance with English law. Disputes arising in connection with this legal notice shall be subject to the exclusive jurisdiction of the English courts.