1 Definitions

“Agreement” means a legally binding contract which comes into existence on the Conditions for the Duration (if any) when you place an Order and W4b accepts it

“Conditions” means these terms and conditions which regulate all dealings (including your visits to the Site and any Agreement, as the case may be) between you and us

“Content” includes articles, brochures, information sheets, legal news, library material, newsletters, website content and any other material which W4b has the right to supply and which is displayed from time to time on the Site in various combinations with regard to Price, Duration (if any) and Content and which W4b may deliver in various formats, including by email, Word files, or RSS feed (generally, but not necessarily using the ‘www.legalrss.co.uk’ web platform)

“Duration” means, in relation to an Agreement for the supply of Content over time, the period agreed by W4b and you for such supply of Content continuing as agreed or until the earlier of service of a Break Notice or Termination of the Agreement as provided for in the Agreement

“Materials” includes text, photographs, graphics, video or audio

“Order” means any order placed by you for the purchase of Content for the Duration (if any) at the Price and which W4b is entitled (but not obliged) to accept

“Price” means the price payable by you for Content pursuant to the Agreement in accordance with the terms of the relevant Order

“Site” means http://www.words4business.com, or www.legalrss.co.uk or www.bestpracticeonline.com or any of them according to context “Supplier” means a person who supplies Materials to W4b

“Break Notice” means a notice to end an Agreement where at their will either party at any time gives immediate written notice to the other to end the Agreement

“Third Parties” means third parties accessible via links on the Site who may deliver services and products to you. Third Parties may include companies associated with W4b.

“Trade Marks” means the trade marks, names and logos owned by W4b being “words4business” and “W4b”

“W4b” means Best Practice Online Limited t/a words4business of 9 Howell Road, Exeter, Devon EX4 4LG and their lawful assigns and successors in title

“You” means a person visiting the Site or who is party to an Agreement with W4b on the Conditions

2 Interpretation

In the Agreement unless otherwise specified:

2.1 reference to a person includes any person, individual, company, firm, corporation, government or agency of a government or local authority, or any undertaking whether or not having separate legal personality

2.2 words denoting the singular shall include the plural and vice versa and words denoting any gender shall include all genders

2.3 “includes” and “including” shall mean including without limitation.

3 W4b’s obligations

3.1 You may visit the Site, browse the Site and its pages and/or visit the websites of Third Parties via links on the Site. Where you place an Order with W4b and where W4b accepts the Order (which it is not bound to do) an Agreement comes into existence on the Conditions.

3.2 On the Agreement coming into existence, and subject to you complying with your obligation to pay the Price, W4b agrees to use their best endeavours to deliver the Content to you in accordance with the Order and for the Duration (if any) and W4b grants you a non-exclusive right and licence (with no right to assign or transfer the licence or to sub-licence) to receive, copy, store, use, distribute, display, communicate, transmit and promote the Content on or through your website and other marketing materials solely for the purpose of marketing and promoting your business

3.3 For the avoidance of doubt W4b reserves all rights to publish the Content themselves and to license other persons to publish the Content

4 Your obligations

4.1 On the Agreement coming into existence you must pay the Price to W4b in accordance with the terms of the Order

4.2 You may use the Content for your business marketing purposes only and for no other purpose whatsoever, and you must not resell the Content or any part of it in any way or supply it to any other person for any purpose save with W4b’s express written consent (which consent may be given or withheld by W4b entirely in their own discretion)

4.3 You must review the Content and form your own judgment as to its accuracy, efficacy and validity prior to using it in your own marketing materials

4.4 On Termination of the Agreement you must pay any monies then outstanding and owed to W4b and cease to use the Content fortwith

4.5 You must warrant that you have the legal right to any material that you place on the Site and assume all liability for such content. In the event that W4b becomes aware that there may be a reasonable doubt of your legal right to use any such material on the Site, W4b reserves the right to remove all of Your content form the Site until the issue is resolved to W4b’s satisfaction and shall carry no liability to You in any form whatever for taking such action.

5 Suppliers obligations

Where W4b purchases Materials from a Supplier, the Supplier grants W4b a non-exclusive irrevocable licence to modify and use the same in any way W4b sees fit in the creation and delivery of Content, and copyright in the Materials is transferred to and vests legally, beneficially and absolutely in W4b

6 Warranties

6.1 W4b warrants that:

6.1.1 They own or are licensed to grant you a licence of the Content

6.1.2 They use their reasonable commercial endeavours to ensure the accuracy of the Content but give no warranties and make no representation express or implied, statutory or otherwise regarding the accuracy, quality or completeness of the Content or its fitness for any purpose and W4b excludes any liability relating to it

6.1.3 By entering into an Agreement they do not breach any other agreement to which they are party

6.2 W4b accepts no responsibility for any errors, omissions or inaccurate information on the Site

6.3 W4b gives no warranty nor any representation that access to the Site or any part of it will be uninterrupted, reliable or fault free, and W4b reserves the right to take the Site down from time to time for routine maintenance

6.4 W4b gives no warranty in relation to any communications or dealings you have or agreements you make with Third Parties, such agreements being a matter between you and such Third Parties If you use any of the links on the Site and which enable you to deal with Third Parties you must obtain their terms and conditions and deal directly with them, and W4b does not accept any liability for loss, damage, expense, costs or other liability whatsoever incurred by you in connection with any dealings you have with Third Parties

6.5 Notwithstanding any other provision the Conditions do not exclude any warranties or other statutory rights that cannot be excluded under applicable local law

6.6 You warrant that:

6.6.1 Your marketing activities do not infringe or breach any other agreement to which you are party

6.6.2 Your marketing activities do not infringe the intellectual property rights of any third party

6.6.3 you have adequate information technology facilities to be able to receive and use the Content in the format in which W4b delivers it from time to time

6.7 Suppliers warrant that:

6.7.1 They own or are entitled to grant licence to W4b to use Materials without restriction for the creation of Content

6.7.2 They have the consent of anyone identifiable in the Materials to licence the Materials to W4b

6.7.3 All Materials are original, accurate, not defamatory, and do not infringe any laws of England, Wales or worldwide

7 Liability

7.1 Notwithstanding any other provision in the Conditions W4b’s liability to you for death or injury resulting from their own negligence or that of their employees, agents or sub-contractors is not limited

7.2 W4b’s entire liability to you in respect of any breach of their contractual obligations, any breach of warranty, any representation, statement or tortious act or omission including negligence arising under or in connection with the Agreement is limited to the Price of the Agreement

7.3 W4b is not liable to you for any indirect or consequential loss you may suffer even if the loss is reasonably foreseeable or W4b has been advised of the possibility of you incurring it

8 Indemnity

You hereby indemnify and hold W4b harmless from and against any and all liabilities, losses, damages, costs and expenses in relation to any claims or actions brought against W4b (including, any claim in contract, tort or for defamation, obscenity or breach of privacy) based on or resulting from any breach by you of the terms of the Agreement.

9 General

9.1 Assignment
In our sole and absolute discretion, we may assign our rights under a Agreement to any person. You are not entitled to assign, transfer or otherwise pass title to or any interest in a Agreement or any licence thereunder to any person.

9.2 Breaking an Agreement
Where an Agreement is continuing, either party may end it on serving a Break Notice which must be in writing and which may be given at any time provided that all pre-existing obligations at the date of receipt of the said Break Notice must be performed

9.3 Changes
In their sole discretion W4b may change the Conditions at any time by posting a change notice or new Conditions on the Site. Please check the Conditions regularly because your continued use of the Site after such changes have been constitutes your acceptance of the Conditions in their changed state. For the avoidance of doubt, and save that this does not affect any then existing Subscription Agreement, W4b may change the Price at which Content may be purchased on the Site

9.4 Copyright
Copyright in the Site, the Conditions, all designs, logos and all Content belongs to W4b and save as provided in the Conditions you are not entitled to reproduce the same

9.5 Entire Agreement
The Conditions and the Agreement embody and sets forth the entire agreement and understanding of the parties and supersede all prior oral or written agreements, understandings or arrangements relating to the subject matter of the Agreement. Neither party is entitled to rely on any agreement, understanding or arrangement that is not expressly set forth in the Agreement save for any representation made fraudulently. The Agreement may be varied only by a document signed by both of the parties

9.6 Headings
The headings in the Conditions are for convenience only and do not affect the interpretation or construction of the Conditions or the Agreement

9.7 Interest
Where you are late in paying the Price or any part of it which is due then W4b is entitled to charge interest on the outstanding sum at three per cent (3%) per annum (calculated on a daily basis) above Lloyds TSB Bank Plc base rate from time to time in force until payment

9.8 Invalidity
If any provision of the Agreement is held to be void or declared illegal, invalid or unenforceable for any reason whatsoever, that provision is severable from the Agreement and shall be deemed to be deleted from the Agreement and the validity of the remaining provisions is not affected

9.9 Jurisdiction
The Conditions, Agreement and any dispute or issue arising out of it or them or relating to them is governed by and construed in accordance with the laws of England and Wales

9.10 Notices
Any notice, demand or other communication given or made under or in connection with the matters contemplated by the Agreement shall be in writing and shall be sent by email to the last known email address of the intended recipient, or by post to the last known address of the intended recipient

9.11 Other websites
These Conditions apply to the use of the websites at www.bestpracticeonline.com and www.legalrss.co.uk which are also owned by Best Practice Online Limited

9.12 Refunds
We confirm that if, and regardless of the reason why, you decide that you do not wish to use Content comprising an article only, then provided you notify us within one month of receipt of the Content, we will refund the Price (or if it is then unpaid we will release you from your payment obligation in respect thereof). In the event of overpayment being made for any other reason, we reserve the right to make a charge of £20+VAT for refund.

9.13 Relationship of parties
Nothing in the Agreement and no action taken by the parties pursuant to the Agreement shall constitute, or be deemed to constitute, the parties a partnership, association, joint venture, the agents of each other or any other co-operative entity

9.14 Remedies
The rights and remedies provided for by the Agreement are cumulative with and not exclusive of any rights or remedies provided by law

9.15 Termination
If you fail to make any payment due to W4b on the date due for payment or if you breach any of your other obligations under the Agreement W4b may terminate the Agreement with immediate effect by giving you notice of such termination, in which case all W4b’s obligations cease, provided always that you remain liable to pay the Price

9.16 Third party rights
The Contracts (Rights of Third Parties) Act 1999 does not apply to the Agreement and no person other than the parties to the Agreement has any rights under it, nor shall it be enforceable under that Act by any person other than the parties to it

9.17 Trade Marks
Best Practice Online Limited are the proprietors of the registered trade marks “words4business” and “W4b” and save as provided in the Conditions you are not entitled to use the same in any way

9.18 Waiver
No failure or delay on the part of any party in exercising any right, power or privilege under the Agreement shall operate as a waiver of it, nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise of it or the exercise of any other right, power or privilege

9.19 VAT
Where W4b is registered for Value Added Tax (“VAT”), the Price is exclusive of VAT which is added to the Price by W4b

10 Cookies

We may obtain information about your general internet usage, including your IP address, operating system and browser type for system administration and to report aggregate information by using a cookie file which is stored on your browser or the hard drive of your computer. Cookies contain information that is transferred to your computer’s hard drive. They help us to improve our site and to deliver a better and more personalised service. Some of the cookies we use are essential for the site to operate.

If you register with us or if you continue to use our site, you agree to our use of cookies.

You block cookies by activating the setting on your browser which allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including essential cookies) you may not be to access all or parts of our site. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies as soon you visit our site.

Except for essential cookies, all cookies will expire after 1 month.

The Fusionexpress Terms of Use

Fusionexpress (the “Services”) Fusionexpress (“Fusionexpress”) provides web site operators and other individuals a variety of tools and resources to collect visitor e-mail addresses and to create, launch, and manage online e-mail campaigns. This service may not be used for the sending of unsolicited e-mail (sometimes called “spam”). See our Anti-Spam Policy. The following are the terms and conditions for use of the Services. By checking the “I have read the LegalRSS & Fusion Express Terms and Conditions and agree to them fully” box below or after logging in for the first time, you accept these terms and conditions.

1. Services and Support

1.1 The Services are provided subject to this Agreement, as it may be amended by Fusionexpress, and any guidelines, rules or operating policies that Fusionexpress may establish and post from time to time (the “Agreement”). By posting updated versions of the Agreement at the Fusionexpress web site, or otherwise providing notice to you, Fusionexpress may modify the terms of the Agreement and may discontinue or revise any or all other aspects of the Services at its sole discretion. All such changes shall become effective upon posting of the revised Agreement on the Service.

1.2 The Services are available only to persons who can form legally binding contracts under applicable law. Without limiting the foregoing, the Services are not available to individuals under the age of 18. If you do not qualify, please do not use the Services.

1.3 The Services enable corporate web sites, small business web sites, and community sites to sign up web site visitors, collect and retrieve visitor sign-up data, and develop and execute e-mail communications with visitors and other targeted prospects.

1.4 Both the number of e-mail messages sent and the number of KiloBytes of data transferred are metered by Fusionexpress. Normal Fusionexpress accounts allow you to send an unlimited number of e-mail messages. The total KiloByte data transfer of each message can be no more than 100kb.

1.5 All email delivery prices are subject to change at any time. All fees paid to GoTripod Limited for Fusionexpress are non-refundable, unless an account is terminated by Fusionexpress for a reason other than violation of the Anti-Spam Policy. All prices are subject to change and you are responsible for reviewing the Pricing Schedule from time to time and remaining aware of the Fees charged by Fusionexpress.

1.6 For all accounts, Fusionexpress may charge an account re-activation fee should an account need to be re-activated by customer after an account has become de-activated due to non-payment or an untimely authorization for payment.

1.7 You must complete the registration form on the Free Trial page in order to use the Services. You will provide true, accurate, current, and complete information about yourself as requested in the registration form. As part of the registration process, you will identify an e-mail address and password for your Fusionexpress account. You are responsible for maintaining the security of your account, passwords, and files, and for all uses of your account and of the Services in your name. Fusionexpress reserves the right to refuse registration of, or cancel, accounts it deems inappropriate.

1.8 It is understood that Fusionexpress makes no guarantee that HTML messages will be rendered properly on all recipients’ e-mail programs, due to the wide variety of HTML generation tools available. Fusionexpress makes every attempt to make sure that all e-mail messages sent through our servers follow e-mail standards, but we cannot guarantee that messages will look consistent across all e-mail platforms due to the number of different HTML composition tools available. For example, if you use Microsoft Word to generate HTML e-mail messages, it is expected that recipients of your message using a non-Microsoft e-mail application may have difficulty reading your message. For best results Fusionexpress recommends, but does not guarantee, the use of HTML editors that generate HTML that adheres to W3C standards.

2. Restrictions and Responsibilities

2.1 This is an Agreement for Services, and you are not granted a license to any software by this Agreement. You will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of, or found at or through the Services or any software, documentation, or data related to the Services (“Software”); remove any proprietary notices or labels from the Services or any Software, modify, translate, or create derivative works based on the Services or any Software; or copy, distribute, pledge, assign, or otherwise transfer or encumber rights to the Services or any Software. The Services shall be used for your internal business (which includes civic or charitable) purposes only and you shall not use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party. If you are using the Services in any country in the European Community, the prohibition against modifying, translating, reverse engineering, decompiling, disassembling or creating derivative works based on the Services or the Software does not affect your rights under any legislation implementing the E.C. Council Directive on the Legal Protection of Computer Programs.

2.2 You acknowledge and agree that the Services and the Fusionexpress company names and logos and all related product and service names, design marks and slogans, are the property of Fusionexpress or its affiliates or suppliers (collectively, the “Marks”). You are not authorized to use any of the Marks in any advertising, publicity or any other commercial manner without the prior written consent of Fusionexpress. Your use of the Services confers no title or ownership in the Service, the Software or the Marks and is not a sale of any rights in the Service, the Software or the Marks. All ownership rights remain in Fusionexpress or its third party suppliers, as the case may be.

2.3 You represent, covenant, and warrant that you will use the Services only in compliance with the Agreement and all applicable laws including but not limited to policies and laws related to spamming, privacy, obscenity, or defamation). You agree you will not access or otherwise use third party mailing lists in connection with preparing or distributing unsolicited e-mail to any third party. You hereby agree to indemnify and hold harmless Fusionexpress against any damages, losses, liabilities, settlements, and expenses (including without limitation costs and reasonable attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise arising from or relating to your use of the Services. Although Fusionexpress has no obligation to monitor the content provided by you or your use of the Services, Fusionexpress may do so and may remove any such content or prohibit any use of the Services it believes may be (or is alleged to be) in violation of the foregoing.

2.4 The Services may only be used for lawful purposes. Transmission or solicitation of any material that violates Australian federal, state or other laws that may apply in your local area is prohibited. This may include material that is obscene, threatening, harassing, libelous, or in any way a violation of intellectual property laws or a third party’s intellectual property rights.

2.5 In using the varied features of the Services, you may provide information (such as name, contact information, or other registration information) to Fusionexpress. Fusionexpress may use this information and any technical information about your use of the Services to tailor its presentations to you, facilitate your movement through the Service, or communicate separately with you.

2.6 Fusionexpress will not use any of your subscriber lists or any other customer information for any other purposes than those intended with the service. Your customer information will not be shared with any other parties. In addition, Fusionexpress will not use your customer information for the purpose of sending unsolicited commercial e-mail.

2.7 You will adopt and maintain the Privacy Policy, which may be modified by Fusionexpress from time to time.

2.8 You may not use Fusionexpress to distribute illegal contests, pyramid schemes, chain letters, or multi-level marketing campaigns.

2.9 You may not use Fusionexpress to send email campaigns that link to or display nudity, obscene content, gambling related content, pharmaceutical related content, illegal software, viruses, or to distribute any other content that we deem inappropriate.

3. Termination

3.1 You may terminate this Agreement at any time by sending an e-mail message to info@Fusionexpress.co.uk or by sending written notice to Fusionexpress, c/o GoTripod LTD, Meridian House, Heron Way, Truro, Cornwall, TR1 2XN, United Kingdom. Correspondence must include your first name, last name, and Fusionexpress username. No refunds will be issued if you terminate this agreement.

3.2 Fusionexpress may terminate this Agreement or the Services at any time with or without cause, and with or without notice. Fusionexpress shall have no liability to you or any third party because of such termination. If Fusionexpress terminates this agreement because you violated the Anti-Spam policy, no refund will be issued.

3.3 Fusionexpress may delete any of your archived data within 30 days after the date of termination. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership, warranty disclaimers and limitations of liability.

3.4 If you do not log into your account for more than 120 days, the account will become inactive. When an account is classified (at Fusionexpress’s sole discretion) as inactive, Fusionexpress will flag that account as inactive. INACTIVE ACCOUNTS HAVE 30 DAYS TO BECOME ACTIVE OR THE ACCOUNT AND ITS DATA, INCLUDING SUBSCRIBER SIGNUPS, MAY BE PERMANENTLY REMOVED FROM THE Fusionexpress DATABASE.

4. Warranty Disclaimer; Remedies

USE OF THE SERVICES AND ANY RELIANCE BY YOU UPON THE SERVICES, INCLUDING ANY ACTION TAKEN BY YOU BECAUSE OF SUCH USE OR RELIANCE, IS AT YOUR SOLE RISK. Fusionexpress DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. THE SERVICES ARE PROVIDED “AS IS” AND Fusionexpress DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.

Your sole and exclusive remedy for any failure or nonperformance of the Services shall be for Fusionexpress to use commercially reasonable efforts to adjust or repair the Services.

5. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL Fusionexpress OR ANY OF ITS UNDERLYING SERVICE PROVIDERS, BUSINESS PARTNERS, INFORMATION PROVIDERS, ACCOUNT PROVIDERS, LICENSORS, EMPLOYEES, DISTRIBUTORS OR AGENTS (COLLECTIVELY REFERRED TO FOR PURPOSES OF THIS SECTION AS “Fusionexpress “) BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY MONEY DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE OR CONSEQUENTIAL DAMAGES, EVEN IF FusionExpress SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. IN THE EVENT THAT NOTWITHSTANDING THE FOREGOING, Fusionexpress IS FOUND LIABLE TO YOU FOR DAMAGES FROM ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE), THE LIABILITY OF Fusionexpress TO YOU WILL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.

6. Export of Services or Technical Data

You may not remove or export from United Kingdom or allow the export or re-export of the Services, or any direct product thereof, including technical data, in violation of any restrictions, laws, or regulations of United Kingdom or any other applicable country.

7. Miscellaneous

7.1 If any provision of the Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.

7.2 Fusionexpress and you agree that the Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of the Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No delay or omission by either party in exercising any right or remedy under this Agreement or existing at law or equity shall be considered a waiver of such right or remedy.

7.3 No agency, partnership, joint venture, or employment is created as a result of the Agreement, and you do not have any authority of any kind to bind Fusionexpress in any respect whatsoever.

7.4 In any action or proceeding to enforce rights under the Agreement, the prevailing party will be entitled to recover its costs and attorneys’ fees.

7.5 The Agreement shall be governed by the laws of the United Kingdon without regard to its choice or law or conflict of laws provisions. All legal actions in connection with the Agreement shall be brought in the United Kingdom.

8. System Requirements

It is understood that in order to use Fusionexpress, a Windows PC with Internet Explorer 4.0 or higher must be used. Additionally, a stable connection to the Internet is required. Fusionexpress may work in a limited manner on Macintosh, Unix, and other platforms, but there is no guarantee of functionality on non-Windows platforms. Additionally, Fusionexpress may work in a limited manner on a non-Internet Explorer web browser (such as Netscape Navigator), but there is no guarantee of full functionality on web browsers other than Microsoft’s Internet Explorer.

9. Compliance rules for sending e-mail

All Fusionexpress customers must follow the rules of the federal CAN-SPAM act and Fusionexpress’s Anti-Spam Policy when sending e-mail through the service. Accordingly, we require the following of e-mail messages sent through the Fusionexpress system: