USER AGREEMENT – Authorology.com
Issue Date: 1 August 2016
1.1 Authorology.com is operated by Tower One. These terms and conditions (User Agreement) are issued by Tower One.
1.2 In this User Agreement according to the context: any reference to Authorology.com shall mean Tower One; “we” and “us” refers to Tower One; “you” and “your” shall refer to the person or organisation entering into this User Agreement with us by accepting these terms and conditions; and any reference to User Agreement includes any documents incorporated by reference. If there is a conflict between the terms of this User Agreement and any of the incorporated documents the terms of this User Agreement shall take precedence. Clause headings are for information purposes only.This User Agreement supersedes all previous discussions, negotiations, letters or agreements between us and applies to:
(a) the entire content and underlying databases of the website under the domain name Authorology.com together with videos, emails, newsletters or other content (Websites);
(b) all of the services which are from time to time made available by us via the Websites (Services) unless otherwise notified by us; and
(c) to any email or other correspondence between us.
1.5 If any of the conditions of this User Agreement is deemed invalid, void, or for any reason unenforceable, that condition will be deemed severable and will not affect the validity and enforceability of any remaining conditions. If any of these conditions is so deemed invalid, void or for any reason unenforceable but would be valid or enforceable if some part of the provision were deleted, the provision in question shall apply with such modification(s) as may be necessary to make it valid and enforceable.
2.1 We will determine the manner of operation, features and functionality of the Websites and the Services at our discretion. We reserve the right at any time without prior notice to modify the manner of operation, the features or the functionality of the Services and / the Websites.
2.2 We reserve the right to withdraw or suspend all or any part of the Websites or the Services at our discretion at any time without prejudice to any other right or remedy available to us and without incurring any liability whatsoever.
3. Eligibility and Your Account
3.1 Access to the information contained in the Website and use of the Services is restricted to registered users who have registered an email account, and who have accepted this User Agreement and paid the relevant subscription fees where applicable (User(s)). Only one user is permitted for each registration email.
3.2 We reserve the right to refuse to accept a registration and / or terminate and / or suspend your account at our discretion without prejudice to any other right or remedy available to us and without incurring any liability whatsoever. If we or you terminate your account during a Subscription Period, we shall not make a refund of any subscription fees and no other compensation will be payable.
3.3 Each registration is for a single User only. You are not permitted to sell or share your User account with any other person directly or indirectly nor with multiple users on a network.
3.4 You are responsible for maintaining the security and confidentiality of your Password at all times, and for restricting access to your computer to prevent unauthorised access to your account. You are responsible for all activities that occur under your User account and Password with or without your knowledge. If you knowingly provide your login and Password to another person or if we believe that another person may be using your login or Password your account may be suspended temporarily or permanently. We cannot and will not be held liable for any loss or damage arising from your failure to comply with this clause.
3.5 Please ensure that any personal details you provide us with are correct and complete and that you inform us immediately of any changes to the information that you provided when registering. You can access and update much of the information you provided us with in the Your Account area of the Websites.
4. Fees, Payment and Refunds
4.1 Access to some content on the Websites is free of charge. However, optional additional content (Paid Content) where subscribed to, may incur one-off or recurring Subscription fees. Subscription fees are exclusive of VAT or any other tax, surcharge or levy from time to time imposed by any competent authority upon or in relation to the supply of any of the Services which shall be payable by you and determined at the date of supply of the relevant Services.
4.2 You are required to pay subscription fees prior to accessing any Paid Content.
4.3 Time for payment shall be of the essence. Notwithstanding any other rights or remedies we may have under this User Agreement or otherwise, if you do not pay in full on the due date for payment we shall be entitled to suspend your access to the Website and / or the Services or cancel your subscription without further notice. The provisions of this condition shall apply also to any other subscription held by the company or organisation you work for or represent.
4.4 You are of course able to cancel at any time and owe nothing more. Refunds in whole or in part are not given for either current or prior months membership. For example, if you canceled 20 days into your current 30-day cycle – you would not be due a refund for ’10 days worth pro-rated’ of membership.
5. Permitted Use and User Obligations
5.1 The Websites are a forum where users can access links to other websites and other content and materials related to self-publishing..
5.2 Tower One grants you a limited licence to access and use the Websites, Services, underlying databases and the contents (or any part) for the general purposes described in clause 5.1 provided that you have a genuine intention to use the Websites as intended.
5.3 Other than as expressly provided, the licence granted to you in clause 5.2 does not include any resale or commercial exploitation of this Website or its contents including but not limited to Third Party Content and Third Party Personal Information or the Services. Save as expressly provided, you are not entitled to download (other than page caching), make available, copy, use, allow others to use or otherwise exploit the contents (or any part thereof) of the Websites, Services, databases, Third Party Content and Third Party Personal Information or any other information belonging to us, other Users and other third parties for any purpose other than the Permitted Use including, without limitation, as part of a competitive service. If you become aware of suspect that any other user or third party is doing this you must notify us immediately.
5.4 Your activities on or in connection with the Websites, Services and any content, images, event rights, personal and other information and data you supply, up-load or otherwise make available to other Users via the Websites or the Services (Your Content) must not:
(a) be in breach of any of the Policies which may apply from time to time;
(b) be false, inaccurate or misleading;
(c) be offensive or menacing, abusive, defamatory, or in breach of copyright, database right, confidence, privacy or any other rights;
(d) infringe any third party’s copyright, patent, trade mark, trade secret, database right or other proprietary rights or rights of publicity or privacy;
(e) be fraudulent or involve the sale of counterfeit or stolen items or unlawfully copied content;
(f) be in breach of any applicable laws or regulations (including, but not limited to, laws governing export control, consumer protection, unfair competition, anti-discrimination, false advertising);
(g) be obscene, indecent or contain child pornography;
(h) create liability for us or cause us to lose (in whole or in part) the services of our telecommunications providers, ISPs or other suppliers;
(i) contain any computer viruses, macro viruses, trojan horses, worms or anything else designed to interfere with, interrupt or disrupt the normal operating procedures of a computer or to surreptitiously intercept, access without authority or expropriate any system, data or personal information.
5.5 You agree not to take any action that interferes with the proper working of or places an unreasonable load on our infrastructure, including but no limited to mass mailings, unsolicited communications or any other form of “spam”, attempts to gain unauthorised access, or transmission or activation of computer viruses.
5.6 By paying any fees, accessing the Website or using the Services you warrant that you have the power and authority to enter into this User Agreement.
5.7 Recognising the global nature of the Internet, you agree to comply with all applicable local rules including but not limited to rules regarding online conduct and data protection / processing.
5.8 We reserve the right to remove any of Your Content or your personal details without prior notice at any time if in good faith we consider you or it to be in breach of the provisions of this User Agreement or in accordance with the provisions of clause 15.
6. Your Content and Personal Details
6.1 You agree to the inclusion to Your Content and your personal details (or any part thereof) in related advertising and publicity in any media in any part of the world, including but not limited to, lists of Users and the types of information / content or made available via the Websites and the Services. You grant us and all members of Tower One and our assignees and sub-licensees the right if we so wish to use any name, trade marks, logos or other marks or trade dress that you post on the Websites or submit to us in connection with Your Content or personal details.
6.2 You represent and warrant that you own or otherwise control all of the rights to Your Content, or are permitted to share the content publicly, both at the time you post the same on the Websites or submit the same to us and at all times that Your Content remains posted or available on the Websites or through the Services.
6.3 You understand that Your Content and personal details posted to other users or privately transmitted through the Websites and / or the Services is your sole responsibility and that we will not be liable for any errors or omission in Your Content or Personal Information.
6.4 You acknowledge and irrevocably agree that we may from time to time and without your consent or any prior notice to you enter into marketing arrangements with third parties to advertise and promote the Websites and the Services.
7. Tower One and Third Party Intellectual Property Rights
7.1 All content included on the Websites and in the Services (other than Your Content) such as text, graphics, logo, button icons, images, audio and visual clips, digital downloads, data compilations, personal details and software is the property of Tower One, other Users and other content suppliers and is protected by United Kingdom and international copyright and database laws. The compilation of all content on the Websites and in the Services in all types of media is the exclusive property of Tower One and is protected by United Kingdom and international copyright and database laws. All software used on the Website and in connection with the Services is the property of Tower One or our software suppliers and is protected by United Kingdom and international copyright and database laws. Use of the Websites or payment of Fees does not constitute the grant of a licence in relation to any such Tower One or third party intellectual property or databases other than for the Permitted Use.
7.2 Tower One, the authorubology.com logos, the web domains listed in clause 1.2 and any marks indicated on the Websites are trademarks or registered trademarks of Tower One in the European Union or other jurisdictions. authology.com graphics, logo, page headers, button icons, scripts and service names are the trademarks or trade dress of Tower One. authorlogy.com trademarks and trade dress may not be displayed or used in any manner whatsoever without our prior written permission. All other trademarks not owned byTower One that appear on the Websites are the property of their respective owners.
8. Links and Framing
8.1 Links to any third party website on the Websites are provided solely for your convenience. If you use these links, you do so at your own risk and you leave the Websites. We have not reviewed all of these third party websites and we are not responsible for them nor do we make any representations about them, their content or availability.
8.2 Some of the links on the Websites are affiliate links. If you click on a link and purchase an item,Tower One may receive an affiliate commission or be otherwise compensated for writing or publishing the content on behalf of a client company. We will only recommend products or services we believe add value to the users of this website.
9. Termination and Account Suspension
9.1 Notwithstanding that any Subscription Period has not yet expired and without prejudice to any other rights or obligations under this User Agreement or otherwise, we shall have the right at our discretion to terminate or suspend any account by notice to you without any compensation if any one or more of the following circumstances apply:
(a) you fail to pay any applicable fee;
(b) you are in breach of any other of your obligations under this User Agreement;
(c) we are unable to verify or authenticate any information you provide to us;
(d) if we believe that your actions may cause us financial loss, legal liability, affect the reputation of Tower One or otherwise bring the Website and the Tower One Services into disrepute; and / or
(e) you or your employer or organisation you represent no longer meet any eligibility requirements we may from time to time set.
9.2 Without prejudice to clause 10.1 we may at our discretion terminate or suspend any account at any time in accordance with clause 3.2.
9.3 The termination of this User Agreement (for whatever reason) shall not terminate any provision which is expressly or by implication provided to come into or continue in force after such termination and shall be without prejudice to the accrued rights and liabilities and other remedies of the parties.
10.1 We will endeavour to ensure that availability of the Websites and the Services will be uninterrupted and that transmissions will be error-free. However, due to the nature of the Internet, this cannot be guaranteed. Also, your access to the Websites and Services may also be occasionally suspended or restricted to allow for repairs, maintenance, or the introduction of new facilities or Services.
10.2 Our Websites and the Services are provided “as is” and as and when available. The content, rights and information and personal details provided by other Users and other third parties on or through the Websites and the Services are provided “as is”, without any conditions, warranties or other terms of any kind; while we reserve the right to monitor activity and content associated with the Websites and Services we are not obliged to do so. Accordingly, to the maximum extent permitted by law,Tower One provides you with the Websites and the Services on the basis that Tower One excludes all representations, warranties, conditions and other terms (including, without limitation, the conditions implied by law of satisfactory quality, accuracy, timeliness, completeness, performance, decency, fitness for purpose and the use of reasonable care and skill) which but for this User Agreement might have effect in relation to the Websites and the Services.
10.3 We will endeavour to ensure that the information and material provided by us on the Websites and through the Services (Material) is correct, however, we do not warrant that the Material is up-to-date, accuracy and complete. We may make changes to the Material at any time without notice. The Material and any other information on the Websites do not constitute advice and should not be relied upon by any person in making (or refraining from making) any decision.
10.4 Tower One does not warrant that it will verify the identity nor the ability of Users to make available, sell or license any of the Third Party Content nor will we make any checks on the ability of Users to make payment. You are responsible for making your own enquiries about other Users and Third Party Content and in the case where you enter into an agreement to use Third Party Content you are solely responsible for ensuring that you secure an appropriate licence to use such Third Party Content.
10.5 If you have any right, claim or action against any other User or third party arising from that User or third party’s use of the Websites, the Services, your personal details or Your Content which was or is listed on the Websites, you agree to pursue such right, claim or action independently of and without recourse to us, and you release Tower One and our respective officers, directors, agents, shareholders and employees from all claims, liability, damages, losses, costs and expenses, including legal fees, known and unknown, arising from or in any way connected with such right, claim or action.
11. Limitation of Liability
11.1 Tower One, any other party (whether or not involved in creating, producing, maintaining or delivering the Websites and Services), and any members of the Tower One and the officers, directors, employees, shareholders or agents of any of them, exclude all liability and responsibility for any amount or kind of loss or damage that may result to you or a third party (including without limitation, any direct, indirect, punitive or consequential loss or damages, or any loss of income, profits, goodwill, data, contracts, use of money, or loss or damages arising from or connected in any way to business interruption, and whether in tort (including without limitation negligence), contract or otherwise) in any way or in connection with:
(a) the Websites and the Services;
(b) the use, inability to use or the results of use of the Websites and / or the Services;
(c) your access to or use of or inability to access or use any content, rights or information which listed in or otherwise associated with the Websites and / or the Services;
(d) any websites linked to the Websites or the Material on such websites;
(e) your downloading of any Material from the Websites or any websites linked to the Websites;
(f) the failure of any third party advertising on the Websites to comply with applicable law nor for any error, omission or inaccuracy in advertising material;
(g) viruses that may infect your computer equipment, software, data or other property on account of your access to, use of, or browsing the Websites and any websites linked to the Websites or the material on such websites;
(i) any need for servicing, repair or correction of equipment, software or data resulting from your use of the Services, Websites or the material on or referred to on the Websites;
(j) the acts or omissions of other providers or telecommunications or internet services or for faults in or failures of their networks and equipment;
(k) any breach of security; or
(l) the failure of any third party or other User to comply with their obligations under this User Agreement or any breach of applicable legal or regulatory requirement.
11.2 Nothing in this User Agreement shall exclude or limit Tower One’s liability for:
(a) death or personal injury caused by negligence (as such term is defined by the Unfair Contract Terms Act 1977) of Tower One or its employees or agents; or
(b) fraud of Tower One or its employees or agents; or
(c) misrepresentation as to a fundamental matter of Tower One or its employees or agents; or
(d) any liability which cannot be excluded or limited under applicable law.
11.3 Our liability to you or any third party, and the liability of our parent, subsidiaries, affiliates, officers, directors, agents and employees, in any circumstance is limited to the greater of (a) the total subscription fees you have paid to us, or (b) £100, whichever is the greater.
12.1 You agree to indemnify and hold Tower One and (as applicable) our respective officers, directors, shareholders agents, and employees, harmless from withal claims, liability, damages, losses, costs and expenses, including legal fees, known and unknown, arising from or in any way connected with:
(a) your use of the Websites, the Services and any Third Party Content, Third Party Personal Data or other content, rights or information listed in or associated with the Websites and / or the Services;
(b) Your Content and personal details being listed or accessible to the public via the Websites, the Services or Tower One’s publicity and advertising;
(c) any unauthorised access to, copying or alteration of Your Content, or personal details or communications with or through the Websites or the Services;
(d) any claim or allegation made against you by any third party (including but not limited to other Users); and
(e) any claim or allegation made by you against any third party.
13.1 You understand and agree that we may disclose information if required to do so by law and in the good faith belief that such disclosure is reasonably necessary to comply with the law or requirement of any competent authority, enforce this User Agreement, or protect the rights, property, or safety of Tower One, its subscribers and the public.
14. Notice and Take Down
14.1 We do not actively monitor and do not warrant in any way that we are aware of the content posted or submitted by Users. Accordingly we operate the Websites on a “notice and take down basis”. If you believe that any content on or advertised on the Websites or via the Services contains a defamatory statement, please notify us immediately by using the Contact form on the Websites. Once this procedure has been followed we will make reasonable endeavours to remove the defamatory content complained about within a reasonable time.
14.2 We respect the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement please by using the Contact form on the Websites.
15. Force Majeure
15.1 We will not be held responsible for any delay or failure to comply with our obligations under this User Agreement or otherwise if the delay or failure arises from any cause which is beyond our reasonable control.
16.1 You may not assign, transfer, charge or deal in any other manner with your account or this User Agreement or any of its rights under it, nor purport to do any of the same, nor sub-contract any or all of its obligations under this User Agreement without having obtained our prior written consent.
16.2 We may at any time assign, transfer, charge or deal in any other manner with your account and this User Agreement or any of its rights under it, or sub-contract any or all of its obligations under it.
17. Rights of third parties (exclusion)
17.1 This User Agreement does not create any right enforceable by any person who is not a party, except that:
(a) the terms of this User Agreement may be enforced by third parties who are the owners or licensors of Third Party Content or Third Party Personal Data subject to and in accordance with the terms herein and the Contracts (Rights of Third Parties) Act 1999; and
(b) a person who is the permitted successor to or assignee of the rights of a party is deemed to be a party to this User Agreement and the rights of such successor or assignee shall, subject to and upon any succession or assignment permitted by this User Agreement, be regulated by the terms of this User Agreement.
17.2 Notwithstanding that any term of this User Agreement may be or become enforceable by a person who is not a party to it, the terms of this User Agreement or any of them may be varied, amended or modified or this User Agreement may be suspended, cancelled or terminated by agreement in writing between the parties or this agreement may be rescinded (in each case), without the consent of any such third party.
18. Notices and Electronic Communications
18.1 Unless otherwise explicitly stated, notices to Tower One must be sent by email to the Managing Director.
18.2 We will communicate with you by e-mail using the email address you give us during the registration process or such other e-mail address as you may notify to us or by posting notices on the Websites. For contractual purposes, you consent to receive communications from us electronically and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirements that such communications be in writing. Receipt of any communication or notice given by us to you is deemed to be at the time at which we post the communication on the Website(s) or dispatch an email to you.
19. Waiver and Remedies
19.1 If you breach this User Agreement and we take no action, we will still be entitled to use our rights and remedies, whether under this User Agreement or otherwise at law, in any other situation where you breach this User Agreement. The rights and remedies provided by this User Agreement are cumulative.
19.2 Without prejudice to any other rights or remedies that we may have, you agree that damages alone would not be an adequate remedy for any breach by you of the provisions of this User Agreement and that Tower One shall be entitled, without proof of special damages, to the remedies of injunction, specific performance or other equitable relief for any threatened or actual breach of the provisions of this User Agreement.
20. Governing law and Disputes
21.0 This User Agreement shall be governed by and construed in accordance with United Kingdom law and subject to the non-exclusive jurisdiction of the UK courts.