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Terms & Conditions | General

TERMS AND CONDITIONS FOR ACCESS TO THE ONLINE SERVICE ("SUBSCRIPTION AGREEMENT") (SCROLL DOWN)

These terms and conditions were last amended on July 4 2008.

These terms and conditions govern the use of the website of Complinet Group Limited and its subsidiaries, including Complinet Limited and Complinet Inc ("Complinet", "we" or "us") found at the URL www.complinet.com (“Website”) by the entity in respect of whom the application for a trial and/or subscription (the “Order Form”) is submitted.

Our Online Service is controlled and operated by us primarily from our London office:

Third Floor
Vintners' Place
68 Upper Thames Street
London
EC4V 3BJ
UK

The identity of the Complinet company with which you are contracting is as set out in the "Order Form".

Please read these terms and conditions carefully before subscribing to the online materials and information available on our website (the "Online Service").

In particular, we draw your attention to clause 12 (Warranties, Disclaimers and Limitations of Liability). By signing and returning or submitting the Order Form to us, you warrant that you have the authority to enter into a contract on behalf of the legal entity whose name is on the Order Form. If you do not agree to these terms and conditions or if you do not have the authority to enter into legally binding contracts on behalf of the legal entity whose name is on the Order Form, do not sign or submit the Order Form.

These terms and conditions shall also govern your subscription, if appropriate, to the Complinet Tracker Service (the “Tracker Service”). Unless otherwise expressly set out, all references to Online Service and Materials shall include the Tracker Service and the Tracker Service Materials.

  • 1. Introduction
  • 1.1 By using Complinet's Products and Services you agree, without limitation or qualification, to be legally bound by, and to comply with, these terms and conditions.
  • 1.2 Subscribing to the Online Service is limited to persons who are eligible to enter into contracts under applicable law. Complinet reserves the right to reject your Order Form for any reason.
  • 1.2B In relation to the Tracker Service, your subscription and the definition of “you” hereafter shall be restricted only to the entities and number of employees set out in the Order Form unless we have expressly given our consent to the inclusion of any other entities and/or persons in your subscription. The inclusion of such entities may be subject to additional terms and conditions.
  • 2. Nature of our Online Service
  • 2.1 Our website describes the Online Service in more detail. The parts of the Online Service to which you have access (“Accessible Sections”) will be as set out in the Order Form.
  • 2.1B In relation to the Tracker Service, you must submit a new Order Form for any changes to your Accessible Sections.
  • 3. Access to the Online Services
  • 3.1 On receipt and acceptance by us of your application for a trial subscription, we shall provide you with such username(s) and password(s) as are required by you for access to the Online Service by you and/or any employees identified by you on your application for a trial subscription (such individuals in respect of whom a username is issued being referred to in these terms and conditions as "Users"). We reserve the right to refuse to grant you a username that impersonates someone else, is protected by trademark or other proprietary right law, or is vulgar or otherwise offensive.
  • 3.2 You shall keep and, where relevant, shall use all reasonable efforts to ensure that your employees keep confidential the username(s) and password(s) provided by us to you for access to the Online Service. You must notify us immediately of any unauthorized use of them or any other breach of security regarding our website that comes to your attention.
  • 3.3 You shall be entirely responsible for all access to the Online Service where access is facilitated by the username(s) and password(s) provided to you whether or not such access is with your consent.
  • 4. Trial Period
  • 4.1 For the trial period following receipt by you of your username(s) and password(s), you shall be entitled to access the Online Service on a free trial basis (the "Trial Period") and access shall be subject to these terms and conditions.
  • 4.2 On expiry of the Trial Period, continued access to the Online Service shall be subject to completion of the full subscription and payment of the fee by you in accordance with clause 6 (“Payment”).
  • 5. Conditions of access to the Online Service
  • 5.1 We grant you a non-exclusive, non-transferable licence to use the Online Service for: (a) the Trial Period; and (b) following expiry of the Trial Period and subject to clause 4.2, for annual periods subject to the terms and conditions herein and on the payment of an annual renewal fee.
  • 5.2 Other than in relation to the Tracker Service, in respect of the Online Service:

    (a) i. each User may display the materials and information made available through the Online Service including without limitation any news items (the “Materials”) electronically on a single computer; ii. each User may download and store one copy of the Materials in machine readable form; and iii. each User may print one copy of the Materials; iv. in relation to any part of the Online Service which offers the "e-mail a friend" function, each User may use such function in respect of no more than 50 articles in each year and each User shall make the recipient aware that such article is for their own individual use and for the purposes of any matter or transaction on which they are advising and provided that you and each User shall not be entitled to reproduce the Materials on any electronic or print media (including without limitation on any intranet or extranet) other than as permitted under this clause.

    (b) you shall not and each User shall not: i. download, store, reproduce, transmit, display (including without limitation display on any intranet or extranet site), copy, sell, publish, distribute, provide access to the content received through our website or otherwise use Materials other than in accordance with clause 5.2(a) above; ii. sub-license, rent, lease, transfer or assign any rights in the Materials, including, without limitation, copyright, trademark and other intellectual property rights, to any other person, or attempt to do any of the foregoing; iii. alter or remove any copyright notices or other notices indicating the proprietary ownership by us or any third party of any intellectual property in the Materials; iv. use the Materials in any manner except as expressly permitted, or transfer or export the Materials or any copies into any country, other than in compliance with applicable laws; v. reproduce, modify, or in any way commercially exploit any of the Materials; vi. allow any person in respect of whom a username and password has not been allocated by us to use the Materials (other than pursuant to clause 5.2(a)(iv) above); vii. make the Materials available on a network; viii. create a database in electronic or structured form by systematically downloading and storing all or any of the Materials; ix. create derivative works based on any of the Materials, including, without limitation, for use on another website or service, without our written consent; x. use our website or any Materials for any unlawful purpose.
  • 5.3A Where your subscription includes the Tracker Service:

    (a) you and your Users may, strictly for internal business purposes only: i. display the Tracker Service Materials electronically on your computer systems without limit in respect of the number of displays and computer systems; ii. download, store, reproduce, transmit, display (on your intranet site and network only), make copies, distribute, provide access to the content received through our website strictly for internal business purposes only; iii. allow third parties within your organization in respect of whom a username and password has not been allocated by us to use the Tracker Service Materials subject always to you being liable for any breach of these terms and conditions and/or any applicable law and legislations by such third parties; iv. create a database in electronic or structured form by systematically downloading and storing all or any of the Tracker Service Materials; and v. use the “e-mail a friend" function on the Tracker Service (where available) only to third parties within the same company and/or organization without limit in number provided that such use shall be reasonable; and

    (b) you and your User may not: i. sub-license, rent, lease, transfer or assign any rights in the Tracker Service and Tracker Service Materials, including, without limitation, copyright, trademark and other intellectual property rights, to any other person, or attempt to do any of the foregoing; ii. alter or remove any copyright notices or any other notices indicating our proprietary ownership or that of third parties of any intellectual property in the Tracker Service and Tracker Service Materials; iii. use the Tracker Service in any manner except as expressly permitted, or transfer or export the Tracker Service Materials or any copies thereof into any country other than in compliance with the applicable laws; iv. abuse and misuse the “e-mail a friend" function on the Tracker Service (where such function is available); v. make the Tracker Service Materials available on an external network or internet site; and vi. use our website or any Tracker Service Materials for any unlawful purpose.
  • 5.4 Complinet reserves the right to monitor the usage of the "e-mail a friend" function and to contact you if we consider that you or your Users are using this function unreasonably, whereupon you shall immediately cease such unreasonable use. In the event that any such unreasonable use continues or any other usage of this function continues in breach of clause 5.3A(a)(iv) and 5.3A(b)(iv) following notification under this clause, we reserve the right to terminate your use of the Online Service in accordance with clause 13.1.
  • 5.5 Unless otherwise specified, the Materials are presented solely for your own internal business use and may not be re-sold.
  • 5.6 In order that you may comply with data protection laws and similar applicable laws, prior to using that part of the Online Service known as "Global Screening", we advise you to notify your clients, prospective clients and any other individuals or entities that are to be checked using Global Screening that you will be using third party verification services to investigate those individuals or entities to determine whether their names are held in restricted lists or are considered politically exposed persons. We shall not be liable for any loss, damage or claim that results from a failure by you to do so and you shall indemnify us without limit and on demand for any claim made by a third party against us which results from you: (i) failing to notify such individual or entities of such verification services; and (ii) breaching of any applicable data protection laws or similar applicable laws.
  • 5.7 Complinet reserves the right to require all Users of the Online Service to undergo reasonable training as required by Complinet including but not limited to telephone training and face-to-face training at your offices.
  • 6. Payment
  • 6.1 To access the Online Service on expiry of the Trial Period you will need to contact a Complinet sales or client support representative (contact details are found on the Website).
  • 6.2 Details of our prices for full subscription to the Online Service, and the procedures for payment are available from Complinet sales and client support representatives. You agree to pay all fees and charges incurred as a result of your subscription to the Online Services (including any applicable taxes) by credit card, cheque/check or bank transfer within 30 days of receiving a valid invoice. The method of payment shall be indicated by you at the time of your full subscription request made in accordance with clause 6.1 and the payment will cover one year's access to the Online Service unless otherwise agreed. The price of any full subscription is the price in force at the date and time of your order. We may change the price of any full subscription before you place a full subscription request. If payment is not received within 30 days of receiving a valid invoice, Complinet reserves the right to restrict access to the Online Service and/or charge interest under applicable law (including the Late Payment of Commercial Debts (Interest) Act 1998). You are responsible for any fees or charges incurred to access this website through an Internet access provider or other third party service.
  • 6.2A In relation to the Tracker Service, our prices (the “Tracker Fee”) for your Tracker Service subscription shall be valid on a 12 monthly basis (the “Pricing Period”) and shall vary depending on the number of Users and your Accessible Sections (the “Subscription Details”). In the event there is a change in any of your Subscription Details, you must immediately inform us of such changes. Where the change in your subscription relates to the number of Users, we reserve the right at our sole discretion to increase or decrease the Tracker Fee by giving you no less than 30 days' written notice. In the event we choose to increase the Tracker Fee, you shall be entitled to terminate your agreement with us by giving us no less than ten days' written notice. Your continued use of the Tracker Service is deemed your acceptance of the change in the Tracker Fee. Any changes to the Tracker Fee shall take effect upon the completion of your existing Pricing Period.
  • 6.2B We also reserve the right to increase or decrease the Tracker Fee by giving you no less than 30 days' notice: (a) at our sole and absolute discretion; or (b) in the event of a change in control in your firm due to a merger, acquisition, divestiture; or any other similar events which may result in a change in the number of Users. You may terminate your agreement with us by giving us no less than ten days' notice. Your continued use of the Tracker Service is deemed to be acceptance by you of the change in the Tracker Fee.
  • 6.3 We will notify you at least 60 days before your subscription period for the Online Service comes to an end. Unless we receive written notice from you terminating the subscription on or before 45 days prior to the end of the subscription period, we reserve the right to renew the subscription and invoice you for an additional year. Renewal subscriptions will be invoiced at the standard rate applicable as of the renewal date. Invoices will be issued a maximum of 30 days prior to commencement of the renewal subscription period.
  • 6.4 We are entitled to refuse any trial or full subscription request placed by you. If your full subscription request is accepted, we will confirm acceptance to you by online electronic means ("Confirmation") to the e-mail address with which you have provided us. On receipt of the Confirmation the Online Service will be available. Following expiry of the Trial Period, on the earlier of (i) receipt of Confirmation by us that the Online Service is available to you (“Full Service Confirmation”); and (ii) access of the Materials by you or a User; you will have no right to cancel the contract, other than in accordance with this clause 6 or clause 7.1.
  • 6.5 You warrant that all details you provide to us for the purpose of subscribing to the Online Service will be correct and you will notify us without delay in the event that any details change. Without prejudice to the foregoing, you warrant that the credit card which you use is your own and that there are sufficient funds or credit facilities to cover the cost of any subscription. We reserve the right to obtain validation of your credit card details before providing you with access to the Online Service. If you want to use a different credit card or there is a change in credit card validity or expiration date, or if you believe that someone has accessed this website using your name and password without your permission, you must contact a Complinet sales or client support representative (contact details are on www.complinet.com).
  • 6.6 If you are permitted to access this website through arrangements between your employer and us, some or all of these Payment terms may not apply to you. Please contact your employer for details.
  • 7. Refunds
  • 7.1 You may end your subscription to any part of the Online Service for any reason within seven working days of receipt of the Full Service Confirmation, by sending us a notice in writing or by e-mail, but only if you and each User has not accessed the Materials following expiry of the Trial Period. In the event that you terminate your subscription validly, you may claim a refund from us, which will be paid as soon as possible but in any event within 30 days of receipt by us of your notice of cancellation.
  • 7.2 If you have any complaints, or if you wish to exercise your right to terminate services referred to in clause 7.1 you may send your complaint or notice of termination by using the form set out at the end of these terms and conditions, and send the form to us via e-mail at clientsupport@complinet.com or by post to either address set out below.

    USA office:
    Client Support Manager
    Complinet Inc
    1250 Broadway
    Suite 1902
    New York
    NY 10001
    USA

    UK office:
    Client Support Manager
    Complinet Limited
    Third Floor
    Vintners′ Place
    68 Upper Thames Street
    London
    EC4V 3BJ
    UK
  • 8. Modifications to the Online Service
  • 8.1 Subject to your rights set out in clause 13 (Termination), we reserve the right to alter, suspend or discontinue any aspect of the Online Service, including your access to it. Unless explicitly stated, any new features will be subject to these terms and conditions.
  • 9. Information you provide
  • 9.1 The following applies to any information you provide to us, for example during any registration or subscription process: (a) you permit us and verify that you permit us to use, store or otherwise process any personal information which relates to and/or identifies you and/or your employees, including but not limited to your name and address or the names and addresses of your employees, to the extent reasonably necessary to provide the services which are available through our website by us or our sub-contractors. If you obtain or choose to buy services through our website then we may collect information about you or your employees' buying behaviour. If you or your employees send us personal correspondence such as e-mails, letters, post reviews or other messages on the bulletin boards, then we may collect this information into a file specific to you (together, the various purposes set out in this paragraph and in our Privacy Policy shall be known as the "Purposes"). All such information collected by us shall be referred to in these terms and conditions as "Personal Information"; (b) you hereby warrant that any information provided by you (including Personal Information), in relation to our provision of the Tracker Service to you, is and remains complete, accurate and correct; and (c) you must ensure and, where relevant, procure that your employees ensure that all information relating to your subscription including the Personal Information provided to us is accurate and complete and that all registration details (where applicable) contain the correct name(s), address(es) and other requested details. For more information about how we deal with the Personal Information, please read our Privacy Policy.
  • 9.2 The Privacy Policy forms part of these terms and conditions. Click here http://www.complinet.com/connected/info/privacy-statement/ to read our Privacy Policy. If you are located outside of the United Kingdom, please note that information that you provide to us is being sent to the UK. By subscribing to the Online Service or by completing the Sales Form, you consent to your data being sent to the UK.
  • 9.3 By accepting these terms and conditions, you agree and, where relevant, shall procure that your employees agree to the processing and disclosure of the Personal Information for the Purposes. You also agree and, where relevant, shall procure that your employees also agree that the Purposes may be amended to include other uses or disclosures of Personal Information following notification by means of a notice on our website, which should be checked regularly. If you or, where relevant, your employees would like to review or modify any part of the Personal Information which we hold relating to you or your employees then an e-mail should be sent to clientsupport@complinet.com.
  • 9.4 You permit us to use your business name in our publicity literature and on our website and on our client list. If you do not want us to use your business name for these purposes, you must give written notice to the addresses specified in clause 15.1.
  • 10. Copyright and Monitoring
  • 10.1 The contents of the Online Service are protected by international copyright laws and other intellectual property rights. The owner of these rights is Complinet or other third party licensors. All product and company names and logos contained within our website or the Online Service are the trade marks, service marks or trading names of their respective owners, including us.
  • 10.2 As part of some of the Online Service we provide "message boards" which allow you to post information. We reserve the right to review and monitor these from time to time and delete any messages or text, which we, in our sole discretion, decide are inappropriate. Any User who believes that a message on any forum is objectionable is encouraged to contact Complinet. Complinet will review the relevant message as soon as is practicable and will take such action as it deems necessary, if required.
  • 10.3 We shall indemnify you from and hold you harmless against all and any losses, liabilities, demands, claims, costs and expenses arising directly as a result of a claim against you by a third party that the Online Service infringes the copyright of such third party provided that you: (a) notify us promptly upon becoming aware of any matter or claim to which the indemnity relates; (b) do not make any admission or settlement in respect of such matter or claim without our prior written consent; and (c) allow us, where appropriate, to appoint legal advisers of our choice and to conduct and/or settle negotiations and/or proceedings relating to such matter or claim or (where it is not appropriate for us to have conduct of such negotiations and/or proceedings) you shall comply with our reasonable requests in the conduct of any such negotiations and/or proceedings. The indemnity in clause 10.3 shall not apply if, and to the extent that, the relevant losses, costs, damages, liabilities and/or expenses result from a breach by you of any of your obligations under these terms and conditions.
  • 11. Interference with the Online Service
  • 11.1 You must not attempt to interfere with the proper working of the Online Service and, in particular, you must not attempt to circumvent security, tamper with, hack into, or otherwise disrupt any computer system, server, website, router or any other internet connected device.
  • 12. Warranties, Disclaimers and Limitations of Liability
  • 12.1 We will use reasonable skill and care in making the Online Service available to you. We will use reasonable endeavours to make the Online Service available at all times during the period of your subscription but cannot guarantee that the Online Service will operate continuously or without interruptions or be error free. BECAUSE OF THE NUMBER OF SOURCES FROM WHICH WE OBTAIN CONTENT AND THE NATURE OF ELECTRONIC DISTRIBUTION VIA THE INTERNET AND EXCEPT AS EXPRESSLY SET OUT IN THIS CLAUSE, YOU AGREE THAT YOUR ACCESS TO AND USE OF THE ONLINE SERVICE AND MATERIALS AVAILABLE THROUGH OUR WEBSITE IS ON AN "AS IS," "AS AVAILABLE" BASIS. TO THE EXTENT ALLOWED BY APPLICABLE LAW AND, EXCEPT AS EXPRESSLY SET OUT, WE SPECIFICALLY DISCLAIM ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO OUR ONLINE SERVICE OR ANY INFORMATION OR SERVICE PROVIDED THROUGH OUR WEBSITE YOUR ACCESS AND USE OF THE ONLINE SERVICE AND MATERIALS, IS AT YOUR OWN RISK. COMPLINET AND ITS SUBSIDIARIES, AFFILIATES, SHAREHOLDERS, DIRECTORS, OFFICERS, MEMBERS, EMPLOYEES, REPRESENTATIVES OR LICENSORS ("COMPLINET PARTIES") WILL NOT BE LIABLE (JOINTLY OR SEVERALLY) TO YOU OR ANY OTHER PERSON AS A RESULT OF YOUR ACCESS OR USE OF THE ONLINE SERVICE AND MATERIALS, FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR OTHER DAMAGES, INCLUDING WITHOUT LIMITATION, LOST INCOME OR PROFIT, LOST DATA, LOSS OF MANAGEMENT TIME, COSTS OF REPROCUREMENT, DAMAGE TO PROPERTY AND CLAIMS OF THIRD PARTIES ("EXCLUDED DAMAGES"), WHETHER IN NEGLIGENCE, TORT, CONTRACT OR OTHER THEORY OF LIABILITY, EVEN IF ANY OF THE COMPLINET PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN ANY OF THE EXCLUDED DAMAGES, AND IRRESPECTIVE OF ANY FAILURE OF AN ESSENTIAL PURPOSE OF A LIMITED REMEDY. YOU AGREE THAT YOUR ONLY RECOVERY FOR ANY DAMAGES THAT YOU INCUR, AND YOUR EXCLUSIVE REMEDY (WHETHER IN NEGLIGENCE, TORT OR OTHER THEORY OF LIABILITY), SHALL BE LIMITED TO THE DIRECT DAMAGES YOU ACTUALLY INCUR UP TO A LIMIT OF THE AMOUNT YOU PAID (IF ANY) IN TOTAL DURING THE 12-MONTH PERIOD IN WHICH SUCH LIABILITY AROSE (SUCH PERIODS TO BE CALCULATED BEGINNING ON FIRST ACCESS OF THE ONLINE SERVICE).
  • 12.2 We have used commercially reasonable efforts to ensure that all Materials comply with UK law but we make no representations that the Materials and the Online Service are appropriate or available for use in the UK. We also make no representations that the Materials and the Online Service are appropriate or available for use in locations outside the UK. We make no warranties, express or implied, that making the Materials and the Online Service available in any particular jurisdiction outside the UK is permitted under any applicable non-UK laws or regulations. Accordingly, if making the Online Service, the Materials or any part available in your jurisdiction or to you (by reason of nationality, residence or otherwise) is prohibited, the Online Service or the relevant Materials are not offered for subscription to you. You accept that if you are resident outside the UK, you must satisfy yourself that you are lawfully able to subscribe to the Online Service. To the extent permitted by applicable law, we accept no liability, for any costs, losses or damages resulting from or related to the access or attempted access of the Online Service by persons in jurisdictions outside the UK or who are nominees of or trustees for citizens, residents or nationals of other countries.
  • 12.3 Given the unpredictability of technology and the online environment, we cannot and do not represent, warrant or guarantee that the Online Service will be free from infection, viruses and/or other code that has contaminating or destructive properties. You are responsible for ensuring that your computer system meets all relevant technical specifications necessary to use the Online Service and is compatible with our website. You are responsible for implementing sufficient procedures and virus checks (including anti-virus and other security checks) to satisfy your particular requirements for the accuracy of data input and output.
  • 12.4 We may link to, or promote, websites or services from other companies on our website or offer you the ability to download software from other companies. You agree that we are not responsible for, and do not control, those websites, services and software. We make no representations and give no warranties whatsoever about any other websites which you may access through the Online Service. When you access any other website you understand that it is independent from us and that we have no control over the content or availability of that website. In addition, a link to any other website does not mean that we endorse the content or use of such website. Accordingly, we accept no responsibility for and shall not be liable for the content, or the provisions or use of, such a website including, without limitation, the provision of services by GB Group Limited and shall not be liable for any loss or damage caused or alleged to be caused by or in connection with use of or reliance on any content, goods or services available on or through any other web or resource. Any concerns regarding any external link should be directed to its website administrator or webmaster.
  • 12.5 You acknowledge and agree that the Materials may not address your particular requirements and are not intended to constitute a definitive or complete statement of the law on any subject and are not intended to constitute legal or investment advice in any specific situation. You should take your own advice and make your own decisions without placing any reliance on any of our Materials.
  • 12.6 You acknowledge and agree that it is a feature of the Complinet website that much of the Materials are contributed to us by many different third parties and we do not control those parties or their information and have no responsibility for any information they contribute; opinions expressed within the Materials are those of the authors and do not represent our opinions.
  • 12.7 We attempt to ensure that the Materials are accurate. However, you acknowledge and agree that the Materials include archived information and resources which may be incorrect or out of date and so we make no representations that any Materials are accurate and up-to-date or complete and accept no liability for any loss or damage caused by inaccurate information. The Materials do not constitute any form of advice or recommendation by Complinet and are not intended to be relied upon in making (or refraining from making) any specific investment, or other, decisions. If you find any inaccurate information on our website, let us know and we will correct it, where we agree, as soon as practicable.
  • 12.8 The limitations and exclusions in this clause 12 do not affect your non-excludable statutory rights, which shall only apply to the extent permitted by applicable law.
  • 13. Termination
  • 13.1 We may terminate or suspend your use of the Online Service at any time if you are or a User is found in material breach or we have reasonable grounds to believe that you are or a User is in material breach of any of these terms and conditions, including, without limitation, the prohibition on sharing or disclosure of username(s) and password(s) set out in clause 3 and the reproduction of Materials set out in clause 5.4. and such breach, if capable of remedy, is not remedied within 30 days of notification of such material breach.
  • 13.2 If you are notified of termination of your rights of use, you must immediately destroy all of your copies of the Materials. In these circumstances you will not be entitled to any refund.
  • 13.3 Other than in accordance with our rights set out in clause 13.1, in the event that under clause 8 we discontinue, suspend or terminate your access to all of the Online Service, either party may terminate your use of the Online Service and we shall on request refund to you the pro rata share of the annual fee paid by you which relates to the unexpired part of the year in relation to which such annual fee was paid.
  • 14. General
  • 14.1 We may assign, novate or subcontract any or all of our rights and obligations under these terms and conditions at any time.
  • 14.2 We may make changes to these terms and conditions by giving at least 30 days' written notice to you. For avoidance or doubt, written notice includes e-mail. If you reasonably consider such changes to be to your detriment, you may terminate the Online Services by written notice to us prior to such changes becoming effective and we shall on request refund to you the pro rata share of the annual fee paid by you which relates to the unexpired part of the year in relation to which such annual fee was paid.
  • 14.3 These terms and conditions together with the Privacy Policy, the Order Form and payment method instructions, if any, are the whole agreement between you and Complinet. You acknowledge and agree that you have not entered into this Agreement in reliance upon any warranty or representation made by us or any other person and you waive any rights to damages/rescission you may have for misrepresentation (other than a fraudulent misrepresentation) not contained in the terms and conditions, Privacy Policy, order form and payment method instructions.
  • 14.4 If any provision or term of these terms and conditions shall become or be declared illegal, invalid or unenforceable for any reason whatsoever, such term or provision shall be divisible from the other terms and conditions and shall be deemed to be deleted from them.
  • 14.5 For users located outside the United States and contracting with Complinet Limited, any dispute arising out of these terms and conditions and your use of our website are governed by English law and you submit to the non-exclusive jurisdiction of the English courts. For users located in the United States and contracting with Complinet Inc., these terms and conditions and your use of our website shall be governed by and interpreted under the laws of the State of New York without reference to principles of conflict of laws, and any dispute arising out of these terms and conditions and your use of our website shall be resolved in a federal or state court of competent jurisdiction located in the State of New York, County of New York.
  • 14.6Complinet will not be held liable for any failure to perform any obligation to you due to causes beyond our reasonable control.
  • 14.7 Failure by either party to exercise any right or remedy under these terms and conditions does not constitute a waiver of that right or remedy.
  • 14.8 These terms and conditions are not intended to benefit anyone other than the parties to it (and, in particular, no term shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by a third party).
  • 15. Notices
  • 15.1 All notices shall be given: to us via e-mail at clientsupport@complinet.com or by post to the Client Support Manager at one of the following locations:

    USA office:
    Client Support Manager
    Complinet Inc
    1250 Broadway
    Suite 1902
    New York
    NY 10001
    USA

    UK office:
    Client Support Manager
    Complinet Limited
    Third Floor
    Vintners′ Place
    68 Upper Thames Street
    London
    EC4V 3BJ
    UK

    and to you at either the e-mail or postal address you provide during any application process unless otherwise notified to us.

    Notice will be deemed received when an e-mail is received in full (or else on the next business day if it is received on a weekend or a public holiday in the place of receipt) or three days after the date of posting.
  • 16. Replacement
  • 16.1 These terms and conditions replace all other terms and conditions previously applicable to the provision of the Online Service.
  • 17. Form of Cancellation
  • 17.1Submit the form stipulated below ONLY IF YOU WISH TO CANCEL THE CONTRACT.

    Notice is hereby given that the company or person specified below wishes to cancel subscription to the Online Service.

    Name: [       ] (Please sign if returning by means other than e-mail)

    Date: [        ]

    Order / Invoice ref: [       ]

    Via E-mail: clientsupport@complinet.com

    Via Post: Client Support Manager, Complinet Limited, Third Floor, Vintners' Place, 68 Upper Thames Street, London EC4V 3BJ, UK
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