Terms & Conditions
- Application of and Acceptance of these Terms
- Accessing the site
- Site content and intellectual property rights
- Third party content
- Registered users
- Suspension of registered user accounts
- Registered users email facility
- Registered user identification and password
- Registered users who post third party content on the site
- Transacting as a business entity
- Transactions between buyers and suppliers - the trading floor
- Rules for buyers using the Trading Floor
- Rules for sellers using the Trading Floor
- Disclaimers of warranties
- Limitation of liability
- Govering law and jurisdiction
1.1 phoneLot.com is a site operated by gsmExchange.com Limited ('we' and 'us'). gsmExchange.com Limited is a limited company, registered in Ireland under company registration number 339239 and with its registered office at [Unit 21, The Cubes Offices, Beacon South Quarter, Sandyford, D18 YH76, Dublin, Ireland] (the 'Service Provider').
1.2 These Terms and Conditions (the 'Terms') apply to your use of the www.phonelot.com website (or any successor or incarnation of the same) (the 'Site') which is operated and owned by the Service Provider. By using the Site, you acknowledge and agree to be legally bound by these Terms and the disclaimers herein just as if you had signed these Terms. If you do not agree to these Terms, please cease using the Site.
1.3 These Terms may be supplemented by additional terms and conditions pertaining to specific content and activities. You agree and understand that such additional terms and conditions are hereby incorporated by reference to these Terms.
2.1 For purposes of these Terms, a 'User' is any person who accesses the Site for whatever purpose, regardless of whether such User has registered with the Site as a Registered User, as defined in Clause 8.1 below, or whether such User has subscribed for any of the services as set out in Clause 4.1 below.
2.2 We reserve the right, in our sole discretion, to change, modify, add or remove parts of these Terms at any time. You are responsible for reviewing these Terms periodically for changes after we post any changes as your confirmed use of the Site, after amendments are posted, constitutes an acknowledgement and acceptance of the Terms (including any modifications thereto).
2.3 [These Terms apply to the Premium Service, as defined in Clause 4.1 below, in addition to any terms and conditions that may be applicable to such specific Premium Service provided, however in the event of any conflict or inconsistency between any provision of the terms and conditions that may be applicable to such Premium Service and any provision of these Terms, such conflict or inconsistency shall (except as otherwise expressly provided or agreed) be resolved in a manner favourable to the Service Provider and/or its affiliates, and only to the extent that such conflict or inconsistency cannot be so resolved, the provisions of the terms and conditions applicable to such specific Premium Service shall prevail.]
3.1 Access to the Site and certain of its features are provided to all Users free of charge. Your right to access this Site is subject to any limits established by us. Notwithstanding anything contained in these Terms to the contrary, we may, in our sole discretion, terminate or restrict your participation in or use of the Site.
3.2 Access to the Site is permitted on a temporary basis, and we reserve the right to withdraw or amend the service we provide on the Site without notice. We will not be liable if for any reason the Site is unavailable at any time or for any period.
3.3 You are responsible for making all arrangements necessary for you to have access to the Site. You are also responsible for ensuring that all persons who access the Site through your internet connection are aware of these Terms, and that they comply with them.
4.1 The Service Provider provides a range of free services on the Site which allows Users to trade mobile phones and related products with buyers and sellers of such mobile phones and related products, once registered as a Registered Users, as defined in Clause 8.1 below. In addition, Users can pay for access to the Pro-Buyer Service which is a premium membership service providing access to details of suppliers along with other premium buyer options as set out in the membership section of the Site (the 'Premium Service'). The Premium Service can be subscribed to for one of the following periods; one month, three months, or 12 months (the 'Premium Service Period'). The fee for each respective Premium Service Period is charged on a recurring basis and automatically renews on expiry for the same term as previously subscribed (the 'Premium Service Fee'). This means the Premium Service Fee is charged automatically following the expiry of any Premium Service Period unless notice of cancellation in writing is provided by the User to the Service Provider at [Unit 21, The Cubes Offices, Beacon South Quarter, Sandyford, D18 YH76, Dublin, Ireland] in accordance with Clause 22.1. Each such renewal shall be deemed to be a separate contract between the Service Provider and the User.
4.2 The following cancellation notice periods will apply in respect of the Premium Service Periods:
- at least 15 days notice in writing shall be provided to the Service Provider if the User has subscribed to the Premium Service for one month;
- at least 30 days notice in writing shall be provided to the Service Provider if the User has subscribed to the Premium Service for three months; or
- at least 90 days notice in writing shall be provided to the Service Provider if the User has subscribed to the Premium Service for 12 months.
4.3 We reserve the right to deny the Premium Service to any User for whatever reason in order to protect the interests of the Service Provider. In such case, the User's sole remedy shall be a refund of a subscription fee paid (if any) provided that where denial or termination of service is as a consequence of any breach by the User of these Terms the User shall not be entitled to a refund as aforesaid.
4.4 We reserve the right, without prior notice, to change any of the features or introduce new features without prior notice, or to terminate, restrict, deny or create access to certain areas or features of the Premium Service for paying Users or Users who undergo a specific registration process.
4.5 You shall not undertake any scheme to undermine the integrity or functionality of the services offered on the site, nor shall you attempt to gain unauthorised access to any services, data or computer systems which have not been expressly made available to your computer systems or networks.
5.1 The Site and all, text, photographs, images, graphics, illustrations, logos, button icons, audio clips, video clips, software, and other content, and the compilation, collection, arrangement, and assembly thereof (including the look and feel of the Site), (the 'Site Content') embody trade secrets and intellectual property rights protected under Irish and international copyright and other laws and are owned, controlled or licensed by the Service Provider, or by the original creators of such materials or their permitted licensors.
5.2 Subject to these Terms, we grant you a non-exclusive, non-transferable, limited right to access and use the Site and the Site Content. However, no right, title, or interest in any of the Site Content will be granted or transferred to you as a result of any permitted use of such materials. All title, ownership and intellectual property rights in the Site and Site Content shall remain with the Service Provider, its affiliates or licensors of the Site Content, as the case may be.
5.3 You may use the Site and the Site Content only for viewing the Site in the ordinary course or as a resource for purchasing products or services offered through the Site. Use of the Site and/or the Site Content, for any purpose not expressly permitted in these Terms including any copying, reproduction, modification, sale, distribution, extraction, re-utilisation, transmission, republication, downloading, display, posting, performance, or other exploitation thereof by any means or medium without the prior written permission of the Service Provider is strictly prohibited.
5.4 In particular you agree that you shall not copy, reproduce or download any of the Site Content for the purpose of re-selling or re-distributing the Site Content, operating a business that competes with the Service Provider, or otherwise commercially exploiting the Site Content.
5.5 Any systematic retrieval of Site Content from this Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from the Service Provider is strictly prohibited.
5.6 The Service Provider owns various trade marks (the 'Marks') in relation to the 'GSMEXCHANGE' name, the 'PHONELOT' name and derivatives therefrom. These Marks are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorised copying, modification, use or publication of these Marks, their use in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits the Service Provider is strictly prohibited. In particular, but without limitation, you may not use the Marks as meta-tags nor may you sponsor them in search engines. All goodwill in your legitimate use of the Marks shall accrue to the exclusive benefit of the Service Provider.
5.7 All rights not otherwise claimed under these Terms or by the Service Provider are hereby reserved. Please notify us immediately if you become aware of any infringement of any intellectual property on the Site.
6.1 Some of the Site Content is provided or posted by you or by third parties ('Third Party Content'). Neither the Service Provider nor any of our affiliates, directors, officers or employees harmless has entered into any sales agency relationship with such third parties by virtue of the Service Provider's display of the Third Party Content on the Site. Any Third Party Content is the sole responsibility of the party who provided the content. The Service Provider is not responsible for the accuracy, lawfulness or truthfulness of any Third Party Content, and shall not be liable to any User in connection with such User's reliance of such Third Party Content. In addition, the Service Provider is not responsible for the conduct of any User's activities on the Site, and shall not be liable to any person in connection with any damage suffered by any person as a result of such User's conduct. Notwithstanding the foregoing, where the Service Provider becomes aware of any suspected unlawful or improper activity on the Site whether in Third Party Content or otherwise, the Service Provider reserves the right to immediately remove such Third Party Content pending further investigation.
6.2 The Service Provider may allow you access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise) to such third party websites. These links are provided solely as a convenience to you and not as an endorsement by the Service Provider of the content on such third party websites. You acknowledge that the Service Provider has no control over such third party websites, does not monitor such sites, and shall not be responsible or liable to anyone for such site, or any content, products or services made available on such site. If you decide to access linked third party websites, you do so at your own risk and in accordance with the prevailing terms and conditions of such third party sites. You are cautioned to read the terms and conditions and/or privacy policies before using any such third party websites.
6.3 The Service Provider generally welcomes the hyper-linking to the Site from other appropriate websites provided such links are to the Site's homepage (and not any deeper within the Site) and provided the Service Provider gives its consent to the establishment of such links. Notwithstanding the foregoing, the Service Provider reserves its absolute right to refuse to consent to such links without giving any reasons. Any links to the Site from another website must be presented in such a manner so that the viewing of the Site is not impaired by framing or similar techniques that may impair the visitor's user experience.
8.1 By filling out the on-line application form on the Site, and by providing your information (such as name, address, telephone, fax number, email address, details of your business, etc.), you can become a registered user of the Service Provider (a 'Registered User'). If your application is accepted, the Service Provider will establish an account ('Account') for you and you will be assigned a user alias ('User ID') and password ('Password') for log-in access to your Account. You represent and warrant to the Service Provider that all information submitted to the Service Provider during the registration process is true, accurate, current and complete.
8.2 Notwithstanding Clause 8.1 above, the Service Provider may refuse registration and deny the issuance of an Account and/or Email Account and associated User ID and Password to you without giving a reason.
9.1 The Service Provider may suspend or terminate a Registered Users' Account or Email Account, as described in Clause 10.1 below, at any time by giving no less than 3-hours notice to the Registered User, provided, however, that notice is not required for such termination if:
- in the Service Provider's determination, there is any breach of the provisions of these Terms by the Registered User;
- the Service Provider has reasonable grounds to suspect that information provided by a Registered User is untrue, inaccurate or is not current or complete; or
- the Service Provider believes that the Registered User's actions may cause financial loss or legal liability to any such Registered User, the Service Provider or other Users.
10.1 The Service Provider may assign you a Registered User a web-based email account, with limited storage space, to allow you such a Registered User to send or receive email through the Site (the 'Email Account'). You shall be responsible for all uses and the content of all the messages communicated through the Email Account, as well as the consequences of any such message.
10.2 As a Registered User, you shall not use your Email Account for junk mail, chain letters or spamming or the transmission of any unlawful, harassing, libellous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material or any material which incites or results in causing racial hatred, discrimination, menace or breach of confidence. Further, you shall not use your Email Account to publish, distribute, transmit or circulate any unsolicited advertising or promotional information.
10.3 Email Accounts are a discretionary facility offered by the Service Provider to certain Registered Users and no warranty is given that Email Accounts will remain available indefinitely.
11.1 As a Registered User, you are responsible for maintaining the strict confidentiality of your Password and for any activity under that Password, you agree to:
- immediately notify the Service Provider of any unauthorized use of your Password or any other breach of security; and
- ensure that you log out and fully exit your Account at the end of each session.
11.2 The Service Provider will not be responsible or liable for any loss or damage arising from your failure to comply with this Clause 11.
11.3 You should keep your Password safe and should not disclose it to any other person. You shall not transfer or sell your User ID to any other person and you shall not permit, either directly or indirectly, any other person to utilise your User ID, Password or Account.
12.1 You must be a Registered User in order to post Third Party Content on the Site using the self-help submit and edit tools provided through the Site. Your status as a Registered User is governed by the provisions of Clause 8 above.
12.2 No sales agency relationship is created between you and the Service Provider, our affiliates, directors, officers or employees by virtue of the Service Provider's display of any of Third Party Content on the Site.
12.3 You hereby represent, warrant and agree to:
- provide the Service Provider with true, accurate, current and complete information to be displayed on the Site; and
- maintain and promptly amend all information to keep it true, accurate, current and complete.
12.4 You hereby represent, warrant and agree that:
- you have obtained all necessary third party copyright or trademark licenses and permissions required to post any Third Party Content;
- you shall be solely responsible for ensuring that any Third Party Content you post on the Site does not violate the copyright, trademark, trade secret or any other personal or proprietary rights of any third party; and
- you will ensure that all Third Party Content is posted with the permission of the owner(s) of such rights.
12.5 You agree not to use the Site or cause or permit the Site to be used:
- so as to jeopardise or prejudice the operation, quality or integrity of the Site, or the operation, quality or integrity of any telecommunications network;
- to harvest or otherwise collect information about others, including e-mail addresses, without their consent;
- to distribute, download, upload or transmit any material which contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful programs; or
- contrary to the terms and conditions of any internet service provider whose services you may use.
12.6 You hereby represent, warrant and agree that Third Party Content submitted by you to the Service Provider for display on the Site shall not:
- contain fraudulent information or make fraudulent offers of items or involve the sale or attempted sale of counterfeit or stolen items or items whose sales and/or marketing is prohibited by applicable law, or otherwise promote other illegal activities;
- be part of a scheme to defraud other Users of the Site or for any other unlawful purpose;
- relate to the sale of products or services that infringe or otherwise abet or encourage the infringement or violation of any third party's copyright, patent, trademarks, trade secret or other proprietary right or data protection rights or rights of publicity or privacy;
- violate any applicable law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising);
- be defamatory, libelous, unlawfully threatening or unlawfully harassing;
- be obscene or contain or infer any pornography or sex-related merchandising or any other content or otherwise promote sexually explicit materials or be otherwise harmful to minors;
- promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, membership of an ethnic community or age;
- be used for any direct marketing, surveys, contests or pyramid schemes, or to participate in or cause others to participate in sending chain letters, junk e-mail, spam, duplicative or unsolicited messages, advertising or promotional material;
- contain any material that constitutes unauthorised advertising or harassment (including but not limited to spamming), invades anyone's privacy or encourage conduct that would constitute a criminal offence, give rise to civil liability, or otherwise violate any law or regulation;
- solicit business from any Users in connection with a commercial activity that competes with the Service Provider;
- contain any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with or intercepting any software or hardware system, data or personal information;
- link directly or indirectly to or include descriptions of goods or services that are prohibited under these Terms; or
- otherwise create any liability for the Service Provider, affiliates, directors, officers or employees.
12.7 The Service Provider reserves the right in its sole discretion to remove any Third Party Content displayed on the Site which it reasonably believes is unlawful, could subject the Service Provider to liability, violates these Terms or is, in the Service Provider's opinion, otherwise inappropriate.
12.8 The Service Provider reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing or breach of these Terms. Further, the Service Provider may disclose your identity and contact information, if requested by a government or law enforcement body, an injured third party, or as a result of a subpoena or other legal action, and the Service Provider shall not be liable for damages or results thereof and you agree not to bring any action or claim against the Service Provider for such disclosure.
12.9 In furtherance of this Clause 12, the Service Provider may suspend or terminate the Account of any User as deemed appropriate by the Service Provider in its sole discretion.
13.1 The Service Provider acknowledges that the use of the Site is not restricted to businesses or companies only and may be accessed by natural persons. However, for the purposes of any Transactions as defined in Clause 14.2 below, the Service Provider shall treat any User, Registered User or User who has subscribed to the Premium Service as a trade, business, company or other distinct separate legal entity ('Business Entity') and not as a natural person as set out by the Consumer Protection Act 2007, as amended, the Consumer Protection Code (and other similar consumer legislative provisions which exist outside of Ireland) ('Consumer Legislation'). This means that any User, Registered User or User who has subscribed to the Premium Service cannot rely on such Consumer Legislation, and any rights or protections afforded to a consumer as defined by the Consumer Legislation, do not apply.
13.2 If as a User, Registered User or User who has subscribed to the Premium Service, you are or represent a Business Entity, you warrant that (a) you have the authority to bind the Business Entity to the Terms; (b) the address you use when registering is the principal place of business of such a Business Entity; and (c) all other information submitted to the Service Provider during the registration process is true, accurate, current and complete. For the purposes of this provision, a branch or representative office will not be considered a separate entity and its principal place of business will be deemed to be that of its head office.
14.1 Through the Site, one of the services provided by the Service Provider is an electronic web-based platform for exchanging information between Users who are buyers of products and services and Users who are suppliers of products and services (the 'Trading Floor'). The function of the Trading Floor is to act as a venue to allow Users to offer, seek, buy and sell mobile phones, cellular phones and all associated accessories, cellular network infrastructure (e.g. base stations, switches, antennas), and related items (the 'Products') to each other.
14.2 The Service Provider is not an auctioneer. The Service Provider merely provides a trading floor facility which operates by linking and matching Users and thereby facilitating trade in the Products between Users. Those Users listing Products for sale via the Trading Floor are referred to as the Sellers (the 'Sellers'), while those Users purchasing Products via the Trading Floor are referred to as the Buyers (the 'Buyers'). The trade in the Products may be by way of fixed price transaction or by bidding as part of an auction-style listing between Users (the 'Transactions'). The Service Provider does not possess the items offered through the Site and is not involved in Transactions between Users. Furthermore the Service Provider does not represent the Seller nor the Buyer in Transactions.
14.3 The Service Provider does not control and is not liable to or responsible for the accuracy or reliability of the listings and descriptions of Products included on the Trading Floor, any written or oral representations given by the Seller in relation to such Products, the quality, safety, lawfulness or availability of the Products offered for sale on the Trading Floor or the ability of the Sellers or Buyers to complete a proposed Transaction (and this Clause 14.3 also applies to those listings sent by email or communicated orally or otherwise to the Service Provider by Users and posted on the Trading Floor by the Service Provider on behalf of such Users).
14.4 There may be risks of dealing with people acting deceitfully or under false pretences. The Service Provider does not verify the identity of Users or the validity of the information which Users post on the Trading Floor. For this reason you should independently verify the identity of Users you trade with via this Trading Floor. We encourage you to use the various tools available on the Site, as well as common sense, to evaluate with whom you are dealing.
14.5 You acknowledge that you are fully assuming the risks of purchase and sale when using the Site to conduct Transactions. Such risks shall include, but are not limited to: misrepresentation of products and services, fraudulent schemes, unsatisfactory quality, failure to meet specifications or international standards, defective products, delay or default in delivery or payment, cost miscalculations, breach of warranty, breach of contract and transportation accidents ('Transaction Risks'). You agree that the Service Provider shall not be liable or responsible for any damages that may arise as a result of or in connection with any Transaction Risks.
14.6 The Service Provider is not responsible for ensuring that Buyers and Sellers actually complete a Transaction. The offer, sale, purchase, export or import of any Product is not valid and legally binding merely because it is listed on the Trading Floor, nor do we accept any obligation to protect you from unsafe Products listed for sale on the Trading Floor.
14.7 You are solely responsible for all of the terms and conditions of the Transactions conducted on, through or as a result of use of the Trading Floor, including, without limitation, terms regarding payment, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation and storage. You must not offer, sell, bid for, or buy any items which we do not permit on the Site, including but not restricted to, encryption software or hardware and any products subject to any export control policies in any of the countries where the Site is accessible.
14.8 When using this Site, you accept and agree that the Service Provider is not responsible for the acts or omissions of Users on the Site. In the event that any User has a dispute with any party to a Transaction, such User agrees to release and indemnify the Service Provider (and its agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such Transaction and that any right, claim or action you have against any other User arising from that User's use of the Site, will be pursued independently of and without recourse to us.
15.1 If you are a Buyer, you are legally obliged to conclude a Transaction with a Seller for a Product on the Trading Floor if you agree to purchase a Product listed on the Trading Floor from another User via the Trading Floor unless the Transaction is prohibited by these Terms or by local or international law.
15.2 You agree to be bound by the sale terms included or description of the Products when buying from a User or bidding against other Users unless such sale terms are in breach of these Terms or are otherwise unlawful.
15.3 Only in certain exceptional circumstances will you be permitted to cancel a Transaction or withdraw a bid. An example of such an instance includes where the Seller alters the price or description after a Transaction is agreed or a bid has been placed.
15.4 As a Buyer you are entitled to place purchase requests on the Trading Floor only if you are the intended buyer of the Products requested. Any form of brokering or agency arrangements whereby Users conduct or engage in Transactions or bids on the Trading Floor on behalf of third parties or with the intention of selling the Products on to third parties are strictly prohibited and will not be tolerated by the Service Provider. Any User found to be engaging in such brokering or agency practices will immediately have their access to and right to use the Site and, in particular, the Trading Floor, terminated.
16.1 As a Seller, you must make certain you are legally entitled to sell the Product placed on the Site. In addition a Seller must ensure that it is lawful to sell and/or export such Product to the Buyer (taking into account the operative laws in the jurisdiction where the Buyer is located).
16.2 As a Seller you are entitled to respond to purchase requests and engage in Transactions on the Trading Floor only if you are the actual Seller of the Products listed. Any form of brokering or agency arrangements whereby a Seller is conducting Transactions on the Trading Floor on behalf of third parties or with the intention of selling the Products on behalf of third parties are strictly prohibited and will not be tolerated by the Service Provider. Any User found to be engaging in such brokering or agency practices will immediately have their access to and right to use the Site and, in particular, the Trading Floor, terminated.
16.3 You must carefully, accurately and honestly describe the Products being sold. At no point will the Service Provider be responsible for the description provided by a User acting as a Seller.
16.4 Where a Seller receives and accepts a bid in respect of any Product listed on the Site both the Buyer and the Seller must complete the Transaction unless the Buyer fails to meet the conditions of the Seller's listing.
16.5 You undertake not to engage in any practices that involve the manipulation of the price of any Product or interfering with another User's listing(s). Without limitation, you must not: (a) bid in a listing where you are the Seller, or arrange for any other person to do so on your behalf; (b) independently contact bidders in a listing where Products are listed for sale in order to offer similar items to the bidders in that listing; or (c) make bids or make any payment using a false User ID.
17.1 THE FEATURES AND SERVICES ON THE PHONELOT.COM SITE ARE PROVIDED ON AN 'AS IS' AND 'AS AVAILABL' BASIS, AND THE SERVICE PROVIDER, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS, HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS WHICH ARE NOT EXPRESSLY CONTAINED IN THESE TERMS WHETHER, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
17.2 THE SERVICE PROVIDER WILL USE ALL REASONABLE ENDEAVOURS TO ENSURE THAT CONTENT (OTHER THAN THIRD PARTY CONTENT) CONTAINED IN THE SITE IS ACCURATE. HOWEVER, THE SERVICE PROVIDER MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INTELLECTUAL PROPERTY CONTENT PROVIDED ON OR THROUGH THE SITE OR ANY THIRD PARTY SITE ACCESSED THROUGH THIS SITE.
17.3 NEITHER THE SERVICE PROVIDER, NOR ANY OF ITS AFFILIATES, RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT THAT THE SITE, OR ANY FUNCTION CONTAINED IN THE SITE, WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKE THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
17.4 Any material downloaded or otherwise obtained through the Site is done at your sole discretion and risk and you are solely responsible for any damage to your computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by you from the Service Provider or through or from the Site shall create any warranty not expressly stated herein.
17.5 Under no circumstances shall the Service Provider be held liable for any delay, failure or disruption of the content or services delivered through the Site resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labour disputes, riots, insurrections, civil disturbances, shortages of labour or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
17.6 Although the Site is accessible worldwide, not all Products discussed or referenced herein are available to all persons or in all geographic locations. The Service Provider reserves the right to limit, in its sole discretion, the provision and quantity of any Product to any person or geographic area it so desires and any offer for any Product made through the Site is void where prohibited.
17.7 These disclaimers apply to the fullest extent permitted by law.
18.1 You hereby agree to indemnify, to keep indemnified and to hold the Service Provider, its affiliates, directors, officers and employees harmless to any claim or demand, including reasonable legal fees and costs, made by any third party due to or arising out of your use of the Site, Site Content, Services, violation of the Terms, or the infringement by you, or any other user of the Site.
19.1 The Service Provider shall not be liable for any direct special, indirect, punitive, exemplary, incidental or consequential damages (however arising, including negligence), any loss of reputation or goodwill, any economic loss (including, but not limited to, damages for loss of profits, revenues, savings, or business interruption), or any other damages whatsoever (including but not limited to damages for loss of information, data or other intangible property), whether in contract, negligence, tort, strict liability or otherwise or any other damages (even if the Service Provider have been advised of such damages) resulting from any of the following:
- the use or the inability to use the Site;
- the use of any Site Content or other material on the Site or websites linked to the Site;
- any defect whatsoever in Products, samples, data, information or services purchased or obtained from a User or a third-party service provider through the Site;
- unauthorised access to or alteration by third parties of your of data, transmissions or private information;
- statements or conduct by you or any third party on the Site;
- any other matter relating to the Site,
19.2 In no event shall the Service Provider's total liability to you for all damages, losses, and causes of action, whether in contract, tort (including, but not limited to, negligence), exceed the amount paid by you to the Service Provider, if any, for accessing the Site or registering for the Service Provider’s services. If you are dissatisfied with any portion of the Site, or with any of these Terms, your sole and exclusive remedy is to discontinue using the Site.
19.3 The Service Provider is not responsible for any injury and or damage to any individual as a result, either directly or indirectly, of any information published on the Site. The accuracy of the information is not guaranteed and does not constitute business or other professional advice and is subject to change and therefore the Service Provider cannot accept responsibility for any loss, damage or expense incurred upon using the Site.
20.1 The Site has been created and is controlled by the Service Provider in Ireland. These Terms will be governed by, and construed and enforced in accordance with the laws of Ireland (excluding Northern Ireland). You hereby unconditionally and irrevocably submit to the exclusive jurisdiction of the courts of Ireland (excluding Northern Ireland).
20.2 For disputes arising between a Buyer and Seller (the 'Parties') regarding transactions resulting from the Trading Floor, the Buyer and Seller shall attempt to have the dispute resolved by use of mediation or other alternative dispute resolution ('ADR') procedure as agreed between the Parties, each acting in good faith. Either the Buyer or the Seller may initiate the procedure by written notice to the other party. If the Parties are unable to agree a procedure they may seek assistance from the Dublin International Arbitration Centre, which is currently located at Distillery Building, 145-151 Church Street, Dublin 7, or such other similar body as may be agreed by the parties from time to time. Unless otherwise agreed, the Parties will share equally the costs of ADR, and the use of mediation or other ADR procedure will be without prejudice to the rights of the Parties in all respects if the mediation or other ADR procedure does not achieve an agreed resolution to the dispute. For the avoidance of doubt the Service Provider will have no involvement in any ADR procedure and the cost of such ADR procedure will be fully borne by the Parties and not by the Service Provider.
20.3 The country in which you are based and/or the country of any User you communicate or trade with on this Site may have laws which apply to Transactions with other Users. These laws may apply regardless of what you agree with that User or with the Service Provider and as a result there may be additional legal requirements. You agree to conform and comply with all applicable domestic and international laws and regulations regarding your use of the Site and the services provided hereon including the listing, bidding, purchasing and solicitation of Transactions.
21.1 Any notice or other communication under this Agreement shall only be effective if it is in writing and sent to the Service Provider at the following address: [Unit 21, The Cubes Offices, Beacon South Quarter, Sandyford, D18 YH76, Dublin, Ireland], marked for the attention of Essam Bishara.
21.2 All notices or demands to you shall be effective if either delivered personally, sent by courier, certified mail, by facsimile or email to the last-known correspondence, fax or email address provided by you to the Service Provider, or by posting such notice or demand on an area of the Site that is publicly accessible without a charge. Notice to you shall be deemed to be received by you if and when (a) the Service Provider is able to demonstrate that communication, whether in physical or electronic form, has been sent to you, (b) immediately upon the Service Provider's posting such notice on an area of the Site that is publicly accessible without charge, or (c) at the latest, 24 hours after an email is sent to you, unless we receive notice that the email address is invalid and an alternative email address has been provided to us.
21.3 As a Registered User, you must notify the Service Provider, and any other Users with whom you are communicating with arising from the Service Provider’s Premium Service, of a change to your notice details. Any notice or other communication given or made, or deemed to have been given or made, outside working hours will be deemed not to have been given or made until the start of the next period of working hours.
22.2 You and the Service Provider are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by these Terms.
22.3 If a court, or other competent authority, holds any of these Terms to be unlawful, void, or for any reason unenforceable, in whole or part, then that provision shall be deleted from the clause concerned and the remaining Terms shall survive, remain in full force and effect and continue to be binding and enforceable.
22.4 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
22.6 The Service Provider shall have the right to assign its obligations and duties under these Terms and in any agreement relating to Premium Service to any person or entity.
22.7 Any controversy or claim arising out of or relating to this contract shall be determined by arbitration in accordance with the International Arbitration Rules of the International Centre for Dispute Resolution. The number of arbitrators shall be one. The arbitration shall be resolved by the submission of documents only, unless the arbitrator determines that an oral hearing or conference call is necessary. The arbitrator shall establish a fair and equitable procedure for the submission of documents. The parties agree that the award of arbitrator may be published in their entirety or as provided for in the International Arbitration Rules. The place of arbitration shall be Dublin, Ireland.
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