T-VINE.COM (the ‘Website’) and T-VINE Magazine (the ‘Magazine’), collectively known as T-VINE Media, is owned and operated by Prickly Pear, a sole trader in England. Our registered office address is Suite 120, Legacy Business Centre, 2a Ruckholt Road, London E10 5NP. When we refer to T-VINE, we also mean its owner Prickly Pear.
A. TERMS FOR ADVERTISING ON THE WEBSITE OR IN THE MAGAZINE
1. These terms and conditions shall apply to all advertising orders made with the Publisher (as defined below), unless otherwise specifically agreed in writing by the Publisher. Any conditions stipulated on an order form or elsewhere by the Advertiser shall be void in so far as they are inconsistent with these Conditions.
Definitions and Acceptance of the Terms and Conditions
2. T-VINE Media (“TVM”) accepts publication of advertisements on the terms and conditions set out below (“Terms”). When we refer to TVM we also mean its owner Prickly Pear.
3. These Terms apply to advertisements in T-VINE magazine (“magazine”) and www.T.VINE.COM (“Website”), including classified advertisements and inserts (together “Advertisements”).
4. By placing an order, the Advertiser (which is the person placing the order for the Advertisement whether they are the advertiser of the product or service referred to in the Advertisement or the advertising agency or media buyer for such advertiser) accepts and agrees to be bound by these Terms in full.
Content and Delivery of Advertisements
5. Materials for an Advertisement must be provided no later than the deadline specified in the appropriate rate card and, for Advertisements on the Website, in accordance with the Website technical specification.
6. TVM may, without any responsibility to the Advertiser, reject, cancel or require any Advertisement to be amended that it considers unsuitable or contrary to these Terms and remove, not print, suspend or change the position of any such Advertisement.
7. TVM may refuse to publish any Advertisement for any Advertiser who has not paid any sums due for any advertising in the Magazine or the Website. The Advertiser will remain responsible for all outstanding charges.
8. The publication of an Advertisement by TVM does not mean that TVM accepts the Advertisement has been provided in accordance with these Terms or that TVM has waived its rights under these Terms.
9. The Advertiser guarantees to TVM that:
a. any information supplied in connection with the Advertisement is accurate, complete, true and not misleading;
b. it has obtained the consent of any living person whose name or image (in whole or in part) is contained in any Advertisement;
c. the Advertisements are legal, decent, honest and truthful, are not contrary to the provisions of any applicable law, regulation or code of practice (including the British Code of Advertising, Sales Promotion and Direct Marketing and all other codes under the general supervision of the Advertising Standards Authority – as outlined here – are not libellous or obscene and do not infringe the rights of any person (including any person’s intellectual property rights);
d. the Advertisement will not be prejudicial to the image or reputation of TVM or the Website or the Magazine; and
e. all Advertisements submitted for publication online will be free of any viruses and no Advertisement will cause an adverse effect on the operation of the Website(s).
10. Where the Advertiser is an advertising agency or media buyer, the Advertiser guarantees that it is authorised by the advertiser of a product or service to place the Advertisement with TVM and the Advertiser will compensate TVM for any claim made by such advertiser against TVM.
11. All Advertisements are accepted on the basis that they will be paid for at the applicable rates set out in the applicable rate card before the date of publication.
12. TVM may change its rates at any time by publishing the modified rates at www.T VINE,COM/advertising. Any changes to the rates will take effect immediately. However, any changes to the applicable rates will not apply to any orders made prior to the date of such change.
13. Unless expressly stated otherwise, all TVM customers are required to prepay for their Advertisements. TVM’s standard terms are for payment to be received as cleared funds by BACS payment on or before the publication of the Advertisement. All charges unpaid within 28 days of the date of the Invoice shall bear interest on a daily basis at a rate four percent above the unsecured overdraft rate from time to time of the Bank of England.
14. The Client will be liable for:
a. The costs of any debt recovery required, which will include any legal costs or those incurred in the event a debt collection company is appointed by TVM to recover monies owing by the Client to TVM.
b. Any bank charges incurred for international money transfers, cash or cheque payments into to the bank account of TVM. All such charges must be borne entirely by The Client.
Liability of TVM
15. TVM will not be responsibility for any error on the part of third parties or inaccurate copy or booking instructions.
16. TVM accepts no responsibility for any interruption or delay the Advertiser experiences in delivering any Advertisement copy to TVM or any loss or damage to any Advertisement copy or any other materials. The Advertiser guarantees that it has retained sufficient quality and quantity of all materials supplied to TVM.
17. TVM shall use its reasonable endeavours to reproduce Advertisements as provided by the Advertiser but cannot guarantee that the Advertisement will be of the same quality.
18. TVM will not be responsible for any additions to, changes in, deletions from, delays in publication or withdrawal of any Advertisements required by any authority having responsibility for the regulation of online or press advertising, including the Advertising Standards Authority.
19. TVM cannot guarantee the time, dates and/or position of Advertisements and all such decisions will be at the sole discretion of TVM. However, TVM will use reasonable efforts to comply with the wishes of the Advertiser.
20. If a booked Advertisement is not published at all solely due to a mistake on TVM’s part, TVM will try to offer an alternative publication date(s). If the alternative date(s) is not accepted, the original booking will be cancelled and the Advertiser shall be entitled to a full refund if the Advertiser has paid in advance for the Advertisement. This shall be the Advertiser’s sole remedy for failure to publish the advertisement.
21. If the Advertisement as reproduced by TVM contains a substantial error solely due to a mistake on TVM’s part, TVM shall, on request, re-publish the Advertisement at no additional cost to the Advertiser. TVM shall not be responsible for repetition of errors and it is the Advertiser’s responsibility to inform TVM of any errors and provide any necessary assistance to TVM to prevent a repeat of the error.
22. TVM shall not be responsible, under any circumstances, for any loss of profit, loss of opportunity, loss of goodwill, loss of anticipated saving, loss of revenue and/or any other loss which happens as a side effect of the main loss suffered by the Advertiser or any loss which could not be contemplated by TVM and the Advertiser, and TVM’s maximum total liability for any loss or damage arising out of or in relation to any Advertisement whether in contract, tort or otherwise shall not exceed the total amount of the charges for the relevant Advertisement actually paid by or on behalf of the Advertiser.
23. In respect of Advertisements on the Website, TVM does not guarantee continuous, uninterrupted access by users of the Website but will use reasonable efforts to provide this. In addition, TVM will not be responsible for any failure or delay affecting production or publication of any Magazine or the transmission of the Website and any Advertisements contained in them, in any manner where such failure or delay results from any act, omission, interruption, fault or other condition beyond the reasonable control of TVM.
24. TVM is not responsible for the content or operation of websites that are linked to it.
25. For the avoidance of doubt, nothing in these Terms will limit or exclude TVM’s responsibility for death or personal injury resulting from its own negligence, fraud or any other liability that cannot be excluded.
26. Nothing in these terms and conditions shall affect the statutory rights of an Advertiser who is a consumer.
Liability of the Advertiser
27. The Advertiser will fully reimburse TVM for all claims, losses or expenses arising as a result of any breach or failure to perform of any of these Terms and/or the use or publication of the Advertisement by TVM in accordance with these Terms.
28. TVM owns the copyright in all Advertisements written or designed by it or on its behalf.
29. The Advertiser grants TVM the right (free of charge) to:
a. use such of the Advertiser’s names, trademarks and/or logos as TVM may consider necessary for the purposes of publishing the Advertisements;
b. reproduce the Advertisement in any media at any time from the date the Advertisement was last published in the Magazine for promotional purposes. For the avoidance of doubt, the content, layout and format of any Website or Magazine will be subject to variation at TVM’s sole discretion.
30. As a small publisher, we do not offer a cancellation period for Advertisers. Once an Advertiser submits their booking form, they are obliged to pay for their Advertisement in full.
31. Should an Advertiser wish to cancel an advert following booking and/or payment, TVM is not obliged to refund them but if notified within a suitable time period so that TVM can find a substitute equivalent paid advert, TVM may, entirely at its discretion, offer a credit note to the Advertiser towards a future booking.
32. If the Advertiser is insolvent or bankrupt or is otherwise in breach of these Terms, TVM may treat the order as cancelled.
33. This website contains Material which is owned by or licensed to T-VINE. This includes, but is not limited to, the text, design, layout, look, appearance, photographs, and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.
34. Unless expressly indicated otherwise, all Material on this Site is copyright T-VINE or its content providers. All rights reserved.
35. You are permitted to print or download extracts from this Material for your personal use only. None of this Material may be used for any commercial or public use. No part of the Website or any Material appearing on the Website may be reproduced or stored in or transmitted to any other website. No material appearing on the Website may be disseminated in any form, either electronic or non-electronic, nor included in any retrieval system or service without the prior written permission of T-VINE. Any other use of the material and content of the Website is strictly prohibited. You agree that you will not (and will not assist or facilitate any third party to) copy, reproduce, transmit, publish, display, distribute, commercially exploit or create derivative works of such material and content.
36. Unauthorised use of this website may give rise to a claim for damages and/or be a criminal offence.
37. All trademarks reproduced in this website which are not the property of, or licensed to, the operator are acknowledged on the website.
38. We allow the copying of our copyrighted material for a limited and transformative purpose only. This means anyone wishing to comment upon, criticise, or parody our copyrighted work by summarising or using a brief quote from our content can do so without prior permission from T VINE.
39. Any reproduction of our content must not remove any notices relating to the ownership of copyright or other intellectual property rights in the Material. Nor should you modify, translate, reverse engineer, reproduce, decompile, disassemble or create derivative works of any of the Material.
40. We will not accept use of our Website, its content or services to create or to provide access to material that may be considered offensive, abusive, degrading, or racist, or that is intended in any way to harm or to incite either hostility or violence against any person or group.
41. Our Website should not be used to send or distribute multiple unsolicited emails or messages (‘Spam’) or to cause any other person annoyance, inconvenience or worry. Nor for any purposes connected to any business, including sending any unsolicited advertisements or promotional material.
42. T-VINE’s website may not be used to promote or provide information encouraging illegal activities or for any illegal purpose.
43. Use of our website must not damage the server or software, put excessive load on the network, or compromise the ability of others to use the service.
Disclaimer / Liability
44. T-VINE does not provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose.
45. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
46. From time to time this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that T-VINE endorses the website(s), nor do we have any responsibility for the content of the linked website(s).
47. We are happy for you to create a link to our website from your website – do let us know too! You can contact us via the general enquiries email given under our Contact section.
48. T-VINE makes no warranty that this website (or websites which are linked to our site) is free from computer viruses or any other malicious or impairing computer programme.
49. Our website content will be updated from time to time and may at times be out of date. The pages may also contain technical inaccuracies and typographical errors. Whilst T VINE endeavours to keep all such information accurate at all times, we make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the website or the information, products, services, or related graphics contained on the website for any purpose. Any reliance you place on such information is therefore strictly at your own risk.
50. In no event does T-VINE accept liability of any description, including liability for negligence for any damages or losses (including, without limitation, loss of business, revenue, profits, or consequential loss) whatsoever resulting from use of or inability to use this website.
C. GENERAL TERMS FOR CONSUMERS
51. The rules set out below (“Competition Rules”) apply to each competition T-VINE runs on its Site or in its Magazine. By participating in any T-VINE Competition, the user as an entrant agrees to be bound by these Competition Rules, and any other rules which T-VINE tells you apply to the Competition, and by the decisions of T-VINE, which are final in all matters relating to the Competition. No correspondence will be entered into and T-VINE reserves the right to disqualify any entrant and/or winner in its absolute discretion.
52. No purchase is necessary to enter a Competition. All prizes are non-transferable and no cash or credit alternatives will be offered. Arrangements for the fulfilment of prizes may be made by a third party sponsor. T-VINE reserves the right in its sole discretion to substitute any and all prizes with prizes of comparable value.
53. All entries must be received by the deadline for that Competition. Late or incomplete entries will be disqualified. No responsibility can be accepted for entries lost of delayed in transmission or for damage or loss resulting from misdirected or incomplete entries arising from transmission and/or computer malfunctions, viruses, bugs or other similar causes.
54. If you are a winner, you grant T-VINE permission to use your name and likeness for advertising and future promotional purposes, and for T VINE to pass your name and address to a third party in order for them to deliver the prize / prizes to you.
55. Winner(s) will be notified by telephone or email as soon as possible after the Competition draw/decision. Non-compliance or notification returned as undeliverable as addressed will result in your disqualification as a winner and an alternative winner will be selected.
56. The receipt, by you if you are a winner, of any prize is conditional upon compliance of any and all laws, rules and regulations including, without limitation, the Competition Rules and any further rules relating to such Competition as T-VINE may impose.
57. Winners are solely responsible for all insurance, applicable taxes and for any expenses not specified in the prize description including those associated incidental expenses associated with claiming the prize.
58. T-VINE reserves the right to implement age requirements or other eligibility criteria where necessary.
59. Competitions are not open to the employees of T-VINE or those of affiliated companies and subsidiaries, nor to any sponsors, nor to the immediate families of such employees or sponsors.
Buying Goods & Services
60. T-VINE may offer you the opportunity to purchase goods and services. Some of these goods and services will be provided directly by us (and we shall notify you in each instance where we are the seller). In such cases the legal contract for the provision of these goods and services will therefore be made directly between you and T-VINE’s owner Prickly Pear, and will be governed by the terms and conditions set out in clause 32, together with any additional terms notified to you at the time of sale.
61. Where goods and services are made available on T-VINE by a third party through a third party website linked to or framed by our Website; or provided by us acting as agent for a third party, the legal contract for the goods and services provided will be made between you and that third party (the “Merchant”) and the Merchant’s terms and conditions shall apply to the sale and supply of the goods and services (the “Merchandise”) in addition to these User Terms. These terms are set out in clause 31.
62. Accordingly, we cannot give any undertaking that the products you purchase from third party sellers through our Website will be of satisfactory quality and any such warranties are hereby disclaimed by us absolutely. However, this disclaimer by us does not affect your statutory rights against that third party seller.
a. The Merchant (and not T-VINE) is solely responsible for the fulfilment of orders for any Merchandise and for its quality, suitability and fitness for purpose;
b. The selection of any Merchant or the purchase of any item of Merchandise from the information available on the Website or from the Merchant via the Merchant’s website or otherwise, and/or recommendations made to you by the site or otherwise, is solely your choice.
c. Any disputes or questions relating to the Merchandise shall be directed to the Merchant in question and you acknowledge that T-VINE shall have no responsibility, obligations or liability in relation to the Merchandise;
d. any Merchant’s data protection practices may differ from those adhered to by T-VINE and that T-VINE is not responsible for, and has no control over, any Data that is submitted to, or collected by any third parties; and
e. T-VINE is not responsible or liable directly or indirectly for any charge or loss whatsoever and howsoever arising or resulting from your use of or reliance on any content, material or goods or services available through, on or from any Merchant or Merchant’s websites.
64. For Goods and Services sold directly by T-VINE, the following Selling Terms shall apply in addition to our General Terms and Conditions. In the event that there are different terms on other parts of the Website referring to the sale of such goods and services that conflict with the terms set out hereunder, the terms relating specifically to those Goods and Services shall prevail.
a. Examples of Goods that T-VINE sells are tickets for a T-VINE event, books, posters, clothes and physical products in general. The specific terms that relate to “Goods” therefore generally apply to physical items sold through the Website by T VINE.
b. Example of the Services that T-VINE sells are music and/or film downloads and/or streams, and/or access to online ‘paid for content’. The specific terms that relate to “Services” therefore generally apply to digital items sold through the Website by T VINE.
c. By placing an order through the Website, you warrant and confirm that you are legally capable of entering into binding contracts and you are at least 18 years old. If you are under the age of 18 years old, you must ensure that a parent or guardian purchases the Goods or Services on your behalf.
d. For orders received through the Website, you will receive an email from us acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. Your order constitutes an offer to us to buy the goods.
e. You should print out and keep a copy of these terms for your reference in respect of any Goods or Services you buy from us.
65. All orders are subject to acceptance by us, and, where you order online we will confirm such acceptance to you by sending you an e-mail that confirms the goods have been dispatched (the “Dispatch Notice”). The contract between us for the provision of the goods will only be formed when we send you the Dispatch Notice. The contract will relate only to those goods whose dispatch we have confirmed in the Dispatch Notice. We will not be obliged to supply any other goods which may have been part of your order until the dispatch of such other goods is confirmed in a separate Dispatch Notice.
66. After you place an order for Services, the contract between T-VINE and you will only be formed when we make the digital content available to you for download or access, and T-VINE has received payment in full from you. T-VINE reserves the right, at its sole discretion to reject any orders it receives.
67. Purchase and delivery of Goods and Services
a. Your transaction will be processed in a secure environment.
b. The price of any Goods or Services will be as quoted on the Website except in cases of obvious error. Prices are liable for change at any time, but changes will not affect orders in respect of which we have already sent you a Dispatch Notice unless in the event of a mistake (as set out below).
c. Our Website may contain a large number of products, and despite our best efforts, some of the products on our Website may be incorrectly priced. We will normally verify prices as part of our dispatch procedures so that, where a product’s price is less than our stated price we will charge the lower amount when dispatching the product to you. If a product’s correct price is higher than the price stated on the Website, we will normally, at our discretion, either contact you for instructions before dispatching the product or reject your order and notify you of such rejection. We are under no obligation to provide the product to you at the incorrect (lower) price, even after we have sent you a Dispatch Notice if the pricing error is obvious and unmistakable and could easily have been recognised by you as a mis-pricing.
d. In respect of purchasing goods, you will be required to pay extra for delivery and it might not be possible for us to deliver to some locations. Our delivery charges are set out on the Website alongside the cost of the Goods. All postage and packing charges are subject to change without notice.
e. You can pay for T-VINE Goods and Services via PayPal and TicketScript (which will vary depending on which Goods or Services you require), which both accept payment from all major debit and credit cards including MasterCard and Visa. We charge your debit or credit card on receipt of your order.
f. In the event that you place an order for any out of stock item, we will inform you if it is awaiting stock and the anticipated arrival date of such stock. T-VINE will hold your payment and order and despatch your goods as soon as the stock arrives. We shall not substitute or replace any out of stock item without your prior consent.
68. Delivery of Goods and Services
a. Unless otherwise specified on the relevant Website, T-VINE only delivers goods and provides services to residents in the United Kingdom only. We do not accept orders from outside the United Kingdom unless expressly stated otherwise on the Website.
b. We will deliver the goods ordered by you to the address you give us for delivery at the time you make your order.
c. We endeavour to ensure all standard items are in stock and available for immediate despatch. We endeavour to deliver all Goods that are in stock within seven (7) working days of orders being placed and in any event within thirty (30) days of your order. We will notify you if there is the likelihood of any delay and agree with you a revised delivery time.
d. You will become the owner of the Goods you have ordered when they have been delivered to you and we have received payment. Once the Goods have been delivered to you they will be held at your own risk and we will not be liable for their loss, damage or destruction.
e. All downloads shall be delivered to your personal computer or other device which initiated the download. It is your sole responsibility to ensure that your device is enabled to play or access the digital content.
f. We shall be under no liability for any delay or failure to deliver products or digital content if the delay or failure is wholly or partly caused by circumstances beyond our control.
g. T-VINE reserves the right to ship physical items separately or via a third party supplier. This will not affect the purchase price or delivery charges.
69. Order Cancellation, Returns and Refunds in respect of Goods only
a. You have the right to cancel your order up to seven days after you placed it without any need to give us a reason for this cancellation. You should send us an email with details of your order to that affect.
b. Should you wish to cancel and have received the Goods before you cancel your contract, then you must send the Goods back to our contact address at your own cost and risk within a reasonable time (28 days after its receipt). You must take reasonable care of the products that you wish to cancel.
c. If you cancel your contract prior to receiving the Goods, but we have already dispatched the Goods for delivery you must not unpack the Goods when they are received by you and you must send them back to us at our contact address at your own cost and risk as soon as possible (28 days after its receipt).
d. If the goods you receive are incorrectly supplied, faulty or damaged on delivery then please return the goods to us as soon as possible. We will examine the products on their return to us, to confirm if they were incorrectly supplied, faulty or damaged. Products returned by you because they were incorrectly supplied, faulty or damaged will be refunded in full, including a refund of the delivery charges for sending the item to you and the reasonable cost incurred by you in returning the item to us.
e. When returning goods to T-VINE for any of the above reasons, please follow the return instructions and complete the returns form enclosed with your order. Returns should be made within a reasonable time (usually 28 days). Please clearly indicate whether you would like a refund or exchange, enclose this information in the original packaging and return to the address on your documentation.
f. You cannot cancel your contract with us if the goods you have ordered are:
i. newspapers or magazines; or
ii. if you have taken any audio or video recording or computer software out of the sealed package in which it was delivered to you unless faulty; or
iii. created pursuant to your own specifications; or
iv. perishable goods; or
v. Goods that by reason of their nature cannot be returned e.g. earrings.
g. We reserve the right to refuse any cancellations, refunds or returns if you do not return the goods to us in the same condition as we supplied them to you. You should return the goods to us with the original and undamaged packaging. Wherever reasonable, you should keep the goods in their sealed packaging unless you are sure you wish to keep the item. You should ensure that any clothing item is kept or tried on in hygienic conditions. Any hygiene seals should be kept on products and not removed unless you wish to keep the product. We cannot accept returns of products where any hygiene seal has been broken or removed. You have a legal obligation to take reasonable care of the any products whilst they are in your possession. If you fail to comply with this obligation then we may have a right of action against you for compensation.
h. When returning items, adequate insurance cover and proof of posting is strongly recommended. T-VINE cannot accept responsibility for parcels lost in transit. For all returns, you will be required to arrange and pay for the return of the products to T-VINE unless we sent a faulty or defective product to you.
i. T-VINE may, at its sole discretion, arrange collection of heavy items. Please contact us to arrange a collection. Where this is the case you will be responsible to pay the costs of such collection (which we will notify to you in advance).
j. When returning goods ordered from the Website, please quote the transaction identification code found on your Dispatch Notification e-mail.
k. Once you have notified us that you are cancelling your contract and that you are requesting a refund and you have returned the goods to us, any sum debited to us from your credit or debit card will be re-credited to your account as soon as possible and in any event within thirty (30) days of your notice to give cancellation subject to any rights we may have to withhold amounts to you. If you do not return the goods delivered to you or do not pay the costs of returning the goods, we shall be entitled to deduct the direct costs of recovering the goods from the amount to be re-credited to you.
l. Refunds for items bought as a gift will be credited to the original purchaser.
m. If you are exchanging Goods whereby the replacement item costs less than the one you have returned, you will be refunded the difference.
n. When you are exchanging Goods and the new purchase costs more than your original purchase, additional payment will be required. The additional payment of the remaining balance may either be included by you with the returned goods and new purchase details, or one of our operators will contact you on receipt of your return to obtain the payment balance.
70. Order Cancellation, Returns and Refunds in respect of Services only
a. When purchasing services (e.g. downloads of music, videos or digital versions of the Magazine, or access to online ‘paid for content’), then if you are a consumer you may (subject to paragraph 38.b) cancel your contract to purchase the services within seven (7) working days of completing the transaction to purchase the service. Notice may be given using the Customer Care details below.
b. However, your right to cancel the contract with us shall automatically expire as soon as the service begins (i.e. as soon as the file download commences or access to the online ‘paid for content’ is granted). Please note that this means you will not be able to receive refunds for downloads or access to paid content once you have commenced the download or been granted access to the paid content.
71. Customer Care: you may contact T-VINE in relation to your order by telephone at the number provided on your order notification e-mail.
a. We warrant to you that any goods or services purchased from T-VINE shall be of a satisfactory quality and reasonably fit for purpose for which products of the kind are commonly supplied. However our total liability to you for any breach of this warranty shall be limited to the purchase price of the goods or service only. Save as precluded by law, we will not be liable to you for any indirect or consequential loss, damage or expenses (including loss of profits, business or goodwill) howsoever arising out of any problem you notify to us under these T-VINE Selling Terms and we shall have no liability to pay any money to you by way of compensation other than to refund to you the amount paid by you for the goods or services in question.
b. Notwithstanding the foregoing, nothing in these T-VINE Selling Terms is intended to limit any rights you might have as a consumer under applicable UK law, including the Consumer Protection (Distance Selling) Regulations 2000 or other statutory rights that may not be excluded nor in any way to exclude or limit our liability to you for any death or personal injury resulting from our negligence.
c. We will not be liable to you if we are prevented or delayed from complying with our obligations under the T-VINE Selling Terms by anything you do (or anyone acting on your behalf) does or fails to do or due to events which are beyond our reasonable control.
d. The liability of any third party seller shall be as set out in their own terms and conditions with you.
D. TERMS FOR ENTRIES IN THE T-VINE.COM DIRECTORY
Definitions and interpretation
73. In these Terms:
a. “TVM” refers to TVM Media, responsible for www.T-VINE.com and T-VINE Magazine, which are all owned by Prickly Pear.
b. “The Website” means the www.T-VINE.com website.
c. “DIRECTORY” means the Directory section of The Website on which the Client’s information is hosted.
d. “Business Listing” means the list of entries on the DIRECTORY.
e. “Charges” means the charges to be paid for the services as set out in the Service Agreement.
f. “Client” means you the client whose name appears on the Service Agreement and invoice.
g. “Commencement date” means the date provision of the Services commences (which date may be the Contract Date) as set out in the Service Agreement.
h. “Contract” means the contract for Services made between the Client and TVM incorporating these Terms and Conditions and the Service Agreement.
i. “Contract Date” means the date the Contract is entered into being either:
i. The date of the telephone conversation between TVM and the Client during which TVM agreed to provide the Services and the Client agreed to pay for the Services (the ‘Telephone Contract’); or
ii. The date that the Client placed an order for the Services on The Website and TVM accepted that order for the Services (the ‘Internet Contract’).
iii. The date that the Client placed an order for the Services on The Website and TVM accepted that order for the Services (the ‘Face-to-face Contract’).
j. “Entry” means an individual item or profile listed on the DIRECTORY.
k. “Invoice” means TVM’s invoice for the Services.
l. “Services” means the provision of one or more of:
i. a DIRECTORY Entry relating to the Client on a dedicated web page on the DIRECTORY section of The Website with their company logo or image, a succinct description, contact details, and opening hours;
ii. services to support this Entry, that may include, without limitation, one or more of the following: listing in more than one DIRECTORY category, a web link to the Client’s website from The Website, annual electronic mailshot to TVM readers, and where appropriate editorial support in T-VINE Magazine;
iii. advertising services, were the Client’s Entry is given greater prominence in the Directory, on The Website or in T-VINE Magazine at discounted rates;
iv. marketing support from TVM owner, culture and communications agency PRICKLY PEAR. These services include, but are not limited to: consultancy, copywriting, advert design, photography, websites, and video production.
m. “Service Agreement” are the terms of the Contract that are specific to the Client, including, without limitations, details of the Services the Client is purchasing and the Charges described to the Client at the point of its entry into the Contract. This can be either over the telephone in the case of a Telephone Contract, which will be confirmed to the Client in writing as soon as practicably possible after the Contract Date, or as set out on The Website in the case of an Internet Contract, or by a member of TVM’s sales team in the case of a Face-to-face contract.
n. “Term” means a period agreed in the Service Agreement.
o. “Terms and Conditions” means these terms and conditions.
No agency or partnership
74. TVM, part of Prickly Pear, is a service provider which supplies internet business resources and an internet business directory service on its own account and not as agent or otherwise on behalf of any other party.
75. Nothing in the Contract shall be deemed to constitute that either party is an agent or partner of the other party. No party shall have any authority to make any commitments on the other party’s behalf.
These terms to apply
76. The terms contained in the Contract shall apply exclusively to the provision of the Services to the exclusion of any and all other terms and conditions of the Client, whether included in any purchase order, acceptance letter or otherwise.
Obligations of TVM
77. The Services shall be provided by TVM with reasonable skill and care and TVM will use its reasonable endeavours to ensure that the DIRECTORY is available to the public throughout the Term.
78. Any period or periods of non-availability or partial availability of the DIRECTORY not amounting in total to more than 30 days during the Term shall not entitle the Client to terminate the Contract or to any refund of the Charges.
79. TVM shall have the right to provide the Services through any website accessed by any domain name or names from time to time maintained by TVM or its associated companies or contractors (if any) at its own option and discretion including during any period or periods of non-availability as set out in Condition 78.
80. If the Client is receiving an Entry in the DIRECTORY then it shall be entitled to receive:
a. A single web page with the Client’s business details available in English. Each Entry will have space for the business name, business description (approx. 150 words or 900 characters), business address, contact details, and opening hours; and
b. A unique online address (URL) for the ENTRY; and
c. A space for still one or more image, as set out in the Service Agreement.
d. Additional promotional Services, as set out in the Service Agreement.
81. The Client shall be entitled to receive Services and Features for Standard Entries as described on the DIRECTORY.
82. If the Client is paying for a Premium Package or additional Services, then it shall be entitled to receive these Services and Features, in line with the agreed Terms, as expressly confirmed in writing by TVM to the Client.
83. Any offer made for discounted or additional DIRECTORY Services are not deemed accepted by TVM unless they are confirmed in writing by TVM to the Client.
84. All Services are at the discretion of TVM and can be amended or withdrawn in part or whole at any time. Clients will be notified in advance of any changes to minimise ad adverse impact on them.
85. TVM’s liabilities are limited and detailed under section D Liability (clauses 102 to 103) of this Agreement.
86. All Charges payable under the Contract are due on the Contract Date and shall become payable within 14 days of the Contract Date or 7 days of the Invoice Date whichever is sooner. TVM shall be under no obligation to provide any Services until after such payment has been received by TVM. Notwithstanding that the Charges are due and payable within the timeframes set out in this clause 5.1, TVM may (at its discretion) allow the Client to pay for part or all of the Charges in instalments and details of when the instalments are due and payable will be included in the Contract. If the Client fails to pay an instalment (including, without limitation, if the Client is paying by direct debit and that direct debit fails) then the balance of the Charges owed will become immediately due and payable.
87. All Charges payable under the Contract are exclusive of Value Added Tax, which shall be paid by the Client in addition, where applicable.
88. Any additional services requested by the Client and performed by TVM in addition to the Services will be charged for by TVM in accordance with the fees and charges of TVM current at the time such Additional Services are invoiced (as notified to the Client by TVM at the time of the ordering of the Additional Services).
89. All charges unpaid within 28 days of the date of the Invoice shall bear interest on a daily basis at a rate four percent above the unsecured overdraft rate from time to time of the Bank of England.
90. The Client will be liable for the costs of any debt recovery required, which will include any legal costs or those incurred in the event a debt collection company is appointed by TVM to recover monies owing by the Client to TVM.
91. The Contract will commence on the Contract Date and will last for the Term.
92. The Client is entitled to cancel the Contract within fourteen days of the Contract Date by notifying TVM in writing.
93. TVM will use its reasonable endeavours to list the Client on the DIRECTORY in accordance with the Services within seven working days of receipt of payment.
Client’s default, termination and cancellations
94. The Contract may be terminated by TVM by notice in writing to the Client if the Client;
a. fails to pay any sum due to TVM within 14 days of its due date;
b. has a receiver or an administrative receiver appointed;
c. passes a resolution for winding-up (otherwise than for the purpose of a bona fide scheme of solvent amalgamation or reconstruction);
d. become subject to an administration order, enter into any voluntary arrangement with its creditors;
e. ceases or threatens to cease to carry on business;
f. breaks the Terms and Conditions of the Service Agreement;
g. provides material deemed unsuitable for the DIRECTORY; or
h. uses the DIRECTORY in an unlawful manner and/or contravenes TVM’s Terms And Conditions.
95. Either party may terminate the Contract immediately on written notice to the other if the other is in material breach of the Contract and that breach is incapable of remedy, or if the breach is capable of remedy and the party in breach fails to remedy that breach within 30 days of receipt of a notice from the other requiring it to remedy the breach.
96. Any termination of the Contract (howsoever occasioned) shall not affect any accrued rights or liabilities of either party nor shall it affect the coming into force or the continuation in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.
Responsibilities of the client
97. The Client shall supply to TVM, in the form required by TVM, all information required by TVM to enable TVM to perform the Services effectively.
98. The Client warrants that all information supplied to TVM in accordance with clause 97 is true, accurate and complies with any and all United Kingdom advertising code(s) currently in force at the date such information is provided. TVM is not responsible for ensuring the Client’s compliance with any advertising code(s).
99. The Client warrants that the performance of the Services using the Client’s information and/or the processing of the information supplied by the Client to TVM will not infringe any intellectual property rights of any third party and the Client shall indemnify TVM from and against all liabilities, losses, costs, claims and demands whatsoever suffered or incurred by TVM arising out of the inclusion of such information/content in TVM’s listing.
100. The Client warrants that the contents of any Entry which is include in the DIRECTORY in accordance with the Client’s instructions are legally listed and free from illegal, criminal, defamatory or tortuous materials and the Client shall indemnify TVM from and against all liabilities, losses, costs, claims and demands whatsoever suffered or incurred by TVM arising out of the inclusion of such website in TVM’s listing.
101. The Client warrants that TVM’s processing of any or all of the Client’s data shall be in accordance with the Data Protection Act 1998 and the Client shall indemnify TVM from and against all liabilities, losses, costs, claims and demands whatsoever suffered or incurred by TVM pursuant to TVM’s processing any or all of the Client’s data not being in accordance with the Data Protection Act 1998.
102. Save that TVM does not exclude or limit its liability to the Client for death or personal injury, for fraud or fraudulent misrepresentation or for any other liability to the extent it may not be excluded or limited by law:
a. TVM shall be under no liability whatsoever to the Client except where caused by the negligence or wilful default of TVM, its servants or agents;
b. all terms, warranties or other terms or conditions, whether express or implied, statutory or otherwise, are hereby expressly excluded;
c. TVM shall not be liable to the Client in contract, tort, negligence, breach of statutory duty or otherwise any indirect or consequential or economic loss whatsoever, or for any loss of business, data, use of equipment or other facilities, loss of profits, future contracts or anticipated savings; and
d. TVM’s total liability in contract, tort, negligence, breach of statutory duty or otherwise arising out of or in connection with the Services or any other products supplied by TVM shall be limited to the Charges paid by the Client.
103. Each of the clauses 102a to 102d (inclusive) shall be construed as a separate exclusion or limitation applying and surviving even if for any reason one or other of those clauses is held inapplicable or unreasonable in any circumstances and shall remain in full force notwithstanding termination of the Contract.
104. Save that nothing in this Contract affects the liability of either party for fraud or fraudulent misrepresentation, the Contract contains the whole and only Agreement between the parties relating to the provision of the services under the Contract, and supersedes and extinguishes any prior drafts, previous agreements, undertakings, representations, warranties and arrangements of any nature whatsoever, whether or not in writing between the parties, in connection with the subject matter hereof, and the Client warrants that it has not relied on any representation except as contained in (a) the contents of the telephone conversation which gave rise to the Telephone Contract or (b) the information which gave rise to the Internet Contract, or (c) the Face-to-face Contract.
105. If any of the provisions of the Contract are invalid under any applicable statute or rule of law then to that extent they are deemed omitted and the validity of the other provisions of the Contract shall not be affected.
106. Any notice to be given hereunder shall be delivered or sent by post or email to the address of the other party set out in the Service Agreement and any notice shall be deemed to have been served if delivered by hand at the time of delivery, if sent by first class post to and from an address within the United Kingdom 72 hours after posting, if by pre-paid airmail to or from an address outside the United Kingdom 7 days after posting and if sent by Email when dispatched.
107. TVM may advertise or otherwise disclose the terms of the Contract save to the extent that the Client shall have reasonably raised a prior objection in writing.
108. The Contract shall be governed by and construed in accordance with the laws of England and Wales, and the parties hereby submit to the exclusive jurisdiction of the English Courts.
109. Notices which must be given in writing under this Contract can be given by email or by first class posted letter provided the posted letter is sent by registered post or recorded delivery.
110. TVM has the option to make free listings and clients’ details available on a UK or National search unless specified otherwise by the Client in writing.
112. By accessing The Website and its DIRECTORY you agree to be bound by its Terms and Conditions of Use. These Terms and Conditions of Use may be changed at any time by TVM, and your continued access to the DIRECTORY means that you agree to be bound by the most current version of the Terms and Conditions of Use.
Third party content on the directory
113. You are solely responsible for all information that you submit to the DIRECTORY and any consequences that may result from your post. We do not edit individual Entries, we do however, reserve the right to refuse or delete Entries that we believe are inappropriate.
114. TVM and all content on the DIRECTORY is protected by copyright, trademarks, database and other intellectual property rights.
115. TVM Media is a company based in the United Kingdom. Save for our prior express written consent, we do not permit the use of our company logo by third parties, nor do we permit the use of the TVM logo on any type of promotional materials, flyers or other websites.
116. All information and materials appearing on the DIRECTORY or The Website are protected by copyright and are the property of TVM or the party credited as the poster of the information.
117. You may not copy, reproduce, distribute, publish, create derivative works, store electronically, transmit or in any way exploit for commercial gains or otherwise, any content or posted information on The Website and its DIRECTORY.
118. If you make postings to the DIRECTORY providing false contact details or impersonating another party we reserve the right to pass your details and IP address on to the aggrieved third party, their agents and/or any law enforcement agency.
Protection of intellectual property
119. A large and varied range of products and services are offered on the DIRECTORY by private individuals and organisations in and outside of the UK. Entitled parties, in particular the owners of copyright, trademark rights or other rights owned by third parties, can report any Entries or Adverts that infringe on their rights and submit a written request to TVM for this Entry or Advert to be removed. If a legal representative of the entitled party reports this to us in the correct manner, products infringing on the intellectual property rights will be removed by TVM.
Reporting an infringement
120. Please send in writing to TVM a Notice of Infringement, including details about the Entry or advertisement which has infringed on your property rights in some way.
121. Such a Notice of Infringement of Property Rights must initially be a signed letter that also demonstrates that the party reporting these objects are either the entitled party or their officially authorised representative. This information must also enable TVM to identify the offending item on the DIRECTORY that is to be removed.
122. Once TVM has received the correctly completed Notice of Infringement, further communications about the same issue can be made via email.
123. Note: This Notice can only be used by the lawful owners of the intellectual property rights. “Notice of Infringement” is intended to ensure that products offered do not infringe the copyright, trademark right or other intellectual property rights of third parties.
124. As a condition of your use of the DIRECTORY, you agree that you will not:
a. Post or transmit any unlawful, threatening, abusive, defamatory, obscene or indecent information or material of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any applicable law;
b. Post or transmit any material of any kind which violates or infringes upon the rights of any other person, including material which is an invasion of any privacy or publicity rights or which is protected by copyright, trade mark or any other proprietary right, or derivative works with respect thereto, without first obtaining permission from the owner or relevant right holder;
c. Post or transmit any material of any kind which amounts to spamming or distressing others with persistent, unwanted communications;
d. Post or transmit any material of any kind which contains a virus or other harmful component; and
e. Download any file posted by any other user if you know, or reasonably ought to know, that the file cannot legally be distributed in such manner.
125. A large and varied range of products and services are offered on the DIRECTORY by private individuals and organisations in the UK and abroad. Any party can report in writing to TVM any Entry or Advert they deem is unlawful or offensive, and ask for its removal.
Reporting offensive material
126. Please send in writing to TVM a Notice of Offensive Material, including details about the Entry or advertisement that has offended you in some way. This information must also enable TVM to identify the offending item on the DIRECTORY.
127. Where material contravenes existing UK statutory laws, TVM will comply with this in its entirety. Where no laws have been broken, TVM still reserves the right to remove material that it deems to be potentially or actually offensive to other DIRECTORY users.
128. Save for UK laws, TVM will be the sole and final decision-maker on what is “deemed” offensive material and all decisions to keep or remove material will be at its discretion.
129. Whilst every care has been taken in its preparation, the DIRECTORY does not make any warranties or representations as to the accuracy or reliability of material on its site. TVM neither accepts nor assumes any reliability in relation to the contents save for those items TVM has created itself.
130. In no event does TVM accept liability of any description for the posting or Entry of any unlawful, threatening, abusive, defamatory, obscene or indecent information, or material of any kind which violates or infringes upon the rights of any other person, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any applicable law.
131. In no event does TVM accept liability of any description including liability for negligence for any damages whatsoever resulting from loss of use, data or profits arising out of or in connection with the viewing, use or performance of the DIRECTORY or its contents, or for pages contained in this DIRECTORY that may contain technical inaccuracies or typographical errors.
132. Information on the DIRECTORY is regularly updated. The onus is on users to update their own Entries. Where users have failed to do this, TVM accepts neither responsibility for keeping such information up-to-date nor liability for any failure to do so.
133. The DIRECTORY has provided links to internet sites maintained by third parties. Such linked sites are not under TVM’s control and we are not responsible for their content, including the accuracy, legality or decency of any linked site or any link contained in a linked site.
134. TVM provides web links to users of the DIRECTORY as a convenience and/or paid promotion. The inclusion of any link from the DIRECTORY does not imply endorsement by TVM of the linked site, nor is TVM responsible for the copyright compliance of any linked site.
135. TVM does not warrant that the service will be uninterrupted or error- free or that defects in the Service will be corrected. Users must also understand that TVM cannot and does not guarantee or warrant that files available for downloading through the DIRECTORY or delivered via electronic mail through the Site will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties.
136. Users are responsible for implementing sufficient procedures and checkpoints to satisfy their own particular requirements for security, and accuracy of data input and output, as well as for maintaining a means external to the DIRECTORY for the reconstruction of any lost data.
137. A person who is not a party to these Terms has no rights to rely upon or enforce any of these Terms.
138. If TVM fails or delays in exercising its rights or remedies provided by these Terms, it shall not be deemed to have waived that or any other right or remedy under these Terms.
140. No oral explanation or information given by either party shall alter the interpretation of these Terms and Conditions.
141. Your use of this website and any dispute arising out of such use of the website is subject to the laws of England and Wales.
Last Updated: 19 September 2016