The definitions and rules of interpretation in this condition apply in these Terms and Conditions.
Intellectual Property Rights: includes the following - any patent, trade mark, trade name, service mark, service name, design, design right, copyright, database right, moral rights, know how, trade secret and other confidential information, rights in the nature of any of these items in any country, rights in the nature of unfair competition rights and rights to sue for passing off or other similar intellectual or commercial right (in each case whether or not registered) and registrations of and applications to register any of them.
Provider: the owner(s) of the Website: Hsoub Limited, Company Number: 07571594.
User: any person, firm or company who views, browses or otherwise uses the Website of the Provider including both publishers and advertisers.
A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it.
Words in the singular include the plural and in the plural include the singular.
A reference to one gender includes a reference to the other gender.
Condition headings do not affect the interpretation of these conditions.
2. Introduction to terms and conditions
These Terms and Conditions govern the use of the Website. Access and use of the Website is subject exclusively to these Terms and Conditions.
Please read these Terms and Conditions in full before using the Website.
If you do not accept these Terms and Conditions or any part of these Terms and Conditions, please do not use the Website.
Using the Website implies that you have read, understood and accept these Terms and Conditions and agree to be bound by the following provisions.
The Provider will fully co-operate with any law enforcement authorities or Court Order requiring disclosure of the identity or other details of any registered User on the Website.
The Website specialises in digital advertising. It includes an internal website link to Hsoub Ads, an internet-based advertising system created with the purpose of providing Users with the highest range of quality services for their use in their particular field. The Website is ultimately focused on bringing advertisers and publishers together.
All samples, illustrations, descriptive matter, specifications and other advertising issued by the Provider and any descriptions or illustrations contained on the Website are displayed for the sole purpose of advertising the services offered by the Provider through the Website.
The contents of the website do not constitute advice and should not be relied upon in making or refraining from making, any decision.
4. Use of Website
Users are permitted to use the Website for their own purposes and to print and download material from the Website, provided that, none of the material available or its content is modified, including the republishing of material available either online or offline, without the prior written consent of the Provider.
Subject to the above, no part of the Website may be reproduced without the prior written consent of the Provider.
In order to protect Users, the Provider reserves the right to stop any collaboration with other Users if they are found to breach these Terms and Conditions, no refunds will be made in these circumstances.
5. Prohibited Use of Website
Users must not use the Website in any way that causes, or may cause, damage to the Website or impairment of the availability or accessibility of the Website; or in any way which is unlawful, illegal, fraudulent, harmful, or connected in any way with such activity.
Users must not use the Website to copy, store, host, transmit, send, use, publish or distribute any material which consists of any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious software.
Users must not conduct systematic or automated data collection activities, including without limitation: scraping, data mining, data extraction and data harvesting, on or in relation to the Website, without the prior written consent of the Provider.
When using the Website, Users shall not post or send to or from the Website any material:
- for which the User has not obtained all necessary consents; or
- that is discriminatory, obscene, pornographic, defamatory, liable to incite racial hatred, in breach of confidentiality or privacy, causes annoyance or inconvenience to others, encourages or constitutes conduct that would be deemed a criminal offence, gives rise to a civil liability or is otherwise contrary to English law.
Users are not permitted to create multiple accounts.
Publishers are not permitted to modify the Adplace code or place another code which modifies or changes the behaviour of the original code in any way.
Publishers are not permitted to use the Adplace on additional or other websites that do not publish original content or otherwise publishes pirated or copyrighted materials.
Publishers are not permitted to place the ads in misleading places, on websites that are not approved by Hsoub or on empty pages with no content.
Publishers are not permitted to click on the ads displayed on their own websites, or encouraging other users to do so.
Unauthorised use of the Website may give rise to a claim for damages and/or be a criminal offence.
6. Changes to website, software and services
The Provider reserves the right to;
- change, remove, modify or discontinue, temporarily or permanently, any aspect of the Website including the information and services provided (or any part thereof) at any time, and from time to time, with or without prior notice;
- change, remove, or discontinue any software, service, or promotion (including but not limited to any provisions, parts thereof or licensing, pricing) as advertised on the Website at any time without notice; and
- change these Terms and Conditions at any time. A Users continued use of the Website following any change(s) shall be deemed to be their acceptance of such change(s).
The Provider is not liable to any User for any changes or removals as specified above that may occur in the ordinary course of business.
7. Copyright and Intellectual Property
The Intellectual Property Rights in the Website and the materials on or accessible via it belong to and are owned by the Provider or its licensors. Except as authorised in Condition 4, the Website and the materials on or accessible via it and the Intellectual Property Rights therein may not be copied, distributed, published, licensed used or reproduced in any way, save to the extent strictly necessary for, and for the purposes of, accessing and using the Website.
8. Links to Third Party Websites
The Website may include links to other third party websites that are controlled and maintained by others. Links to other websites are not endorsements of such websites and the Provider is not responsible for the content or availability of any such sites.
9. Website Availability Disclaimer
The Provider agrees to take all reasonable steps to ensure that the Website is available 24 hours every day, 365 days per year.
The Website may be temporarily unavailable due to issues such as system failure, maintenance or repair or for other reasons beyond the Provider's reasonable control. Where reasonably possible, the Provider will attempt to give Users advance warning of any maintenance issues or scheduled work to be carried out on the Website, however, the Provider is not obliged to do so.
The Provider will not be liable in the event that the Website is unavailable at any time.
10. Website Information Disclaimer
The Provider agrees to take all reasonable steps to ensure that information on the Website is correct. Nonetheless, the Provider does not guarantee the correctness or completeness of any material appearing on the Website.
The Provider may make changes to the material on the Website at any time and without notice. The material appearing on the Website may become out of date or incorrect and as such, the Provider makes no commitment to ensuring that such material is correct or up to date.
The material on the Website is provided without any conditions or warranties of any kind. To the maximum extent permitted by law, the Provider provides access and use of the Website on the basis that all representations, warranties and conditions which, but for these terms, may have effect in relation to the Website are excluded.
11. Restricted Access
Access to certain areas of the Website are restricted. The Provider reserves the right to restrict access to other areas of the Website or even the entirety of the Website, at its sole discretion.
If a User is provided with an ID and password enabling them to access restricted sections of the Website, or other content or services, the User is to ensure that the ID and password are kept completely confidential.
The Provider reserves the right to disable any ID or passwords given to Users without notice or explanation.
Each User shall indemnify and keep the Provider fully and effectively indemnified from and against all claims, liabilities, legal fees, damages, losses, costs and other expenses suffered or incurred in relation to any claims or actions brought against the Provider, which arise out of any breach of these Terms and Conditions by a User, as well as all other liabilities resulting from a Users use of the Website.
The Provider is permitted to assign, charge or sub-licence, in whole or in part, any of the rights under these Terms and Conditions, without the need for consent of the User. Upon such assignment, the Provider is obliged to provide the User with notification that assignment is to take place.
A User may not charge or sublicense, in whole or in part, any of its rights under these Terms and Conditions and is not permitted to assign or otherwise dispose of any of its rights or obligations under these Terms and Conditions without the Providers' prior written consent.
The Provider is entitled to revise these Terms and Conditions from time-to-time. Revised Terms and Conditions will apply to the use of the Website from the date of publication of the revised Terms and Conditions on the Website.
It is the responsibility of the User to check the Website regularly for updates to these Terms and Conditions to ensure that they are familiar with the current version.
In the event that any provision of these Terms and Conditions is declared by any judicial or other competent authority to be null and void, voidable, illegal or otherwise unenforceable, the Provider will amend the requisite provision of these Terms and Conditions in such reasonable manner in order to rectify the aforementioned indiscretion.
Such amendment will be conducted at the sole discretion of the Provider and the Provider is entitled to sever the provision from these Terms and Conditions with the remaining provisions remaining in full force and effect.
16. Third Party Rights
These Terms and Conditions are for the benefit of the User and Provider respectively, and are not intended to benefit any third party or be enforceable by any third party by virtue of the Contracts (Rights of Third Parties) Act 1999.
The exercise of the respective rights of the User and Provider in relation to these Terms and Conditions is not subject to the consent of any third party.
17. Breach of Terms and Conditions
In the event that these Terms and Conditions are breached by a User, the Provider is entitled to take such action as they deem appropriate to deal with and rectify the breach.
Such actions include but are not limited to:
- suspending or prohibiting User access to the Website;
- blocking of computers from accessing the Website via use of their IP address;
- contacting the User's internet service provider and requesting they block the User from accessing the website; or
- commencing court proceedings against the User.
18. Entire Agreement
These Terms and Conditions together with any documents expressly referred to in them, contain the entire agreement between Users and the Provider in relation to the subject matter covered.
These Terms and Conditions supersede any previous agreements, arrangements, undertakings or proposals, written or oral: between Users and the Provider in relation to such matters. No oral explanation or oral information given by any party shall alter the interpretation of these Terms and Conditions.
In agreeing to these Terms and Conditions, each Users is stating that they have not relied on any representation other than those expressly stated in these Terms and Conditions and that they agree that they shall have no remedy in respect of any misrepresentation which has not been made expressly in these Terms and Conditions.
19. Limitation of liability
Neither the Provider nor any of its staff, agents, sub-contractors or assignees (whether or not involved in producing, maintaining or delivering the Website), shall be liable or responsible for any kind of loss or damage that may be sustained by a User or third party as a result of their use of the Website.
This exclusion of liability shall include, without limitation:
- any business losses: including loss of or damage to profits, income, revenue, contracts, commercial opportunities or good will;
- loss or corruption of data, database or software; and
- any other direct, indirect or consequential loss, and whether in tort or contract or otherwise in connection with the Website.
Nothing in these Terms and Conditions shall exclude or limit liability of either the Provider or User for:
- death or personal injury resulting from negligence (as defined by the Unfair Contract Terms Act 1977);
- fraud or fraudulent misrepresentation;
- misrepresentation as to a fundamental matter; or
- any liability which cannot be excluded or limited under English law.
Each right or remedy of the Provider under these Terms and Conditions is without prejudice to any other right or remedy of the Provider whether under these Terms or Conditions or not.
Failure or delay by the Provider in enforcing or partially enforcing any provision of these Terms and Conditions shall not be construed as a waiver of any of its rights under these Terms and Conditions.
Any waiver by the Provider of any breach of, or any default under, any provision of these Terms and Conditions by the User shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of these Terms and Conditions.
21. Governing Law and Jurisdiction
These Terms and Conditions, their formation, construction, performance, validity, existence and any disputes or claims arising out of or in connection with their subject matter or formation (including non-contractual disputes or claims) are governed by and construed in accordance with English law and both the Provider and Users submit to the exclusive jurisdiction of the English courts.