Terms and conditions

1. DEFINITIONS
1.1 In these conditions the following words have the following meanings unless the context requires otherwise:
"Agreement" means the agreement between You and Us incorporating these conditions for the provision of the Service;
"Intellectual Property Rights" means all patents, database rights, copyright, design rights (whether registered or unregistered), trade marks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same;
"Liability" means the Liability for any and all damages, claims, proceedings, actions, awards, expenses, costs and any other losses and/or liabilities;
"Member" means any person whose membership has been accepted by Us and whose membership remains valid for the time being;
"Post" means display, exhibit, publish, distribute, transmit and/or disclose information, details and/or other material on the Service, and the phrases “Posted” and “Posting” shall be constructed accordingly;
"Profile" means the section containing details, photographs and/or information about You composed and Posted by You;
"Service" means the service provided by Us to You including, but not limited to, Us allowing You to browse the Web Site, contact and/or be contacted by other Members through the Web Site and/or Post information on the Web Site;
"User" means any person who browses the Web Site;
"We, Us, Our" means Asian Dating Agency, Miller House, Harrow, Middlesex, Harrow, England;
"Web Site" means Our web site at URL www.asiandatingagency.co.uk (or such other URL that We may use to provide the Service from time to time);
"You, Your, Yourself" means the person whose application for membership of the Service is accepted by Us.
2. ELIGIBILITY
2.1 By accepting these conditions You warrant and represent to Us that:
2.1.1 You are over 18 years old;
2.1.2 You have not been convicted of any offence relating to violence and/or any offence under the Protection from Harassment Act 1997 (or under any statutory enactment replacing and/or amending such Act); and/or
2.1.3 You have not been subject to any injunction or any order to pay damages under the Protection from Harassment Act 1997 (or under any statutory enactment replacing and/or amending such Act).
2.2 If you are not able or not willing to give the warranties and representations set out in clause 2.1 above then you must not apply for membership.
3. BASIS OF CONTRACT
3.1 This is a legally binding Agreement between You and Us for the provision of the Service.
3.2 These conditions (as amended by Us from time to time) shall govern the Agreement between You and Us to the exclusion of any other terms or conditions and You agree to abide by these terms and conditions (as amended by Us from time to time).
3.3 These conditions (as amended by Us from time to time) supersede all terms and conditions and shall replace any terms and conditions previously notified to You.
3.4 We reserve the right to vary these conditions at any time. If We vary these Conditions, the updated conditions will be posted on the Terms and Conditions page of the Web Site from time to time.
3.5 Our employees, sub-contractors and/or agents are not authorised to make any representations or warranties concerning the Service unless confirmed by Us in writing.
3.6 You acknowledge that You do not rely on any representation and/or warranty that has not been made in accordance with these conditions.
3.7 We reserve the right to monitor and at Our option to remove for any reason any information, photographs and/or other material Posted by You.
3.8 We shall have the right to refuse to register applications for membership and to terminate memberships at any time.
3.9 The Agreement between You and Us shall come into effect on Our acceptance of Your application for membership. No application for membership shall be deemed to be accepted by Us until you have received confirmation of Your membership from Us by e-mail.
3.10 You will not be able to contact other Members or read and reply to other Members' messages until We have received payment.
3.11 We reserve the right to make changes to the Service as required from time to time by law or applicable safety requirements provided that they do not have a material adverse effect on the quality of the Service.
4. PRICE AND PAYMENT
4.1 The price of the Service shall be as shown on Our Help & Information page on the Web Site from time to time. Any increases in prices for the Service will be shown on Our Help & Information page on the Web Site.
4.2 Our prices are inclusive of any applicable VAT and any details given in relation to exchange rates are approximate only and may vary from time to time.
4.3 You shall pay all sums due to Us under this Agreement by the means of the payment specified in Our Web Site and without any set-off, deduction, counterclaim and/or any other withholding of monies. Any applicable banking charges on such payments shall be borne by Us.
4.4 Payment shall not be deemed to be made until We have received either cash or cleared funds in respect of the full amount outstanding.
4.5 Either party may terminate this Agreement at any time, for any reason. Termination of the agreement by either party will be effective upon that party sending written notice to the other party of their intentions. To terminate the Agreement You must complete the form on Our termination page.
4.6 All monies paid by You to Us are non-refundable and cancellation and/or termination of this Agreement by You or Us at any time for any reason will not entitle You to a refund of monies paid.
5. MEMBER'S OBLIGATIONS
5.1 You will not:
5.1.1 Post Your personal details such as Your telephone number, address and/or e-mail address or URL in Your Profile or any other information which would allow other Members and/or Users to contact You directly;
5.1.2 transmit and/or Post information, pictures and/or any other material which breaches, infringes, violates and/or is contrary to any law, by-law, statute and/or regulation or any other parties' rights in (including but not limited to Intellectual Property Rights and/or privacy rights);
5.1.3 use the Service to promote another site, service and/or business in any way including but not limited to Posting any personal e-mail addresses URL's and/or other personal telephone numbers in Your Profile;
5.1.4 solicit other Members' business, buy or sell products and/or services through the Service;
5.1.5 misuse in any way the Service or any information Posted on the Service;
5.1.6 attempt to gain unauthorised access to any information available on the Service or to any of the networks used in providing the Service;
5.1.7 Post and/or reproduce in any way any information and/or material in which the Intellectual Property Rights belong to another party without first obtaining the prior consent of the owner of such rights;
5.1.8 copy, in whole or in part any of the information on the Web Site (including, but not limited to any information contained in other Members’ Profiles) other than for the purposes contemplated in this Agreement;
5.1.9 Post any chain letters and/or junk e-mail to other Members;
5.1.10 in any way assign, transfer, part with and/or authorise any other person to use, Your membership;
5.1.11 transmit and/or Post and/or email to another Member any information, pictures and/or any other material, which in the opinion of the site administrator is sexually explicit, racist, abusive, threatening, sexually suggestive, libellous and/or obscene; and/or
5.1.12 transmit and/or Post and/or email to another Member any information, pictures and/or any other material, which in the reasonable opinion of the site administrator is capable of offending other Users’ political and/or religious beliefs.
6. YOUR PROFILE
6.1 You acknowledge that other Users will be able to view Your Profile.
6.2 We may copy and/or reproduce any information Posted by You on the Web Site in any form and in any manner We wish.
6.3 If You Post and/or disclose to other Users any confidential or sensitive information about Yourself then You do so entirely at Your own risk.
6.4 You will be able to view the details and profiles of other Members.
6.5 You warrant and represent to Us that all information Posted by You:
6.5.1 is accurate, true, complete and is not misleading; and
6.5.2 will be regularly updated by You so that it remains accurate, true, complete and not misleading.
6.6 We reserve the right to review Your Profile from time to time and to amend and/or delete it if We, in Our sole discretion, think that it should be amended and/or deleted.
7. TERMINATION
7.1 If:-
7.1.1 You fail to make any payment to Us when due;
7.1.2 You breach the terms of this Agreement;
7.1.3 You persistently breach the terms of this agreement;
7.1.4 You fail to provide Us within the time limit requested by Us with sufficient information to enable Us to determine the accuracy and/or validity of any information Posted by You; and/or
7.1.5 in Our reasonable opinion, any information Posted by You is damaging or potentially damaging to the interests of Our business then We shall have the right, without prejudice to any other remedies, to exercise any or all of the rights set out in clause 7.2 below.
7.2 If any of the events set out in clause 7.1 above occurs in relation to You then:-
7.2.1 We may terminate this Agreement immediately;
7.2.2 We may immediately suspend and/or terminate Your access to the Service without notice; and/or
7.2.3 all monies owed by You to Us shall become immediately due and payable.
8. INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY
8.1 All Intellectual Property Rights in the Service shall be owned by Us absolutely.
8.2 You warrant and represent to Us that the information Posted in Your Profile is Posted by You and that You are the sole author of Your Profile. You assign to Us with full title guarantee all copyright in Your Profile.
8.3 You waive absolutely any and all moral right to be identified as author of Your Profile and any similar rights in any jurisdiction.
8.4 You agree that You will keep confidential and not use, except for purposes contemplated by this agreement, any and/or all information relating to the Service which may be disclosed to You or which You may learn, except where such information is public knowledge or it is required to be disclosed by law.
8.5 We will use Our reasonable commercial endeavours to keep Your personal details such as Your surname, real e-mail address and credit card number(s) (where relevant) confidential and will not disclose such information, except where such information is public knowledge or it is required to be disclosed by law.
9. GUARANTEE
9.1 The Service is provided in its current form and We do not guarantee that the Service, or any element of the Service will meet Your requirements, purpose and/or expectations.
9.2 We do not warrant that any of the information and/or material provided in the Service is accurate.
9.3 We do not provide any warranty in respect of the Service, results, availability, and/or uninterrupted use of the Service.
10. USE OF THE SERVICE
10.1 The Web Site is merely a forum for Members to Post information about themselves and to allow You to make contact with other Members through use of the Service if You choose to do so.
10.2 You should be aware that information Posted by other Members on their profiles are only a description of how they describe themselves and You should not assume that the information contained in any profile is necessarily correct and accurate.
10.3 We do not have an opportunity to check that the profiles are correct and not misleading. We do not make any representation or warranty that the information contained in any profile is accurate and We are not under any obligation to verify any information contained in any profile.
10.4 Before acting on any information contained in any profile or on any information received by You through Your use of the Service, You should at Your own cost and expense, carry out such investigation as You think is necessary to satisfy Yourself of the truth and accuracy of such information.
10.5 If You arrange any meetings with any person through Your use of the Service then You do so at Your own risk. You should take such precautions as You deem necessary to ensure Your own safety.
11. LIMITATIONS ON LIABILITY
11.1 We shall have no Liability for any defect in the Service caused or contributed to by You and/or any other Member.
11.2 We shall have no Liability to You if any monies owed by You to Us have not been paid in full by the due date for payment.
11.3 You shall give Us a reasonable opportunity to remedy any matter for which We are liable before You incur any costs and/or expenses in remedying the matter Yourself. If You do not do so We shall have no Liability to You.
11.4 You shall produce to Us written evidence of any claims for which it is alleged that We are liable together with written details of how any loss was caused by Us and the steps You have taken to mitigate the loss before We shall have any Liability for the claim by You.
11.5 We shall have no Liability to You to the extent that You are covered by any policy of insurance and You shall ensure that Your insurers waive any and all rights of subrogation they may have against Us.
11.6 We shall have no Liability to You arising out of Your use of the Service and/or Your reliance on any information and/or other material Posted on the Service or Posted to You by other Members.
11.7 It is possible for other Users and/or unauthorised users to obtain and misuse information about You as a result of Your use of the Service. We shall have no Liability to You arising out of any Member's and/or unauthorised User's misuse of information and/or other material Posted by You on the Service and/or to other Members.
11.8 We shall have no Liability to You for any:-
11.8.1 consequential losses (including but not limited to loss of profits, damage to goodwill, damage to reputation, loss of data, loss of programs and/or service interruptions);
11.8.2 economic and/or other similar losses; and/or
11.8.3 special damages and indirect losses.
11.9 You shall be under a duty to mitigate any loss, damage, costs or expenses that You may suffer.
11.10 Our total Liability to You under and/or arising in relation to any Contract shall not exceed 5 times the amount paid by You for the Service (if any) under that Contract or the sum of £1,000, whichever is the higher.
11.11 Each of the limitations and/or exclusions in this Agreement shall be deemed to be repeated and apply as a separate provision for each of:
11.11.1 Liability for breach of contract;
11.11.2 Liability in tort (including negligence); and
11.11.3 Liability for breach of statutory duty;
except clause 11.10 above which shall apply once only in respect of all the said types of Liability.
11.12 Nothing in this Agreement shall exclude or limit Our Liability for death or personal injury due to Our negligence or any Liability which is due to Our fraud or any other Liability which We are not permitted to exclude or limit as a matter of law.
11.13 Nothing in this Contract shall exclude or limit any of Your statutory rights which may not be excluded or limited due to You acting as a consumer.
11.14 We shall have no Liability to You for any delay in performance of this Service and/or any other matters to the extent that such events and/or matters are due to any events outside Our reasonable control including but not limited to acts of God, war, flood, fire, labour disputes, strikes, lock-outs, riots, civil commotion, malicious damage, explosion, governmental actions and any other similar events.
12. INDEMNITY
12.1 You agree to indemnify and keep indemnified Us against any and all losses, proceedings, lost profits, damages, awards, expenses, costs (including increased administration costs and legal costs on a full indemnity basis), claims, actions and any other losses and/or liabilities suffered by Us and arising from and/or relating to Your use of the Service, information and/or other material Posted on the Service by You and/or arising from or due to any breach of contract, any tortious act and/or omission and/or any breach of statutory duty by You.
13. GENERAL
13.1 All third party rights are excluded and no third parties shall have any right to enforce this Agreement. This shall not apply to members of Our group who shall have the right to enforce this Agreement as if they were Us. Any right of a third party to enforce this Agreement may be varied and/or extinguished without the consent of the any such third party.
13.2 No waiver by Us of any breach of this Agreement shall be considered as a waiver of any subsequent breach of the same provision or any other provision.
13.3 This Agreement contains the entire agreement between You and Us. If any provision of this Agreement is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of this Agreement and the remainder of the affected provision shall be unaffected and shall remain in full force and effect.
13.4 This Agreement is governed by and interpreted in accordance with English law and the parties agree to submit to the non-exclusive jurisdiction of the English courts.