WholesaleDirectory.ie Web Site Agreement

Overview

Last updated: 17th August 2019

WholesaleDirectory.ie endeavours to maintain a high level of service to its customers in relation to all of our products. Please read these terms of use ('Terms') and our Privacy Policy. In summary, the Terms set out the following:

• The trade marks on this website belong to us, our licensors, or our affiliates. Likewise, the materials and content on this website are our intellectual property, and belong to us. You cannot use or reproduce these without permission.
• WholesaleDirectory.ie's Privacy Policy covers how we treat your personal information.
• WholesaleDirectory.ie may change or remove this website at any time without notice.
• In limited circumstances you may use and reproduce the content on this website. These include for your personal, use provided you acknowledge this website as your source.
• In order to be able to access certain information and functionality offered on this website, you must create an account. These Terms identify your obligations regarding that account.
• If you create, modify, transmit, upload, or submit materials and information to this website, you permit us to use that material and information without restriction or remuneration. You also make certain warranties in relation to those materials or that information.
• We may offer goods or services for sale on this website. Your purchase of any products shall be governed by these Terms.
• While we do our best to make sure that information available on this website is accurate and free from errors, we do not guarantee its accuracy. There may be interruptions or delays on the website that we can't prevent. Likewise, while we do our best to prevent the presence of viruses or malicious code on this website, we cannot guarantee this outcome.
• You may create hyperlinks to this website, but must not create 'hotlinks' or 'deep-links' to this website without getting our prior permission. You will be responsible for all losses we may suffer as a result of any link you create to this website.
• We are not responsible for any damages or loss arising from this website or from use of any material available through this website or for any access to or use of your information or data by unauthorised persons.
• Nothing in these Terms is intended to avoid the provisions of the SALE OF GOODS AND SUPPLY OF SERVICES ACT, 1980 or any other mandatory laws to the extent that their application cannot be excluded.
• You consent to receiving emails from us, and you agree that emails satisfy any legal requirement for communications to be in writing.
• This website is controlled from Ireland, Irish laws apply, and Irish courts have jurisdiction.

Terms

1. Introduction: www.WholesaleDirectory.ie (''this website'') is operated by Innosoft Limited (''we'', ''us'', ''our''). These Terms constitute an agreement made between the website user (''you'', ''your'') and us. You must not access or use this website unless you accept all of these Terms. By accessing and using this website you confirm your acceptance of these Terms.
2. Changes: We reserve the right to change these Terms from time to time by publishing the changed Terms on this website. You agree to review these Terms periodically to be aware of such changes. Your continuing to access or use of this website following such publication shall be deemed your conclusive acceptance of these Terms, as revised. We reserve the right to add, modify, or remove this website or any information, feature, specification, or other part of this website (at any time and without notice to you).
3. Your privacy: Where we collect your personal information as a result of your accessing and using this website, our Privacy Policy will apply to that information. Accordingly, these Terms must be read in conjunction with our Privacy Policy.
4. Our intellectual property: The entire contents of this website is protected by copyright and other laws of Ireland, and under similar laws and international conventions abroad. You acknowledge and agree that all copyright and other intellectual property rights that may subsist in this website including text, illustrations, photographs, video, music, sounds, layout, designs, source code, belong to us or to our licensors (together, 'our intellectual property'). We value our intellectual property and will vigorously enforce those rights to the fullest extent permitted by law.
5. Limited permission to use: You may view, download, or print portions of this website (and you may otherwise use the permitted functionality of this website) solely for your own personal, provided that you agree not to change or delete any copyright or proprietary notices from such portions. You must not otherwise print or reproduce any part of this website for any reason except with our prior written consent in each instance. By making this website available to you, we do not give you any other right, title, interest, or licence in or to any of our intellectual property.
6. Restrictions: You must not access or use this website other than in accordance with these Terms. In the course of accessing and using this website, you must not:
   1. copy, distribute, resupply, republish, upload, post, transmit, sell, prepare derivative works from, or otherwise deal with our intellectual property except as expressly permitted under these Terms or otherwise with our prior written consent in each instance;
   2. disrupt or interfere with this website, or any other software, hardware or network associated with this website;
   3. use simultaneous, unattended, or continuous connections to this website or otherwise use this website in a manner that adversely affects the availability of its resources to other users;
   4. send unsolicited electronic messages or to otherwise harass, threaten, abuse, embarrass, or cause distress, unwanted attention, or harm to any person;
   5. transmit any files or material of any kind which contain a virus, corrupted data, or other malicious code (whether via this website or in any email that you send to us);
   6. gain, or attempt to gain, unauthorised access to any part of this website (including any other user's account), any other computer system, or any email or other private message not intended for you;
   7. infringe, or attempt to infringe, the intellectual property rights of any person; or
   8. violate any laws, rules, or regulations applying to or relating to your access to or use of this website.
7. Your account: In order to be able to access certain information and functionality offered on this website, you must create an account. To create your account, you must complete your account details in the manner described on this website (including selecting a username and password which we will use to verify your identity when you use this website). You must ensure that your account details are complete and accurate when submitted to us, and you must keep your account details up-to-date.
8. Your username and password: Your username and password are personal to you and you must at all times maintain the confidentiality of your username and password and not disclose them to any third party. You agree that you are solely responsible for any use of this website by any person using your username and password and you agree to indemnify us against any and all claims arising out of your failure to maintain the confidentiality of your username or password. We will not be liable for any loss that you may incur as a result of someone else using your password or account (whether with or without your knowledge). You agree to notify us immediately of any unauthorised use of your account or any other breach of security.
9. User content: This website may enable you to create, modify, transmit, upload, or submit images and other materials and information (together, 'user content'). By creating, modifying, transmitting, uploading, or submitting any user content ('your user content'), you:
   1. grant us a non-exclusive, royalty-free, fully paid-up, worldwide, perpetual, irrevocable, licence to (i) use, copy, modify, distribute, transmit, broadcast, create derivative works of, publicly display and publicly perform your user content (by all means and in any media now known or hereafter developed); (ii) license, sell, rent, lease, or lend copies of your user content (and derivative works thereof); (iii) sublicense to third parties any or all of the aforementioned rights (including the right to sublicense to further third parties); (iv) use and publish your name and alias in connection with your user content as well as in connection with all advertising, marketing and promotional material that we may publish in relation to your user content; and (v) make your user content available to other users of this website for their personal use (and you permit those users to use, modify, copy, distribute, transmit, display, perform, reproduce, publish, and create derivative works of your user content in accordance with the permitted functionality of this website and otherwise as permitted by us); and
   2. acknowledge and agree that no royalties or other compensation will be paid or payable to you for your user content, or for the granting of the rights described above.
10. Your warranties: Your must not create, modify, transmit, upload, or submit any user content that does not comply with all of the warranties and representations described below. You warrant and represent that:
    1. you own or otherwise have all rights necessary for you to create, modify, transmit, upload, or submit your user content and grant the rights described in clause 9;
    2. where copyright (or any other intellectual property right) in any part of your user content does not belong to you, the owner of that part has granted you permission to use that part in accordance with the permitted functionality of this website and to license that part in accordance with clause 9;
    3. your user content does not contain any viruses, worms, spyware, or other components or instructions that are malicious, deceptive, or designed to limit or harm the functionality of a computer;
    4. your user content does not contain or comprise material that is unlawful, objectionable, defamatory, threatening, pornographic, harassing, hateful, racially or ethnically offensive; encourages conduct that would be considered a criminal offence, give rise to civil liability, violate any law; contains any falsehood or misrepresentation that could damage us or any third party; or is otherwise inappropriate; and
    5. each person depicted in your user content (if any) has provided consent to the use of your user content as permitted through the functionality of this website and the licensing of your user content in accordance with clause 9 (including, without limitation, the copying, distribution, public display of your user content).
11. Currency: Except where specifically stated in relation to a particular good or services, the prices for the goods or services are stated and payable in Euros (EUR).
12. Problems with payments: If there is a problem with your payment (for example, if your credit card transaction is declined), we may contact you to make alternative payment arrangements. You will be liable for all debt collection costs where you fail to make payment for any order.
13. Ownership and risk: You agree that all Products made available to you through this website are for personal use and can not be copied, distributed, resupplied, or otherwise deal with except as expressly permitted under these Terms or otherwise with our prior written consent in each instance. Any software made available through this website (through purchase or otherwise) is licensed not sold.
14. Monitoring and termination: We have no obligation to you to monitor this website or any user content. However, we reserve the right to review any user content and to remove any user content if we receive a complaint about that user content, or otherwise in our sole discretion. We may at any time edit, refuse to display, or remove any part of this website (including your user content) as we deem necessary to satisfy any applicable law, regulation, legal process or governmental request. We may (at any time and without notice to you) suspend or terminate your account if you breach any of these Terms, or otherwise for any reason whatsoever.
15. Indemnity: You will indemnify us, our officers and employees from and against all claims, demands, damages, losses, costs, and expenses arising from:
    1. your access to, use of, or reliance upon any part of this website;
    2. any breach of these Terms by you or by any person who uses your account (regardless of whether that person has your authorisation); and
    3. your negligent or wilful acts or omissions in accessing or using this website.
16. Availability of website: Your use of this website and any associated services may sometimes be subject to interruption or delay. Due to the nature of the Internet and electronic communications, we and our service providers do not make any warranty that this website or any associated services will be error free, without interruption or delay, or free from defects in design. We will not be liable for any damages or refunds should this website become interrupted or delayed for any reason.
17. Errors: While we endeavour to ensure that the content of this website is free from errors, we do not give any warranty or other assurance as to the content of material appearing on this website, its accuracy, completeness, timeliness or fitness for any particular purpose.
18. Outbound hyperlinks: This website may contain hyperlinks to third party websites (''outbound hyperlinks''). Outbound hyperlinks are provided for your convenience only and may not remain current or be maintained. We make no endorsement of, and accept no responsibility for, any content accessible through any outbound hyperlink. You are responsible for complying with any terms and conditions imposed by third party websites.
19. Inbound hyperlinks: You agree that you will not publish or distribute any hyperlinks, hotlinks, or deep-links to this website (''inbound hyperlink'') without our prior written permission in each instance. If you do create an inbound hyperlink, you will be responsible for all losses (whether direct or indirect) that we may suffer as a result of that hyperlink. Publishing or distributing inbound hyperlinks is done at your own risk.
20. Malicious code: Although we endeavour to prevent the introduction of viruses or other malicious code (together, ''malicious code'') to this website, we do not guarantee or warrant that this website, or any data available from it, does not contain malicious code. We will not be liable for any damages or harm attributable to malicious code. You are responsible for ensuring that the process that you employ for accessing this website does not expose your computer system to the risk of interference or damage from malicious code.
21. Security: Although we endeavour to protect the security of your personal information you acknowledge that there is a risk of unauthorised access to (or alteration of) your transmissions or data or of the information contained on your computer system or on this website. We do not accept responsibility or liability of any nature for any losses that you may sustain as a result of such unauthorised access or alteration. All information transmitted to you or from you is transmitted at your risk, and you assume total responsibility and risk for your use of this website and the Internet. We do not accept responsibility for any interference or damage to your own computer system which arises in connection with your accessing of this website or any outbound hyperlink.
22. Our trade marks: You acknowledge and agree that WholesaleDirectory.ie and www.WholesaleDirectory.ie are our trade marks ('our trade marks'). Our trade marks must not be used (including as part of trade marks or domain names) in connection with any good or service in any manner that is likely to cause confusion and our trade marks must not be used, copied, or imitated (in whole or in part) except with our prior written permission in each instance.
23. Third party trade marks: All third party trade marks appearing on this website are the property of their respective owners, and are used on this website merely to refer to the trade mark proprietor or its products. The use of any third party trade marks on this website is not intended to imply any connection between us or our products and services and the trade mark proprietor or any of its products or services, nor any endorsement of our products or services by the trade mark proprietor.
24. Third party products and services: You acknowledge and agree that, except for information, products or services clearly identified as being supplied by us, we do not operate, control or endorse any third party, information, products or services on the Internet in any way. Except for information, products or services clearly identified as being supplied by us, all information, products and services offered through this website (or on the Internet generally) are offered by third parties that are not affiliated with us.
25. Third party materials, websites, and interfaces: Certain Products available via this website may include materials owned by third parties. You agree that you will not use any third-party materials in a manner that would infringe or violate the rights of any person and that we are not in any way responsible for any such use by you. We may provide links to third-party websites as a convenience to you. We do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties. You acknowledge that you may be subject to additional terms and conditions that apply when you use those third party materials, websites or interfaces (or affiliate services, third-party content, or third-party software).
26. Feedback and unsolicited ideas: If you give us feedback about this website or our products or services, you grant us the right to use that feedback for the purpose of improving our website, products or services (and for any other purpose we deem necessary or desirable) without being obliged to pay you any compensation in respect of our use of that feedback. We (and our employees and agents) do not accept or consider unsolicited ideas, including artwork, demos, samples, and other ideas for new promotions, products, product names, processes, technologies, or materials ('unsolicited ideas'). You must not send unsolicited ideas to us. If you do send us unsolicited ideas:
    1. we do not warrant or represent that those unsolicited ideas will be treated as confidential or proprietary; and
    2. such unsolicited ideas will be treated and licensed as if they were 'user content' in accordance with these Terms.
27. Disclaimer of warranties: To the maximum extent permitted by law, we provide this website and related information and services on an 'as is' basis without any warranties, representations, or guarantees of any kind (whether, express, implied, statutory or otherwise) including, but not limited to, warranties of non-infringement, merchantability, or fitness for a particular purpose.
28. Endorsements: The number of sales and the profits made by affiliates who may provide testimonials or endorsements on this website is due to (among other things) the particular marketing strategy and products marketed by those affiliates and is therefore not typical of results achieved by affiliates. We make no representation that these results are typical.
29. SALE OF GOODS AND SUPPLY OF SERVICES ACT, 1980: Nothing in these Terms is intended to avoid the provisions of the SALE OF GOODS AND SUPPLY OF SERVICES ACT, 1980 except to the extent permitted by that Act, or to exclude liability arising under any other statute, if and to the extent that such liability cannot be lawfully excluded, and these Terms shall be modified to the extent necessary to give effect to that intention. If you are acquiring goods or services for the purposes of a business you agree that the guarantees provided in the SALE OF GOODS AND SUPPLY OF SERVICES ACT, 1980 shall not apply.
30. Limitation of liability: To the maximum extent permitted by law, we will not be liable in contract, tort (including negligence), or otherwise for any loss of profits, loss of data, or for any indirect, incidental, consequential, or economic damages or losses (howsoever caused), which you may directly or indirectly suffer in connection with: (i) your use of, or inability to use, this website, or any material appearing on this website; or (ii) any action or decision taken as a result of using this website, or any material appearing on this website even if we have been advised of the possibility of such damages. In no event shall our total liability to you in contract, tort (including negligence), or under any other cause of action for all damages, losses, costs and expenses suffered by you exceed the amount paid by you (if any) to us in the month immediately preceding the most recent event that gave rise to your claim.
31. Electronic communications: You consent to receiving communications from us electronically and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.  You consent to receiving electronic messages and information sent by us (or on our behalf) for any purposes described in our Privacy Policy. We will always have a way to unsubscribe to any newsletters which we send to you.
32. Governing law: These Terms shall be governed by the laws of Ireland and the courts of Ireland shall have non-exclusive jurisdiction to hear and determine any dispute arising in relation to these Terms. Except as otherwise described, all materials on this website are made available only to provide information about us, this website, and the products which may be ordered from this website. This website has been prepared in accordance with Irish & European law, and may not satisfy the laws of any other country. We make no representations or warranties as to whether or not the information or products available from this website are appropriate or available for use in other countries. If you choose to access this website from outside Ireland you are responsible for compliance with applicable local law.
33. General: If any provision of these Terms is held to be invalid or unenforceable for any reason, the remaining provisions shall, to the maximum extent possible, remain in full force and effect. Any cause of action or claim you may have against us or otherwise with respect to this website must be commenced within one (1) year after the claim or cause of action arises otherwise such claim or cause of action shall be barred. Our failure to insist upon or enforce strict performance of any provision of these Terms shall not be construed as a waiver of any such provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of these Terms. We may assign our rights and obligations under these Terms to any party at any time without notice to you.