Procurious Limited (“Procurious”) membership rules and terms and conditions (referred to collectively as “Terms”).
As a registered member of Procurious (“Member”), you agree to abide by these Terms, and these Terms shall apply to any use you may make of our website www.procurious.com (the “Site”) and to any order you make (“Order”) for services. Each Order will be a separate contract incorporating these Terms and any specific terms agreed in writing between us regarding that Order. Use of the Site includes accessing and browsing the Site and registering as a Member. Please read these Terms carefully and make sure that you understand them, before making any use the Site or placing an Order.
Please click on the button marked “I Accept” at the end of these Terms if you accept them. If you refuse to accept these Terms, you will not be able to become a Member or place an Order and you should not make any use the Site.
You should print a copy of these Terms or save them to your computer for future reference.
We may amend these Terms from time to time as set out in clause 14. Every time you wish to place an Order or update your Membership Profile, please check these Terms to ensure you understand the terms which will apply at that time.
These Terms, and any contract between us, are only in the English language. [If we provide any translation of these Terms, the English version is still the definitive version of the contract between us.]
These Terms refer to the following additional terms, which also apply to your use of the Site:
Information about us
- We operate the website www.procurious.com. We are Procurious Limited, a company registered in England and Wales under company number 08738022 and with our registered office at 8 Chester Row, London, SW1W 9JH. Our main trading address is 2 Eaton Gate, London, SW1W 9BJ. Our VAT number is 183 1751 07.
- To contact us, please contact us by email at firstname.lastname@example.org or by telephone on +44 (0) 20 300 888 40.
- All Membership applications are subject to verification and approval by Procurious. Procurious will notify you in the event that your Membership application has been accepted.
- You are obliged to provide correct details when you apply for Procurious Membership and your failure to do so may invalidate your Membership and any subsequent Order (at Procurious’ sole discretion). Your responsibility to provide accurate information is a continuing obligation and you must notify Procurious in the event that any information provided by you changes.
- Your Membership is personal to you. You are responsible for ensuring that no one other than you uses your Membership.
- Access to and use of the Members section of the Site is through [a combination of user name and password] (“Your ID”) and is reserved exclusively for Members. You are solely responsible for maintaining the confidentiality of Your ID and for all use made of the Site and Orders placed using Your ID and you agree to notify Procurious immediately if you believe that there has been any breach of security or unauthorised use of Your ID.
- You may use the Site only for lawful purposes. You may not use the Site:
- In any way that breaches any applicable local, national or international law or regulation;
- In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
- For the purpose of harming or attempting to harm minors in any way;
- To send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards at clause 8 below;
- To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam);
- For any other purpose that infringes the rights of others.
- Procurious reserves the absolute right to cancel or suspend your Membership or your access to any part of the Site (at its sole discretion) for any reason whatsoever.
- Procurious provides its Members with a variety of services the details of which are available on the Site (the “Services”). Procurious reserves the right to withdraw any of the Services and/or not to supply the Services requested.
- You may only make requests by [telephone,] email or through the Site, once you have been accepted as a Member.
- If Procurious is unable to deal with any request, it will inform you as soon as reasonably practicable.
- You must confirm your agreement to Procurious performing Services by completing an Order on the Site.
- Unless otherwise stated in the Order, or agreed in advance in writing with Procurious, payment for any of the Services is due upon placement of your Order. Procurious shall not be obliged (but shall have the discretion) to commence provision of the Services, unless otherwise agreed in accordance with this clause, until payment has been received.
Accessing the site
- Access to public areas of The Site is made available free of charge. Membership is available [free of charge].
- We do not guarantee that the Site, or any content on it, will always be available or be uninterrupted. Access to the Site is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of Site without notice. We will not be liable to you if for any reason the Site is unavailable at any time or for any period.
- We may update the Site from time to time, and may change the content at any time. However, please note that any of the content on the Site may be out of date at any given time, and we are under no obligation to update it.
- Other Members may update their Member profiles on the Site from time to time. However, please note that any of the content on any Member’s profile may be out of date at any given time.
- We do not guarantee that the Site, or any content on it, will be free from errors or omissions.
- You are responsible for making all arrangements necessary for you to have access to the Site.
- You are also responsible for ensuring that all persons who access the Site through your internet connection are aware of these Terms and other applicable terms and conditions, and that they comply with them.
No reliance on information
- The content on the Site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on the Site.
- Although we make reasonable efforts to update the information on the Site, we make no representations, warranties or guarantees, whether express or implied, that the content on the Site is accurate, complete or up-to-date.
- If you order any Services from us, such Order is subject to acceptance by us.
- We will supply the Services to you from the date set out in the Order for the period of time set out in the Order.
- We will make every effort to complete the Services on time. However, any such dates shall be estimates only and time for performance by us shall not be of the essence of these Terms.
- We may need certain information from you that is necessary for us to provide the Services. We will contact you in writing about this. We will not be liable for any delay or non-performance where you have not provided this information to us after we have asked.
- We may have to suspend the Services if we have to deal with technical problems. We will contact you to let you know in advance where this occurs, unless the problem is urgent or an emergency.
- The price of the Services will be set out in the Order. Our prices may change at any time, but price changes will not affect Orders that we have confirmed with you.
- While we may send you an automatic email confirming receipt of an Order, this does not amount to acceptance of such Order. Acceptance does not occur (and therefore an Order is not binding on us) until is it expressly accepted by us.
- It is always possible that, despite our best efforts, some of the Services may be incorrectly priced. We will normally check prices as part of our Order confirmation process so that, where the Services’ correct price is more or less than our stated price, we will contact you to tell you and for your instructions. If the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mispricing, we do not have to provide the Services to you at the incorrect (lower) price.
- If you are a consumer, you have legal rights in relation to Services not carried out with reasonable skill and care, or if the materials we use are faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office or equivalent. Nothing in these Terms will affect these legal rights.
Intellectual Property Rights
- We are the owner or the licensee of all intellectual property rights in the Site, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
- You may print off one copy, and may download extracts, of any page(s) from the Site for your personal use and you may draw the attention of others within your organisation (where relevant) to content posted on the Site, but you may not provide them with copies of any such content in any medium.
- You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
- Our status (and that of any identified contributors) as the authors of content on the Site must always be acknowledged.
- You must not use any part of the content on our site for commercial purposes without obtaining a licence to do so from us or our licensors.
Uploading content to the site
- Whenever you make use of a feature that allows you to upload content to the Site, or to make contact with other Members of the Site, you must comply with the following content standards:
- These content standards apply to any and all material which you contribute to the Site (“contributions”), and to any interactive services associated with it. You must comply with the spirit and the letter of the following standards. The standards apply to each part of any contribution as well as to its whole.
- Contributions must:
- Be accurate (where they state facts).
- Be genuinely held (where they state opinions).
- Comply with applicable law in the UK and in any country from which they are posted.
- Contributions must not:
- Contain any material which is defamatory of any person.
- Contain any material which is obscene, offensive, hateful or inflammatory.
- Promote sexually explicit material.
- Promote violence.
- Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
- Infringe any copyright, database right, trade mark or other right of any other person.
- Be likely to deceive any person.
- Be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence.
- Promote any illegal activity.
- Be threatening, abuse or invade another’s privacy, or cause annoyance, inconvenience or needless anxiety.
- Be likely to harass, upset, embarrass, alarm or annoy any other person.
- Be used to impersonate any person, or to misrepresent your identity or affiliation with any person.
- Give the impression that they emanate from us, if this is not the case.
- Advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.
- You warrant that any such contribution does comply with those standards, and you will be liable to us and indemnify us for any breach of that warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of warranty.
- [Any content you upload to the Site will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such content for any purpose.]
- We [also] have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to the Site constitutes a violation of their intellectual property rights, or of their right to privacy.
- We do not exercise editorial control over the content posted by Members on the Site. We will not be responsible, or liable to any third party, for the content or accuracy of any content posted by you or any other Member of the Site.
- We reserve the right to remove any posting you make on the Site if, in our opinion, your post does not comply with the content standards set out above.
- The views expressed by other Members on the Site do not represent our views or values.
- If you are concerned that content on the Site infringes your rights, please contact us by the methods set out in these Terms, and we will investigate.
- Whenever you make use of a feature that allows you to upload content to the Site, or to make contact with other Members of the Site, you must comply with the following content standards:
- We do not guarantee that the Site will be secure or free from bugs or viruses.
- You are responsible for configuring your information technology, computer programmes and platform in order to access the Site. You should use your own virus protection software.
- You must not introduce to the Site any viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Site or any part of it, the server on which the Site is stored or any server, computer or database connected to the Site. You must not attack the Site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your Membership and your right to use the Site will cease immediately.
Linking to the site
- [You may link to our home page [and/or your Member page], provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.]
- You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.
- You must not establish a link to the Site in any website that is not owned by you.
- The Site must not be framed on any other site, nor may you create a link to any part of the Site other than the home page [and/or your Member page].
- We reserve the right to withdraw linking permission without notice.
- The website in which you are linking must comply in all respects with the content standards set out above.
- If you wish to make any use of content on the Site other than that set out above, please contact [EMAIL ADDRESS].
Third party links and resources on the site
- Where the Site contains links to other sites and resources provided by third parties, these links are provided for your information only.
- We have no control over the contents of those sites or resources.
How we use your personal information
If you are an individual and/or consumer
- If you are an individual, you may only make an Order from our site if you are at least 18 years old.
- If you are a consumer as defined in section 3 of The Consumer Protection (Distance Selling) Regulations 2000 you have certain legal rights. Nothing in these Terms affects your statutory rights.
Our right to vary these terms
- We may revise these Terms from time to time and the revised terms will be available on the Site. Every time you place an Order, the Terms in force at that time will apply to the contract between you and us.
Your consumer right of return and refund
- If you are a consumer, you may have a legal right to cancel an Order for any Services under the Consumer Protection (Distance Selling) Regulations 2000 and the Consumer Contracts (Information, Cancellation and Additional Payments) Regulations 2013 as amended or replaced and in force from time to time. The statutory cancellation period starts on the day after the contract is concluded and shall end on the expiry of the period of seven working days from the date the contract was concluded. Working days means that Saturdays, Sundays or public holidays are not included in this period.
- Please note that you cannot cancel an Order for a Service once we have started to perform the Service or where you have agreed to us starting to perform the Services before the end of the statutory period.
- To cancel a Contract, you must contact us in writing by sending an e-mail to [EMAIL] or by sending a letter to Procurious Limited, 8 Chester Row, London, SW1W 9JH. You may wish to keep a copy of your cancellation notification for your own records. If you send us your cancellation notice by email or by post, then your cancellation is effective from the date you sent us the e-mail or posted the letter to us.
- If you cancel an Order in accordance with clause 15.1 and you have made any payment in advance, Procurious will refund these amounts to you.
- Please note that if you are a Member of Procurious in your professional capacity, and/or you place an Order for the purposes of your trade or profession, you are not a consumer so the rights set out in this clause 15 do not apply to you.
How to pay
- You can pay for Services using the methods indicated on the Site.
- Unless otherwise stated, payment for the Services and any applicable delivery charges is in advance.
- If we fail to comply with these Terms, we are responsible for loss or damage you (but not any other person) suffer that is a foreseeable and direct result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of our breach or if they were contemplated by you and us at the time we entered into the contract.
- We will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
- use of, or inability to use, the Site; or
- use of or reliance on any content displayed on the Site.
- If you are a user who is not a consumer, please note that in particular, we will not be liable for:
- loss of profits, sales, business, or revenue;
- business interruption;
- loss of anticipated savings;
- loss of business opportunity, goodwill or reputation; or
- any indirect or consequential loss or damage.
- We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Site or to your downloading of any content on it, or on any website linked to it.
- We assume no responsibility for the content of websites linked on the Site. Such links should not be interpreted as endorsement by us of those linked websites. We will not be liable for any loss or damage that may arise from your use of them.
- We accept no liability for any losses or claims arising from any failure to complete an Order. If the requested service is not available we may offer you substitute services of a similar description and standard. Procurious will contact you in order to agree any relevant changes to the Order. You may refuse the substitute services and receive a full refund in respect of that Order.
- Nothing in these Terms excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
Events outside our control
- We will not be liable or responsible for any failure to perform, or delay in performance of, any of its obligations under these Terms or an Order that is caused by an Event Outside Our Control.
- An Event Outside Our Control means any act or event beyond our reasonable control, including without limitation non-performance by Suppliers, strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
- If an Event Outside Our Control takes place that affects the performance of our obligations under an Order:
- We will contact you as soon as reasonably possible to notify you; and
- Our obligations under an Order will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects a supplier’s delivery of items to you (or to us as the case may be), we will contact the supplier arrange a new delivery date after the Event Outside Our Control is over. Where the Event Outside Our Control affects our receipt or delivery of items, it will arrange a new delivery date with you after the Event Outside Our Control is over.
Communications between us
- When we refer, in these Terms, to “in writing”, this will include email and Orders agreed on the Site.
- If you wish to contact us in writing for any reason, you can send this to us by e-mail or by pre-paid post to Procurious Limited, 8 Chester Row, London, SW1W 9JH . [You can always contact us using our Customer Services telephone line.]
- If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your Membership application.
Other important terms
- We may transfer our rights and obligations under the Terms to another organisation, but this will not affect your rights or our obligations under these Terms. We will always notify you in writing or by posting on this webpage if this happens.
- You may only transfer your rights or your obligations under these Terms to another person if we agree in writing.
- This contract is between you and us. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties Act) 1999 or otherwise.
- Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
- If we fail to insist that you perform any of your obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
- These Terms are governed by English law. This means an Order through our site and any dispute or claim arising out of or in connection with it will be governed by English law. You and we both agree to that the courts of England and Wales will have non-exclusive jurisdiction.
- For the purposes of Regulation 9(1)(b) of the Electronic Commerce (EC Directive) Regulations 2002, we hereby confirm that we will not file a copy of our contract with you.