Advertiser Terms & Conditions of Business
These Terms and Conditions apply to all advertisements on MarbellaAzul.com and are subject to the Law of England with English courts having exclusive jurisdiction.
These Terms and Conditions (“Conditions”) apply between:
(1) The business, individual or entity requesting the provision of Advertising Services (the “Client”, “you”); and
(2) Derek and Roz James t/a Marbella Azul, (“us”, “our”, the “Publisher”).
These Conditions shall be read alongside any Specific Terms agreed by us, which together form a legally-binding contract between you and us, concerning the provision of Advertising Services (Specific Terms and Advertising Services being as defined below) and any additional or related services provided from time to time by us to you. In accepting the provision of Advertising Services, you are deemed to have fully accepted these Conditions.
In these Conditions, the following words and expressions shall have the following meanings:
“Advertisement” means any advertisement that we make available Online to the public in fulfilment of a Contract and “Advertisements” means more than one of them.
“Advertising Services” means the Online publication of one or more Advertisements, as more particularly defined in condition 3.1.
“Contract” means any legally binding agreement for the provision of Advertising Services accepted by us which shall be deemed to incorporate these Conditions.
“Intellectual Property Rights” means all rights in the nature of intellectual property including, without limitation, all copyright, design rights, trade marks, logos, get-up and similar, in content, media, publications or otherwise.
“Materials” means all text, designs, logos, graphics and other content, in each case intended to form part of an Advertisement.
“Online” means publication in any form on the world-wide-web, including on the Website.
“Price” means the aggregate of all fees charged or to be charged by us to you for the provision of Advertising Services.
“Specific Terms” means any specific terms that we agree in writing (to include those requested by you through the sign-up process on the Website) which, together with these Conditions, shall be the terms of the Contract.
“Website” means the website at the following url: marbellaazul.com, together with any other website(s) operated by us from time to time.
3. Provision of the Services
3.1. “Advertising Services” include and comprise the publication of one or more Advertisements which incorporate the Materials provided by you or on your behalf but which shall not include any obligation to publish the Advertisement in a particular size or at a particular resolution or quality or to either place an Advertisement on a particular page of the Website, or in a particular position within any such page, unless (in each case) such criteria are Specific Terms to which we have agreed.
3.2. These Conditions and any Specific Terms will apply to the exclusion of any other terms, including where the Client seeks or attempts to impose its own terms. A request for Advertising Services shall only be binding on us where we have confirmed acceptance in writing.
3.3. The Publisher may in its sole discretion amend, edit, re-size, adapt or modify any Materials as we deem appropriate, prior to publication of an Advertisement.
3.4. Any date(s) indicated for the completion of the provision of all or part of the Advertising Services shall not be of the essence, being an indication of expectation only and any failure by us to meet any
expected date(s) shall not entitle the Client to treat the Contract as repudiated or otherwise confer any right to rescind it or any related contract or arrangement then in existence.
3.5. The Client’s particular attention is drawn to the following Conditions: condition 5 (client obligations), condition 6 (warranties by the client), condition 11 (consequences of late or non-payment), condition 12 (termination of contract), condition 13 (loss and indemnity) and condition 16 (limit of liability).
3.6. The Client warrants that it has not been induced to enter in to a Contract as a result of any representation, statement or assurance made on or before the date of the Contract by us or by anyone associated with us and no such representation, statement or assurance shall be deemed to be incorporated in to a Contract; the Client accepts that any indication of the Advertising Services contained in marketing or promotional material are only issued for the sole purpose of giving an approximate indication of the Advertising Services described in them and shall not have contractual force.
4. Materials which are unacceptable
4.1. Without incurring any liability to you whatsoever, we may in our discretion, cancel the Contract and/or omit any Advertisement(s) from publication where, in our sole discretion, we consider any Materials to be unacceptable,
misleading, in contravention of any law or regulation, offensive, obscene, blasphemous, libelous, indecent or unacceptable in any other manner.
4.2 In addition, and on the same basis as under condition 4.1, Material may not be published where we reasonably consider that its publication is likely to infringe the Intellectual Property Rights of any third party.
4.3 If you consider that we are not fulfilling our obligations under a Contract or as agreed, you undertake to give us notice of this in writing within 7 (seven) days of any action or omission giving rise to the alleged breach, allowing us to clarify or remedy any valid issue.
4.4. The provision of any Advertising Services over and above those agreed at any particular time shall be subject to additional charges, the Client acknowledging that its requirements may increase over time, resulting in additional work at extra cost.
5. Client Obligations
On an ongoing basis, you undertake to co-operate fully with us in all matters relating to the Advertising Services including providing us promptly with all necessary information and other items that we may reasonably require; the Client accepts and acknowledges that any delay or inability to provide such information and items may result in publication
being delayed and in those circumstances, we shall not be liable for any loss(es) or damage arising as a result of those circumstances.
6. Warranties by the Client
6.1. The Client warrants and represents that all Materials provided in respect of the proposed Advertising Services are its exclusive property or, if licensed, are subject to valid and subsisting license terms and that no part of them infringes the Intellectual Property Rights of any other person, firm or company and agrees to indemnify the Publisher against any loss, damage, claim, proceedings or similar to which the Publisher may be subject, arising from the Client’s breach of this clause.
6.2. The Client warrants that any information or Materials provided to the Publisher have been checked as to their accuracy; as such, the Publisher will not be liable for any loss or damage arising from the Client’s failure to observe the provisions of this clause.
7. Other Advertisers
7.1.The Client accepts and acknowledges that the Publisher receives multiple requests for Advertisements and that these may relate to identical or similar products or services to those offered via the Client’s Advertisement(s); as such, the Client shall not seek to hold the Publisher liable or claim any damage or loss arising from the publication of any identical or similar Advertisement(s).
7.2. The Client appreciates that the provision of the Website is primarily for the benefit of users interested in finding out about the topics which it covers and that inclusion of competitive businesses or services to those of the Client will inevitably arise.
8. Term of Contract
8.1. The term of the Contract will be the period stated in any Specific Terms or, where no such period is mentioned, will be monthly.
8.2. Unless notice is validly given in accordance with condition 13, the Contract will continue for the period referred to in condition 8.1.
9.1. The Price will be a six monthly fee or 1 year fee payable to the Publishers in advance, or as otherwise set out in any Specific Terms.
9.2. Any Price quoted for the provision of Advertising Services shall, prior to acceptance, only remain valid for a period of 30 (thirty) days, or for such period of time specified in the relevant quotation.
9.3. Any estimate or quotation given to the Client for the provision of Advertising Services shall be subject to withdrawal or change until those Advertising Services are commenced.
9.4. All Prices are quoted excluding IVA (value added tax) and the Client accepts that, where such tax is to apply, this shall be paid to the Publisher at the prevailing rate, in addition to the amount that has been quoted.
All sums payable to the Publisher under these Conditions shall be paid in full when due, without any deduction, set off or counterclaim, except for credit notes or where an amount has been agreed by us, in writing, as being due to you; by providing credit, debit or payment card details to us, you irrevocably authorise us to use those details as a continuing authority to debit payment(s) due under the Contract.
11. Consequences of Late or Non-Payment
11.1. Failure by the Client to make payment promptly when due shall be a breach of the Contract by the Client.
11.2. If the Client fails to make full payment when due, the Publisher may charge default interest in
accordance with condition 11.3(a), suspend or withdraw the Advertising Services in accordance with condition 11.3(b), and/or may suspend or terminate the Contract, in accordance with conditions 11.3(c) or 12.2.
11.3. If the Client fails to make full payment when due, the Company shall be entitled, without prejudice to any of its other rights or remedies, whether under these Conditions or otherwise:
a) to charge interest (both before and after judgment) on any sum outstanding at the rate of 8.5 %, accruing daily until payment of the amount outstanding, including all then accrued interest, has been satisfied in full; and/or
b) to immediately suspend or withdraw the publication of any Advertisement(s); and/or
c) to cancel the Contract or suspend all or any future provision of Advertising Services to the Client (under the Contract or any other) until payment has been made in full.
12. Termination of Contract
12.1. The Client may terminate the Contract by giving one month’s notice to the Publisher in writing.
12.2 The Publisher may terminate the Contract on immediate notice where it reasonably considers the Client to be in material breach of its obligations or where, as a result of persistent breaches, it is unable to fulfill its obligations, either within the timescale intended, or at all.
12.3. The Publisher may terminate the Contract without notice, where:
a) the Client suspends, or threatens to suspend, payment of its debts or is, or is deemed to be (under any applicable laws relating to insolvency), unable to pay its debts as they fall due or admits inability to pay its debts or seeks to compromise or make an arrangement with creditors; or
b) a petition or notice is filed, or a resolution passed, for or in connection with the winding up or bankruptcy of the Client, or otherwise to commence
any formal insolvency process under applicable laws.
12.4. If the Contract is terminated (for whatever reason), the Publisher shall be entitled to be paid all fees then outstanding, to include payment in full for the remainder of the month in which termination occurs, notwithstanding that the anticipated Advertising Services may not have been completed during the remainder of that month.
13. Loss and Indemnity
The Client shall indemnify and hold the Publisher harmless from and against all losses, damages, costs, expenses and liabilities incurred or suffered by the Publisher as a result of or arising from any act or omission of the Client (including those of others acting on its behalf) which relates in any way to the provision of the Advertising Services, or which arises from any claim or legal proceedings brought or threatened against the Publisher by any third party for the misuse of any rights, Intellectual
Property Rights, data or other information supplied to the Publisher by or on behalf of the Client, pursuant to the Contract.
14. Advertised Goods/Services
The Client warrants and represents to the Publisher that in providing any goods or services referred to within any Advertisement or which form part of the Materials supplied to the Publisher, it will comply fully with any contract agreed with an end-user and will observe all sale or supply of goods and services legislation applicable to it.
15. Intellectual Property
15.1. All Intellectual Property Rights in or arising from the provision of Advertising Services shall, subject to any license granted under condition 15.2, be or remain the sole property of the Publisher.
15.2. The Publisher grants to the Client a non-exclusive license to use any items delivered or transferred to the Client as part of the fulfillment of Advertising Services under this Contract.
15.3. Any license granted under condition 15.2 shall be for the benefit of the Client only and shall not be capable of being assigned or sub-licensed to any other person or entity, which shall include permission for any other person or entity to use or benefit from those items, except in each case where the Publisher’s written consent has first been obtained but which the Company may at its option withhold.
16. Limit of Liability
16.1. Without prejudice to any statutory or common law rights or limitations not otherwise excluded under these Conditions, the Publisher shall not be liable under any warranty or these Conditions if the total Price for the Advertising Services has not been fully paid.
16.2. All warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by applicable law; for the avoidance of doubt this condition 16 shall not operate to exclude or restrict liability for breach of any obligation arising from the Supply of Goods and Services Act 1982 or, if deemed to apply, the Sale of Goods Act 1979, as against the Client where the Client is dealing as a “consumer” as such term is understood by section 12 of the Unfair Contract Terms Act 1977.
16.3. Except in respect of death or personal injury caused by the Publisher’s negligence or in the event of fraud or fraudulent misrepresentation, the Publisher’s maximum liability to the Client under any Contract shall not exceed a sum equal to the Price.
16.5. The Publisher shall not be liable to the Client as a result of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of these Conditions, for any indirect, special or consequential loss or damage (whether for loss of profit or otherwise), costs, expenses or other claims for compensation whatsoever (whether caused by negligence of the Publisher, its employees or agents or otherwise) which arise out of or in connection with the provision of Advertising Services.
16.6. The Publisher shall not be liable to the Client or be deemed to be in breach of these Conditions by reason of any delay in performing or any failure to perform, any of the Publisher’s obligations in relation to the provision of the Services, if the delay or failure was due to any cause beyond the Publishers reasonable control.
17.1. The provisions of the Contract represent the entire agreement and understanding of the parties in relation to its subject matter.
17.2. No variation may be made to the Contract, save that the Publisher may update or amend these Conditions from time to time, without notice; any waiver of any provision contained in this Contractshall only be effective if made in writing and shall not be deemed to be a waiver of any subsequent breach or default.
17.3. If there is any discrepancy between these Conditions and any other terms purported to apply as between the Publisher and the Client, these Conditions shall prevail; however, the terms of any Specific Terms shall prevail over these Conditions where it is clear they are intended to do so.
17.4. If any provision, or part of a provision, of these Conditions is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partially invalid or unenforceable, then to the extent that it is considered invalid or unenforceable, it shall be deemed not to form part of these Conditions, but the remainder of these Conditions shall remain in full force and be construed with such changes as are necessary to make them valid.
17.5. The Publisher may assign, transfer or otherwise deal with a Contract, or any of its terms, as it wishes and without the prior consent of the Client; the Publisher shall procure that the identity of any assignee is confirmed to the Client as soon as reasonably possible; any attempted assignment by the Client shall be void, unless the Publisher permits this in writing.
17.6. No provision of this Contract is intended, or shall be deemed, to constitute a partnership, joint venture or agency relationship between you and us.
17.7. Apart from any assignee, a person who is not a party to a Contract has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms but this shall not affect any right or remedy of a third party which exists or is available apart from that act.
17.8. The construction, validity and performance of the Contract shall be governed by the laws ofEngland and the parties hereby submit to the exclusive jurisdiction of the English courts to settle any disputes under it.
18. Contacting Us
18.1. Our contact details can be found on our website at: marbellaazul.com.
18.2. Any notice to be given to either party under the Contract, shall be in writing and may be served by hand or by pre-paid first class (or equivalent) post addressed to the last known address of the addressee or via e-mail.
18.3. Communications shall be deemed to have been received, where delivered by hand or sent via e-mail, on the date that the communication was left at the relevant address or sent, and if posted, on the second day (excluding weekends and public holidays) after the date that the communication was given to the postal authorities.
We believe in protecting and maintaining your privacy. We will treat any information submitted by you through this website at marbellaazul.com (“Site”) as confidential and will not abuse this trust by providing all or any part of such information to third parties without your consent. We will not sell, rent, loan or otherwise distribute any information that you provide to us, unless required to do so by law or where we have your consent.
In some areas of our Site we may ask for certain items of personal or business information from you, which will enable us to provide the services which you have requested and to supply you with further information about us and the services that we and/or related businesses offer, or to contact you after your visit. We will only use this information for the following purposes:
· to make arrangements for services which you have requested to be provided;
· for the purposes of credit and other security checks necessary in order to process payment and debit/credit card information;
· to keep in contact with you for marketing purposes (including offers, promotions and updates in relation to Marbella Azul or the services of our advertisers or related businesses, that we believe may be of interest to you);
· to understand and appreciate your needs and requirements as a visitor to our Site or as a user of our services;
· for analysis and research to develop and improve this Site (to include Google Analytics and similar software); and
· to provide you and others with relevant information about us and the services that we provide.
In respect of any information provided by you generally, you agree that we may use such information for the purposes outlined above.
If you have made a purchase from us, we may occasionally update you on our latest products, news and special offers via e-mail or post.
You maintain the option, at any time, to opt-out of receiving marketing communications from us. If you do not wish to continue to receive these communications, please notify us in writing.
We may collect non-personal information about you automatically as a result of your use of this Site, such as the type of device and browser which you use to access this Site and any website from which you linked to us, but you cannot be identified from this information. We will only use such non-personal information to help improve this Site.
You accept the risk that data transmitted to this Site through electronic means may be intercepted before reaching us or may be accessed by unauthorised third parties, or exploited unlawfully. We do not assume any responsibility for guarding against the acts of third parties and shall not be liable for any direct, indirect or consequential losses or damages incurred or suffered as a result.
We wish to keep any information that we hold about you accurate and up to date and therefore please contact us if the information we hold about you needs updating. If you wish your information to be removed from our database, or no longer wish to receive marketing material from us, please confirm this request in writing.
If you have any questions or concerns regarding your privacy, or if you experience difficulties in accessing or viewing our Site, please contact us.
Cookies are text files containing small amounts of data which are downloaded to your personal computer, tablet, mobile or similar device when you visit a website; cookies are then sent back to the originating website upon each subsequent visit to allow that user’s device, browser, preferences and related information to be recognised. These may then be used to tailor or improve that user’s experience when accessing the site.
Cookies may be persistent or temporary in nature; persistent cookies will remain on a user’s device for a particular time period; temporary cookies (sometimes called session cookies) seek to improve a user’s experience during their access of a website but are deleted once the browser window is closed.
For analysis purposes, websites sometimes use performance cookies which collect information about how visitors use a website; this may include which pages are visited, how long visitors remain on a particular page and if error messages are generated when trying to access a particular page or area of the site. However, these cookies do not collect any personal data and are anonymous; the data is merely aggregated to allow improvements to the functionality of the website to be considered.
We may use personal information that you provide to carry out verification and anti-fraud checks. This information may be disclosed to credit reference and fraud prevention agencies for this purpose; a record of such information may be retained by them. However, please note that such checks will only be to verify identity and no credit check will be performed and therefore your credit rating will be unaffected.
By accessing and using this Site, you freely give your informed consent to us placing the above types of cookies on your computer or device; please note that should you wish to change cookie preferences, most browsers will allow you to set cookie preferences, to include notifications when you receive a new cookie, preventing your browser from accepting cookies and disabling cookies altogether, but such steps may reduce the functionality of the Site or hinder your use of it. For your information, in relation to monitoring performance of our Site, we presently use Google Analytics for this purpose.
This website is owned and operated by Derek and Roz James t/a Marbella Azul.com, Spain (“we”, “us”, “our”).
Use of this Site
Each time you access this Site, you acknowledge that it is your responsibility to read the latest version of these Terms. We may change, alter or amend these Terms at any time without notice. Your continued use of this Site shall signify your acceptance to be bound by the latest published version of these Terms.
Where we provide advertising or similar services to you via this Site, those services will in addition be subject to our Advertising Terms and Conditions, which you should read separately.
Availability & Content of this Site
We try to ensure that all information on this Site is accurate and error-free but we do not represent or warrant that the material comprised in this Site is completely accurate and/or up to date.
We will try to make this Site available to you for use at all times, but you acknowledge that such access may on occasions be restricted or be unavailable due to maintenance or technical issues; such availability is for your own non-commercial use and we may therefore deny access to any person who does not adhere to these Terms.
We do not warrant that this Site or the server that makes it available are free of viruses or other harmful components and shall not be held responsible for any breach of these Terms caused by circumstances beyond our reasonable control.
If access to certain areas of our Site requires a user identification code or password (at present they do not but may do in the future), you undertake to keep this information safe and secure, treating such information as personal and confidential to you. You may not disclose such information to third parties.
To add value to visitors’ experiences when using this Site, we may provide links to other websites or resources for you to access at your sole discretion, but you agree that we shall not be responsible or liable to you in respect of the availability or content of, or consequences of you linking to, any such external site; although we welcome links to this Site, we shall be entitled to demand that such links are broken if we consider the content or nature of the linking site to be unsuitable or unprofessional, as we see fit.
The content of external sites and advertisements linking to them are the responsibility of the third party site owner; businesses or site owners who wish to advertise on this Site should contact us and we will be pleased to discuss their requirements with them. All such advertising is subject to our Advertising Terms and Conditions.
If the advertising, offering for sale or selling of the services or products on this Site is illegal for any reason in the jurisdiction in which it is accessed or viewed, access to and/or viewing of such material is not authorised by us and you accept that any continued use is unauthorised and illegal.
Non-Reliance on Content
You agree and acknowledge that any material provided on this Site is for information purposes only and is not intended to be relied upon by you, or taken in any way as advice or a recommendation of such material. We therefore disclaim to the fullest extent permitted by law (including with regard to any indirect or consequential losses you may suffer) all liability and responsibility arising from any reliance placed on such material by any visitor to this Site, or by any third party who may become aware of any of its contents.
Malicious Use of this Site
You must not use this Site in any malicious way, which shall include but not be limited to: knowingly, or allowing any third party to, introduce, post or transfer material which is malicious or intended to be technologically harmful to this Site and/or our property. You must not attempt to gain unauthorised access to this Site, its content, or the server(s) upon which it is held. Breach of this provision shall constitute a criminal offence under the Computer Misuse Act 1990 and we will report any such breach to, and work with, the relevant law enforcement authorities to identify and bring a prosecution against you.
We exclude our liability to you, to the maximum extent permitted by law, in respect of your use of this Site, except that nothing in these Terms shall restrict our liability for death or personal injury (resulting from our negligence), fraud, fraudulent misrepresentation, breach of contract or breach of statutory duty, nor will any of these terms restrict any of your statutory rights.
We will not be deemed to be in breach of contract or in breach of these Terms as a result of any delay in our performance or failure to perform any of our obligations if that delay or failure is due to any cause or circumstance beyond our reasonable control including, but not limited to, fire, flood and other acts of God, breakdown of equipment, road traffic problems, accident, disruption to energy supplies, strikes, riot, civil commotion or acts of terrorism or war.
We shall not be responsible to you for any losses which you may incur which were not a foreseeable consequence of us breaching these Terms; in other words if either of us would not have contemplated those losses at the time you accessed the Site or requested any services.
Save as otherwise provided in these Terms, you acknowledge and agree that all intellectual property rights, including without limitation, all text, symbols, trademarks, designs, images, photographs, audio visual material, written material, software, website code, source code, files and other material (collectively “Content”) published on, or forming part of, this Site, shall at all times remain vested in us.
You are permitted to use such material only as expressly authorised by us, including printing such material for your own personal, non-commercial use, and otherwise in accordance with these Terms. No other license or rights are granted.
No part of the Content contained in, or forming part of, this Site may be reproduced or stored in any retrieval system, for any commercial purpose. You acknowledge and agree that such Content is made available for your personal non-commercial use only, which you may only download for the purposes of using this Site. You further acknowledge and agree that any other use of such Content is strictly prohibited and you agree not to, nor to assist any other person to, copy, reproduce, transmit, publish, distribute, commercially exploit or create derivative works of it or any part of it.
Where we consider information to be beneficial, we may link to other website pages operated by others and which are not therefore within our control. We have attempted to make it as clear as possible where you are leaving our Site; you may be able to check this by referring to your browser’s information bar to determine whether you have left the marbellaazul.com Site or any related domain which we control.
We permit linking to our Site but only where such links are fair and from websites or pages whose content is similar or complementary, to our own Content; any permitted linking must be to direct pages of our Site; we do not permit framing, in-lining or similar display processes in relation to our content; no link or connection to our Site should imply that we endorse or are associated with the other website, or any product or service supplied through it, unless we have provided our express consent.
Any failure by us, or delay, in exercising or enforcing any of our rights under these Terms shall not be deemed to be a waiver of any such right nor operate to hinder or prevent the exercise or enforcement of that or any other right, whether at the time or subsequently.
A person who is not party to these Terms shall have no rights under the Contracts (Rights of Third Parties) Act 1999 or otherwise, to enforce any term of these Terms.
These Terms set out the entire agreement and understanding between you and us in relation to your use of this Site (save where you are an advertiser, in which case our Advertising Terms and Conditions also apply) and supersede all prior representations, understandings and agreements of whatever nature between you and us.
If any part of these Terms is deemed by any competent authority to be void or ineffective for any reason, the remainder of these Terms shall continue without the ineffective provision(s) and shall remain in full force and effect.
These Terms are subject to the law of England, with English courts having exclusive jurisdiction.
Should you wish to contact us, our contact information can be found on the Site.
We recommend that you print out a copy of these Terms for your reference.