mySupermarket Ltd Terms & Conditions
This page sets out the terms for the use of:
- www.mysupermarket.co.uk, various mobile applications we provide, emails we send you and the information services, content and transaction capabilities on them (which together we call the “Sites”); and
- the range of services available on and through the Sites (all of which we call the “Services”).
1. SOME BASICS ABOUT US AND THESE TERMS
1.2 Who is mySupermarket? We are mySupermarket Limited (company number 5920495, registered in England with our registered office at Lower Ground Floor, 1 Great Cumberland Place, London W1H 7AP, England).
1.3 Some shortcuts: In this document, we refer to ourselves as “mySupermarket”, “we” or “us” or “our” and we refer to you as “you”, “your” or “Customer”. In this document, we use various other defined terms as well. You will know those other terms are defined because they begin with a capital letter. If you are not sure where to find a particular defined term, use your browser tools to search this document for the capitalised term and the first place it appears is where it is defined.
1.4 What does mySupermarket do? We are the operator of the Sites and we are the provider of the Services. The Services are made up of the following:
1.4.1 Supermarkets: Part of the Services relates to communicating information to you about supermarkets (each being a “Supermarket”) and products and services available at those Supermarkets and allowing various types of comparisons to be made between Supermarkets and products and services available at those Supermarkets – and sometimes we facilitate you purchasing from those Supermarkets (although we do not sell you anything ourselves) and we will not be a party to any transactions with Supermarkets (which will be between you and the Supermarket and subject to the terms and conditions of that Supermarket);
1.4.2 Policy and FAQs: Other parts of the Services (and rules about using the Services) are described in the Policy and FAQ (Frequently Asked Questions) documents which appear throughout the Sites. These are meant to be helpful and explanatory – but they are also legal documents.
1.5 What version of the Agreement is this and how long does it last? We may change these Terms at any time and all changes will be posted on-line. These Terms were most recently updated on 31 October 2016. The Agreement exists between you and us from the time you start using (or whenever you use) our Services until you stop using our Services entirely and you tell us (by post or by email at support@mySupermarket.co.uk) that you no longer want to be bound by the Agreement. However, continued use of the Services (or accessing any of the Sites) shows us that you agree to be legally bound by the Agreement (or any new or changed Terms then in place which form part of the Agreement).
1.6 Scope of Use: The Sites and our Services are for your non-commercial, personal use only and not for business purposes, except as separately permitted in writing. You may access the Sites only through our app, standard web and mobile browsers and similar consumer applications, but not with any robot, spider, offline reader, site search/retrieval application or other manual or automatic device, tool, or process to retrieve, index, or data mine our Sites, via scraping, spidering or otherwise. (As an exception, revocable at any time by us, operators of public search engines may use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials.)
1.7 Place restrictions: The Sites and the Services are directed solely at those who access the Sites or Services from the United Kingdom. We make no warranty or representation that the Sites or Services are available or otherwise suitable for use outside of the United Kingdom. If you choose to access the Sites or Services from locations outside the United Kingdom, you do so on your own initiative and are responsible for the consequences and for compliance with all applicable laws.
1.8 Age restrictions: You must be 18 years of age or over to use the Sites and the Services.
1.9 Prevention on use: We reserve the right to prevent you from using the Sites and the Services (or any part of them) at any time and for any reason.
2. REGISTRATION, YOUR ACCOUNT AND EMAILS
2.1 Why Register? Depending on the particular functionality of our Sites at any time, you may or may not need to register to use much of its functionality or to access much of our Services. If you do register, we operate a mySupermarket account in which information is stored about you (called your “Account”) and the act of creating an Account is known as “Register”ing or “Registration”. However, you must Register in order to make a purchase from a Supermarket (which we may facilitate for you as part of the Services) Registering allows us to: provide you with easy access to information about you, your use of the Services, your past behaviour on the Sites and your past purchases; to store any cashback or other financial information about you; to help you use the Services and to modify your preferences. We reserve the right to decline a new Registration or to cancel an Account at any time. You Register with us so you don’t have to re-enter your information every time you do something (like make a purchase).
2.3 Passwords: During Registration, you will also need to supply us with (or we will supply you with) a password. You must keep the password confidential and immediately notify us if any unauthorised third party becomes aware of that password or if there is any unauthorised use of your email address or any breach of security known to you. You agree that we are not responsible or liable in the event that a person to whom your password is disclosed uses (and/or transacts via) our Services and Sites. Please note that you are entirely responsible if you do not maintain the confidentiality of your password.
2.4 Valid email addresses: All Accounts must be registered with a valid personal email address that you access regularly. Any Accounts which have been registered with someone else’s email address or with temporary email addresses may be closed without notice. We may require users to re-validate their Accounts if we believe they have been using an invalid email address.
2.7 Registration for Supermarkets: To facilitate your registration for a Supermarket, we may provide you with the ability to register for a relevant third party website of a Supermarket through the Sites. If so, we may pre-populate certain fields in the registration form for that third party website for you. If we do so, it will be for fields for which we already hold your information, such as your name, postcode and email address. However, you should not register for any third party website through the Sites if such registration is prohibited by the terms of that third party website. It is your responsibility to determine whether the terms and conditions of any third party website do not allow registration through the Sites. If you register for any Supermarket through the Sites, you agree to all terms and conditions of that Supermarket.
3. STANDARDS AND OUR LIMITATION OF OUR LIABILITY
3.1 The standards we operate under: We always try our best at what we do and we promise that:
3.1.1 we will exercise reasonable care and skill in performing any obligation under the Agreement; and
3.1.2 we will not contravene the requirements of professional diligence in what we do.
3.2 The definition of “Liability”: In these Terms, “Liability” means liability in or for any cause of action whatsoever (including breach of contract, tort, misrepresentation, restitution or any other cause of action whatsoever) relating to or arising under or in connection with the Agreement (including liability expressly provided for under the Agreement or arising by reason of the invalidity or unenforceability of any term of the Agreement) – and for the purposes of this definition, all references to “Agreement” shall be deemed to include any collateral contract.
3.3 This Clause 3 is important!: This Clause 3 takes precedence over all other clauses in the Agreement and sets forth our entire Liability in respect of the performance, non-performance, purported performance or delay in performance of the Agreement or the Services or Sites (or any part of them); or otherwise in relation to the Agreement or the entering into or performance of the Agreement.
3.4 What we are always responsible for: Nothing in the Agreement shall exclude or limit our Liability for any Liability for: (i) fraud; (ii) death or personal injury caused by our negligence; (iii) serious misconduct by us (but excluding serious misconduct not conducted by mySupermarket itself); or (iv) any Liability which cannot be excluded or limited by applicable law.
3.5 Categories of loss that we are not responsible for: You are always obliged to take reasonable steps to avert or reduce damages. Notwithstanding Clause 3.4, since we only provide the Sites and Services for your non-business use, we are never liable for:
3.5.1 loss of income or revenue;
3.5.2 loss of actual or anticipated profits;
3.5.3 loss of business; or
3.5.4 indirect or consequential loss (and for the avoidance of doubt, we understand the words “consequential loss” to mean “consequential losses whether those losses are foreseeable, known, foreseen or otherwise”).
3.6 Limits on our Liability: Except as provided in Clause 3.4, our total Liability to you or any third party shall in no circumstances exceed, in aggregate, a sum equal to the greater of: a) £10; or b) 110% of any aggregate amount paid by you to us in the 12 months preceding any cause of action arising.
3.7 Exclusion of Liability for information: Much of the information on the Sites is compiled by us from third parties. We cannot be responsible for its completeness or accuracy. This means that as long as we have complied with Clause 3.1 (and subject always to Clause 3.4), we do not warrant and we exclude all Liability in respect of the accuracy, completeness, fitness for purpose or legality of any information accessed using the Services or Sites or otherwise; and we exclude all liability of any kind for the transmission or the reception of or the failure to transmit or to receive any material of whatever nature.
3.8 Health issues: We strongly advise any person with health problems to consult a doctor, who will be trained in observation and interpretation of symptoms and will be able to provide a proper diagnosis based on a knowledge and understanding of all aspects of a condition and medical history. Any information or content about health matters on the Sites or Services:
3.8.1 is in no way intended to replace professional medical, health or nutritional care or advice by a qualified practitioner;
3.8.2 cannot and should not be used as a basis for diagnosis, choice of treatment or choice of health, nutritional or dietary plan; and
3.8.3 is not exhaustive and cannot always reflect all the most recent research in all areas of medicine, health and nutrition.
3.9 Your statutory rights: As a consumer, nothing in the Agreement affects your non-excludable statutory rights.
4. YOUR OBLIGATIONS
4.1 Other service providers: A Supermarket and other service providers (such as social network site providers) will have their own applicable terms and conditions, in relation to their own supply of their products and services, and you agree to (and shall) abide by those terms and conditions. The responsibility to do so is yours alone and you must only use any functionality offered by the Services and the Sites that does not put you in breach of those terms and conditions.
4.2 Accurate information: You warrant that all information provided on Registration and contained as part of your Account during the course of the Agreement is true, complete and accurate and that you will promptly inform us of any changes to such information by updating the details in your Account.
4.3 Content on the Sites: It is your responsibility to ensure that any Goods or information available through the Sites or Services meet your specific requirements.
4.4 Things you cannot do: Without limitation, you undertake not to use or permit anyone else to use the Services or Sites:
4.4.1 to upload, send or receive any material, including User Content (which is defined in Clause 8.1 below), which is not civil or tasteful;
4.4.2 to upload, send or receive any material, including User Content, which is unlawful, harmful, tortious, threatening, abusive, harassing, hateful, racist, homophobic, infringing, pornographic, violent, misleading, grossly offensive, of an indecent, obscene or menacing character, blasphemous or defamatory or of a libellous nature of any person or entity, in contempt of court or in breach of confidence, or which infringes the rights of another person or entity, including copyrights, trade marks, trade secrets, patents, rights of personality, publicity or privacy or any other third party rights;
4.4.3 to upload, send or receive any material, including User Content, for which you have not obtained all necessary licences and/or approvals (from us or third parties); or which constitutes or encourages conduct that would be considered a criminal offence, give rise to civil liability, or otherwise be contrary to the law of or infringe the rights of any third party in any country in the world;
4.4.4 to upload, send or receive any material which is technically harmful (including computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data, malicious software, harmful data, or anything else which may interrupt, interfere with, corrupt or otherwise cause loss, damage, destruction or limitation to the functionality of any software or computer equipment);
4.4.5 to upload, send or receive any material which is known by you to be false, inaccurate or misleading;
4.4.6 to upload, send or receive any material which violates any law, statute, ordinance or regulation (including those governing export control, consumer protection, unfair competition, anti-discrimination and false advertising);
4.4.7 to cause annoyance, inconvenience or needless anxiety;
4.4.8 to intercept or attempt to intercept any communications transmitted by way of a telecommunications system;
4.4.9 for a purpose other than which we have designed them or intended them to be used;
4.4.10 for any fraudulent purpose; or
4.4.11 in any way which is calculated to incite hatred against any ethnic, religious or any other minority or is otherwise calculated to adversely affect any individual, group or entity.
4.5 Forbidden uses: The following uses of the Sites and Services are expressly prohibited and you undertake not to do (or to permit anyone else to do) any of the following:
4.5.1 resell the Services or Sites;
4.5.2 furnish false data including false names, addresses and contact details and fraudulent or unauthorised use of credit/debit card numbers;
4.5.3 conduct transactions which are not bona transactions;open multiple Accounts; or engaging in any other fraudulent or abusive activities (including posting of comments and/or reviews) in an attempt to defraud a Supermarket or mySupermarket or programmes offered by any of these;
4.5.4 attempt to circumvent our security or network including accessing data not intended for you, logging into a server or Account you are not expressly authorised to access, or probe the security of other networks (such as running a port scan);
4.5.5 access the Services or Sites in such a way as to, or commit any act that would or does, impose an unreasonable or disproportionately large burden on our infrastructure or that otherwise interrupts or interferes with its functionality, efficiency or operation;
4.5.6 execute any form of network monitoring which will intercept data not intended for you;
4.5.7 send unsolicited mail messages, including the sending of “junk mail” or other advertising material to individuals who did not specifically request such material. You are explicitly prohibited from sending unsolicited bulk mail messages. This includes bulk mailing of commercial advertising, promotional, or informational announcements, and political or religious tracts. Such material may only be sent to those who have explicitly requested it. If a recipient asks to stop receiving email of this nature, you may not send that person any further email;
4.5.8 create or forward “chain letters” or other “pyramid schemes” of any type, whether or not the recipient wishes to receive such mailings;
4.5.9 send malicious email, including flooding a user or site with very large or numerous emails;
4.5.10 enter into fraudulent interactions or transactions with us, a Supermarket (which shall include entering into interactions or transactions purportedly on behalf of a third party where you have no authority to bind that third party or you are pretending to be a third party);
4.5.11 use the Services or Sites (or any relevant functionality of either of them) in breach of the Agreement or in such a manner as to breach a Supermarket’s terms and conditions;
4.5.12 use in an unauthorised manner, or forge, mail header information;
4.5.13 scraping, spidering or otherwise grab information from our Sites or Services or via any API we make available, other than through normal consumer use;
4.5.14 engage in any unlawful or criminal activity in connection with the use of the Services and/or the Sites or any Goods; or
4.5.15 copy or use any User Content for any commercial purposes.
4.6 Equipment: The Services and use of the Sites does not include the provision of a computer or other necessary equipment to access the Sites or the Services. To use the Sites or Services, you will require Internet connectivity and appropriate telecommunication links. We shall not be liable for any telephone costs, telecommunications costs or other costs that you may incur.
5. RULES ABOUT USE OF THE SERVICES AND THE SITES
5.1 Errors and omissions: We are not liable for errors or omissions if we have complied with the standards set out in Clause 3. We will use reasonable endeavours to correct any errors or omissions as soon as practicable after being notified of them. We reserve the right to change, modify, substitute, suspend or remove without notice any Services, information or listings of Goods on the Sites or forming part of the Services from time to time.
5.2 Viruses and similar stuff: We do not give any warranty that the Services or the Sites are free from viruses or anything else which may have a harmful effect on any technology.
5.3 Stopping access: Although we will try to allow uninterrupted access to the Services and the Sites, access to the Services and the Sites may be suspended, restricted or terminated at any time and for any reason. We also reserve the right to block access to and/or to edit or remove any material which in our reasonable opinion may give rise to a breach of any of the Agreement or otherwise.
5.4 Closing Accounts: We reserve the right to close your Account if you are violating the Agreement in any way (including if you are seen to be using proxy IPs – Internet Protocol addresses – to attempt to hide the use of multiple Accounts, or if you pretend to be located in a country different from where you actually reside, or if you disrupt the Sites or the Services in any way).
5.5 Multiple Accounts: You may not open multiple Accounts, whether to circumvent restrictions or otherwise. You may only open multiple Accounts if you have our express written permission to do so and only to the extent of that express permission. In any event, if you do use multiple Accounts, if we do take any action against you, you may have action taken against all of your Accounts.
5.6 Technology: We assume no responsibility for functionality which is dependent on your browser or other third party software to operate. We do not guarantee that the Sites or Services will support all browsers or mobiles or operating systems or that the Sites or Services will continue to support browsers or mobiles or operating systems currently supported.
5.7 Withdrawal: We may always, at any time, withdraw any information or any aspect of any of the Services at any time.
6. SUSPENSION AND TERMINATION
6.1 Suspension: If you use (or anyone other than you, with your permission uses) the Services or Sites in contravention of the Agreement, we may suspend your use of the Services and/or Site (in whole or in part). If we do this, we may refuse to restore the Services or Sites until we receive an assurance from you, in a form we deem acceptable, that there will be no further breach of the provisions of the Agreement, or indeed we may refuse to restore the Services or Sites at all.
6.2 Law Enforcement: We shall fully co-operate with any law enforcement authorities or court order requesting or directing us to disclose the identity or locate anyone in breach of the Agreement.
6.3 Particular reasons for suspension: Without limitation to anything else in this Clause 6, we shall be entitled immediately or at any time (in whole or in part) to: i) suspend the Services and/or Sites; ii) suspend your use of the Services and/or Site; iii) suspend the use of the Services and/or Sites for persons we believe to be connected (in whatever manner) to you; and/or iv) terminate the Agreement immediately if:
6.3.1 you commit any breach of the Agreement;
6.3.2 we suspect, on reasonable grounds, that you have, might or will commit a breach of the Agreement; or
6.3.3 we suspect, on reasonable grounds, that you may have committed or be committing any fraud against us or any person.
6.4 Termination by us: Notwithstanding anything else in this Clause 6, we may terminate the Agreement at any time. Your rights to terminate are set out in Clause 1.5.
6.5 Preservation of rights: Our right to terminate the Agreement shall not affect any other right or remedy we may have in respect of any breach or any rights, obligations or liabilities which have come about before termination.
7.1 Free … but we may charge at some future time: Use of much of the Services and Sites is currently free for users. However, we reserve the right to charge you in the future for certain services or impose charges for use of aspects of the Services that were previously free. Please note that you will always be clearly notified of any applicable charges before any such services can be selected or before any charges are levied.
7.2 Payments to third parties: You must transmit all payments due to Supermarkets and other third parties on the terms agreed with them and we shall have no responsibility for transmission of payments to them.
8. USER CONTENT
8.1 User Content: The Sites may provide Account holders and visitors to the Sites with various opportunities to submit or post reviews, opinions, advice, ratings, discussions, comments, messages, survey responses, and other communications, as well as files, images, photographs, video, sound recordings, musical works and other content (collectively, all of which we call “User Content”). User Content may be submitted or posted through forums, bulletin boards, discussion groups, chat rooms, surveys, blogs or other communication facilities that may be offered on, through, or in connection with the Sites or Services from time to time. You may be required to have an Account to submit User Content. You may also be required to have completed a certain transaction before being allowed to submit User Content.
8.2 Creator of the User Content: In contributing any User Content, you warrant and represent that you are the creator of the User Content, or if you are acting on behalf of the creator, that you have express, advance authority from the creator to submit or post the User Content, and that you have all rights necessary to grant the licences and grants set out in the Agreement in respect of that User Content. You further warrant and represent (or, if you are acting on behalf of the creator of the User Content, you have been assured that the creator warrants and represents) that the sharing of the User Content for the purposes you have selected will not violate or infringe any copyrights, trade marks or any other intellectual property rights or rights of third parties, including the rights of publicity or privacy.
8.3 Restrictions : You will not upload, post or otherwise make available on the Sites any material protected by copyright, trade mark or other proprietary right without the express permission of the owner of the copyright, trade mark or other proprietary right. We do not have any express burden or responsibility to provide you with indications, markings or anything else that may aid you in determining whether the material in question is copyrighted or trade marked. You will be solely liable for any damage resulting from any infringement of copyrights, trade marks, proprietary rights or any other harm resulting from such a submission. Other restrictions and forbidden activities you should be aware of are listed in Clause 4, below.
8.4 Use of User Content: We have the sole and absolute right, but not the obligation, to review, edit, post, refuse to post, remove and monitor any User Content. We further have the sole and absolute right, but not the obligation, to disclose the User Content and the circumstances surrounding its transmission to any third-party, at any time, for any reason, including to determine compliance with the Agreement and any operating rules established by us, as well as to satisfy any applicable law, regulation or authorised government request. Without limiting the foregoing, we also have the right to remove any material from the Sites and Services in our sole and absolute discretion. We assume no liability for any User Content or other information that appears or is removed from the Sites or elsewhere. We have no obligation to use User Content you provide and may not use it at all.
8.5 Modifying or removing User Content: In some circumstances and from time to time, it may be possible for you to modify or remove the User Content you submit or post. We make no warranty or representation that the User Content you modify or remove will be modified or removed from the Sites or elsewhere, or that the User Content will cease to appear on the Internet, in search engines, social media websites, or in any other form, media or technology.
8.6 Public Nature of User Content: You understand and agree that User Content is public. Any person (whether or not a user of the Sites or Services) may read User Content without your knowledge. Please do not include any additional personal information or any other information in your User Content unless you wish for it to be publicly disclosed. We are not responsible for the use or disclosure of any personal information or any other information that you disclose in connection with User Content.
8.7 Disclaimer: Any User Content of any kind made by you or any third party is made by the respective author or distributor and not by us. Other users may post User Content that is inaccurate, misleading or deceptive. We do not endorse and are not responsible for any User Content, and will not be liable to you or any other person for any loss or damage caused by your reliance on such User Content. User Content reflects the opinions of the person submitting it and may not reflect our opinion. We do not control or endorse any User Content, and specifically disclaim any liability concerning or relating to your contribution of, use of, or reliance on any User Content and any actions resulting from your participation in any part of the Sites or Services, including any objectionable User Content.
8.8 Grant: Some User Content you submit to us may be displayed or may give you the option to display it in connection with your personal information, or a portion of your personal information, including but not limited to your name, initials, username, social networking website user account name, image, likeness, preferences, voice and location. (For example, if you post a comment about something it may appear with your First name and surname or first name and the initial of your surname or another identifier.) You grant us a royalty-free, perpetual, irrevocable, sublicensable, fully paid-up, non-exclusive, transferrable, worldwide right to use, display, distribute, offer for sale and sell that personal information in connection with your User Content, whether the User Content appears alone or as part of other works, and in any form, media or technology, whether now known or later developed, and to sublicense such rights through multiple tiers of sub-licensees, all without compensation to you. However, we shall have no obligation to use your personal information in connection with any User Content.
8.9 Licence: As between you and us, you shall retain all of your ownership rights in and to the User Content you submit or post. However, by contributing User Content or other information on or through the Site, you grant us a royalty-free, perpetual, irrevocable, sublicensable, fully paid-up, non-exclusive, transferrable, worldwide right and license to use, reproduce, create derivative works from, publish, edit, translate, distribute, perform, display, transmit, offer for sale and sell the User Content alone or as part of other works in any form, media or technology, whether now known or later developed, and to sublicense such rights through multiple tiers of sub-licensees and without compensation to you. You waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding the User Content that you may have under any applicable law or under any legal theory. Our licence in any User Content or personal information submitted includes use for promotions, advertising, marketing, market research, feedback, quality control or any other lawful purpose.
8.10 Unsolicited Ideas: We do not accept or consider, directly or through any of our employees or agents, unsolicited ideas of any kind, including ideas or suggestions relating to new or improved products, enhancements, names or technologies, advertising and marketing campaigns, plans or other promotions. Do not send us (or any of our employees) any unsolicited ideas, suggestions, material, images or other work in any form (“Unsolicited Materials”). If you send us Unsolicited Materials, you understand and agree that the following terms will apply, notwithstanding any cover letter or other terms that accompany them:
8.10.1 we have no obligation to review any Unsolicited Materials, nor to keep any Unsolicited Materials confidential; and
8.10.2 we will own, and may use and redistribute Unsolicited Materials for any purpose, without restriction and free of any obligation to acknowledge or compensate you.
9. INTELLECTUAL PROPERTY RIGHTS
9.1 Our licence to you and our ownership: We grant you a limited, personal, non-transferable, non-exclusive, revocable licence to access and use the Sites pursuant to the Agreement and to any additional terms and policies set forth by us. All intellectual property rights (including all copyright, patents, trade marks, service marks, trade names, domain names, social media identifiers, designs, whether registered or unregistered) in the Sites and Services, (subject to Clause 9.4) materials, information and content on the Sites or accessed as part of the Services, any database operated by us, all the Sites’ design, text, graphics, software, photos, video, music, sound, data, all software compilations, underlying source code and software (including applets and scripts), and all their selection, coordination, arrangement and enhancement shall remain our property (or that of our licensors). You shall not, and shall not attempt to, obtain any ownership or title to any such property. All rights are reserved.
9.2 Restrictions: None of the material listed in Clause 9.1, in whole or in part, may be reproduced, distributed, copied, modified, distributed, published, downloaded, displayed, posted, performed or transmitted in any form or by any means, sold, rented, re-sold, licensed or sub-licensed, used to create derivative works, or in any way exploited without the prior express written permission of mySupermarket or the copyright owner, except as otherwise expressly stated under copyright law. You may, however, retrieve and display the content of the Sites on a computer screen, store such content in electronic form (but not on any server or other storage device connected to a network). You may not otherwise reproduce, modify, copy, distribute, display, perform or use for commercial purposes any of the materials, information or content on the Sites without our permission. If downloading, copying, redistribution, retransmission or publication of copyrighted material is permitted by law, you will make independent attribution and/or make no changes in or deletion of any author attribution, trade mark legend or copyright notice. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material. Any violation of these restrictions may result in a copyright, trade mark or other intellectual property right infringement that may subject you to civil and/or criminal penalties. In addition, you may not make any use that exceeds or violates the Agreement.
9.3 Trade Marks: “mySupermarket”, our logos and variations of it found on the Sites are registered or unregistered trade marks owned by us and all use of these marks inures to our benefit. Other marks on the Sites not owned by us may be under licence from the trade mark owner who owns them, in which case such licence is for our exclusive benefit and use unless otherwise stated, or may be the property of their respective owners. You may not use our names, logos, trade marks or brands without our express permission.
9.4 Content: Title, ownership rights and intellectual property rights in and to the content accessed using the Sites and Services are the property of us, the applicable content owner may be protected by applicable copyright, trade mark or other law. The Agreement gives you no rights to such content except for the licences we expressly grant you in the Agreement.
9.5 Moral rights: Except in respect of User Content, the authors of the literary and artistic works in the pages in the Sites have asserted their moral rights to be identified as the author of those works.
9.6 Material you post: Any material you transmit or post or submit to the Sites (or otherwise to us) shall be considered (and we may treat it as) non-confidential and non-proprietary, subject to Clause 8, our obligations under data protection legislation and subject to any payment details you provide for the purpose of making a payment. If for some reason, any part of that statement does not work as a matter of law, then for anything which you supply to us from whatever source (e.g. via email, the Sites or otherwise) you grant us a royalty-free, perpetual, irrevocable, sublicensable, fully paid-up, transferrable, non-exclusive right to use, copy, modify, adapt, translate, publish, distribute, display and perform world-wide any such material, and in any form, media or technology, whether now known or developed later, and to sublicense such rights through multiple tiers of sub-licensees, all without compensation to you, for the purpose of operating the Site and providing the Services.
9.7 No decompilation: You may not (and may not permit or facilitate any other person) to decompile, reverse engineer, disassemble or otherwise reduce any part of any of our software (including the Sites) to human-readable form. The interface information necessary to achieve interoperability of such software with independently created computer programs will be provided by us on request, on payment of our reasonable costs and expenses for procuring and supplying such information.
10.1 You shall indemnify us against each loss, liability or cost incurred by us arising out of any breach of the Agreement by you and also against any claims or legal proceedings arising from use of the Services and/or Sites through your password, which are brought or threatened against us by any person.
11. DATA PROTECTION
12. ADVERTISING AND SPONSORSHIP
12.1 We may place advertisements and/or display products or services which have been sponsored, in different locations on the Sites and at different points during use of the Services. These locations and points may change from time to time – but we will always clearly mark which products and services are advertisements (i.e. from persons other than us), so that it is clear to you which products and services are provided on an objective basis and which are not (i.e. the advertisements). You are free to select or click on advertised and sponsored products and services or not, as you see fit.
12.2 Any advertisements may be delivered on our behalf by a third party advertising company or affiliate network.
13.1 We may run competitions, free prize draws and/or other promotions on the Sites (each a “Promotion”). Any such Promotion will be subject to additional terms and conditions that will be made available to you at the relevant time.
13.2 We may also allow third parties to run Promotions on the Sites (“Third Party Promotions”). It will always be clear whether a relevant promotion is a Promotion or a Third Party Promotion. Third Party Promotions will be run by third parties unaffiliated to mySupermarket and such Third Party Promotions are not under our management or control. By entering or participating in any Third Party Promotion, you agree to be bound by the relevant terms and conditions of such Third Party Promotions provided by such third party. We do not endorse, sponsor or administer any such Third Party Promotion. We are not responsible for the provision of any prizes or winnings in any such Third Party Promotion. Any and all claims you have with respect to any such Third Party Promotion, any prizes you wish to claim with respect to any Third Party Promotion, and any notices that must be sent with respect to such Third Party Promotion, must be directed to the applicable third party managing that Third Party Promotion. We shall have no obligation to provide such third party with any claims or notices which you may send to us. Notwithstanding the foregoing, we specifically retain the right, at any time and without notice, to remove any Third Party Promotion from the Sites at any time and for any reason, without any liability to you or any third party.
14. LINKS TO AND FROM OTHER SITES
14.1 Where the Sites contain links to third party sites and to resources provided by third parties (together “Other Sites“), those Other Sites are merely linked to provide information only and are solely for your convenience. We have no control over, do not accept, and we assume no responsibility for Other Sites or for the content or products of Other Sites (including relating to social networking sites such as Facebook) and we accept no responsibility for any loss or damage that may arise from your use of them. If you decide to access any of the third party Sites linked to the Site, you do so entirely at your own risk.
15.1 Interpretation: In the Agreement:
15.1.1 The word “person” includes natural persons (i.e. people!), partnerships, limited liability partnerships, bodies corporate and unincorporated associations of persons;
15.1.2 clause headings (and clause “shoulder notes” – like the word “Interpretation” at the start of this Clause) are purely for ease of reference and do not form part of or affect the interpretation of the Agreement; and
15.1.3 references to “include” and “including” shall be deemed to mean respectively “include(s) without limitation” and “including without limitation”.
15.2 No partnership/agency: Nothing in the Agreement shall be construed to create a joint venture, partnership or agency relationship between you and us and neither you or us shall have the right or authority to incur any liability debt or cost or enter into any contracts or other arrangements in the name of or on behalf of the other.
15.3 No other terms: Except as expressly stated in the Agreement, all warranties, conditions and other terms, whether express or implied, by statute, common law or otherwise are hereby excluded to the fullest extent permitted by law.
15.4 Assignment: You may not assign or delegate or otherwise deal with all or any of your rights or obligations under the Agreement. We shall have the right to assign or otherwise delegate all or any of our rights or obligations under the Agreement to any person.
15.5 Events beyond our reasonable control: We shall not be liable for any breach of our obligations under the Agreement where we are hindered or prevented from carrying out our obligations by any cause outside our reasonable control.
15.6 No waiver: No waiver by us of any default of yours under the Agreement shall operate or be taken as a waiver by us of any future defaults, whether of a like or different character. No granting of time or other forbearance or indulgence by us to you shall in any way release, discharge or otherwise affect your liability under the Agreement.
15.7 Severability: If any provision of the Agreement is held to be unlawful, invalid or unenforceable, that provision shall be deemed severed and, where capable, the validity and enforceability of the remaining provisions of the Agreement shall not be affected.
15.8 Notices: Unless otherwise stated within the Agreement, notices to be given to either party shall be in writing and shall be delivered by hand, electronic mail (other than, if you are sending a notice to us for the purpose of legal process) sent by fax or pre-paid post to you at any contact address supplied to us; or to us at our registered office.
15.9 No Third party rights: All provisions of the Agreement apply equally to and are for the benefit of the us and third party content providers (as against you) and licensors (as against you) and each shall have the right to assert and enforce such provisions directly or on its own behalf as against you (but not us) (save that the Agreement may be varied or rescinded without the consent of those parties). Subject to the previous sentence, no term of the Agreement is otherwise enforceable by any person who is not a party to it. This means that other than as set out in the first sentence above, you and us are the only people who can enforce the terms of the Agreement.
15.10 Survival: In any event, the provisions of Clauses 1 (SOME BASICS ABOUT US AND THESE TERMS), 2 (REGISTRATION, YOUR ACCOUNT AND EMAILS), 3 (STANDARDS AND OUR LIMITATION OF OUR LIABILITY), 5 (RULES ABOUT USE OF THE SERVICES AND THE SITES), 8 (USER CONTENT), 9 (INTELLECTUAL PROPERTY RIGHTS), 10 (INDEMNITY), 11 (DATA PROTECTION), 14 (LINKS TO AND FROM OTHER SITES) and 15 (GENERAL), together with those provisions that either are expressed to survive its expiry or termination or from their nature or context it is contemplated that they are to survive such termination, shall survive termination of the Agreement. If you use the Services or Sites again, then the provisions of the Agreement that then apply will govern your re-use of the Services or Sites.
15.11 Governing law: We will do our best to resolve any disputes about the Agreement. If you wish to bring a legal claim against us, you must do so within the English courts. If you live in England and Wales, the laws of England shall apply; if you live in Scotland, then Scottish law shall apply; if you live in Northern Ireland, then Northern Irish law shall apply. The previous sentence applies to all non-contractual relationships between you and us.
16. WHO WE ARE – SO YOU DON’T FORGET
16.1 The Sites and Services are owned and operated by mySupermarket Ltd, a company registered in England and Wales whose registered office is at Lower Ground Floor, 1 Great Cumberland Place, London W1H 7AP, England. If you have any queries, please contact Customer Services at support@mySupermarket.co.uk.
Our Company Registration No. is 5920495 and our VAT Registration No. is 974 0437 10.