Terms and Conditions
By submitting Indirectchannel’s buyguide Sales Lead Registration ("Order Form"), the person or entity named in the Order Form ("the Company") agrees to the Terms and Conditions. These Terms and Conditions, together with the Order Form, comprise the entire agreement ("Agreement") between the Company and Indirectchannel Ltd. ("Indirectchannel").
1.1 Supplier Database. Indirectchannel authorizes the inclusion of vendors in its supplier database, accessible to Indirectchannel users through Indirectchannel’s websites ("the Web Sites"), in accordance with these Terms and Conditions. By submitting the Order Form, the Company requests that Indirectchannel include information about the Company (an "Entry") in its supplier database. Indirectchannel reserves the right to refuse any such request or to cancel any Entry for failure to fulfill the obligations set forth in these Terms and Conditions. Indirectchannel will be bound by these Terms and Conditions only if it agrees to include the Entry in its supplier database and in fact includes the Entry. If Indirectchannel does not include the Entry, it will refund the money (if any) the Company previously paid for such Entry.
1.2 Entry Contents. The Entry will consist of the information provided to Indirectchannel on the Order Form. The Company agrees to provide true, accurate, current, and complete information about the company\'s business as prompted in the registration process. Failure to provide such information will result in Indirectchannel denying, suspending, or terminating the Company\'s Service. Indirectchannel reserves the right to check all public records with regards to the Company as part of our application process. In addition, by accepting these terms and conditions, the Company is authorizing Indirectchannel to contact any and all credit reporting services for credit verification. In the event that negative information is found regarding the Company through our searches, Indirectchannel reserves the right to reject the Company\'s application to be a supplier in our program.
By submitting the attached Order Form, the Company grants permission for Indirectchannel to electronically display the Company name to individuals who submit a Request-for-Quote on the Web Sites and who are matched to the Company and for whom the Company is sent the lead. The Company will promptly inform Indirectchannel of any changes in factual information or links contained in the Order Form. Requested changes to the Order Form will be subject to approval by Indirectchannel. Approved changes will be applied prospectively and in no case will be retroactive. Indirectchannel reserves the right to change the style, form, content and appearance of the Web Sites at any time.
1.3 Listing Service. After inclusion of the Entry in the supplier database, the Company may access its Online Profile Management and fill in the marketing profile information that is part of the Indirectchannel listing service ("Listing"). The Listing the Company provides will be displayed to users who use the web sites. The Company has the option to opt-out of having the Listing, with the exception of the Company name and Company description, which will always be displayed in accordance with these Terms and Conditions. Indirectchannel reserves the right to independently review and approve the Listing and reserves the right to refuse any Listing request or to cancel any Listing for any reason at any time. Indirectchannel will be bound by these Terms and Conditions only if it agrees to publish the Listing and in fact electronically publishes the Listing.
The Company will promptly inform Indirectchannel of any changes in factual information contained in the Listing. The Listing and any changes thereto will be subject to approval by Indirectchannel. Approved changes will be made according to Indirectchannel\'s regular update schedule and will be applied prospectively and in no case will be retroactive.
1.4 Request-for-Quotes. After inclusion of the Entry in the supplier database, Indirectchannel will send you via e-mail any customer Request-for-Quotes made through the Web Site. We will send you only requests from buyers who match your profile, as listed in this Order Form. The Request-for-Quotes will contain the following contact information for that customer: name, phone number, and e-mail address. The Company agrees to respond to every Request-for-Quote within two (2) business days. The Company agrees not to distribute or re-sell Request-for-Quotes to any third party, without express written permission from Indirectchannel. Indirectchannel is not responsible for any failure to receive the Request-for-Quotes due to spam filters, address-book filters, filters imposed by internet service providers, or failure on the part of the Company\'s email servers or internet service provider to deliver the Request-for-Quotes. The Company shall contact the customer and use the Request-for-Quote only for purposes directly related to the Request-for-Quote. The Company may not add information from the Request-for-Quote to any newsletter, magazine, or communication subscription without first obtaining an independent opt-in request from the customer. The Company may not respond to any Request-for-Quote for purposes of cross-selling other products and services not sold by the Company.
The Company agrees not to submit a Request-for-Quote, using any Indirectchannel website within any category in which the Company\'s products are also offered.
Any other language in this agreement notwithstanding, Indirectchannel shall have the right to withhold the forwarding of any Request-for-Quotes to Company for any reason, including but not limited to the fact that Indirectchannel may, in its sole discretion (which shall be deemed conclusive), determine that a given category or region of the country has become fully "saturated" with an excess number of suppliers. Should this be the case, Company will be charged by Indirectchannel only for those Request-for-Quotes that are actually forwarded to Company by Indirectchannel.
1.5 Use of Indirectchannel Name and Logo. The Company is permitted to use the Indirectchannel name only for purposes of identifying to the customer where the Request-for-Quote originated. The Company will not use the Indirectchannel name, logo, or other intellectual property for any other purpose. The Company will not say anything to customers or any third party to suggest that it is acting on behalf of Indirectchannel or that Indirectchannel has approved of or endorsed its products or services.
2.1 Fees. Indirectchannel will separately charge the Company for any Request-for Quotes and Marketing or Admin Membership Fees (if applicable), for Request-for-Quotes sent to the Company and clicks (if applicable) received by the company respectively. Where applicable, a per click charge will refer to clicks on The Company listing and The Company will only be charged for one click, even if a user clicks more than once on any part of the Company’s Listing. Indirectchannel is not responsible for any failure to receive the Request-for-Quotes due to spam filters, address-book filters, filters imposed by internet service providers, or failure on the part of the Company\'s email servers or internet service provider to deliver the Request-for-Quotes. All Fees shall be charged to Company via the credit or debit card specified in the Order Form (or such other credit or debit card as may be requested by Company to be charged from time to time). Alternatively, the Company may request to pay all fees via Direct Debit or other methods such as bank transfer (BACs).
If fees are to be paid by credit or debit card, Company authorizes Indirectchannel to debit their credit or debit card each time the value of the service we deliver reaches or exceeds an amount that we agree with the Company, until the Company instructs us otherwise. If fees are to be paid by Direct Debit, Company authorizes Indirectchannel to debit their bank account each time the value of the service we deliver reaches or exceeds the lowest value of a service that can be delivered by Indirectchannel or an amount that we agree with the Company. Indirectchannel will collect direct debit payments on or around the 10th day after the invoice date. All other methods of payment require fees to be paid on presentation of our invoice unless other payment terms have been agreed.
By completing the information on the Order Form, you authorize such Fees to be charged and represent and warrant that you are empowered by Company to bind Company to said obligations. In addition, Company hereby authorizes Indirectchannel to charge Company through their authorised payment process (credit or debit card, or Direct Debit through their bank account) for any and all amounts previously invoiced to Company by Indirectchannel and which remain unpaid as of the effective date of this Order Form. All invoices and statements will be sent directly via email. Unless payment has already been made, payment is due upon receipt of the invoice or statement. If you have any questions regarding charges to your account, you must notify Indirectchannel immediately. During any pilot program or special promotion, annual fees, marketing or admin membership fees and account set-up fees may be waived by prior agreement for participants. Such fees may also be waived for pilot and promotions participants after the pilot or promotion, if participants subsequently join one of our standard programs. Otherwise, Indirectchannel will charge the Company a non-refundable setup fee, marketing or admin membership fee. The first such fee will be charged upon registration or after any promotional period.
You must provide Indirectchannel with accurate and complete billing information. Any changes to this information must be reported to Indirectchannel within three (3) days of the change. If an invoice remains unpaid past its due date or if a charge fails or is disapproved by the financial institution, your financial institution may notify you and Indirectchannel will endeavour to notify you via email regarding this, and you must ensure that the invoice is paid. If the payment is not made within seven (7) days of the invoice date, Indirectchannel reserves the right to charge an administrative fee in the amount of forty pounds (£40) and to pursue any other available remedy. Indirectchannel is not responsible for any charges or expenses (e.g. for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by Indirectchannel.
2.2 Credit Procedure. At Indirectchannel\'s sole discretion, the Company\'s account may be credited for a Request-for-Quote Fee previously charged to the Company\'s account for any Request-for-Quote that: (a) is not submitted by a business customer; (b) is submitted by a competitor advertising in the same category at the time the Request for Quote was made; (c) is not submitted for a product or service category specified in the Order Form, and does not lead to discussions regarding the sale of the Company’s products or services; (d) is submitted outside the service territory specified on the Order Form; or (e) is delivered to the Company more than two (2) business days after the request was submitted. In order to be eligible to receive a credit for any Request-for-Quote for which the company believes it is entitled to receive a credit based on the above criteria, the Company\'s account with Indirectchannel must be current (i.e. no "past due" balances or outstanding invoices), The Company must request a credit on-line at http://commsbuyguide.co.uk/index.php?stage=user&mode=contact or by emailing email@example.com within seven (7) days of dispatch by Indirectchannel of the lead.
2.3 Credit Issuance. Requests for credit that are submitted during the month in which the Request-for-Quote was generated, and that are approved for credit by Indirectchannel before payments are due and before payments have been processed, will be processed immediately, and neither your credit card or debit card will be charged. Requests for credit that are submitted and approved after billing statements are issued, will be credited in a billing statement in the following month.
2.4 Fees Subject to Change. The Fees set forth in the Order Form are subject to change. Indirectchannel will notify the Company of any applicable rate change at least thirty (30) days before the change comes into effect.
2.5 Nonpayment. In the event of non-payment, Indirectchannel reserves the right to suspend or terminate the Company\'s account until such charges are paid. It may also charge interest on balances unpaid for more than thirty (30) days, in which case interest charges will accrue from the last day of the statement period with respect to any unpaid invoice. If the company has been offered a promotion, such as a zero setup fee or zero membership fees, in the event of non-payment of invoices, all such fees become immediately payable. Any changes to the Company\'s credit card information provided on the Order Form must be reported to Indirectchannel within three (3) days of the change. If the credit card is disapproved by the issuing institution, the Company will still be responsible for any previous or current charges. Indirectchannel is not responsible for any charges or expenses (e.g. for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by Indirectchannel. The Company agrees to pay all collection and/or court costs incurred by Indirectchannel in its effort to collect any unpaid balance due to Indirectchannel if Indirectchannel refers Company\'s account to collection, subject to the laws governing these transactions.
2.6 No Obligation Trial.
Indirectchannel may at its own discretion offer a no obligation trial for 14 days. If Indirectchannel invites the Company to take part in a no obligation trial, the Company will not be obliged to pay Indirectchannel’s Request for Quotes and Marketing fees that would normally be payable, during the 14 day trial period, unless it continues to use Indirect channel’s service after the 14 day trial period. If the Company has been invited to take part in a no obligation trial, the Company may cancel this agreement at any time before the end of the 14 day period. Notification to cancel this agreement must be made in writing to firstname.lastname@example.org. To continue using Indirectchannel’s service after the 14 day trial, no further action is required from the Company.
The company is under no obligation to continue to use the Service and is not required to pay fees for the service unless it continues to use the service after the no obligation trial period. If the Company continues to use the service and does not terminate this agreement before the end of the No Obligation Trial, the Company shall be obliged to pay fees for the Service from the start date of the No Obligation Trial period. No notice period is required if the Company wishes to cease to take part in the No Obligation Trial before the end of the 14 day trial period.
3. Account Password and Security
In order to access their account information online, the Company will select a sign in e-mail and password. The Company will be responsible for maintaining the confidentiality of the user name and password, and will be fully responsible for all activities that occur under the user name and password. The Company agrees to immediately notify Indirectchannel of any unauthorized use of the user name or password or any other breach of security. Indirectchannel cannot and will not be liable for any loss or damage arising from Company\'s failure to comply with this section.
The effective date of this agreement is the date of activation of the Company\'s account. Indirectchannel may terminate this Agreement at any time. The Company may terminate this Agreement by giving 30 days’ written notice of cancellation to Indirectchannel at customercare@Indirectchannel.com. During this notification period, the Company shall continue to pay fees for all services that are provided under the terms of this agreement. Within thirty (30) days of receipt of such notice, Indirectchannel will close the Company\'s account, will charge the Company\'s credit card and/or its designated direct debit bank account and/or issue invoices for any outstanding Fees, and will send the Company a final statement. Any requests for credits pursuant to paragraph 2.2 of this Agreement must be submitted within five (5) business days of the Company\'s notice of intent to terminate.
5. Representations and Warranties
The Company represents and warrants that: (1) all of the information provided to Indirectchannel is truthful and not misleading, fraudulent, defamatory, libelous, threatening, harassing, or obscene; (2) the Company is authorized to provide the services and products set forth in the Order Form; (3) the Company has the right to use each copyright, trademark, trade name, service mark, graphic, photograph, or any other intellectual property in the way it is used under this Agreement; and (4) any advertising copy and any linked advertising comply with all applicable laws and regulations.
The Company agrees to pay any damages or expenses incurred by Indirectchannel, including all legal fees and expenses, resulting from claims brought by other parties regarding the inclusion of the Entry, or as a result of a breach of these Terms and Conditions. This provision shall survive the Term of this Agreement.
7.1 Warranties. Indirectchannel makes no express or implied warranties, representations, or endorsements whatsoever (including, without limitation, warranties of title or non-infringement or the implied warranties of merchantability or fitness for a particular purpose) with respect to the Web Site, any merchandise, information, or services provided through the Web Site, or the accuracy or results obtained from the use of any information or services provided through the Web Site.
7.2 Indirectchannel is a Conduit. Indirectchannel is not involved in any actual transactions between buyers and suppliers through the Request-for-Quote programs. Thus, Indirectchannel has no control over the ability of buyers to purchase items or qualify for leases, finance and other forms of credit. Indirectchannel cannot and does not control whether or not buyers will complete the purchase of items for which they have requested proposals or quotes. Because obtaining a guarantee of user authentication on the Internet or by phone is difficult, Indirectchannel cannot and does not guarantee that each buyer or supplier is who they profess or claim to be. Buyers and suppliers will be able to communicate directly with each other before any transaction is complete. In the event the Company has a dispute with one or more buyers, the Company releases Indirectchannel and its agents and employees from any claims, demands, and/or damages arising out of or in any way connected with that dispute.
8. Limitation of Liability
IN NO EVENT WILL INDIRECTCHANNEL OR ITS AGENTS BE LIABLE FOR ANY DAMAGES CAUSED BY ANY ON-LINE SERVICE, QUOTE PROVIDED BY COMPANY TO A BUYER, TRANSMISSION, COMMUNICATIONS, OR COMPUTER SYSTEM FAILURE. IN NO EVENT WILL INDIRECTCHANNEL OR ITS AGENTS BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR OTHER DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUES, PROFITS OR DATA OR THE COST OF OTHER FORMS OF ADVERTISING. IN NO EVENT WILL THE TOTAL LIABILITY OF INDIRECTCHANNEL EXCEED THE AMOUNT OF FEES PAID UNDER THIS AGREEMENT FOR THE PRIOR TWELVE (12) MONTH PERIOD.
Indirectchannel does not approve of, or endorse, any product or service by electronically publishing the Listing. Indirectchannel may publish Listings for any other person at any time, except as expressly set forth in the attached Order Form. Indirectchannel reserves the right to change the style, form, content and appearance of the Web Site at any time. The Company and Indirectchannel are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement. These Terms and Conditions shall be governed by and interpreted according to the laws of the United Kingdom. If any provision of this Agreement shall be declared void or unenforceable by any judicial or administrative authority, the validity of any other provisions and of the entire Agreement shall not be affected thereby. No waiver of any default in performance of this Agreement by either party, or waiver of any breach or a series of breaches of any of the terms, covenants or conditions of this Agreement shall constitute a waiver of any subsequent breach or a waiver of such terms, covenants or conditions. Headings herein are for convenience of reference only and shall not be considered in any interpretation of this Agreement. These Terms and Conditions, the Order Form, and the Listing Form describe the entire Agreement between Indirectchannel and the Company and supersede any other verbal or written agreements regarding the subject matter of this Agreement. This Agreement shall survive any change in ownership on the part of the Company.
Still have questions? Contact our customer care department at customercare@Indirectchannel.com