Marketplace Terms & Conditions
1. DEFINITIONS USED IN THESE TERMS AND CONDITIONS
"Applicable Laws" means any and all applicable law, statute, bye-law, regulation, order, regulatory policy, guidance or industry code, rule of court or directive or requirements or notice of any regulatory body, delegated or subordinate legislation
"Business Day" means a day other than a Saturday, Sunday or public holiday on which the clearing banks are open for business in London.
"Buyer" means a person who is user of the Marketplace and who makes one or more purchases through the Marketplace;
"Catalogue" means the list of items, and the data describing items, which are offered for sale in the Marketplace and their attributes including images;
"Force Majeure Event" means, in respect of any party, any event or occurrence outside the control of that party and which could not reasonably have been anticipated and avoided;
"ASN" means Audi-Sport.net and its affiliates and associated companies;
"ASN Mail" means an email service enabling Sellers and Buyers to send emails to each other after an order has been placed;
"Guest" means a Buyer who is not registered as a User;
"Intellectual Property Rights" means all intellectual property rights in any part of the world including without limitation patents (including supplementary protection certificates), database rights, copyright, design rights (whether registered or unregistered), trade marks (whether registered or unregistered), rights in business and trade names, rights in domain names, rights in confidential information and know-how, and all other similar rights, together with the right to apply for the protection of any such rights and "Intellectual Property" shall be interpreted accordingly as being any property over which such rights exist;
"Listing" means an invitation to treat made by a Seller in respect of a Catalogue item;
"Marketplace" or "ASN Marketplace" means the virtual marketplace accessed via the Website which Audi-Sport.net operates to facilitate transactions between Sellers and Buyers for the selling and buying of Catalogue items;
"Offer" means an invitation to treat for a specific item as set out in a Listing and may include terms specified by the Seller such as description, price, condition, delivery options etc as well as these Marketplace Terms and Conditions and does not mean an offer to sell which is capable of acceptance. The Buyer's Order is an offer to buy as is generally understood in the context of offer and acceptance being the basis of contract formation;
"Order" means a offer to buy made by a Buyer in respect of a Listing which is capable of acceptance by the Seller;
"Personal Data" means data about a living individual from which that individual can be identified, as defined in the Data Protection Act 1998;
"Product" means the generic term for an item. For example if a console of a type known as XYZ is Listed the term XYZ will relate to all items Listed of that type and not just to the specific item under that Listing. There may therefore be multiple items Listed all of which are described as the same Product..If however there is more than one version of XYZ each version will be a separate Product;
"Prohibited Items" means the items in this list;
"Restricted Items" means the items in this list;
"Rewards Points" means points held by you in the ASN Rewards scheme;
"Terms and Conditions" means these terms and conditions for Buyers as may be amended from time to time;
"Seller" means a third party who is registered to sell items through the Marketplace to Buyers;
"Seller Store" means a Seller's Listings and other presence in the Marketplace;
"Users" means those persons who use the Marketplace and includes Buyers and Sellers, and User means one of the Users as the context requires;
"Website" means the website with URL www.audi-sport.net through which the Marketplace is accessed and at which an applicant can register to become a User as Buyer or Seller or both;
2. ROLES AND RELATIONSHIPS BETWEEN PARTIES USING THE ASN MARKETPLACE
2.1 ASN's role is to facilitate transactions between Sellers and Buyers through provision of the Marketplace. ASN is not a party to any contract of sale between a Seller and a Buyer conducted in the Marketplace and where a Seller and a Buyer agree to a sale and purchase in the Marketplace the contract of sale is established directly between the Seller and the Buyer when the Seller accepts the Buyer's offer to buy.
2.2 ASN will process payments made by Buyers in respect of transactions made in the Marketplace and pass such payment to the relevant Sellers on the Buyers' behalf in accordance with the terms set out herein and in the Seller terms and conditions.
2.3 The responsibility for compliance and enforcement of all obligations under the contract of sale between the Buyer and Seller is between those parties.
2.4 Should a dispute arise between Buyer and Seller they should use their best efforts to resolve that dispute between them and all complaints and queries with respect to a transaction should be directed to the other party involved using the "ASN Mail" system. ASN has no obligation to mediate between the parties or to enforce any contract. ASN may however, at its discretion, intervene in some circumstances.
2.5 ASN reserves the right to remove, delay, suspend or terminate any transaction or Listing at our discretion if we believe that either the Seller or the Buyer is in breach of the applicable terms and conditions.
2.6 ASN owns the Website and operates the Marketplace using technology which ASN either owns or to which it holds a licence from the owner of that technology. Buyers are granted a limited non-transferable license from ASN to make use of the Website, including the Marketplace, subject to these Terms and Conditions. The license granted to Buyers expressly excludes modifying, distributing, copying, republishing or making any derivative of the Website or the Marketplace services; any framing or using framing techniques to enclose any trademark, logo or other proprietary content or Intellectual Property (including images, text, page layout or form) of the ASN; using any meta tags or other "hidden text" incorporating any of the ASN Group's Intellectual Property; any unauthorised collection and use of other Buyers' e-mail addresses or other information, ratings, feedback or Listings, or any data extraction or data mining whatsoever.
2.7 ASN has the right to design, vary and otherwise to determine the content, appearance, design, look and feel, functionality and all other aspects of the Marketplace.
2.8 ASN reserves the right to discontinue the Marketplace, to terminate the registration of any User and to remove any Listing at its sole discretion.
3. GENERAL TERMS AND CONDITIONS APPLICABLE TO ALL USERS Registration
3.1 You will not be able to use the Marketplace until you have: accepted without change these Terms and Conditions; and agreed to comply with the obligations that they place upon you as Buyer be each and every time that you buy anything using the Marketplace or otherwise use the Marketplace, including when you place an order as a Buyer. If you do not accept these Terms and Conditions you may not register for or access the ASN Marketplace or use any of the related services.
3.2 If you register as an individual and not as a business or seek to make a purchase as a Guest we will require you to provide certain Personal Data including your real name (or in the case of a business entity the business name), a street address at which you are resident, a phone number on which you can be contacted, an email address that you access regularly, details of a bank account acceptable to ASN. Any information that you provide to us whether as part of the registration process or otherwise must be truthful, correct and complete. You promise that it is correct at the time you provide it and that you will update it immediately if any part of this information changes.
3.3 The use of the ASN Marketplace services is limited to Buyers and Sellers that can lawfully enter into contracts under the laws England and Wales as well as those of their country of residence, including such restrictions, including but not limited to age restrictions, as Applicable Law imposes.
3.4 If you are under 18 years of age you must obtain the consent of your parent or guardian before registering.
3.5 You must at all times when using the ASN Marketplace remain courteous to other Buyers and Sellers and refrain from being abusive, from making any defamatory statements about any person (whether a User or otherwise) and from breaching any person's Intellectual Property Rights.
3.6 When you register as a User you will be required to set a password for your account. This is for your security. You must at all times keep your password secret and secure and you should not under any circumstances disclose this information to any other person. You are responsible for any use made of your account and for any activity on your account or in the Marketplace in general using your log-in and/or password details whether or not you have authorised such activity. If therefore you have any reason to believe that your password has been compromised or become known to anyone else you must change it immediately for your own protection. You should always use a strong password incorporating both letters and numbers as well as upper and lower case characters and should not choose a password that is easy to guess.
3.7 We reserve the right at our sole discretion, to reject any application from a Buyer to register to use the Marketplace, or to suspend or remove any such registration, or to disallow purchase as a Guest where we believe that such refusal or suspension or removal or disallowance is in our interests or in the interests of any other User or of the Marketplace or Website in general. ASN shall not be required to give reasons for any such refusal, removal, suspension or disallowance. Payments
3.8 All payments relating to the purchase or sale of an item by a Buyer and Seller must be handled by us. You agree not to buy items listed in the Marketplace through any other payment method, including without limitation personal cheque or money transfer.
3.9 Buyers agree to pay in pounds sterling (£).
3.10 All Listings shall show clearly the price of the listed item as well as any delivery charges that apply.
3.11 We will debit your card or chosen method of payment at the time you place an order for an item.
3.12 If your card issuer declines payment the order will be cancelled.
3.13 If the Seller does not accept the order, you will be issued with a refund.
3.14 The price of any items sold on ASN Marketplace is the amount due for the sale regardless of Buyer location and includes, where appropriate, VAT and other indirect taxes which may be applicable in the case of Buyers located within the European Union. In the case of Buyers located outside the European Union the Buyer will be liable for any additional import taxes or duties imposed by the applicable tax authorities in their country. Such tax authorities may require payment of such taxes or duties before of the items purchased. Prohibited and Restricted Items, Unlawful Use, and Malicious or Damaging Content
3.15 You may not buy any Prohibited Items or Restricted Items or items whose sale, distribution, offering, import or export is prohibited or restricted by any Applicable Laws in England and Wales or in the Buyer's country of residence or the Seller's country of domicile or any other country where delivery takes place. You are responsible, along with the Seller for checking whether any such restrictions apply to the items you intend to buy and for the legal consequences of any breach of such Applicable Laws.
3.16 You are responsible for all electronic communications and content sent from your computer, mobile device or other internet access device using your log-in details whether or not actually performed by you.
3.17 You must not use the Marketplace or any of our services for any activity that is unlawful under any Applicable Laws.
3.18 You must not use our services to send, distribute or otherwise divulge any material that is illegal, objectionable, misleading, false, defamatory, obscene, menacing, otherwise injurious or in breach of third parties' privacy or any Intellectual Property Rights of any third party.
3.19 You must not do or omit to do anything that causes the Website, the Marketplace or any of our other services to be interrupted, damaged or impaired.
3.20 You agree that you will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure or that amounts to a denial of service attack.
3.21 You must not send, distribute or use any material that contains viruses, malicious code, commercial solicitation (including URLs for websites other than those of ASN), adwares, chain letters, mass mailings or any spam.
3.22 In the event that you notice any content or material that you believe may be in breach of these Terms and Conditions, please notify us immediately through www.audi-sport.net. We will make reasonable endeavours to investigate and, if we deem it appropriate at our sole discretion, may remove the content or material complained of within a reasonable time.
3.23 You may not transfer your account to another party without our prior consent. Use of Data
3.24 We collect and analyse data about Buyers and Sellers in order to provide a safe and efficient shopping environment for all users of the Marketplace. Examples of the data we may collect and analyse include the internet protocol (IP) address used to connect your computer to the Internet, login, e-mail address, password, computer and connection information such as browser type and version, your operating system and platform, purchase history, the full Uniform Resource Locators (URL) clickstream to, through and from our Website (including date and time), cookie number, items you viewed or searched for, your purchase history and any phone number used to call our customer services number. In using the Marketplace to buy items you accept that your Personal Data may be used for such purposes. Our full Privacy Policy can be found here.
3.25 Information you provide may be shared amongst the members of the ASN Group for such reasons as laid out in section 3.23 and may if necessary be passed to a member of the ASN out of the European Economic Area for this purpose. Your Personal Data will never be passed to any third party companies except as set out in this section 3.24 and 3.25 below.
3.26 Whilst it is expected that all communications between Buyers and Sellers will be through the Marketplace using ASN Mail circumstances may arise where direct communication between Buyer and Seller is required. Whilst we would not in the normal course of events do so in such circumstances information that you provide may be passed on to Sellers if required to facilitate resolution of a dispute. You consent to this and accept that your Personal Data may be used for such purposes.
3.27 Buyers and Sellers must use each other's data only for the purpose of completing the transaction for which it is received, including sending dispatch notifications and communication about the transaction or resolving any dispute. The data must not be subsequently stored nor may it be passed on to any third party.
3.28 Sellers agree in the terms and conditions for Sellers not to use Buyers' e-mail addresses or any other information collected in the course of a transaction to send marketing e-mails or other similar materials directly to Buyers. By subscribing to our mailing lists, Buyers agree that they may be contacted by us regarding goods and services made available on or in connection with the Website.
3.29 You have the right to access your stored data, to rectify them if required and to object to the storage of your data but any such objection may affect the functionality available to you via the Marketplace. Intellectual property
3.30 All content, including without limitation graphics, logos, button icons, text, images, audio clips, digital downloads, data compilations and software (which may also belong to our software suppliers), provided by us on the Website is the exclusive property of the ASN Group or its licensors, and is protected by English and international intellectual property laws.
3.31 You may not buy items that infringe our or another party's copyright, patent, trademark, design right, database right, or other Intellectual Property Right or other proprietary right (e.g. pirated software, CDs, videos and DVDs and OEM software).
3.32 You are not allowed to copy, reproduce, modify, create derivative works from, extract or utilise parts of the contents of the Website without our express written consent. The use of data mining, robots, any software or similar data gathering and extraction tools to extract for re-utilisation of any substantial parts of the Website constitutes a violation of our copyrights and other Intellectual Property Rights.
3.33 You are not allowed to imitate or use the Marketplace or the Website's presentation and structure, create and/or publish your own database that features substantial parts (e.g. prices and item Listings) of the Website without our express written consent.
3.34 If you believe that any of the content appearing on a Seller's Store may constitute infringement of your Intellectual Property Rights ("IPR Claim"), please notify us in writing. Upon receiving notification of an IPR Claim, we will make reasonable endeavours to investigate and/or remove the content or material within a reasonable time. Such steps are taken without any admission as to liability and without prejudice to the ASN Group's rights, remedies and defences, all of which are expressly reserved. You agree to indemnify the ASN for all claims brought by a third party against any entity within the ASN arising out of or in connection with the submission of an IPR Claim by you or against you.
Rating System
3.35 The Marketplace provides a five star rating system under which Buyers can express their views on each item itself
3.36 Users promise that ratings are given in good faith and acknowledge that any review, feedback or rating may be published on the Website and made available for viewing by other Users. We may at our discretion display such rating information and comments for as long as we deem appropriate and may remove any rating or comment that we deem inappropriate.
3.37 ASN is not responsible for any ratings or comments published on the Website and does not moderate, filter or monitor ratings in real time or before they appear on the Marketplace. You release us from and waive all rights against us in respect of any liability arising out of or in connection with the publication of any rating or comment about you in the rating system.
3.38 You agree to indemnify and hold ASN harmless against any claim or action brought by third parties arising out of or in connection with any material posted by you on the Website, including the violation of their privacy or Intellectual Property Rights.
3.39 Good ratings indicate a high quality and trustworthy marketplace. If an item's rating score drops below acceptable levels we reserve the right to suspend or terminate the Seller's account to protect our interests and reputation as well as those of Buyers and other Sellers on the Marketplace.
3.40 If a User considers the feedback left by another User to be unfair or defamatory, it can request for it to be removed by us. ASN may consider, at its sole discretion, removing ratings and comments from the Marketplace if for example it contains obscene language or profanity, is abusive, is irrelevant or illogical or does not make sense, does not relate to the other User in a transaction, contains personal information, is unreasonable or in any other way it is deemed by ASN to be inappropriate.
3.41 Sellers may not rate any item offered for sale by them on the Marketplace. It is important to Buyer confidence that the rating system can be relied upon and improper use or any attempt to manipulate the rating system by Users will be treated very seriously. We reserve the right to suspend or terminate a User's account immediately if we have reasonable grounds to believe that they have directly or via a third party manipulated or attempted to manipulate ratings.
Velocity and other Limitations
3.42 For both Sellers and Buyers ASN sets limits on the value and number of transactions any User can make within a set time period. We refer to these as "Velocity Limits". This is a security measure for the protection of all parties against fraud. We do not disclose individual Velocity Limits or the method of calculation of them. They are not the same thing as financial limits or credit limits set by card providers on credit cards.
3.43 ASN may, at its sole discretion, apply limits to any User account in respect of the overall account or to individual transactions. Such limits may relate to number of transactions or their values.
4. ADDITIONALTERMS AND CONDITIONS SPECIFIC TO BUYERS Registration
4.1 To purchase an item on ASN Marketplace, you may register as a Buyer on the Website. The information you must provide to us to register includes your name, address, telephone number, e-mail address and date of birth. You warrant that such information is true, accurate and complete and that you will notify us immediately if any part of this information changes. Registering simplifies the checkout process but you may purchase as a "Guest" without registering. If you purchase as a Guest you will have to enter your details every time you make a purchase and you give your consent to your details being used for the purposes of that transaction. If you have purchased as a Guest, you will need to register as a Buyer in order to be able to contact a Seller directly about your purchase. Details on how to do this will be provided in the email you receive confirming your purchase.
4.2 At registration or at other times during your interaction with us you may be required to provide a username which may be displayed in order to identify you when using the services. You must not and you promise that you shall not create or use any username that is objectionable, obscene, discriminatory or inflammatory or that infringes any third party's Intellectual Property Rights. If you do not provide a username when requested to do so, you may continue to buy items from Sellers but may have limited access to some features or services.
4.3 Unless agreed by us in writing in advance, a Buyer may not register for more than one account on the Website. Placing an Order
4.4 Your order to purchase an item from a Seller will be placed when you click the ‘Buy' button this will complete the checkout process. As soon as your order is placed, we will send you an e-mail confirming that your order has been sent to the Seller. Your order represents an offer to the Seller to purchase Listed item.
4.5 By placing an order, you authorise us to immediately charge your chosen method of payment for the purchase price and we are entitled to rely on your placing of an order as an instruction to us to take your payment.
4.6 You are required to pay for items on the Marketplace with a current and valid credit card, debit card, Gift Cards, Reward Points. In the event that your credit card expires, you are required to input the details of a new card immediately. You must not use any card that is known to be invalid or expired. If your payment is not authorised by your credit card issuer or bank, we will inform the Seller and your order will be rejected.
4.7 Until Your Order has been accepted by a Seller the price of an item is subject to change. This is due to the nature of the internet and live pricing being used, therefore, the price of an item may go up or down. The price of an item will only be verified once the Seller has accepted Your Order and before payment is taken.
4.8 Once the Seller has accepted your order a contract of sale and purchase between you and the Seller comes into existence. We will send you an e-mail confirming this and the dispatch of your item by the Seller and follow-up e-mail invitations to leave feedback for the Seller.
4.9 You may also receive e-mails from the Seller confirming their acceptance of your order, dispatch of your item, estimated delivery date and informing you of their delivery terms and refund and returns policy. If you have specific questions about the delivery of an item, you should contact the Seller directly.
4.10 In the event that a Seller rejects your order or the item is not dispatched by the Seller for any reason and your payment has already been processed, the seller will refund the amount that was charged to your original method of payment.
Refunds and Returns
4.11 The Seller's terms and conditions will apply to any refunds and returns of items. If you would like to return an item, you should contact the Seller directly. The Seller will tell you how to return the item and where to send it. Always obtain proof or a postage receipt for any returns you send back, as the return of the item is your responsibility.
4.12 If you require any additional information about the returns policy of your Seller, you should check their Seller details of their terms and conditions or contact the Seller directly.
4.13 In the event that you receive an item that is damaged, defective or not as described by the Seller you must contact the Seller and let them know exactly what the problem is immediately. You must return these goods to the Seller in accordance with the Seller's return policy in order to be eligible for any possible refund from the Seller.
4.13 Since we are not a party to the contract of sale between you and the Seller, we are not responsible for any obligations on, or warranties made by the Seller under the contract or any Applicable Laws that govern the contract between the Buyer and the Seller.
4.14 Any complaints and/or questions with respect to a sale transaction should be directed by you to the Seller.
4.15 In the event of a refund from the Seller, the amount will be refunded in accordance with the payment methods used to complete the purchase. Restrictions
4.16 Buyers may not purchase their own Listings nor work in concert with other Buyers or Sellers to buy their own Listings, or manipulate the outcome of a sale or Listing.
4.17 Buyers must not use the feedback system, communication system or any other ASN Marketplace service to manipulate the outcome of a sale, or to influence or coerce Sellers, or to solicit a purchase or sale outside of the ASN Marketplace system, or to influence any other Buyer or Seller to act in a way that would breach these Terms and Conditions.
4.18 By placing an order with a Seller on ASN Marketplace, you acknowledge and agree that you are not purchasing any item that is or may be considered offensive or illegal or otherwise non-compliant with the Applicable Laws in your country of residence, nor inducing any Seller to act in a way which is in breach of these Terms and Conditions, or the Applicable Laws in their country of residence. Suspension and Termination
4.19 We reserve the right to suspend or terminate your account immediately without notice if you are in breach of these Terms and Conditions.
4.20 You can terminate your account by writing to our registered address. Otherwise, we may reasonably assume that our relationship is terminated if there has been no activity on your account for the period of 6 (six) months from the date of the last transaction.
5. MISCELLANEOUS
5.1 Waiver Any delay or failure by us to enforce any of the provisions of these Terms and Conditions does not imply waiver by us of the right of enforcement and we reserve all such rights of enforcement.
5.2 Severability If any term of these Terms and Conditions or the contract arising from your acceptance is deemed invalid, void or unenforceable, that term will be deemed severable and will not affect the validity and enforceability of the remaining provisions.
5.3 Assignment You may not assign, novate or otherwise transfer, the contract created by your acceptance of these Terms and Conditions or any rights or obligations there under without our prior written permission. We may assign, transfer or otherwise transfer our rights and obligations to another system within the ASN website or to any acquirer of any substantial part of the ASN business or the assets of ASN.
5.4 No Warranties Your use of the Website and the Marketplace is on an as-is basis and we give no warranty that the performance or functionality of the Website and the Marketplace will meet your requirements. You therefore use them as well as any services provided through the Website at your own risk. We make no warranties that the Website and the Marketplace will be uninterrupted or without error or that the specification and quality of any item that you buy through the Marketplace will meet your expectations. We may temporarily suspend access to the Website and the Marketplace for maintenance and development purposes.
5.5 Limitation of liability. You understand and you agree that we (including all members of ASN, subsidiaries, affiliates, officers, directors, agents and employees) will not be liable to you in contract, tort (including negligence) or otherwise for any:
(i) loss of profits (whether direct or indirect); (ii) loss of data; (iii) loss of opportunity; (iv) loss of anticipated savings; or (v) any indirect, incidental, special or consequential damages;
arising out of or in connection with these Terms and Conditions, your use of or inability to use the Website, the Marketplace or your account, or your sale or purchase of any item via the Marketplace, or messages received or feedback posted to the Website, even if we have been advised of the possibility of such losses. Our aggregate liability for any other damages of any kind arising out of or in connection with these Terms and Conditions and the contract between you and us that arises on your registration will not exceed at any time the total amounts during the prior 6 (six) month period paid by you to us pursuant to this contract. In assessing that figure sums paid by you for purchases made in the Marketplace are excluded. Nothing in these Terms and Conditions seeks to or shall have the effect of limiting or excluding our or your liability for fraudulent misrepresentation, for death or personal injury resulting from our or your negligence or the negligence of our or your agents or employees or for any other liability that cannot be limited or excluded by law.
Where you act as a consumer and not in the course of a business nothing in this Condition 5.5 has the intention or effect of limiting your statutory rights.
5.6 ASN not Liable for User Disputes All transactions carried out in the Marketplace are between the Users involved and are not between any User and ASN (unless ASN is acting as a Seller in accordance with Condition 2.8 above in respect of that transaction). If you have a dispute with another User, you absolve us and all other members of the ASN Group, as well as our employees, directors, officers, representatives, agents and contractors, from all claims, demands and damages (whether direct or consequential, actual or contingent) whatsoever, arising out of or in any way connected with such dispute.
5.7 Consequences of Breach You indemnify us in full and hold us harmless against any losses, costs and expenses including reasonable legal fees, we incur arising out of any breach by you of these Terms and Conditions or your unlawful acts and omissions or infringement by you of the rights of any third party.
5.8 Relationship of Parties Nothing in these Terms and Conditions will be construed as creating a partnership, joint venture, agency (save as stated above), franchise, sales representative agreement or employment relationship between you and us and the relationship between you and us is one of independent contractors.
5.9 Notices We will send notices and other communications to you at the e-mail address you have provided to us or by posting them on the Website or by first class post. You must send all notices and other communications to us by email or by using the applicable Contact Us link on our website. Any notices sent by e-mail or via the Contact Us button will be deemed to have been received 24 hours after the time sent by the sender. Any notices sent by first class post to the address held on file by us will be deemed to have been received on the next Business Day. Any notices posted by us on our Website will be deemed to have been received when you next use the Website, unless they are deemed to have been received at an earlier date under the provisions above in this Condition 5.9.
5.10 Force Majeure We will not be liable for any delay or failure to perform any of our obligations where we are prevented or delayed by factors beyond our reasonable control including but not limited to any failure or disruption of internet services or connectivity, any scheduled or unscheduled maintenance requirements, failure or disruption of public utilities, fire flood or storm, industrial disputes or any Force Majeure Event.
5.11 Surviving Provisions All provisions in these Terms and Conditions that by their nature are intended to survive expiration or termination shall survive any expiration or termination of the contract created by your acceptance.
5.12 Third Party Rights These Terms and Conditions once accepted by you as a User at time of registration or when you check out when acting as a Guest (and as may be amended from time to time) constitute a legal contract between you and ASN. A person who is not a party to such contract has no right to enforce these terms whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
5.13 Governing Law and Jurisdiction These Terms and Conditions and the contract established by your acceptance of them shall be construed in accordance with and governed by the laws of England and Wales and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the courts of England and Wales. Prohibited Items:
1. Offensive materials including any materials exhibiting and discriminatory characteristics or content 2. Obscene and pornographic materials; 3. Firearms, ammunition, weapons and poisons; 4. Stolen goods; 5. Advertisements and advertising materials; 6. Items infringing others Intellectual Property Right including pirated software and recorded materials; 7. Illegal and prescription drugs; 8. Items which cannot be legally sold or distributed under Applicable Law; 9. Any other items that we reasonably designate as Prohibited items from time to time.
"Applicable Laws" means any and all applicable law, statute, bye-law, regulation, order, regulatory policy, guidance or industry code, rule of court or directive or requirements or notice of any regulatory body, delegated or subordinate legislation
"Business Day" means a day other than a Saturday, Sunday or public holiday on which the clearing banks are open for business in London.
"Buyer" means a person who is user of the Marketplace and who makes one or more purchases through the Marketplace;
"Catalogue" means the list of items, and the data describing items, which are offered for sale in the Marketplace and their attributes including images;
"Force Majeure Event" means, in respect of any party, any event or occurrence outside the control of that party and which could not reasonably have been anticipated and avoided;
"ASN" means Audi-Sport.net and its affiliates and associated companies;
"ASN Mail" means an email service enabling Sellers and Buyers to send emails to each other after an order has been placed;
"Guest" means a Buyer who is not registered as a User;
"Intellectual Property Rights" means all intellectual property rights in any part of the world including without limitation patents (including supplementary protection certificates), database rights, copyright, design rights (whether registered or unregistered), trade marks (whether registered or unregistered), rights in business and trade names, rights in domain names, rights in confidential information and know-how, and all other similar rights, together with the right to apply for the protection of any such rights and "Intellectual Property" shall be interpreted accordingly as being any property over which such rights exist;
"Listing" means an invitation to treat made by a Seller in respect of a Catalogue item;
"Marketplace" or "ASN Marketplace" means the virtual marketplace accessed via the Website which Audi-Sport.net operates to facilitate transactions between Sellers and Buyers for the selling and buying of Catalogue items;
"Offer" means an invitation to treat for a specific item as set out in a Listing and may include terms specified by the Seller such as description, price, condition, delivery options etc as well as these Marketplace Terms and Conditions and does not mean an offer to sell which is capable of acceptance. The Buyer's Order is an offer to buy as is generally understood in the context of offer and acceptance being the basis of contract formation;
"Order" means a offer to buy made by a Buyer in respect of a Listing which is capable of acceptance by the Seller;
"Personal Data" means data about a living individual from which that individual can be identified, as defined in the Data Protection Act 1998;
"Product" means the generic term for an item. For example if a console of a type known as XYZ is Listed the term XYZ will relate to all items Listed of that type and not just to the specific item under that Listing. There may therefore be multiple items Listed all of which are described as the same Product..If however there is more than one version of XYZ each version will be a separate Product;
"Prohibited Items" means the items in this list;
"Restricted Items" means the items in this list;
"Rewards Points" means points held by you in the ASN Rewards scheme;
"Terms and Conditions" means these terms and conditions for Buyers as may be amended from time to time;
"Seller" means a third party who is registered to sell items through the Marketplace to Buyers;
"Seller Store" means a Seller's Listings and other presence in the Marketplace;
"Users" means those persons who use the Marketplace and includes Buyers and Sellers, and User means one of the Users as the context requires;
"Website" means the website with URL www.audi-sport.net through which the Marketplace is accessed and at which an applicant can register to become a User as Buyer or Seller or both;
2. ROLES AND RELATIONSHIPS BETWEEN PARTIES USING THE ASN MARKETPLACE
2.1 ASN's role is to facilitate transactions between Sellers and Buyers through provision of the Marketplace. ASN is not a party to any contract of sale between a Seller and a Buyer conducted in the Marketplace and where a Seller and a Buyer agree to a sale and purchase in the Marketplace the contract of sale is established directly between the Seller and the Buyer when the Seller accepts the Buyer's offer to buy.
2.2 ASN will process payments made by Buyers in respect of transactions made in the Marketplace and pass such payment to the relevant Sellers on the Buyers' behalf in accordance with the terms set out herein and in the Seller terms and conditions.
2.3 The responsibility for compliance and enforcement of all obligations under the contract of sale between the Buyer and Seller is between those parties.
2.4 Should a dispute arise between Buyer and Seller they should use their best efforts to resolve that dispute between them and all complaints and queries with respect to a transaction should be directed to the other party involved using the "ASN Mail" system. ASN has no obligation to mediate between the parties or to enforce any contract. ASN may however, at its discretion, intervene in some circumstances.
2.5 ASN reserves the right to remove, delay, suspend or terminate any transaction or Listing at our discretion if we believe that either the Seller or the Buyer is in breach of the applicable terms and conditions.
2.6 ASN owns the Website and operates the Marketplace using technology which ASN either owns or to which it holds a licence from the owner of that technology. Buyers are granted a limited non-transferable license from ASN to make use of the Website, including the Marketplace, subject to these Terms and Conditions. The license granted to Buyers expressly excludes modifying, distributing, copying, republishing or making any derivative of the Website or the Marketplace services; any framing or using framing techniques to enclose any trademark, logo or other proprietary content or Intellectual Property (including images, text, page layout or form) of the ASN; using any meta tags or other "hidden text" incorporating any of the ASN Group's Intellectual Property; any unauthorised collection and use of other Buyers' e-mail addresses or other information, ratings, feedback or Listings, or any data extraction or data mining whatsoever.
2.7 ASN has the right to design, vary and otherwise to determine the content, appearance, design, look and feel, functionality and all other aspects of the Marketplace.
2.8 ASN reserves the right to discontinue the Marketplace, to terminate the registration of any User and to remove any Listing at its sole discretion.
3. GENERAL TERMS AND CONDITIONS APPLICABLE TO ALL USERS Registration
3.1 You will not be able to use the Marketplace until you have: accepted without change these Terms and Conditions; and agreed to comply with the obligations that they place upon you as Buyer be each and every time that you buy anything using the Marketplace or otherwise use the Marketplace, including when you place an order as a Buyer. If you do not accept these Terms and Conditions you may not register for or access the ASN Marketplace or use any of the related services.
3.2 If you register as an individual and not as a business or seek to make a purchase as a Guest we will require you to provide certain Personal Data including your real name (or in the case of a business entity the business name), a street address at which you are resident, a phone number on which you can be contacted, an email address that you access regularly, details of a bank account acceptable to ASN. Any information that you provide to us whether as part of the registration process or otherwise must be truthful, correct and complete. You promise that it is correct at the time you provide it and that you will update it immediately if any part of this information changes.
3.3 The use of the ASN Marketplace services is limited to Buyers and Sellers that can lawfully enter into contracts under the laws England and Wales as well as those of their country of residence, including such restrictions, including but not limited to age restrictions, as Applicable Law imposes.
3.4 If you are under 18 years of age you must obtain the consent of your parent or guardian before registering.
3.5 You must at all times when using the ASN Marketplace remain courteous to other Buyers and Sellers and refrain from being abusive, from making any defamatory statements about any person (whether a User or otherwise) and from breaching any person's Intellectual Property Rights.
3.6 When you register as a User you will be required to set a password for your account. This is for your security. You must at all times keep your password secret and secure and you should not under any circumstances disclose this information to any other person. You are responsible for any use made of your account and for any activity on your account or in the Marketplace in general using your log-in and/or password details whether or not you have authorised such activity. If therefore you have any reason to believe that your password has been compromised or become known to anyone else you must change it immediately for your own protection. You should always use a strong password incorporating both letters and numbers as well as upper and lower case characters and should not choose a password that is easy to guess.
3.7 We reserve the right at our sole discretion, to reject any application from a Buyer to register to use the Marketplace, or to suspend or remove any such registration, or to disallow purchase as a Guest where we believe that such refusal or suspension or removal or disallowance is in our interests or in the interests of any other User or of the Marketplace or Website in general. ASN shall not be required to give reasons for any such refusal, removal, suspension or disallowance. Payments
3.8 All payments relating to the purchase or sale of an item by a Buyer and Seller must be handled by us. You agree not to buy items listed in the Marketplace through any other payment method, including without limitation personal cheque or money transfer.
3.9 Buyers agree to pay in pounds sterling (£).
3.10 All Listings shall show clearly the price of the listed item as well as any delivery charges that apply.
3.11 We will debit your card or chosen method of payment at the time you place an order for an item.
3.12 If your card issuer declines payment the order will be cancelled.
3.13 If the Seller does not accept the order, you will be issued with a refund.
3.14 The price of any items sold on ASN Marketplace is the amount due for the sale regardless of Buyer location and includes, where appropriate, VAT and other indirect taxes which may be applicable in the case of Buyers located within the European Union. In the case of Buyers located outside the European Union the Buyer will be liable for any additional import taxes or duties imposed by the applicable tax authorities in their country. Such tax authorities may require payment of such taxes or duties before of the items purchased. Prohibited and Restricted Items, Unlawful Use, and Malicious or Damaging Content
3.15 You may not buy any Prohibited Items or Restricted Items or items whose sale, distribution, offering, import or export is prohibited or restricted by any Applicable Laws in England and Wales or in the Buyer's country of residence or the Seller's country of domicile or any other country where delivery takes place. You are responsible, along with the Seller for checking whether any such restrictions apply to the items you intend to buy and for the legal consequences of any breach of such Applicable Laws.
3.16 You are responsible for all electronic communications and content sent from your computer, mobile device or other internet access device using your log-in details whether or not actually performed by you.
3.17 You must not use the Marketplace or any of our services for any activity that is unlawful under any Applicable Laws.
3.18 You must not use our services to send, distribute or otherwise divulge any material that is illegal, objectionable, misleading, false, defamatory, obscene, menacing, otherwise injurious or in breach of third parties' privacy or any Intellectual Property Rights of any third party.
3.19 You must not do or omit to do anything that causes the Website, the Marketplace or any of our other services to be interrupted, damaged or impaired.
3.20 You agree that you will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure or that amounts to a denial of service attack.
3.21 You must not send, distribute or use any material that contains viruses, malicious code, commercial solicitation (including URLs for websites other than those of ASN), adwares, chain letters, mass mailings or any spam.
3.22 In the event that you notice any content or material that you believe may be in breach of these Terms and Conditions, please notify us immediately through www.audi-sport.net. We will make reasonable endeavours to investigate and, if we deem it appropriate at our sole discretion, may remove the content or material complained of within a reasonable time.
3.23 You may not transfer your account to another party without our prior consent. Use of Data
3.24 We collect and analyse data about Buyers and Sellers in order to provide a safe and efficient shopping environment for all users of the Marketplace. Examples of the data we may collect and analyse include the internet protocol (IP) address used to connect your computer to the Internet, login, e-mail address, password, computer and connection information such as browser type and version, your operating system and platform, purchase history, the full Uniform Resource Locators (URL) clickstream to, through and from our Website (including date and time), cookie number, items you viewed or searched for, your purchase history and any phone number used to call our customer services number. In using the Marketplace to buy items you accept that your Personal Data may be used for such purposes. Our full Privacy Policy can be found here.
3.25 Information you provide may be shared amongst the members of the ASN Group for such reasons as laid out in section 3.23 and may if necessary be passed to a member of the ASN out of the European Economic Area for this purpose. Your Personal Data will never be passed to any third party companies except as set out in this section 3.24 and 3.25 below.
3.26 Whilst it is expected that all communications between Buyers and Sellers will be through the Marketplace using ASN Mail circumstances may arise where direct communication between Buyer and Seller is required. Whilst we would not in the normal course of events do so in such circumstances information that you provide may be passed on to Sellers if required to facilitate resolution of a dispute. You consent to this and accept that your Personal Data may be used for such purposes.
3.27 Buyers and Sellers must use each other's data only for the purpose of completing the transaction for which it is received, including sending dispatch notifications and communication about the transaction or resolving any dispute. The data must not be subsequently stored nor may it be passed on to any third party.
3.28 Sellers agree in the terms and conditions for Sellers not to use Buyers' e-mail addresses or any other information collected in the course of a transaction to send marketing e-mails or other similar materials directly to Buyers. By subscribing to our mailing lists, Buyers agree that they may be contacted by us regarding goods and services made available on or in connection with the Website.
3.29 You have the right to access your stored data, to rectify them if required and to object to the storage of your data but any such objection may affect the functionality available to you via the Marketplace. Intellectual property
3.30 All content, including without limitation graphics, logos, button icons, text, images, audio clips, digital downloads, data compilations and software (which may also belong to our software suppliers), provided by us on the Website is the exclusive property of the ASN Group or its licensors, and is protected by English and international intellectual property laws.
3.31 You may not buy items that infringe our or another party's copyright, patent, trademark, design right, database right, or other Intellectual Property Right or other proprietary right (e.g. pirated software, CDs, videos and DVDs and OEM software).
3.32 You are not allowed to copy, reproduce, modify, create derivative works from, extract or utilise parts of the contents of the Website without our express written consent. The use of data mining, robots, any software or similar data gathering and extraction tools to extract for re-utilisation of any substantial parts of the Website constitutes a violation of our copyrights and other Intellectual Property Rights.
3.33 You are not allowed to imitate or use the Marketplace or the Website's presentation and structure, create and/or publish your own database that features substantial parts (e.g. prices and item Listings) of the Website without our express written consent.
3.34 If you believe that any of the content appearing on a Seller's Store may constitute infringement of your Intellectual Property Rights ("IPR Claim"), please notify us in writing. Upon receiving notification of an IPR Claim, we will make reasonable endeavours to investigate and/or remove the content or material within a reasonable time. Such steps are taken without any admission as to liability and without prejudice to the ASN Group's rights, remedies and defences, all of which are expressly reserved. You agree to indemnify the ASN for all claims brought by a third party against any entity within the ASN arising out of or in connection with the submission of an IPR Claim by you or against you.
Rating System
3.35 The Marketplace provides a five star rating system under which Buyers can express their views on each item itself
3.36 Users promise that ratings are given in good faith and acknowledge that any review, feedback or rating may be published on the Website and made available for viewing by other Users. We may at our discretion display such rating information and comments for as long as we deem appropriate and may remove any rating or comment that we deem inappropriate.
3.37 ASN is not responsible for any ratings or comments published on the Website and does not moderate, filter or monitor ratings in real time or before they appear on the Marketplace. You release us from and waive all rights against us in respect of any liability arising out of or in connection with the publication of any rating or comment about you in the rating system.
3.38 You agree to indemnify and hold ASN harmless against any claim or action brought by third parties arising out of or in connection with any material posted by you on the Website, including the violation of their privacy or Intellectual Property Rights.
3.39 Good ratings indicate a high quality and trustworthy marketplace. If an item's rating score drops below acceptable levels we reserve the right to suspend or terminate the Seller's account to protect our interests and reputation as well as those of Buyers and other Sellers on the Marketplace.
3.40 If a User considers the feedback left by another User to be unfair or defamatory, it can request for it to be removed by us. ASN may consider, at its sole discretion, removing ratings and comments from the Marketplace if for example it contains obscene language or profanity, is abusive, is irrelevant or illogical or does not make sense, does not relate to the other User in a transaction, contains personal information, is unreasonable or in any other way it is deemed by ASN to be inappropriate.
3.41 Sellers may not rate any item offered for sale by them on the Marketplace. It is important to Buyer confidence that the rating system can be relied upon and improper use or any attempt to manipulate the rating system by Users will be treated very seriously. We reserve the right to suspend or terminate a User's account immediately if we have reasonable grounds to believe that they have directly or via a third party manipulated or attempted to manipulate ratings.
Velocity and other Limitations
3.42 For both Sellers and Buyers ASN sets limits on the value and number of transactions any User can make within a set time period. We refer to these as "Velocity Limits". This is a security measure for the protection of all parties against fraud. We do not disclose individual Velocity Limits or the method of calculation of them. They are not the same thing as financial limits or credit limits set by card providers on credit cards.
3.43 ASN may, at its sole discretion, apply limits to any User account in respect of the overall account or to individual transactions. Such limits may relate to number of transactions or their values.
4. ADDITIONALTERMS AND CONDITIONS SPECIFIC TO BUYERS Registration
4.1 To purchase an item on ASN Marketplace, you may register as a Buyer on the Website. The information you must provide to us to register includes your name, address, telephone number, e-mail address and date of birth. You warrant that such information is true, accurate and complete and that you will notify us immediately if any part of this information changes. Registering simplifies the checkout process but you may purchase as a "Guest" without registering. If you purchase as a Guest you will have to enter your details every time you make a purchase and you give your consent to your details being used for the purposes of that transaction. If you have purchased as a Guest, you will need to register as a Buyer in order to be able to contact a Seller directly about your purchase. Details on how to do this will be provided in the email you receive confirming your purchase.
4.2 At registration or at other times during your interaction with us you may be required to provide a username which may be displayed in order to identify you when using the services. You must not and you promise that you shall not create or use any username that is objectionable, obscene, discriminatory or inflammatory or that infringes any third party's Intellectual Property Rights. If you do not provide a username when requested to do so, you may continue to buy items from Sellers but may have limited access to some features or services.
4.3 Unless agreed by us in writing in advance, a Buyer may not register for more than one account on the Website. Placing an Order
4.4 Your order to purchase an item from a Seller will be placed when you click the ‘Buy' button this will complete the checkout process. As soon as your order is placed, we will send you an e-mail confirming that your order has been sent to the Seller. Your order represents an offer to the Seller to purchase Listed item.
4.5 By placing an order, you authorise us to immediately charge your chosen method of payment for the purchase price and we are entitled to rely on your placing of an order as an instruction to us to take your payment.
4.6 You are required to pay for items on the Marketplace with a current and valid credit card, debit card, Gift Cards, Reward Points. In the event that your credit card expires, you are required to input the details of a new card immediately. You must not use any card that is known to be invalid or expired. If your payment is not authorised by your credit card issuer or bank, we will inform the Seller and your order will be rejected.
4.7 Until Your Order has been accepted by a Seller the price of an item is subject to change. This is due to the nature of the internet and live pricing being used, therefore, the price of an item may go up or down. The price of an item will only be verified once the Seller has accepted Your Order and before payment is taken.
4.8 Once the Seller has accepted your order a contract of sale and purchase between you and the Seller comes into existence. We will send you an e-mail confirming this and the dispatch of your item by the Seller and follow-up e-mail invitations to leave feedback for the Seller.
4.9 You may also receive e-mails from the Seller confirming their acceptance of your order, dispatch of your item, estimated delivery date and informing you of their delivery terms and refund and returns policy. If you have specific questions about the delivery of an item, you should contact the Seller directly.
4.10 In the event that a Seller rejects your order or the item is not dispatched by the Seller for any reason and your payment has already been processed, the seller will refund the amount that was charged to your original method of payment.
Refunds and Returns
4.11 The Seller's terms and conditions will apply to any refunds and returns of items. If you would like to return an item, you should contact the Seller directly. The Seller will tell you how to return the item and where to send it. Always obtain proof or a postage receipt for any returns you send back, as the return of the item is your responsibility.
4.12 If you require any additional information about the returns policy of your Seller, you should check their Seller details of their terms and conditions or contact the Seller directly.
4.13 In the event that you receive an item that is damaged, defective or not as described by the Seller you must contact the Seller and let them know exactly what the problem is immediately. You must return these goods to the Seller in accordance with the Seller's return policy in order to be eligible for any possible refund from the Seller.
4.13 Since we are not a party to the contract of sale between you and the Seller, we are not responsible for any obligations on, or warranties made by the Seller under the contract or any Applicable Laws that govern the contract between the Buyer and the Seller.
4.14 Any complaints and/or questions with respect to a sale transaction should be directed by you to the Seller.
4.15 In the event of a refund from the Seller, the amount will be refunded in accordance with the payment methods used to complete the purchase. Restrictions
4.16 Buyers may not purchase their own Listings nor work in concert with other Buyers or Sellers to buy their own Listings, or manipulate the outcome of a sale or Listing.
4.17 Buyers must not use the feedback system, communication system or any other ASN Marketplace service to manipulate the outcome of a sale, or to influence or coerce Sellers, or to solicit a purchase or sale outside of the ASN Marketplace system, or to influence any other Buyer or Seller to act in a way that would breach these Terms and Conditions.
4.18 By placing an order with a Seller on ASN Marketplace, you acknowledge and agree that you are not purchasing any item that is or may be considered offensive or illegal or otherwise non-compliant with the Applicable Laws in your country of residence, nor inducing any Seller to act in a way which is in breach of these Terms and Conditions, or the Applicable Laws in their country of residence. Suspension and Termination
4.19 We reserve the right to suspend or terminate your account immediately without notice if you are in breach of these Terms and Conditions.
4.20 You can terminate your account by writing to our registered address. Otherwise, we may reasonably assume that our relationship is terminated if there has been no activity on your account for the period of 6 (six) months from the date of the last transaction.
5. MISCELLANEOUS
5.1 Waiver Any delay or failure by us to enforce any of the provisions of these Terms and Conditions does not imply waiver by us of the right of enforcement and we reserve all such rights of enforcement.
5.2 Severability If any term of these Terms and Conditions or the contract arising from your acceptance is deemed invalid, void or unenforceable, that term will be deemed severable and will not affect the validity and enforceability of the remaining provisions.
5.3 Assignment You may not assign, novate or otherwise transfer, the contract created by your acceptance of these Terms and Conditions or any rights or obligations there under without our prior written permission. We may assign, transfer or otherwise transfer our rights and obligations to another system within the ASN website or to any acquirer of any substantial part of the ASN business or the assets of ASN.
5.4 No Warranties Your use of the Website and the Marketplace is on an as-is basis and we give no warranty that the performance or functionality of the Website and the Marketplace will meet your requirements. You therefore use them as well as any services provided through the Website at your own risk. We make no warranties that the Website and the Marketplace will be uninterrupted or without error or that the specification and quality of any item that you buy through the Marketplace will meet your expectations. We may temporarily suspend access to the Website and the Marketplace for maintenance and development purposes.
5.5 Limitation of liability. You understand and you agree that we (including all members of ASN, subsidiaries, affiliates, officers, directors, agents and employees) will not be liable to you in contract, tort (including negligence) or otherwise for any:
(i) loss of profits (whether direct or indirect); (ii) loss of data; (iii) loss of opportunity; (iv) loss of anticipated savings; or (v) any indirect, incidental, special or consequential damages;
arising out of or in connection with these Terms and Conditions, your use of or inability to use the Website, the Marketplace or your account, or your sale or purchase of any item via the Marketplace, or messages received or feedback posted to the Website, even if we have been advised of the possibility of such losses. Our aggregate liability for any other damages of any kind arising out of or in connection with these Terms and Conditions and the contract between you and us that arises on your registration will not exceed at any time the total amounts during the prior 6 (six) month period paid by you to us pursuant to this contract. In assessing that figure sums paid by you for purchases made in the Marketplace are excluded. Nothing in these Terms and Conditions seeks to or shall have the effect of limiting or excluding our or your liability for fraudulent misrepresentation, for death or personal injury resulting from our or your negligence or the negligence of our or your agents or employees or for any other liability that cannot be limited or excluded by law.
Where you act as a consumer and not in the course of a business nothing in this Condition 5.5 has the intention or effect of limiting your statutory rights.
5.6 ASN not Liable for User Disputes All transactions carried out in the Marketplace are between the Users involved and are not between any User and ASN (unless ASN is acting as a Seller in accordance with Condition 2.8 above in respect of that transaction). If you have a dispute with another User, you absolve us and all other members of the ASN Group, as well as our employees, directors, officers, representatives, agents and contractors, from all claims, demands and damages (whether direct or consequential, actual or contingent) whatsoever, arising out of or in any way connected with such dispute.
5.7 Consequences of Breach You indemnify us in full and hold us harmless against any losses, costs and expenses including reasonable legal fees, we incur arising out of any breach by you of these Terms and Conditions or your unlawful acts and omissions or infringement by you of the rights of any third party.
5.8 Relationship of Parties Nothing in these Terms and Conditions will be construed as creating a partnership, joint venture, agency (save as stated above), franchise, sales representative agreement or employment relationship between you and us and the relationship between you and us is one of independent contractors.
5.9 Notices We will send notices and other communications to you at the e-mail address you have provided to us or by posting them on the Website or by first class post. You must send all notices and other communications to us by email or by using the applicable Contact Us link on our website. Any notices sent by e-mail or via the Contact Us button will be deemed to have been received 24 hours after the time sent by the sender. Any notices sent by first class post to the address held on file by us will be deemed to have been received on the next Business Day. Any notices posted by us on our Website will be deemed to have been received when you next use the Website, unless they are deemed to have been received at an earlier date under the provisions above in this Condition 5.9.
5.10 Force Majeure We will not be liable for any delay or failure to perform any of our obligations where we are prevented or delayed by factors beyond our reasonable control including but not limited to any failure or disruption of internet services or connectivity, any scheduled or unscheduled maintenance requirements, failure or disruption of public utilities, fire flood or storm, industrial disputes or any Force Majeure Event.
5.11 Surviving Provisions All provisions in these Terms and Conditions that by their nature are intended to survive expiration or termination shall survive any expiration or termination of the contract created by your acceptance.
5.12 Third Party Rights These Terms and Conditions once accepted by you as a User at time of registration or when you check out when acting as a Guest (and as may be amended from time to time) constitute a legal contract between you and ASN. A person who is not a party to such contract has no right to enforce these terms whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
5.13 Governing Law and Jurisdiction These Terms and Conditions and the contract established by your acceptance of them shall be construed in accordance with and governed by the laws of England and Wales and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the courts of England and Wales. Prohibited Items:
1. Offensive materials including any materials exhibiting and discriminatory characteristics or content 2. Obscene and pornographic materials; 3. Firearms, ammunition, weapons and poisons; 4. Stolen goods; 5. Advertisements and advertising materials; 6. Items infringing others Intellectual Property Right including pirated software and recorded materials; 7. Illegal and prescription drugs; 8. Items which cannot be legally sold or distributed under Applicable Law; 9. Any other items that we reasonably designate as Prohibited items from time to time.