Terms and conditions

I agree that I will at all times and on demand fully indemnify www.treeconsultancy.com and keep them fully indemnified from and against any losses, and/or liabilities in relation to any proceedings, claims, demands, damages, fines, costs, expenses and charges, which are incurred or suffered by them or their employees or agents arising out of my conduct, including, but not limited to, any breach of the Contract claims, threatened or made against them arising as a result of my non-compliance with any of their representations, warranties or obligations set out in this Contract.

 

Suspension of the Services

Without prejudice to any other rights we may have, we may suspend the Services in whole or part, and without notice, in circumstances where:

  1. We (in our sole discretion) consider the Advertisement or other material (including without limitation a weblink or your linked website) is unlawful, misleading, offensive, prejudicial or inflammatory; is likely to expose us to claims or liability, lead us into prosecution, criticism, or disrepute or cause us embarrassment; infringes our rights or the rights of third parties or does not comply with our then current advertising guidelines and policies, including the Yell.com pay per click keyword editorial guidelines, (a copy of which we will provide on request) or if the display of an Advertisement or other material does or would, in our reasonable opinion, be likely to mislead, offend, or disadvantage a User or otherwise misrepresents the nature of the goods or service being advertised or the place or places from which you conduct business; or
  2. You fail to pay our Charges; or
  3. We have reasonable grounds to believe that the rights' owner of any IPRs within the Content of your Advertisement or material has withheld, withdrawn or failed to give his permission for your use of the same.

Termination

  1. Without prejudice to Conditions 10 and 11, we may terminate any or all of the Service or part thereof, at any time by providing you not less than fourteen (14) days notice of such termination. In the event of such termination, you will be entitled to a refund of that part of any Charge you have already paid to us and which relates to a period after the date that the Services or part thereof have terminated.
 

General

  1. You shall not assign or otherwise dispose of all or any of your rights or obligations under the Contract without obtaining our prior written consent.
  2. Failure of either party to assert its rights in relation to any breach of the Contract shall not constitute a waiver of such rights, nor will any such waiver be implied.
  3. Each provision of these Conditions shall be construed separately and shall be severable from these Conditions. If any provision of these Conditions (or portion thereof) is invalid, illegal or unenforceable, the validity, legality or enforceability of the remainder of these Conditions will not be affected or impaired.
  4. The headings of these Conditions are for convenience only.
  5. Any communication to be given in connection with the matters contemplated by the Contract shall, except where expressly provided otherwise, be in writing and shall either be delivered by hand or sent by first class pre-paid recorded post. Delivery by courier shall be regarded as delivery by hand. Any notices served under the Contract shall be deemed to have been served as follows:
    1. if personally delivered to the registered office of one of the parties, on delivery; and
    2. if sent by first class pre-paid recorded post, 48 hours after the same was delivered to the postal authorities.
  6. Each party agrees that in entering into the Contract it has not relied on, and shall have no remedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) of any person (whether party to the Contract or not) other than as expressly set out in the Contract for which its sole remedy shall be for breach of contract under the terms of the Contract. Nothing in this Condition shall, however, operate to limit or exclude any liability for fraud.
  7. A person who is not a party to the Contract shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms. We contract in our own name, on our own behalf and for the benefit of all other members of Yell Group. Each member of Yell Group shall be entitled to enforce the terms of this Contract in its own right.
  8. The Contract constitutes the entire agreement between you and us with respect to the subject matter hereof, and supersedes all prior discussions, agreement or understanding between you and us.
  9. We may disclose to third parties any address at which you conduct business and which is known to us, whether or not the same is displayed in Advertisements. You consent to such disclosure.
  10. At our sole discretion we may accept requests to process Advertisement Orders by electronic means and other technologies (whether now known or invented in future) provided always that you fully comply with our guidance and instructions applicable to those processes. Yell is neither liable to you, nor responsible for: (1) incomplete, lost, garbled, or misdirected Advertisement Orders; or (2) your failure to fully comply with guidance and instructions issued by us.

Governing Law and Jurisdiction

The Contract is made and shall be subject to the laws of England and the parties submit to the exclusive jurisdiction of the Courts of England and Wales.