SCHEDULE ONE: Website User Terms
- This Agreement sets out the terms and conditions on which a person, business, Company or organisation may become a member (a 'Member') of the TIMBERWeb eMarket, operated by TIMBERWeb Trading Limited, a company incorporated in England under number 03903937 whose registered office is at The Whin, Wadd Lane, Snape, Saxmundham, Suffolk, England, IP17 1QY ('the Company'). The different categories of members/users are explained at Schedule One to this Agreement.
- Use by a Member or website visitor of the website and other functions on the eMarket, according to the category of Membership, is subject to the eMarket Website User Terms in force from time to time. Each Member agrees to be bound by those terms and conditions set out herein. In the event of any inconsistency, the terms of this Agreement shall prevail.
- Use of the timber trading service called the 'eTrader' part of the eMarket is subject to separate terms and conditions set out in the TIMBERWeb eTrader Membership Agreement.
- Members agree to regularly visit and use the eMarket to keep themselves abreast of any procedural change and/or development of the eMarket.
- Members agree that access to content and trading tools in the eMarket is for internal bona fide commercial purposes for their legitimate business or company. Members agree that IP addresses and page downloads made by the member may be recorded by the Company and that downloads from the directories of a maximum of 30 pages per day per user on average constitutes normal bona fide usage for locating contact information. Copying and storing of data, content, or images in any form is expressly prohibited. Excessive systematic Page downloads from the site will trigger an automatic suspension and possible cancellation of membership without refund unless a plausible explanation is given. In this event, TIMBERWeb is obligated to make a full investigation in the interests of other members and the safe operation of the eMarket and it is expressly agreed by the member that TIMBERWeb's decision is final. If members do copy and/or use data downloaded, they agree to hold TIMBERWeb and its officers harmless against any action brought by third parties for damages without limit including any legal costs not recoverable through law. They accept full liability and responsibility to TIMBERWeb and third parties including any breach of the criminal law of their or the third party's legal jurisdiction as a result of their actions. If it is decided that unreasonably excessive page downloads have been made from the directories then the Member accepts liability to pay €uro 2.50 per record over the agreed normal usage of 30 per day. This fee when paid is for a one-time user non-transferable licence for 3 months or expiry of the membership whichever is the later date over the excess data downloaded which the member agrees to delete from their records after use. Membership will be reinstated on payment of the Licence fee. Any further use of that same data will constitute breach of the licence and liability for each further use at a penal rate of €uro 5 per record per use plus any consequential costs of recovery.
- The application to become a Member is made by completing the on-line application for the particular category of membership sought for the applicable country of registration of the business. The Company reserves the right, in its absolute discretion and without giving reasons, to reject any application. If the Company accepts an application, the applicant shall upon acceptance and, if applicable, on payment of the appropriate subscription, become a Member of the eMarket for the period specified by the Company.
MEMBERSHIP AND ACCESS
- A Full Trading Member, Logistics Member, Services Member or Associate Member is entitled to an entry in the business directory section of the eMarket. Such an entry (a 'Members Page') comprises of one web page of information about the Member, and/or may link to the Member's own website, and other information concerning the Members, for example a stocklist.
- The information on such a Members Page will be derived from information provided by the Member on application and it is therefore the Member's responsibility to ensure that the information contained on the application is accurate. The format, content and copyright of the Members Page belongs to the Company.
- A Member shall not have and the Company shall not be required to include on any Members Page any matter which in the Company's sole opinion is or may be of an illegal, defamatory, distasteful, offensive or unacceptable nature or which the Company considers may infringe third party rights or otherwise give rise to any liability on its part. The Company reserves the right to remove or block without compensation or refund of fees any Members Page which contains any such matter, or which links directly or indirectly to any website which in the Company's sole opinion contains any such matter.
- The Company will make one amendment to a Members Page free of charge in any one year, but further amendments will incur a charge per amendment.
- Where an amendment to a Members Page is requested, the Company shall take such steps as it in its absolute discretion considers appropriate to verify the authenticity of the request and the identity of the person making it, but if, despite such steps, an amendment is made without a Member's proper authority, the Company shall have no liability to the Member for any loss or damage arising as a result of such amendment, but shall use reasonable endeavours to correct the Members Page as soon as possible after being notified by the Member that the amendment was unauthorised.
- Unless otherwise agreed, any material supplied by or on behalf of a Member in order for the Company to design its Members Page will not be returned to the Member and may be disposed of by the Company at its sole discretion.
- Members will obtain access to the eMarket, in accordance with the access described from time to time on the web site Join Online membership information, upon payment of the relevant subscription fee. The Company reserves the right at any time without prior notice and without giving any reason to remove any Member's Page, and/or access, from the eMarket, and will return any subscription fees on a time-apportioned basis, upon which, the Member's membership shall cease. However, no refund of fees or other compensation will be payable to the Member if either the Member concerned has not made bona fide use of the web site as described in Clause 5 or where the eMarket is suspended or interrupted or discontinued for all Users or a proportion of Users due to technical breakdown or for any reason beyond the control of the Company.
- The Company reserves the right to discontinue the eMarket at any time without notice and for any reason. The Company shall have no liability to any User or any other person for any loss arising out of suspension or discontinuance of the eMarket. In the event of insolvency of the Company, all Members agree that no claim for outstanding subscriptions on a time-apportioned basis can be made by the Member, and that they waive all rights to notification of statutory meetings and may not prove as a creditor in any subsequent liquidation of the Company.
- The Company may from time to time operate a ‘Managed Service’ as an agent for members. The Company accepts no responsibility in contract to any third parties whatsoever as a result of acting as an agent, and whilst it will diligently perform the requested operations for members, it is the responsibility of members to check postings made on its behalf. The Company will not make offers that can be accepted or accept offers that have been received by members. Members must conclude contracts directly.
- Members of TIMBERWeb® who display the TIMBERWeb® Trust Logo have been reviewed by TIMBERWeb® and are considered, in our opinion, to be Bona Fide trading businesses that have satisfied our internal criteria for providing satisfactory supplier or customer services using the Internet and the TIMBERWeb® eMarket. This is NOT a credit rating or a Code of Conduct. The Internal Criteria used by TIMBERWeb® is private and confidential and will change from time to time but it is likely to be awarded (on payment of the appropriate fee, if applicable) to businesses and companies that are of a sufficient size and stature for average timber and lumber shipment values and are known to TIMBERWeb®, but also have adopted normal Internet protocols for visibility and communications on the Internet. TIMBERWeb® accepts NO LIABILITY to third parties whatsoever and no reliance should be placed upon this designation for commercial decision making purposes. Members of TIMBERWeb® and third parties need to take a wide variety of investigative measures before entering into commercial transactions and the TIMBERWeb® Trust designation or the Internet is not a substitute for normal, prudent and thorough traditional customer or supplier appraisal practices including, but not exclusively, Letters of Credit, Credit insurance, Performance Bonds, Bank Enquires, Visits and Small Trial shipments. TIMBERWeb®’s decision to award or not to award the TIMBERWeb® Trust Status is final. If you are in any doubt please contact: Trust@timberweb.com or telephone +44 (0) 1728 688983 or write to The CEO, TIMBERWeb Trading Ltd., The Whin, Wadd Lane, Snape near Woodbridge, Suffolk, IP17 1QY, UK. The Company licences certified members to use the TIMBERWeb® Trust Logo on their website. TIMBERWeb® reserves the right to revoke permission to use the logo at any time without notice. Members agree to indemnify the Company without limitation for any liability to third parties resulting from unauthorised use of the logo.
- The Company may, at a Member's request, arrange for the registration of a domain name (e.g. .co.uk or .com) for the Member, as agent for the Member. Any such registration lasts for a period, typically two years from the date of registration and it is the sole responsibility of the Member to renew the registration with the relevant registration authority. The Company accepts no responsibility for and shall have no liability for any loss arising as a result of any failure to renew such a registration. The Company may charge a fee for this service.
USE OF SITE CONTENT
- A Member whose membership category so entitles it may have access to certain added value information and functionality available on the eMarket which is not generally available to other Users. Each such Member undertakes to use such features only for its own bona fide internal business purposes (see also clause 5) and not to make them available for use by any User who is not so entitled or by any other third party either directly by distributing the ID and Passwords or passing information which would otherwise require a separate membership subscription. A Member is not permitted to plagiarise website content of any kind for republication to a third party, nor are they permitted to use TIMBERWeb copyright material or the TIMBERWeb trademark without the prior approval of the Company. Members are not permitted to redistribute their username and password to third parties without prior approval of the Company.
SERVICES PROVIDED BY MEMBERS
- Each Member warrants and represents to the Company and to all other Members and Users of the eMarket from time to time that any services which it makes available on or via the eMarket shall be provided by competent and appropriately trained staff with all reasonable care and skill to the highest professional standards and in accordance with all applicable laws and regulations. The Company reserves the right to remove or block without compensation or refund of fees access to any service which, in the Company's sole opinion, is being made available in breach of this provision. The Members agree to indemnify the Company for any consequential loss as a result of a breach of this condition by the Members, including all legal fees.
TRANSLATIONS AND NON ENGLISH LANGUAGE
- The base language of the website is in English. The use of other languages is encouraged and permitted on the website. However, where a Members chooses to use a language other than English, a Member warrants and represents that they will use appropriate, non-offensive terms and act in accordance with the terms of the eMarket Membership agreement. The Company reserves the right to delete any non-English content, without any reason, without any liability to the Members. If a Member requires any part of its Members Page or any other material to be posted on the eMarket to be translated into a foreign language, the Company will recommend or sub-contract translation, but in no way can it warrant the accuracy of any translated material. The Member should take whatever steps it considers appropriate to satisfy itself on the accuracy of any such translation or whether the content of any foreign language page of its Members Page contravenes any laws in the relevant legal jurisdiction or these terms and conditions. The Member agrees to indemnify the Company and its agents and subcontractors against any claims arising out of such translations. The Company may charge a fee where it undertakes or arranges for any translation. Any such fee will be agreed with the Member prior to it being incurred.
- The Company may at any time require a Member to provide a verified English translation of any material published on any part of the eMarket by a Member at the Member's cost and any such translation will belong solely to the Company.
- The subscription fees for the different categories of membership of the eMarket are as stated on the website. The Company may from time to time increase such fees and/or introduce fees for categories that were previously free by posting the revised fee rates on the eMarket.
- Payment of any applicable fees for the first period of membership shall be due upon making the application and shall be payable by Bank Transfer, cheque or credit card or such other means as the Company may approve from time to time as published on the website.
- If any fees or other sums payable hereunder are overdue at any time, the Company may charge interest on the amount outstanding at the rate of 5% above the base lending rate of the Bank of England from time to time, compounded monthly, and the Company may also remove or block the Member Page or access (if any) from the eMarket and restrict or suspend access to the added value information and functionality available on the eMarket until all outstanding sums are paid.
- Prior to expiry of the initial membership period, the Company will invite the Member to renew its membership for a further specified period upon payment of the applicable fees in force at the time. If the Member notifies the Company that it does not wish to renew its membership or if it fails to pay any applicable fees in accordance with the said invitation, the Member's membership shall terminate and the Company will remove the Members Page and/or access from the eMarket.
- The Member agrees that the Company may retain the details of the Member on its Contacts Database, and other areas of the site, and the Company may charge a removal fee, to be agreed and paid in advance, if the Member expressly requests that its details be removed from the eMarket.
- Except in the circumstances described in paragraph 13, the Company shall make no refunds of subscription fees and, in particular, no Member shall be entitled to a refund where it requests the Company to cancel its membership, once its application for membership has been accepted.
- Subscription fees quoted on the eMarket are exclusive of any applicable Value Added Tax (VAT) or local taxes.
- Where a Member wishes to upgrade membership from one category to another category, a new membership must be purchased for one year which will be added to the expiry date of the current membership in force for that Member. The upgraded benefits will take effect immediately upon receipt of payment from the Member.
- The Member agrees to submit to instructions from the Company with regard to use of the website in order to retain orderly conduct within the eMarket. A Member who fails to comply with instructions concerning their use of the eMarket may be suspended or removed from the eMarket without refund of any subscription fees paid.
- Where there is a dispute between members, then the Company will try to assist the parties to come to a resolution. It is agreed that the Company is not obliged to do so. Members are prohibited from publishing details of the dispute on the website in any form other than within the ‘one to one’ Private Trading section of the eTrader between the parties concerned. If the Company is not satisfied with the conduct of a member during the course of a dispute, or does not respond to instructions by the Company, then the Company may at its sole discretion, suspend or cancel a member’s use of the web site and the eMarket until the matter is satisfactorily resolved. The Company is under no liability to the member in this respect. Members must satisfy themselves on the creditworthiness of trading partners. Membership of TIMBERWeb or TIMBERWeb Trust is NOT an indication of creditworthiness.
- The Company may immediately terminate the membership of any Member if the Member is in breach of any provision of these terms and conditions (including the User Terms).
- Any notice or other information to be given by the Company to a Member may, without limitation, be given by email, to the email address on the Member's Page or the records provided upon application and shall be deemed duly given when sent, provided no delivery error message is received by the Company within 24 hours after the email was sent.
- The Company may in its sole discretion from time to time change these terms and conditions by posting new terms and conditions on the eMarket. The new terms and conditions shall apply automatically immediately after they are posted, and a Member's continued use of the eMarket after such posting shall be taken to mean that it acknowledges and agrees to be bound by the new terms and conditions.
It is expressly agreed that the Company owns all of the data submitted by members and users of the site and the Company is authorised to sell,assign,transfer, give rights over this data to third parties without reference to the member or user. Members agree that IP addresses and clicks/page downloads made by the member may be recorded by the Company and this information may be given to other members or advertisers as Market Intelligence in so far as it affects the other member or advertiser.
EMAIL - TWmail
- TIMBERWeb takes email to its members very seriously and only sends emails to its members concerning the TIMBERWeb site according to the profile which has been set, as well as carefully selected industry-related matters from selected partners and advertisers which we believe members may be interested in directly or from a market perspective. By becoming a member you have expressly 'opted in' to receive emails from us and/or from carefully selected third parties. If you do not wish to receive emails in the future from us, members must login to TIMBERWeb and update the member profile selecting 'no' to receiving email alerts from TIMBERWeb. Members can also elect to be removed from our email lists by sending an email to email@example.com with the word 'UNSUBSCRIBE' in the subject header. Members must provide all information necessary to enable the Company to identify the email address to be Unsubscribed. Members agree that If they decide to unsubscribe the Company will remove the email address as soon as possible and may receive additional emails requestings further information.
- Members who use the TWmail service within the web site expressly consent to the Company reading, storing the messages on our server, moderating which may include minor editing the content of messages, blocking or deleting prior to or even after being sent and delivered.The Company will only edit, block or delete when it considers the content is not suitable, inaccurate, illegal or improper or otherwise not acceptable in the sole discretion of the Company. The Company agrees to keep messages safe, backed up and as confidential as possible but cannot be held responsible for erroneous deletions or loss of valuable information. Members must take care to copy or record important information that is contract or business critical. Members understand that the Company cannot monitor all content 24/7 and agree that the Company will not be held responsible for the content of messages that offend or are unsuitable and possibly illegal. It is the responsibility of members to report any abuse to Operations@timberweb.com and the Company will then investigate. Members agree not to systematically spam members or to systematically try and send messages to all members. Excessive page downloads from the directories will trigger and automatic suspension (see clause 5). Members agree not to attempt under any circumstances to enter telephone numbers or external email addresses to tempt other members to communicate 'off TIMBERWeb'. Members understand and agree that TIMBERWeb will not entertain requests for assistance in any dispute where it is clear that part of the negotiations have been conducted not within the TIMBERWeb TWmail/Martketplace communication systems. The Company agrees to support members in dispute where all communications have been undertaken on TIMBERWeb provided any telephone converstations are subsequently referred to in TWmail or Marketplace communications.
- These terms and conditions (including the User Terms and the eTrader Membership agreement where applicable) set out the entire agreement between a Member and the Company with respect to their subject matter and any terms implied by statute or common law are hereby excluded to the fullest extent permitted by law.
- These terms and conditions are governed by English law and the parties submit to the exclusive jurisdiction of the English courts.
The Website User Terms are incorporated as Schedule One of the eMarket Membership Agreement.
Click here to view the Website User Terms