access and use of the website Weboptimarket.com
INC LP with its registered office located at Suite 1, 4 Queen Street,
Edinburgh, Scotland, UK, EH3 1JE.
This document is a legally binding agreement between you as the user(s) of the Site (referred to as ‘you’, ‘your’ or ‘User’ hereinafter) and the OLM INC LP legal entity (referred to as ‘we’, ‘our’ or ‘OLM’ hereinafter).
Application and Acceptance of the Terms
Your use of the Site and its services, software and products
(collectively the as the ‘Services’
hereinafter) is subject to the terms and conditions contained in this
policies of the Site that it may publish from time to time. This
document and such other rules and policies of the Site are
collectively referred to below as the ‘Terms’.
By accessing the Site or using its Services, you agree to
accept and be bound by the Terms. Please do not use the
Services or the Sites if you do not accept all of the Terms.
1.2 You may not use the Services and may not accept the Terms if (a) you are not of legal age, or (b) you are not permitted to receive any Services under the laws of Scotland or other countries / regions including the country / region in which you are resident or from which you use the Services.
1.3 You acknowledge and agree that OLM may amend any Terms at any time by posting the relevant amended and restated Terms on the Sites. By continuing to use the Services or the Sites, you agree that the amended Terms will apply to you.
1.4 If the Site has posted or provided a translation of the English language version of the Terms, you agree that the translation is provided for convenience only and that the English language version will govern your uses of the Services or the Sites.
1.5 You may be required to enter into a separate agreement, whether online or offline, with OLM or our affiliate for any Service (‘Additional Agreements’). If there is any conflict or inconsistency between the Terms and an Additional Agreement, the Additional Agreement shall take precedence over the Terms only in relation to that Service concerned.
1.6 The Terms may not otherwise be modified except in writing by an authorized officer of OLM.
2. Provision of Services
2.1 The Site’s contracting entity that you are contracting with is OLM INC LP with its registered office located at Suite 1, 4 Queen Street, Edinburgh, Scotland, UK, EH3 1JE.
2.2 You must register as a member on the Site in order to access and use some Services.
Services (or any features within the Services) may vary for different
regions and countries. No warranty or representation is given that a
particular Service or feature or function thereof or the same type
and extent of the Service or features and functions thereof will be
available for Users. OLM may in our sole discretion limit, deny or
create different level of access to and use of any Services (or any
features within the Services) with respect to different Users.
2.4 OLM may launch, change, upgrade, impose conditions to, suspend, or stop any Services (or any features within the Services) without prior notice except that in case of a fee-based Service, such changes will not substantially adversely affect the paying Users in enjoying that Service.
As a condition of your access to and use of the Sites or Services,
you agree that you will comply with all applicable laws and
regulations when using the Sites or Services.
3.2 You agree to use the Sites or Services solely for your own private and internal purposes. You agree that (a) you will not copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc available on or through the Sites (the ‘Site Content’), and (b) you will not copy, reproduce, download, compile or otherwise use any Site Content for the purposes of operating a business that competes with OLM, or otherwise commercially exploiting the Site Content. Systematic retrieval of Site Content from the Sites to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from OLM is prohibited. Use of any content or materials on the Sites for any purpose not expressly permitted in the Terms is prohibited.
3.4 OLM may allow Users to access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise), API or otherwise to such third parties' web sites. You are cautioned to read such web sites' terms and conditions and/or privacy policies before using the Sites. You acknowledge that OLM has no control over such third parties' web sites, does not monitor such web sites, and shall not be responsible or liable to anyone for such web sites, or any content, products or services made available on such web sites.
3.5 You agree not to undertake any action to undermine the integrity of the computer systems or networks of OLM and/or any other User nor to gain unauthorized access to such computer systems or networks.
3.6 You agree not to undertake any action which may undermine the integrity of OLM’s feedback system, such as leaving positive feedback for yourself using secondary Member IDs or through third parties or by leaving unsubstantiated negative feedback for another User.
3.7 By posting or displaying any information, content or material (‘User Content’) on the Site or providing any User Content to OLM or our representative(s), you grant an irrevocable, perpetual, worldwide, royalty-free, and sub-licensable (through multiple tiers) license to OLM to display, transmit, distribute, reproduce, publish, duplicate, adapt, modify, translate, create derivative works, and otherwise use any or all of the User Content in any form, media, or technology now known or not currently known in any manner and for any purpose which may be beneficial to the operation of the Site, the provision of any Services and/or the business of the User.
4. Member Accounts
User must be registered on the Site to access or use some Services (a
registered User is also referred to as a ‘Member’
4.2 Upon registration on the Sites, OLM shall assign an account and issue a member ID and password (the latter shall be chosen by a registered User during registration) to each registered User. An account may have a web-based email account with limited storage space for the Member to send or receive emails.
4.3 A set of Member ID and password is unique to a single account. Each Member shall be solely responsible for maintaining the confidentiality and security of your Member ID and password and for all activities that occur under your account. No Member may share, assign, or permit the use of your Member account, ID or password by another person outside of the Member’s own business entity. Member agrees to notify the OLM immediately if you become aware of any unauthorized use of your password or your account or any other breach of security of your account.
4.4 Member agrees that all activities that occur under your account (including without limitation, posting any company or product information, clicking to accept any Additional Agreements or rules, subscribing to or making any payment for any services, sending emails using the email account or sending SMS) will be deemed to have been authorized by the Member.
4.5 Member acknowledges that sharing of your account with other persons, or allowing multiple users outside of your business entity to use your account (collectively, ‘multiple use’), may cause irreparable harm to the Site. Member shall indemnify OLM, our affiliates, directors, employees, agents and representatives against any loss or damages (including but not limited to loss of profits) suffered as a result of the multiple use of your account. Member also agrees that in case of the multiple use of your account or Member’s failure to maintain the security of your account, OLM shall not be liable for any loss or damages arising from such a breach and shall have the right to suspend or terminate Member’s account without liability to Member.
5. Member’s Responsibilities
5.1 Each Member represents, warrants and agrees that (a) have full power and authority to accept the Terms, to grant the license and authorization and to perform the obligations hereunder; (b) use the Sites and Services for business purposes only; and (c) the address provided when registering is the principal place of business of the business entity.
Member will be required to provide information or material about your
entity and business as part of the registration process on the Sites
or your use of any Service or the member account. Each Member
represents, warrants and agrees that (a) such information and
material whether submitted during the registration process or
thereafter throughout the continuation of the use of the Sites or
Service is true, accurate, current and complete, and (b) you will
maintain and promptly amend all information and material to keep it
true, accurate, current and complete.
5.4 Each Member further represents, warrants and agrees that the User Content that you submit, post or display shall:
a) be true, accurate, complete and lawful;
b) not be false, misleading or deceptive;
c) not contain information that is defamatory, libelous, threatening or harassing, obscene, objectionable, offensive, sexually explicit or harmful to minors;
d) not contain information that is discriminatory or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
e) not violate any applicable laws and regulations (including without limitation those governing export control, consumer protection, unfair competition, or false advertising) or promote any activities which may violate any applicable laws and regulations;
f) not contain any link directly or indirectly to any other web Sites which includes any content that may violate the Terms.
5.6 Each Member further represents, warrants and agrees that you shall/are:
a) carry on your activities on the Site in compliance with any applicable laws and regulations;
b) conduct your business transactions with other users of the Sites in good faith;
c) carry on your activities in accordance with the Terms and any applicable Additional Agreements;
d) not use the Services or Site to defraud any person or entity (including without limitation sale of stolen items, use of stolen credit/debit cards);
e) not impersonate any person or entity, misrepresent yourself or your affiliation with any person or entity;
f) not engage in spamming or phishing;
g) not engage in any other unlawful activities or encourage or abet any unlawful activities;
h) not involve attempts to copy, reproduce, exploit or expropriate OLM’s various proprietary directories, databases and listings;
i) not involve any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with, intercepting or expropriating any software or hardware system, data or personal information;
j) not engage in any activities that would otherwise create any liability for OLM or our affiliates.
Member may not use the Services and member account to engage in
activities which are identical or similar OLM’s e-commerce
5.8 Member agrees to provide all necessary information, materials and approval, and render all reasonable assistance and cooperation necessary for OLM’s provision of the Services, evaluating whether Member has breached the Terms and/or handling any complaint against the Member. 5.9 Member acknowledges and agrees that OLM shall not be required to actively monitor nor exercise any editorial control whatsoever over the content of any message or material or information created, obtained or accessible through the Services or Sites.
5.11 Member acknowledges and agrees that each Member is solely responsible for observing applicable laws and regulations in its respective jurisdictions to ensure that all use of the Site and Services are in compliance with the same.
6. Breaches by Members
OLM reserves the right in our sole discretion to remove, modify or
reject any User Content that you submit to, post or display on the
Sites which we reasonably believe is unlawful, violates the Terms, or
is otherwise found inappropriate in OLM’s opinion.
6.2 If any Member breaches any Terms, or if OLM has reasonable grounds to believe that a Member is in breach of any Terms, OLM shall have the right to take such disciplinary actions as it deems appropriate.
6.3 OLM reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing.
6.5 If a Member is in breach of the Terms, OLM also reserves the right to publish the records of such breach on the Site.
7.1 Through the Sites, OLM provides electronic web-based platforms for purchasing the Goods advertised on the Site.
7.2 All purchase/sales transactions shall be governed by the relevant agreements entered into with OLM. The draft agreements can be found on the Site.
8. Limitation of Liability
Any material downloaded or otherwise obtained through the Sites is
done at each User's sole discretion and risk and each User is solely
responsible for any damage to the computer system or loss of data
that may result from the download of any such material.
8.2 The Sites may make available to User services or products provided by independent third parties. No warranty or representation is made with regard to such services or products.
8.3 Each User hereby agrees to indemnify and save the Site, our affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such User's use of the Sites or Services (including but not limited to the display of such User's information on the Sites) or from your breach of any of the terms and conditions of the Terms.
8.4 Each User hereby further agrees to indemnify and save the Site, our affiliates, directors, officers and employees harmless, from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, as a result of any claims asserted by third party rights claimants or other third parties relating to products offered or displayed on the Sites.
The Site shall not be liable for any special, direct, indirect,
punitive, incidental or consequential damages or any damages
whatsoever (including but not limited to damages for loss of profits
or savings, business interruption, loss of information), whether in
contract, negligence, tort, equity or otherwise or any other damages
resulting from any of the following.
a) the use or the inability to use the Sites or Services;
b) violation of third party rights or claims or demands that User's manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Sites may violate or may be asserted to violate third party rights;
unauthorized access by third parties to data or private information
of any User;
e) statements or conduct of any User of the Sites; or;
f) any matters relating to Services however arising, including negligence.
8.6 Notwithstanding any of the foregoing provisions, the aggregate liability of the Site, our employees, agents, affiliates, representatives or anyone acting on our behalf with respect to each User for all claims arising from the use of the Sites or Services during any calendar year shall be limited to the greater of (a) the amount of fees the User has paid to the Site or our affiliates during the calendar year and (b) the maximum amount permitted in the applicable law. The preceding sentence shall not preclude the requirement by the User to prove actual damages. All claims arising from the use of the Sites or Services must be filed within one (1) year from the date the cause of action arose or such longer period as prescribed under any applicable law governing this Term of Use.
9. Force Majeure
9.1 Under no circumstances shall OLM be held liable for any delay or failure or disruption of the content or services delivered through the Sites resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
10. Intellectual Property Rights
10.1 The Site is the sole owner or lawful licensee of all the rights and interests in the Sites and the Site Content. The Sites and Site Content embody trade secrets and other intellectual property rights protected under worldwide copyright and other laws. All title, ownership and intellectual property rights in the Sites and Site Content shall remain with the Site, our affiliates or licensors of the Site Content, as the case may be.
10. The Site may have independent third parties involved in the provision of the Services (e.g., the authentication and verification service providers).
All legal notices or demands to or upon the Site shall be made in
writing and sent to OLM personally, by courier, certified mail, or
email. The relevant addresses can be found on the Contact page of the
Site. The notices shall be effective when they are received by OLM in
any of the above-mentioned manner.
11.2 The Site is able to demonstrate that communication, whether in physical or electronic form, has been sent to such User, or immediately upon the Site posting such notice on an area of the Sites that is publicly accessible without charge.
11.3 You agree that all agreements, notices, demands, disclosures and other communications that the Site sends to you electronically satisfy the legal requirement that such communication should be in writing.
12. General Provisions
Subject to any Additional Agreements, the Terms constitute the entire
agreement between you and OLM with respect to and govern your use of
the Site and its Services, superseding any prior written or oral
agreements in relation to the same subject matter herein.
12.2 OLM you are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms.
12.3 If any provision of the Terms is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.
12.4 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
12.5 OLM’s failure to enforce any right or failure to act with respect to any breach by you under the Terms will not constitute a waiver of that right nor a waiver of OLM’s right to act with respect to subsequent or similar breaches.