TERMS AND CONDITIONS
Version number: [1.0]
Effective date: [01.09.2022]
- Who we are
- We are Courier Market Ltd. Our company information is at the end of this document.
- What this is all about
- These are our terms and conditions which apply to our Service (explained below). They’re available in English only. We’ve tried to make them user-friendly but please note that the summaries/explanations for each section in capitals aren’t a substitute for the rest of the text. Please read the entire document carefully and contact us if anything is unclear. Please save a copy as we don’t file a copy specifically for the transaction with you.
- Where you communicate with us on behalf of an organisation, you promise that you have authority to do so.
- Some definitions
THIS SECTION EXPLAINS WHAT CERTAIN WORDS MEAN WHEREVER THEY ARE USED WITH A CAPITAL LETTER IN THIS DOCUMENT
- “App” – the Courier Market mobile application.
- “Buyer” – a User who uses our Service for the purpose of buying Supplier Services.
- “Content” – all information of whatever kind displayed, stored or sent on or via our Service.
- “Service” – the platform service we offer by means of our web app, our (mobile) App and any related services.
- “Store” – the app distributor from which you download the App (e.g., Apple App Store, Google Play App Store).
- “Store Rules” – any applicable rules, policies or terms of the relevant Store.
- “Supplier” – a User (also referred to our Service as a “bidder”) who uses our Service for the purpose of supplying Supplier Services to Buyers.
- “Supplier Services” – the services offered by Suppliers on our Service.
- “Supplier Services Contract” – a contract to buy/sell Supplier Services.
- “User” – people or organisations using our Service (whether or not registered with us).
- How you enter a legal contract with us
THIS SECTION EXPLAINS HOW AND WHEN YOU BECOME LEGALLY BOUND BY A CONTRACT WITH US
- By applying to join our Service, you are making an offer to enter a legal contract with us to use our platform Service (which is different from the Supplier Services Contract between Supplier and Buyer – see below).
- We accept your offer and there is a binding legal contract when we send you a confirmation email.
- For App users: These terms and conditions are an “end user licence agreement” between you and us (not the Store) in relation to our App (i.e., setting out how we allow you to use our App). You also agree to be legally bound by the Store Rules.
- We reserve the right in our discretion for any lawful reason to refuse any request to use our Service.
- By accessing any part of our Service that does not require registration/payment, you are also bound by these terms to the extent they are relevant.
- Changing these terms and conditions
THIS SECTION EXPLAINS HOW AND WHEN WE CAN CHANGE THESE TERMS AND WHAT YOU CAN DO IF YOU DISAGREE
- We may change these terms and conditions by posting the new version on our website and, if the changes are important, by sending you an email or other message. We will give you reasonable notice before they take effect.
- If you don’t agree to the new terms and the changes are important and not intended to reflect changes to law/regulation, you can email us (to the address below) to end this contract on the day before the new terms take effect.
- Your right to use our Service
THIS SECTION SETS OUT THE EXTENT TO WHICH YOU ARE ALLOWED TO USE OUR SERVICE
- We grant you a limited personal non-transferable right to use our Service on any applicable device owned or controlled by you (only Apple-branded if you download our App from Apple) subject to these terms and conditions and, where applicable, in accordance with the Store Rules.
- Our Service is geared towards businesses. You must not use our Service if you are a consumer, i.e., an individual acting for purposes which are wholly or mainly outside your trade, business, craft or profession.
- Behaviour when using our Service
THIS SECTION EXPLAINS THE BEHAVIOUR AND OTHER REQUIREMENTS TO USE OUR SERVICE
- You agree not to do any of the following in connection with our Service:
- break the law or infringe anyone else’s rights;
- send, store, display or link to unlawful, infringing or otherwise inappropriate Content;
- victimise or harass other people;
- use offensive, obscene, abusive, discriminatory or other inappropriate language or images;
- deceive or mislead anyone;
- send, store, display or link to any Content that includes someone else’s personal information unless that person is 18 years or over and you have obtained their written consent or you are otherwise legally permitted to do so;
- impersonate anyone;
- use our Service to help you compete with us or to infringe our rights;
- disrupt our Service, e.g., spam, viruses or phishing;
- interfere with or damage our Service or gain unauthorised access to any part of our system, data, passwords or otherwise;
- intercept or modify communications;
- impose an unreasonable load on our Service;
- deliberately exploit any bugs found within our Service;
- get around any security features including those designed to stop copying of Content; or
- attempt, encourage or assist any of the above.
- You agree to:
- comply with the guidance/requirements on our Service; and
- cooperate reasonably with us in relation to our Service.
- You agree to ensure that any contact or other information that you supply to us is accurate and not misleading and you will tell us if there are any important changes.
- Supplier Services Contract
THIS SECTION EXPLAINS THE DIFFERENCE BETWEEN YOUR PLATFORM CONTRACT WITH US AND YOUR SUPPLIER SERVICES CONTRACT WITH OTHER USERS. IT ALSO SETS OUT SOME IMPORTANT ASPECTS OF THE SUPPLIER SERVICES CONTRACT AS WELL AS OUR ROLE IN FACILITATING THAT CONTRACT.
Forming a Supplier Services Contract
- Our Service is a neutral platform where independent Suppliers can arrange to supply Supplier Services to Buyers under a Supplier Services Contract. We do not supply those services ourselves. Any Supplier Services Contract is between the respective Supplier and Buyer and we are not a party to it. You acknowledge that any legal claim arising from breach of the Supplier Services Contract (including for non-payment) is against the Buyer or Supplier and not against us. You also separately agree with us that you will comply with each Supplier Services Contract.
- A Supplier Services Contract is formed when the Buyer generates a confirmation message with the agreed job details to the Seller via our Service.
- The terms of the Supplier Services Contract (including payment and cancellation) are for the parties to agree provided that they are consistent with any relevant terms set out in this agreement (particularly in this section). It is your responsibility to satisfy yourself that the terms of the Supplier Services Contract are suitable for you and to take appropriate legal advice and/or insurance to protect yourself.
- You agree that we are entitled at any time to end or suspend any Supplier Services Contract by giving notice by email, SMS and/or in-app message if we consider that either party has broken this platform contract, or this platform contract ends, or it is necessary to protect either party.
- You agree to deal with other Users in a polite and courteous manner and to respond promptly to communications from other Users.
- You agree to cooperate reasonably with the Buyer/Supplier and to supply information that they reasonably request.
- The Supplier agrees that in connection with supply of Supplier Services to the Buyer:
- it has and will maintain the necessary abilities (including licenses, permissions, qualifications, skills, training, expertise);
- it will supply the Supplier Services with reasonable skill and care;
- it will comply with all applicable laws and regulations (including data protection) and will not infringe any third party rights; and
- it will take out and maintain reasonably appropriate insurance.
Complaints and disputes
- If you have any complaint about, or dispute with, another User, you must tell us immediately by email. We may in our discretion help to try and resolve the issue, but we do not promise to get involved.
Not circumventing our platform
- You agree not to use our platform with a view to dealing with other Users outside the platform.
- You agree that, until 12 months after this contract ends, you will not contract directly with any Buyer/Supplier that you first contacted through our Service.
For Suppliers only
- You accept that use of our Service of itself may not necessarily enable compliance with all applicable laws and regulations concerning the Supplier Services Contract and the Supplier Services.
- You agree to tell us immediately about anything that is likely to be relevant to our decision to accept or retain you on the Service, e.g., any conviction, disciplinary finding, or changes to your relevant licences or insurance cover.
- You accept that we do not guarantee that use of our Service will generate any particular level of revenues or suitable enquiries.
- Your Content
THIS SECTION CONTAINS CERTAIN PROMISES BY YOU REGARDING YOUR CONTENT AND GIVES US SOME RIGHTS INCLUDING TO REMOVE/DELETE/DISCLOSE THE CONTENT IN CERTAIN CIRCUMSTANCES
- You are responsible for your Content.
- You agree that you have (and will keep) all rights needed to enable us to use your Content as contemplated by the Service and these terms and conditions.
- If you post a review, you promise that it is your independent, honest, genuine opinion.
- If you use any features on our Service which enable you to share your Content with other sites, we are not responsible for use of your Content on those sites.
- We are entitled (without telling you or giving you a refund) to reject, suspend, alter, remove or delete Content or to disclose to the police or other relevant authorities or to a complainant any Content or behaviour if it is the subject of complaint or where we have reason to believe that it breaches our terms and conditions, or that such steps are necessary to protect us or others, or that a criminal offence may have been committed, or where required by law or where requested by the police or other appropriate authorities, or if we consider that Content does not meet our quality standards.
- We are not legally responsible if your Content is misused by others. You must take reasonable care when deciding which Content to display on or send via our Service.
- We may place advertisements near or within your Content. If so, we retain all revenue from such advertisements.
- It is your responsibility to make your own frequent backups of Content if you want protection if it is lost or damaged. We are not responsible for such loss or damage.
- Uninstalling the App may result in deletion of all Content on your device.
- We are entitled without notice to edit the text or layout of your listing to ensure it complies with our terms and conditions and otherwise in accordance with how we think your presence should appear on our Service. Even if we edit your listing, you remain solely responsible for it, so please monitor it carefully.
- Dealing with other Users
THIS SECTION INCLUDES IMPORTANT WARNINGS ABOUT YOUR DEALINGS WITH OTHER USERS AND WHAT TO DO IF YOU ENCOUNTER MISBEHAVIOUR
- We may make some enquiries about Suppliers, such as asking them to provide details of licences and/or insurance but we don’t promise to do so. We cannot guarantee that any information provided to us or included in a profile is or remains accurate. You rely on such information at your own risk.
- You contract and deal with Suppliers at your own risk. You are responsible for your selection. You agree that, before you contract with them, you will ask them to verify any claims or information that are important to your selection.
- If you are a Supplier, are responsible for deciding whether it is appropriate for you to provide your services to any particular Buyer and to take out your own insurance to protect yourself, if appropriate
- If you encounter any inappropriate Content or behaviour in connection with our Service or if you have any concerns for your safety, you agree to immediately (1) stop communicating with the other person and (2) tell us. Please also use any available blocking mechanisms and seek relevant external help If appropriate (e.g., from law enforcement authorities).
- You acknowledge that we permit Users to post public reviews about you and/or your services. We are not responsible for monitoring or editing reviews. You acknowledge that such reviews may be critical or defamatory of you.
- Other peoples’ services / advertising / websites
THIS SECTION EXPLAINS THAT WE AREN’T RESPONSIBLE FOR ADVERTISING ETC BY OTHER PEOPLE ON OUR SERVICE
- We may display other peoples’ services, advertising and/or links to other websites. We do not recommend or endorse, nor are we legally responsible for, any of these. You use them at your own risk.
- Our guidance
THIS SECTION EXPLAINS THAT YOU RELY ON ANY GENERAL GUIDANCE BY US AT YOUR OWN RISK
- If we ourselves provide any general guidance or other similar information on or via our Service, we do not guarantee that it is accurate or up to date or relevant to you and we do not accept legal responsibility for it. Before acting on such information, you must make your own appropriate and careful enquiries including as to its accuracy and suitability for your purposes. You rely on such information at your own risk.
- If you create an account on our Service
THIS SECTION TELLS YOU ABOUT OBLIGATIONS AND RESTRICTIONS THAT APPLY WHEN YOU SET UP AN ACCOUNT INCLUDING YOUR RESPONSIBILITY FOR OTHERS WHO USE YOUR ACCOUNT
- Unless otherwise specifically stated on our Service, your account is for your personal use only. You must not allow any other person to use your account unless we specifically say otherwise. You agree to take reasonable care to keep your login information confidential and to tell us immediately of any apparent breach of security such as loss or misuse of a password. You are responsible for other people who use your account or identity (unless and to the extent that we are at fault).
- Paying us
THIS SECTION EXPLAINS ABOUT PAYMENT INCLUDING AUTO-RENEWAL OF SUBSCRIPTIONS AND PRICE CHANGES
- Payment is in advance, involving a one-off joining fee and/or on subscription. Prices, subscription periods and payment methods are as explained on our Service.
- We agree to pay the joining fee and your first subscription payment within three business days of your contract with us. We are entitled to cancel this contract if you do not pay within this time.
- If we have mis-priced any part of our Service, we are not obliged to supply the Service at that price provided we notify you. If we do notify you, then you can decide if you want to continue with the Service at the correct price.
- You authorise us and our payment provider to place a hold on, or charge, your payment card for the relevant amounts or otherwise take payment whenever payments are due in accordance with this agreement. It is your responsibility to update your payment card details as necessary.
- We may at any time change our subscription prices. We will give you notice by email at least six weeks before any price change takes effect. If you do not agree with the new price, you should end your subscription. Otherwise, the next rollover of the contract after the six weeks’ notice will be at the new price.
- You must contact us immediately with full details if you dispute any payment.
- You agree that you are legally bound by the terms and conditions of any payment providers whose services you use on our Service. We aren’t responsible for what they do or don’t do.
- You must make all payments without any set-off, counterclaim or any other deduction. Time shall be of the essence for all payments under this agreement.
- If any amount due to us is unpaid (including unjustifiable chargeback), without prejudice to any other remedy that may be available to us, we may charge you: (1) a reasonable additional administration fee; (2) the amount of any third party charges imposed on us; and/or (3) interest (both before and after judgment) on the amount unpaid at the rate for the time being that would be applicable if the debt were a qualifying debt under the Late Payment of Commercial Debts (Interest) Act 1998.
- If you are paying an annual subscription that is split into monthly or other instalments and fail to pay any instalment on time, all the remaining instalments become immediately due and payable.
- We may offer discount codes from time to time. Such codes may only be applied to purchases made through the account in respect of which the discount code was offered and registered and are not transferrable or redeemable for cash. Unless otherwise stated: codes (1) are only available for future new orders placed online; (2) cannot be used retrospectively; (3) can only be redeemed once per customer; and (4) expire after 12 months. You cannot use more than one discount code per transaction unless we state otherwise; if we do so, the order in which the codes are to be applied is in our sole discretion. We reserve the right to reject any discount code if we consider that it is being used in breach of these terms. Discount codes are subject to any additional specific terms and conditions which are specified at the point of issue. We reserve the right to discontinue or otherwise modify any discount codes at any time without prior notice.
THIS SECTION EXPLAINS IF WE OFFER SUPPORT AND, IF SO, ANY RESTRICTIONS THAT APPLY
- The Service includes support only if we specifically say so within the Service and, if so, by the specified contact methods. Any support service is only intended to address configuration and proper use of, or any errors or interruptions arising from, our Service.
- Unless we say otherwise, support is only available between 9am and 5pm (excluding non-business days in England) and we do not guarantee any particular response times or outcomes. Any response times given are English business hours/days unless we say otherwise.
- In any event, we aren’t obliged to supply support if you owe us any money or have otherwise broken this contract.
- You acknowledge that the Store has no obligation to supply any maintenance and support services in relation to the App.
- Termination and suspension of this contract
THIS SECTION EXPLAINS WHEN AND HOW YOU OR WE CAN END (OR SUSPEND) THE CONTRACT AND, IF SO, WHAT HAPPENS.
- This contract lasts for 12 months from the date of our contract with you and rolls over for subsequent 12-month terms unless either party gives written notice to end the contract at least 30 days before the end of the then-current term. Notice must be given by email. Ending the contract does not entitle you to a refund.
- Either party may terminate this agreement immediately on notice in writing if the other:
- is in material default of its obligations under this agreement and (where remediable) has failed to substantially remedy the default within 28 days after notice in writing (not email) is given to the defaulting party specifying the default; or
- suffers, or threatens to suffer, any form of insolvency, receivership, administrative receivership, administration or ceases, or threatens to cease, to carry on business.
- If this contract ends:
- It still continues insofar as necessary to facilitate any pending Supplier Services Contracts you entered into before termination unless we end those contracts, in which case we will refund the applicable payment to the Buyer subject to any deduction which we consider reasonably appropriate.
- Your right to use our Service and all licences are terminated.
- We are allowed to delete your Content without telling you.
- Existing rights and liabilities are unaffected.
- All clauses in this contract which are stated or intended to continue after termination will continue to apply.
- We are entitled to suspend part or all of our Service or impose restrictions on our Service if:
- we reasonably believe that you have breached the contract;
- any fees payable by you are unpaid or unjustifiably charged back;
- acting reasonably, we think that it is necessary to protect you, us or others;
- we are required to do so by applicable law or regulation or to comply with an order, instruction or request from a competent authority; or
- you or anyone on your behalf acts inappropriately towards our staff.
- If we suspend our Service, you remain responsible to pay for our Service during the period of suspension if you were at fault. We are entitled to make resumption of a suspended Service subject to reasonable conditions including payment of a reasonable reconnection fee.
- If our Service doesn’t work properly
THIS SECTION EXPLAINS THAT WE DON’T PROMISE THAT OUR SERVICE WILL BE ERROR-FREE
- We do not warrant that the Service will be uninterrupted or error-free or that any Content generated, stored, transmitted or used via or in connection with the Service will be complete, accurate, secure, up to date, received or delivered correctly or at all.
- We are entitled without notice and without liability to suspend the Service for repair, maintenance, improvement or other technical reason. For any planned maintenance we will try to provide reasonable notice.
- You acknowledge that technology is not always secure and you accept the risks inherent in use of the Internet or other technology for the purpose of the Service.
- Compatibility of App
THIS SECTION EXPLAINS THAT WE DON’T GUARANTEE OUR APP IS OR WILL REMAIN COMPATIBLE WITH YOUR DEVICE
- We do not guarantee that the App is or will be compatible with any particular mobile devices or associated operating systems (OS’s). You must check that the App works on your applicable device before you subscribe. You acknowledge that the supplier of the device or OS may issue an update that causes our App to stop working. We may issue App updates through the Store; if so, you may not be able to use our App properly or at all until you have downloaded the update, which may be subject to agreement to new terms and conditions. It is your responsibility to frequently monitor for App updates and to install them as soon as they become available.
- Restrictions on our legal responsibility – very important
THIS SECTION LIMITS OUR LEGAL RESPONSIBILITY IN VARIOUS WAYS AND MAKES YOU RESPONSIBLE FOR CERTAIN LOSSES WE SUFFER, EG IF YOU BREAK THE CONTRACT
- Nothing in this agreement in any way limits or excludes our liability for negligence causing death or personal injury or for fraud or fraudulent misrepresentation or for anything which may not legally be excluded or limited. In this section, any reference to us includes our employees and agents, who have the right to enforce this agreement.
- Our liability of any kind (including our own negligence) for any act or omission or series of connected acts or omissions is limited to the total fees paid or payable by you to us in connection with our Service in the 12 months before the first act or omission complained of.
- In no event (including our own negligence) will we be liable for any of the following (even if we have been advised of the possibility of any such losses): economic losses (including, without limit, loss of revenues, profits, contracts, business or anticipated savings); or loss of goodwill or reputation; or special, indirect or consequential losses; or damage to or loss of data.
- We shall have no liability of any kind for any losses or damage to the extent that they result from your breach of this agreement.
- You will indemnify us against all claims and liabilities arising out of or in connection with your use of the Service and/or breach of this agreement (except insofar as we are at fault).
- To the extent allowed by law, you and we exclude all terms, whether imposed by statute or by law or otherwise, that are not expressly stated in this agreement
- This agreement constitutes the entire agreement between us with respect to its subject matter and supercedes any previous communications or agreements between us. We both acknowledge that there have been no misrepresentations and that neither of us has relied on any pre-contractual statements. Liability for misrepresentation (excluding fraudulent misrepresentation) relating to the terms of this agreement is excluded.
- Intellectual property rights (IP)
THIS SECTION EXPLAINS THAT YOU AND WE REMAIN OWNERS OF COPYRIGHT AND OTHER IP RIGHTS IN OUR RESPECTIVE CONTENT AND HOW WE ALLOW EACH OTHER TO USE THE CONTENT
- You remain the owner of the IP in any Content you provide to us for display on our Service. You allow us, at no cost and for so long as this contract lasts to use and adapt all or part of such material however we wish on our Service as well as on other channels including social media, including to enhance, redistribute and/or promote our Service. You waive your “moral rights” in relation to such Content to the extent legally allowed. You also allow each User to use your Content in accordance with these terms and conditions. You give us the right to take any legal action we think necessary if there is an infringement of the intellectual property rights in your Content
- We and/or our partners own the IP in all Content (excluding your Content and that of other Users) used on or in connection with our Service. You may view such material on your device for your personal and internal business use only.
- Just to be clear – you must not collect, scrape, harvest, frame or deep-link to any Content on our Service without our specific prior written consent.
- You must not reverse-engineer or decompile any of our software in any way (except to the extent allowed by applicable law). You must not alter or create or use a modified or derivative version of our software or distribute or sublicense our software to third parties. You must take reasonable steps to ensure that our software is not disclosed to any third party.
- Your personal information
THIS SECTION CONTAINS SOME FINAL GENERAL INFORMATION ABOUT HOW THIS CONTRACT WORKS
- We are not liable for failure to perform or delay in performing any obligation under this agreement if the failure or delay is caused by any circumstances beyond our reasonable control including third party telecommunication failures and epidemics/pandemics.
- Any notice required by this agreement to be given by any party in writing may be given by hand or sent (by special delivery within the UK or by international signed for post outside the UK) to another party at its registered office or such other address as that party may notify to the other party for this purpose from time to time or (unless stated otherwise) by email.
- You may not assign or transfer any of your rights or obligations under this agreement without our prior consent in writing not to be unreasonably withheld or delayed except that you have the right without our consent to assign the benefit of this agreement in connection with the sale of all or substantially all of your assets.
- The failure of a party to exercise or enforce any right under this agreement shall not be deemed to be a waiver of that right nor operate to bar the exercise or enforcement of it at any time or times thereafter.
- If any provision of this agreement is held to be unlawful, void or unenforceable in whole or in part, this agreement shall continue in force in relation to the unaffected provisions and the remainder of the provision in question, and the parties will renegotiate the offending provision in good faith to achieve the same objects.
- Save insofar as expressly provided otherwise in this agreement, no third party may enforce any clause in this agreement under the Contracts (Rights of Third parties) Act 1999.
- The relationship of the parties is that of independent contractors. Except as otherwise stated in this agreement, nothing in this agreement shall constitute the parties as partners, joint venturers or co-owners, or constitute any party as the agent, employee or representative of the other(s), or empower any party to act for, bind or otherwise create or assume any obligation on behalf of the other(s), and no party shall hold itself out as having authority to do the same.
- This contract is subject to the law, and exclusive jurisdiction of the courts, of England and Wales.
- Extra legal terms
THIS SECTION CONTAINS SOME ADDITIONAL LEGAL TERMS REQUIRED BY APPLE
- In the event of any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, we, not the Store, will be solely responsible for the investigation, defence, settlement and discharge of any such intellectual property infringement claim.
- The following applies where Apple Inc is the Store:
- In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App (if applicable). To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be our sole responsibility subject to these terms and conditions.
- We, not Apple, are responsible for addressing your claims or the claims of any third party relating to the App or the end-user’s possession and/or use of that App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy or similar legislation including use of HealthKit and HomeKit frameworks.
- You acknowledge and agree that the Store, and the Store’s subsidiaries, are third party beneficiaries of this agreement, and that the Store will have the right (and will be deemed to have accepted the right) to enforce this agreement against you as a third party beneficiary thereof.
- You agree that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- If you have any complaints, please contact us via the contact details shown below.
- Information about us
- Company name: Courier Market Ltd
- Trading name: “Courier Market”
- Country of incorporation: England and Wales
- Registered number: 13841505
- Registered office: F62 Cherwell Business Village, Southam Road, Banbury, England, OX16 2SP
- Contact address: One Victoria Square, Birmingham, England, B1 1BD
- Contact email address: firstname.lastname@example.org
- Other contact information: See our website/contact page
- VAT number: 400 0103 00