Posted April 2018
www.vysyble.com (‘the Site’) is owned and operated by vysyble Ltd (‘vysyble’, ‘we’ or ‘our’ as applicable).
These Terms and Conditions (‘Terms’) govern the use of this Site and any order for content or services that you place, in particular, the rights you acquire to use such content or services. By using the Site, regardless of whether or not you choose to register, you are agreeing on behalf of your business for it to be bound by these Terms. You should therefore read them carefully to understand your business’s rights and liabilities before placing an order or using the Site. The terms ‘you’, ‘your’ or ‘your business’ in these Terms are a reference to the business on whose behalf you act when using, registering or placing an order from this Site. If you have any queries relating to them, please contact vysyble by e-mail (email@example.com). Alternatively, if you do not wish to be bound by these Terms, you should not use the Site.
1 ACCESS AND REGISTRATION
1.1 You must be 18 years of age or over to use this Site.
1.2 You are free to browse many areas of the Site without registering. However, if you want to place an order, access purchased content or access certain other parts of the Site, then you will need to register.
1.3 You must ensure that all the information you provide when you register or place an order is true, accurate, current and complete in all respects.
1.4 If your registration details change, you must edit them in My Profile.
1.5 The log-in details for each registration are for use by a single user only. Please do not share your log-in details, or allow those of any Authorised Users to be shared, with any other person as you will be held responsible for all activities that occur under these passwords and/or accounts with or without your knowledge.
1.6 If you become aware of any misuse or unauthorised use of your log-in details, including those of any Authorised Users, then you must inform vysyble immediately by sending an e-mail to firstname.lastname@example.org.
2 CONTENT AND SERVICES AVAILABLE ON THE SITE
2.1 vysyble may provide some content on the Site for free and some content that we charge for. You can purchase this content at the prices stated on the Site or subscribing to a service that includes such content. Any rights not expressly granted in these Terms are reserved.
2.2 If you wish to use our content in any way not expressly permitted in these Terms below (including, but not limited to making them available via an intranet or extranet or to or via a mobile device), you must first request written permission from vysyble. vysyble may grant or withhold permission for such use at its own discretion. If vysyble grants you permission for such use, in addition to any other conditions applied, you must attribute the content to vysyble in the following form: “source: © vysyble 2017. All rights reserved.”
3 FREE CONTENT
3.1 vysyble may make content available for free on the Site. Please see below for details of how you are permitted to use this content.
Permission to use free content
3.2 You can use the content that we may make available for free on the Site for your own reference use only in connection with your business to view online, download one or more items of it onto the drive of one hardware device or print one copy of one or a reasonable number of items, provided you keep intact all and any copyright and proprietary notices. All other rights in relation to our free content are reserved.
4 CONTENT FOR PURCHASE
4.1 vysyble offers for purchase charts, information graphics, market reports, country reports, economic reports, global reports and company profiles (‘Report(s)’) in digital format for download from the Site. For details of how you can use this content please see below.
4.2 Reports are available for download and use in certain specified formats, for example, Microsoft Powerpoint, Adobe PDF, Mixrosoft Excel. It is your responsibility to check which format suits your needs best and which will enable you to successfully receive and access any purchased download before you place an order. Please note that from time to time vysyble may modify the formats in which the Reports are available, so you should always check before making a purchase.
4.3 When you purchase a Report, you may also be given access to statistical data at no extra charge. Where available, statistical data can be downloaded in Microsoft Excel spreadsheet format. Its use is also subject to the permitted uses and restrictions of use set out below in Clauses 4.5 and 4.6.
Permission to use purchased content
4.5 When you buy any of our content in digital form, what you are buying is the right to use it (or extracts from the same) for your own reference in connection with your business in the following ways only:-
- to view it online;
- to download one copy of that digital content in an available electronic format;
- to store that content in electronic format on the drive of one hardware device; to print out one copy of that digital content;
- to manipulate any statistical data that is provided with a Report;
- provided that you keep intact all and any copyright and proprietary notices.
Restrictions on the use of purchased content
4.6 You may not use the content in any way not permitted in Clause 4.5, in particular:
- You may not offer the content for resale.
- You may not scan, photocopy, fax, or in any other way reproduce or copy the content.
- You may not share the content with anybody else.
- You may not distribute the content whether by electronic mail, over any network or otherwise.
- You may not upload the content to any database or server.
- You may not display the content on any website or intranet. When you buy any of our books, you are permitted to use them in accordance with the copyright notice included in them and in accordance with copyright laws.
5 PURCHASING CONTENT AND SERVICES
Eligibility to place an order.
5.1 To be eligible to place an order for content on the Site, you must:
- be placing an order on behalf of your business and have the necessary authority to do so;
- register by providing the name, address, phone number and contact details of your business in addition to your real name, e-mail address and other required information;
- possess a valid credit or debit card issued by a card issuer acceptable to vysyble (i.e. Visa, Mastercard or American Express).
- Making a contract
5.2 Your order is an offer by you to buy from us. The following steps have to take place before a contract is made online between you and vysyble:
- You place your order for content on the Site by pressing the ‘Submit your order’ button.
- This button appears at the ‘Complete checkout’ page after you have provided your card details.
- You will see an on-screen acknowledgement that your order is complete. vysyble will also send you an e-mail acknowledging the content that you have ordered and the total cost of your order.
- In respect of Reports, vysyble accepts your order, and therefore the contract is made between you and vysyble, when vysyble makes the content you have purchased available on the ‘My Purchases’ page that you can access by logging into the Site using the username and password you set up during the registration process.
6 PRICES AND PAYMENT
6.1 The prices for content and services quoted on the Site do not include VAT, any equivalent sales tax or delivery.
6.2 You will find the total cost of your order, with price, VAT (where applicable) and delivery itemised, in your ‘Shopping Cart’ before you submit your order. Orders for which a UK invoicing address is provided or that are shipped to a UK address will be invoiced in Sterling (£). Orders for which an invoicing address in another EU country is provided or that are shipped to another EU country will be invoiced in Euros (€). All other orders will be invoiced in US Dollars ($).
6.3 vysyble currently accepts payment by the following credit cards: Visa, Mastercard and American Express. You confirm that the credit card you use to make payment to vysyble is yours.
6.4 vysyble engages the services of a third party provider to process the transaction. vysyble does not seek to hold any information regardng your bank or credit card details.
6.4 Subject to credit card authorisation, vysyble, via the third party transaction services provider, takes payment from your credit card once you have entered your payment details and clicked the ‘Submit your order’ button, or if you are paying by invoice, once you have confirmed your payment details. In the event that vysyble is unable to supply the content you have ordered, vysyble will let you know as soon as possible. In such event, vysyble will give you a full refund if payment has already been taken.
7 ACCESSING PURCHASED CONTENT
Accessing Purchased Content
7.1 Once you have submitted your order and your payment details have been confirmed (subject to any delays beyond vysyble’s control) vysyble will send you an e-mail confirming your purchase and links to purchased content will be available for 12 months from the date of that e-mail on the ‘My Purchases’ page within ‘My Pages’. Your content will be available for you to use, in accordance with the usage restrictions set out below.
7.2 Provided that any download vysyble has provided to you is not defective, risk of loss of and damage to the content you have purchased passes to you once your download is complete.
8 CANCELLATION AND TERMINATION
Cancelling your order
8.1 vysyble may decline your order for any reason, in which case vysyble will send you an e-mail telling you so. If the reason for declining your order is because vysyble cannot obtain authorisation of your payment details for any reason, then vysyble may invite you to pay by another method.
8.2 Occasionally information errors on the Site may occur. If we discover an error in the description of any content or service that you have ordered, we will let you know and ask whether you wish to continue with your order or cancel it. If we discover that the correct price of any content or services you have ordered is lower than our stated price, we will charge you the lower amount and process your order. If the correct price is higher than our stated price, we will, at our discretion, either contact you for instructions before processing your order or cancel your order and notify you of such cancellation.
8.3 To avoid any doubt, as this Site and its content are intended for business use only, you do not have an automatic right to cancel your contract with vysyble. We therefore regret that we do not offer refunds or accept returns, except in circumstances where we are unable to supply the content you have ordered and for which we have taken payment (please see Clauses 5.4 and 9 respectively for further details).
8.4 vysyble reserves the right to terminate any contract with you if your payment is not processed for any reason, but you have nevertheless received the content or access to services you have ordered. In such an event, vysyble may on notice to you withdraw your right to use such content or services (as described above) and require you to delete or return such content, including content obtained through any services provided, as appropriate.
9 DEFECTIVE CONTENT
9.1 If a Report is defective (e.g. it is corrupted) then please contact vysyble via email@example.com to notify us. You will be entitled to a replacement. This constitutes vysyble’s sole liability to you for any defective content you have purchased.
10 THIRD PARTY SOFTWARE
10.1 You acknowledge that you might need to download and activate certain third party software in order to download, view and use any of the digital content provided on the Site (e.g. Adobe Reader). This software will be clearly identified on the Site.
10.2 In order to use such third party software or technology you may have to explicitly accept the terms of a licence agreement with that third party. You acknowledge that vysyble has no responsibility or control over such third party software or their licence terms.
12.1 The Site may include links to third party websites such as useful research websites and promotional partners. vysyble has not reviewed these third party websites and does not control and is not responsible for these websites or their content or availability. vysyble therefore does not endorse or make any representations about them, or any material found there, or any results that may be obtained from using them.
12.3 You may link from your own website to the Site, provided:
- the Site is not loaded into frames on your website and is not otherwise passed off as your own content; and
- your website or service does not misrepresent its relationship with vysyble or present false information about vysyble.
12.4 vysyble reserves the right to withdraw linking permission at any time without prior notice.
13 YOUR/AUTHORIZED USERS USE OF THE SITE
13.1 vysyble encourages your use of the Site and our content and services on the Site. However, vysyble requires that your use of the Site is lawful. Consequently, you may not use the Site for any illegal purpose and in particular you will not interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site.
13.2 You agree to use your best endeavours to ensure that Authorised Users access and use the content and services that vysyble provides only in accordance with the permitted uses and restrictions of use set out in these Terms.
14 INTELLECTUAL PROPERTY
14.1 You acknowledge that all copyright, database right, trade marks and all other intellectual property rights in the Site and the content made available via the Site, will at all times remain vested in vysyble or its licensors, which reserve all such rights.
14.2 You shall at the request and expense of vysyble do all such things as may be reasonably required to assist vysyble in taking or resisting any legal proceedings in relation to any infringement of any such rights.
14.3 For information on how you are permitted to use the content made available on the Site, please see the permitted uses and restrictions of use set out above in these Terms.
14.4 The trade marks ‘vysyble’, ‘vysyble Football Profitability Index’, ‘Football Profitability Index’ and ‘EP/R’ are owned by vysyble. All other brand names and trade marks that appear on the Site are trade marks or trade names of their respective holders. No permission is given in respect of the use of any of these brands or marks, and any such use may constitute an infringement of the holder’s rights.
15.1 The parties to any contract made under these Terms acknowledge that they or their employees may, in the course of performing their responsibilities under these Terms, be exposed to or acquire non-public information which is proprietary to or confidential to either party or third parties to whom they owe a duty of confidentiality (“Confidential Information”). The parties agree to hold Confidential Information in strict confidence and not to disclose the same to third parties or to use such Confidential Information for any purpose whatsoever other than the provision of content and services to you and Authorised Users as contemplated by these Terms and to advise each of its employees who may be exposed to Confidential Information of their obligations to keep such information confidential. This provision shall survive termination of any contract made under these Terms.
15.2 vysyble agrees that it will not, without your prior written consent, represent, directly or indirectly, that any product or any service(s) provided by vysyblehas been approved or endorsed by you. This provision shall survive termination of any contract made under these Terms.
16 WARRANTIES AND INDEMNITIES
16.1 vysyble warrants:
16.1.1 that it has permission from the original rights owners to allow you to use the content available via the Site, in accordance with these Terms.
16.1.2 to operate the Site and provide services through it with reasonable skill and care and to use reasonable endeavours to correct any faults of which it is aware.
16.2 You agree to indemnify, defend and hold harmless vysyble, its directors, officers, employees and licensors from and against any claim, liability, cost, damage or loss vysyble may incur (including reasonable legal fees) as a result of any actions you or Authorised Users take which disrupt access to and/or functioning of the Site and/or any breach by you of your obligations under these Terms, including but not limited to any breach by you or by any Authorised User of the permissions granted to you under these Terms.
16.3 Subject to Clause 16.4, vysyble shall indemnify and hold you and Authorised Users harmless from and against any damages, awards or penalties, including proper and reasonable legal fees, which arise from any claim by any third party of an alleged infringement of copyright or any other property right arising out of the use by you or any Authorised User of the content and services we provide to you in accordance with these Terms.
16.4 The indemnity contained in Clause 16.3 shall be subject to the following provisions:
16.4.1 It will not apply to any claim which relates to any modification, abstraction or other change made by an Authorised User to any content we make available to you or them by any means.
16.4.2 You shall immediately notify vysyble on receipt of any allegation of infringement and shall make no admission or take any action without vysyble’s express written authority.
16.4.3 vysyble shall have the sole right to deal with any such claim and to defend the legal proceedings in respect of such claims at its own expense, including the right to compromise or settle or otherwise dispose of any such claim.
16.4.4 You shall provide, at vysyble’s expense, such assistance in investigating and defending such claims as vysyble may reasonably request. This indemnity shall survive the termination of any contract made under these Terms.
17 EXCLUSIONS & LIMITATIONS OF LIABILITY
17.1 The sole warranties given by vysyble are those contained in Clause 16.1.
17.2 Nothing in these Terms will restrict any of your statutory rights or vysyble’s liability for death or personal injury resulting from vysyble’s negligence, for fraud or fraudulent misrepresentation or for any other liability that cannot be limited or excluded by applicable law.
17.3 The Site is intended for information purposes only and as such no information provided on or via the Site constitutes advice or recommendations. You should not rely on any information provided on or via the Site to make any decision. If you do, subject to Clause 17.2, vysyble is not liable for any loss or damage that may result.
17.4 Although the Site is provided in good faith and vysyble tries to ensure that the information on the Site is accurate and complete, vysyble cannot and does not guarantee the accuracy, integrity, quality or completeness of the content available via the Site or its usefulness for any particular purpose. vysyble does not accept any liability which may arise as a result of any errors or incomplete information in such content.
17.5 vysyble does not have any knowledge of, nor control over, the particular purpose(s) for which the content and services available on the Site is used. Accordingly, subject to Clause 17.2, vysyble excludes any and all liability for any loss of any nature suffered by you, or by any of your clients or customers, as a direct or indirect result of your/their use of any of the content or services available on the Site or New Materials you or Authorised Users create or of making any business decision, or refraining from making any such decision, based wholly or partly on any data, expression of opinion, statement or other information or data contained in the content or accessible through the services available on the Site.
17.6 Except for the express warranties stated in Clause 16, the content and services available on the Site are provided on an “as is” basis. Subject to Clause 17.2, vysyble excludes any and all other warranties, conditions, or representations relating to the content and services, whether express, implied, oral or written, and including any which may be contained in any description, specification or proposal provided to you by vysyble, via the Site or otherwise. This exclusion applies to any and all implied warranties of quality, performance, merchantability or fitness for a particular purpose. vysyble does not make any promises about the availability of the Site or promise that your access to the Site or our content will be delivered uninterrupted, timely or error-free. In particular, vysyble disclaims any liability in connection with any technical problems you may experience with the Site which may result in interruptions to the Site. vysyble makes no warranties respecting any harm that may be caused by the transmission of a computer virus, worm, time bomb, Trojan horses, cancelbots, logic bomb or any other form of programming routine designed to damage, destroy or otherwise impair a computer’s functionality or operation including transmission arising from your download of any content, software you use to download the content, the Site or the server that makes it available. In this respect you agree that it is your responsibility to install suitable anti-virus and security software on your computer hardware and other devices to protect against any such bugs, viruses or other such harmful programming routines. Any content downloaded or otherwise obtained through the use of the Site is done at your own risk and you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such content. All such implied provisions are hereby excluded to the fullest extent permitted by law.
17.7 To the fullest extent allowed by law, vysyble will not be liable for (i) any loss of data; use; reputation; goodwill or opportunity; (ii) any loss of or failure to realise expected profit, revenue or savings or any other form of pure economic loss, whether such loss is direct or indirect; or (iii) any indirect, special, incidental, punitive, consequential damages or losses that you may suffer, whether relating to your downloading, purchase or use, or inability to use, the Site or any content or services vysyble provides or otherwise, and, in each case, howsoever arising.
17.8 Other than as set out above, vysyble’s maximum aggregate liability to you for all claims whether arising in contract, tort, breach of statutory duty or otherwise, and, whether in respect of a single event, series of connected events or of unconnected events, will be limited to: (i) in the case of any defective content as described under Clause 9.1, the replacement of such content; or (ii) in any other case, the retail price of the content or service for which you have paid.
18 GENERAL Changes to these Terms and the Site
18.1 vysyble may change these Terms at any time by sending you an e-mail with the modified Terms or by posting a copy of them on the Site. Any changes will take effect seven (7) days after the date of the e-mail or the date on which vysyble posts the modified Terms on the Site, whichever is the earlier. Your continued use of the Site after that period expires means that you agree to be bound by the modified Terms.
18.2 To ensure that you are aware of the most up to date version of these Terms, you will be asked to read and accept these Terms each time you place an order. vysyble also recommends that you print and keep a copy for your records. To print, please press CTRL + P.
18.3 vysyble reserves the right:
18.3.1 to make changes at any time to all or any parts of the Site and the details displayed on it (including content and prices);
18.4 You may not assign, sub-license or transfer all or parts of your rights or obligations under these Terms.
18.5 Occasionally vysyble is unable to perform its obligations under these Terms due to circumstances beyond its reasonable control. In such circumstances including, but not limited to, system failure, fire, flood, earthquake and other natural physical disasters, strikes, trade disputes, lock outs, riot, accident, disruption to energy supplies, civil commotion, acts of terrorism or war, vysyble’s inability or delay in performing its obligations will not be deemed to be in breach of contract.
18.6 Each party acknowledges that in accepting these Terms it has not relied and is not relying on any representations or warranties (whether implied or otherwise) other than those expressly set out in these Terms and the parties irrevocably and unconditionally waive any right they may have to any remedy in respect of any other such representation or warranty except in the case of fraud.
18.7 If any of these provisions is deemed invalid, illegal, void, unenforceable or in conflict of the applicable law of any jurisdiction, that provision will be deemed severable from the rest and will not affect the validity. legality and enforceability of any remaining provisions.
18.8 These Terms govern vysyble’s relationship with you and represent vysyble’s entire agreement with you and Authorised Users in connection with your use of the Site and the content made available via the Site.
18.9 If you breach these Terms and vysyble chooses to ignore your breach, vysyble will still be entitled to use the rights and remedies available to it at a later date or in any other situation where you breach the Terms again. A waiver of any provision(s) of these Terms by vysyble shall not be deemed a waiver of any other provision(s) of these Terms.
Exclusion of third party rights
18.10 These Terms do not create any right enforceable by any person who is not a party to them.
18.11 Any disputes or claims arising out of or in connection with the contract are governed by and construed in accordance with the laws of England and Wales.
18.12 In the event of any dispute or controversy arising out of or in connection these Terms, the parties agree to exercise their best efforts to resolve the dispute as soon as possible. The parties shall, without delay, continue to perform their respective obligations under these Terms, which are not affected by the dispute.
18.13 If a dispute arises out of or in connection with this contract, both you and vysyble will attempt to settle it by mediation in accordance with the Centre for Dispute Resolution (CEDR) Model Mediation Procedure.
18.14 If either or both you and/or vysyble refuse to initiate the mediation procedure within 14 days of the dispute arising or if you and vysyble both fail to agree terms of settlement within 30 days of the initiation of the procedure, you and vysyble will resolve the dispute by binding arbitration before a single arbitrator in accordance with the then current international arbitration rules of the International Chamber of Commerce. The arbitration shall take place in London, England. During the continuance of any arbitration proceeding, the parties shall continue to perform their respective obligations under these Terms.
18.15 Nothing in this clause or in the Rules of the International Chamber of Commerce shall prevent either you or vysyble from applying to the Court of any jurisdiction for such provisional or protective measures as are available under the laws of that jurisdiction.
19.1 All notices required or permitted under these Terms will, when provided by vysyble, be given in writing to the address and/or e-mail address provided by you at registration or, when being provided by you, be given in writing to our postal address in Clause 21 below using an internationally recognised express courier service.
20.1 If you have any complaints, please contact vysyble via e-mail at firstname.lastname@example.org.
21 CONTACT vysyble
The Site is owned and operated by vysyble Ltd.
20-22 Wenlock Road
London N1 7GU
Registered in England. Company number 8662382.