Terms and Conditions

FIRST4MILK TERMS OF USE

Definitions:

Authorised Users: those employees and advisors of the Customer, Customer Members and their employees and advisors and other individuals who are authorised to use the Services.

Customer: First Milk as detailed on the Order Form.

Customer Data: the data inputted by the Customer, Authorised Users, or Kingshay on the Customer's behalf for the purpose of using the Services or facilitating the Customer's use of the Services.

Order Form: the Order Form detailing the services ordered and to be provided.

Services: the online services provided by Kingshay to the Customer under this agreement via www.First4Milk.co.uk or any other website notified to the Customer from time to time.

User Subscriptions: the user access permission requested by the Customer as detailed in the Order Form which entitle Authorised Users to access and use the Services in accordance with this agreement.

2. User subscriptions

2.1 Kingshay hereby grants you a non-exclusive and, non-transferable right to permit Authorised Users to use the website and Services during the Subscription Term.

3. Access to this service

3.1 After you place an order for access to our Services, you will receive an e-mail from us acknowledging that we have received your order. However, please note that this does not mean that your order has been accepted. We will confirm our acceptance of your orderto you by sending you an e-mail which provides you access to the services included within your subscriptionyou have purchased. The Contract between us will only be formed when we send you this confirmation and login details.

3.2 If we are unable to supply you with a particular service or process your order, we will endeavour to contact you by telephone or otherwise inform you of this by e-mail (to the contact details you have provided us with).

4. Customer warranties

You warrant that you shall:

a) comply with all applicable laws and regulations with respect to your activities under this agreement;
b) ensure that the Authorised Users use the Services and website in accordance with the terms and conditions of this agreement and shall be responsible for any Authorised User's breach of this agreement;
c) ensure that your network and systems comply with the relevant specifications provided by Kingshay and/or First Milk from time to time; and
d) be solely responsible for procuring and maintaining your network connections and telecommunications links from your systems to Kingshay data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to your network connections or telecommunications links or caused by the internet.

5. Acceptable use of the services and website

5.1 You shall not access, store, distribute or transmit any viruses, or any material during the course of your use of the Services or website that:

a) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing, racially or ethnically offensive;
b) facilitates illegal activity;
c) depicts sexually explicit images;
d) promotes unlawful violence;
e) is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
f) in a manner that is otherwise illegal or causes damage or injury to any person or property;

5.2 Kingshay and First Milk reserves the right, without liability or prejudice to its other rights to you, to disable your access to any material that breaches the provisions of this clause.

5.3 In your use of this service, you must not;

a) except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties:
- i. and except to the extent expressly permitted under this agreement, attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Services or website in any form or media or by any means; or
- ii. attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software; or
b) access all or any part of the Services or website in order to build a product or service which competes with the Services and/or website; or
c) unless otherwise agreed, license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services and/or website or any content available to any third party except the Authorised Users, or
d) attempt to obtain, or assist third parties in obtaining, access to the Services and/or website other than as permitted in writing.
e) allow any unauthorised access to, or use of, the Services and, in the event of any such unauthorised access or use, promptly notify First Milk and Kingshay.
f) conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent.
g) use data collected from our website or our directory to contact individuals or companies or other organisations (for any reason).
h) use data collected from our website or our directory for any direct marketing activity (including without limitation email marketing, SMS marketing, telemarketing and direct mailing).

6. Subscription term

Your agreement for use of the services shall, unless otherwise terminated earlier, commence on the date the Services are first made available to you and shall continue for the Subscription Term and, thereafter, this agreement shall be automatically renewed for successive periods of 30 days or as otherwise detailed in your Order Form, unless:

a) either party notifies the other party of termination, in writing, at least 30 days before the end of the Subscription Term or any Renewal Period, in which case this agreement shall terminate upon the expiry of the applicable Subscription Term or Renewal Period; or
b) otherwise terminated in accordance with the provisions of this, or any other agreement between us and you.
c) the provision of Services is terminated by First Milk

7. Subscription suspension

7.1 Without prejudice to our other rights under these terms, if you breach these terms of use in any way, or if we reasonably suspect that you have breached these terms of use in any way, we may:

a) send you one or more formal warnings;
b) temporarily suspend your access to the website;
c) permanently prohibit you from accessing the website;
d) block computers using your IP address from accessing the website;
e) contact your internet services provider and request that they block your access to the website;
f) bring court proceedings against you for breach of contract or otherwise;
g) delete and/or edit any or all of your directory or website submissions; and/or
h) suspend and/or delete your account with the website.

7.2 Where we suspend or prohibit or block your access to our website or a part of our website or Services, you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different account).

8. Subscription termination

8.1 Without affecting any other right or remedy available to it, Kingshay or First Milk may terminate this agreement with immediate effect by giving written notice if you commit a breach of any other term of this agreement where such breach is irremediable or (if such breach is remediable) you fail to remedy that breach within a period of 15 days after being notified in writing to do so.

8.2 On termination of this agreement for any reason:

(i) all licences granted under this agreement shall immediately terminate;
(ii) Kingshay may destroy or otherwise dispose of any of the Customer Data in its possession unless Kingshay receives, no later than ten days after the effective date of the termination of this agreement, a written data subject request, pursuant to the General Data Protection Regulations. Kingshay shall use reasonable commercial endeavours to provide a response to the Customer within 30 days of its receipt of such a written request.

8.3 Provided that, to the extent to which Customer Data is not personal data and provided that such data is entirely anonymised, The Customer gives their consent for Kingshay and First Milk to retain a copy of such Customer Data for the purposes of data aggregation, and business intelligence purposes and to comply with any statutory or regulatory requirements.

8.4 On termination of this agreement for any reason, any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the agreement which existed at or before the date of termination shall not be affected or prejudiced.

9. Cancelling your account with us

9.1 You may cancel your account with us by following the instructions detailed above.

9.2 We may cancel your account with us without cause by giving you at least 30 days' written notice of cancellation.

10. Limitation of our liability

10.1 Nothing in these terms of use excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.

10.2 To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to our site or any content on it, whether express or implied.

10.3 We will not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, howsoever arising under or in connection with:

a) use of, or inability to use, our site / Services;
b) use of or reliance on any content displayed on our site / Services;
c) loss of profits, sales, business, or revenue;
d) business interruption;
e) loss of anticipated savings;
f) loss or corruption of data, information or software;
g) loss of anticipated savings;
h) loss of business opportunity, goodwill or reputation; or
i) any special, indirect or consequential loss, costs, charges, expenses or damage.

10.4 To the extent that the website and information and services on our website are provided free-of-charge, we will not be liable to you for any loss or damage of any nature.

10.5 Except as expressly and specifically provided in this agreement:

a) the Customer assumes sole responsibility for results obtained from the use of the Services and the website, and for conclusions drawn from such use. Kingshay shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to Kingshay by the Customer in connection with the Services, or any actions taken by Kingshay at the Customer's direction;
b) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this agreement; and
c) the Services and the website are provided to the Customer on an "as is" basis.

10.6 We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our site or to your downloading of any content on it, or on any website linked to it.

10.7 We are not liable for any delays, delivery failures, or any other loss or damage suffered by you as a result of your use of the Services provided by Kingshay and First Milk, and you acknowledge that this service may be subject to limitations, delays and other problems inherent in the use of such services.

11. Indemnity

You hereby indemnify us and undertake to keep us indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of any breach by you of any provision of these terms of use, or arising out of any claim that you have breached any provision of these terms of use.

12. Force majeure

Kingshay and First Milk shall have no liability to you under this agreement if you are prevented from or delayed in performing your obligations under this agreement, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Kingshay or First Milk or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of Kingshay or First Milk or sub-contractors, provided that you are notified of such an event and its expected duration.

13. Assignment

13.1 You shall not, without the prior written consent of Kingshay and First Milk, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this agreement.

13.2 Kingshay or First Milk may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this agreement.

14. Communications between us

When we refer, in these Terms, to "in writing", this will include e-mail. If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order. Please note that any notice given by you to us, or by us to you, will be deemed received and properly served, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail that such e-mail was sent to the specified e-mail address of the addressee. The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

15. Other important terms

15.1 All Intellectual Property Rights in or arising out of or in connection with this agreement or any other agreement we have with you shall be owned by us. All Kingshay materials are the exclusive property of Kingshay. All First Milk materials are the exclusive property of First Milk.

15.2 We may transfer our rights and obligations under any agreement with you to another organisation, but this will not affect your rights or our obligations under this agreement. We will always notify you in writing, by e-mail or by posting on our website if this happens.

15.3 You may only transfer your rights or your obligations under these terms to another person if we provide our prior written consent to you.

15.4 This contract is between you and us. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties Act) 1999 or otherwise.

15.5 Each of the clauses of these terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining clauses will remain in full force and effect.

15.6 If we fail to insist that you perform any of your obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

16. Jurisdiction

These terms are governed by English law. This means that a contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), will be governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.

These terms and conditions supersede any previously issued terms and conditions for this website. These may be revised without notice.