Terms and Conditions of Use

1. Use of the Website

1.1 You may only use the Website if you can lawfully enter into and form contracts for your company and if you have registered and accepted these Terms on behalf of your company. You must also register your company with the emarket.com payment system. You will not be able to use the Website until you have completed the registration process.

1.2 Although we will provide you with every practicable assistance required to access the Website, or any permitted part of it, we accept no responsibility if you are unable to do so (whether due to equipment failure, unavailability of communication facilities, mis-configuration, or any other reason whatsoever). Neither do we guarantee that access to the Website nor will any part thereof be uninterrupted, timely, without delay, secure or error free or operate as contemplated in these Terms.

1.3 We reserve the right at any time to suspend, terminate or discontinue the Website including, without limitation, for maintenance purposes, without incurring any liability or obligation to you

1.4 We reserve the right to amend these Terms and/or the basis upon which you may access the Website at any time. If we do amend these Terms and/or the basis upon which access to the Website is to be provided, we shall display a notice on the Website informing you of that fact. Your continued use of the Website after any amendment of these Terms shall be deemed to be your binding acceptance of any such amendment.

2. Registering an account

2.1 In order to register an account you will be required to choose a user name and password and to enter other information that we ask for on our registration form such as (but not limited to) your company name, postcode, telephone number and email address. In order to register an account you must have: (i) a registered address; (ii) a delivery address (if different from your registered company address) within the EEA (or as otherwise agreed in writing by us); (iii) a valid VAT-registration number; and (iv) be able lawfully to enter into, abide by and comply with these Terms. The registration of your account is subject to our account verification tests and credit checks.

2.2 On registration, you will be allocated a Trading Status by us. A Premium rating will give you access to additional functionality on the Website. Whether you may transact as a Vendor from the date of registration is subject to your credit rating. If you do not meet our required minimum credit rating for Vendors, you must complete a minimum of three (3) transactions as a Purchaser prior to becoming a Vendor. If your Trading Status on registration does not meet your reasonable satisfaction within 30 days of registering an account via the Website, you may request a refund of the Subscription Fees (less a €30 administration fee) and terminate your account.

2.3 You shall ensure that the details you provide at registration are accurate and kept up to date. You can change the details you provide at registration at any time via the Website. If you would like us to terminate your registration (which you may do so at any time) and delete your data, please let us know by email to unsubscribe@emarket.com.

2.4 You are solely responsible for maintaining the confidentiality of your password and user name and are responsible for all activities that are carried out under them. We do not check the identities of users of the Website and will not be responsible for any losses suffered by you where your password or user name is used by someone else to access the Website. You agree to notify us immediately by email to register@emarket.com. if you become aware of or suspect any unauthorised use of your password or user name.

3. Our right to restrict access

3.1 We reserve the right to terminate or suspend your registration or access in respect of the Website if we determine, in our absolute discretion, that you are in breach of any provisions of these Terms or we conclude, in our absolute discretion, that your conduct adversely impacts on our name and reputation. On termination, your rights to access the Website will expire and you will have no right to a refund of any Subscription Fees paid.

3.2 We reserve the right to amend your Trading Status at any time if we determine that your conduct adversely impacts other users of the Website. By way of example only, if you persistently cancel Orders, we may downgrade your membership status from "Premium" to "Standard" or we may change your membership status from Vendor to only Purchaser. This may affect your use of the Website.

4. Our obligations to you

4.1 Subject to your compliance at all times with the provisions of these Terms and as otherwise specified in these Terms, we will provide you with access to the Website on the basis set out in these Terms.

4.2 We will respect the privacy of your data that you supplied to us on registration and otherwise pursuant to your use of the Website. We will not share your data with other parties except as provided in these Terms. We reserve the right to share aggregated generic data which does not refer to specifically named users.

5. Your obligations to us

5.1 You will act lawfully at all times when you access the Website and will comply with all Applicable Law including, without limitation, local packaging and labelling law requirements and you shall not do or fail to do any act which may cause us to be in breach of any Applicable Law

5.2 You agree not to use the Website:

5.2.1 in any way that may lead to the encouragement, procurement or carrying out of any criminal activity, including selling any counterfeit Goods or otherwise infringing the copyright, trade mark or other rights of third parties, or for any other unlawful purpose;

5.2.2 to email, transmit or otherwise disseminate any content which is defamatory, obscene, in breach of copyright, vulgar or indecent or may have the effect of being harassing, threatening, abusive or hateful or that otherwise degrades or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age or disability; or

5.2.3 to advertise or promote third party products or services or your own products or services (other than Goods) including by way of the distribution of 'spam' email.

5.3 You undertake to us that all of the details you supply on registration (and any subsequent revisions of the same which you provide to us) and otherwise in correspondence with us are (or will be) true and accurate.

5.4 You agree not to interfere with, disrupt or jeopardise the operation of the Website whether, without limitation, by introducing any viruses, trojan horses, worms or similar devices into the Website or intercepting, expropriating or reutilising any system, data or personal information comprised in or pursuant to any use of the Website.

5.5 You agree not to attempt to access the accounts of other users of the Website or to penetrate or to attempt to penetrate the Website's security measures.

5.6 You undertake not to circumvent or manipulate our fee structure, the billing process, or fees owed to us.

5.7 You are solely responsible for actions taken using your password to access any part of the Website, and for keeping your password confidential, and you will not disclose your password to or share it with anyone else. You may not use your password for any unauthorised purpose. You will be liable for any actions of a third party who uses your name and password to access any part of the Website. If you believe that someone else knows your name and password, you must contact us immediately to arrange for an alternative user name and/or password to be issued.

5.8 You may copy, download, post, transmit, edit, communicate or otherwise reproduce the services, Web pages or materials on the Website only for your own internal business purposes in accordance with these Terms.

5.9 If you fail to comply with any of the obligations set out in this paragraph 5:

5.9.1 we have the right to suspend your account for a period of time to be determined by us in our complete discretion;

5.9.2 we have the right to cancel your account and to refuse future access to the Website to you (in any capacity in which you approach us and under any name) and to any affiliate of yours or member of your corporate group;

5.9.3 you will be liable for any costs we have incurred as a direct result of sales not completing due to your breach;

5.9.4 we have the right to withdraw or change your Trading Status;

5.9.5 we have the right to notify a relevant authority if we reasonably believe the breach infringes relevant law or regulation.

6. Intellectual Property Rights

6.1 You acknowledge and agree that all Intellectual Property Rights in and relating to the Website are owned, and shall continue to be owned, by us and/or our licensors.

6.2 Your use of the Website and its content grants no rights to you in relation to our (or our licensor's) Intellectual Property Rights or the Intellectual Property Rights of third parties contained in the Website.

6.3 Any use other than that permitted under this paragraph 6 may only be undertaken with our prior express authorisation.

6.4 You grant to us a non-exclusive, royalty free licence to use your logo (and any Intellectual Property Rights therein) for the purposes of advertising and promoting the Goods on the Website. You may request by written notice to us that we stop using your logo. We will comply with any such request within fourteen (14) days of receipt of notice.

6.5 You grant to us a non-exclusive, transferable, royalty free licence to use any and all images of Goods which you upload onto the Website (and any Intellectual Property Rights therein) ("Images"): (i) for the purposes of advertising and promoting the Goods on the Website; and (ii) to use such Images in our image bank which is made available to users of the Website. For the avoidance of doubt, Images which are made available to users of the Website via the image bank may only be used by such users for the purposes of advertising their own Goods on the Website and nothing in this paragraph gives such users the right to use such Images on any other medium. You may request by written notice to us that we stop using and/or making available to users of the Website your Images. We will comply with any such request within fourteen (14) days of receipt of notice.

6.6 You warrant to us that you own, or are otherwise licensed to use your logo (and all any Intellectual Property Rights therein) and any and all Images.

7. Your indemnity to us

7.1 You agree that you will only use the Website in accordance with these Terms and to indemnify and hold us harmless against any claims or legal proceedings brought against us by any other person as a result of your breach of these Terms, including in relation to:

7.1.1 the transmission or receipt of any content or message from you or persons using your company registration access details;

7.1.2 any unpaid invoices or for late payment;

7.1.3 any errors, delays or system failures in the electronic payment system;

7.1.4 any liability to taxation, duties, impost or other taxation charges imposed by an authority in any country, state or territory;

7.1.5 the late or non-delivery of Goods;

7.1.6 any damaged or missing Goods;

7.1.7 any damage to any person or property caused by Goods;

7.1.8 receipt of any Goods which do not correspond with the Confirmation Notice; and

7.1.9 any infringement of any third party Intellectual Property Rights as a result of our use of your logo or any Images pursuant to paragraphs 6.4 and 6.5 respectively.

8. Offer and Order process

8.1 Offer

8.1.1 Each Offer constitutes a firm and unconditional offer to sell the Goods to us for onwards sale by us to a Purchaser, which may be accepted by us at any time.

8.1.2 Each Offer must state in its terms whether the Goods Offered are for export or for domestic transactions only.

8.1.3 You may amend, vary or withdraw any Offer at any time prior to us placing an Order and/or sending an Order Notice (if applicable and subject to such Order Notice not lapsing as set out in paragraph 8.1.5 below) in respect of such Offer.

8.1.4 Subject to paragraph 8.1.5, on receipt of an Order from a Purchaser in respect of your Offer, we will notify you that we accept your Offer, subject to your confirmation of stock availability. Each accepted Offer constitutes a separate contract between you and us which shall be governed by these Terms.

8.1.5 In relation to Orders received from Non-Credit Purchasers, we will send you an Order Notice, subject to your confirmation of stock availability, to reserve the Goods pending payment from the Purchaser. As soon as we receive cleared funds from the Purchaser, we will notify you that we accept your Offer. If funds are not received by us from the Purchaser within 48 hours of the time of issue of the Order Notice and we have not notified you that we accept your Offer, the Order Notice will lapse automatically and the Offer shall not be deemed accepted by us.

8.1.6 In relation to each Offer you make to sell Goods through the Website, you warrant and represent to us that:

8.1.6.1 the description of the Goods posted on the Website is complete, accurate and up-to-date;

8.1.6.2 you have all requisite licences and consents to offer the Goods for sale into the EEA;

8.1.6.3 the Goods comply with all applicable European or equivalent trading standards regulation and legislation;

8.1.6.4 your Offer to sell the Goods does not contravene any Applicable Law;

Goods are ready for collection at the time notified by us to you.

8.2 Order

8.2.1 Each Order constitutes a firm and unconditional offer to purchase the Goods which may be accepted by us at any time.

8.2.2 You may amend, vary or withdraw any Order at any time prior to the issue date of a Confirmation Notice in respect of such Order. In some instances this may be done immediately when you confirm the Order online.

8.2.3 We will confirm our acceptance of your Order by means of a Confirmation Notice:

8.2.3.1 in respect of Non-Credit purchasers, on receipt of an Order, subject to cleared funds as set out in paragraphs 10.2.3.1 and 10.2.3.2; and

8.2.3.2 in respect of Credit Purchasers, on receipt of an Order, subject to the Price being less than or equal to your authorised account limit (including any outstanding account balances).

Each Order constitutes a separate contract between you and us which shall be governed by these Terms.

8.2.4 If you cancel an Order after the receipt of a Confirmation Notice you will be liable to pay us between 6% and 100% of the value of the Order.

8.2.5 If we have not collected the Goods from the Vendor, you shall pay us 6% of the value of the Order. This sum may be used to compensate the Vendor and to cover our administration costs.

8.2.6 If we have collected the Goods from the Vendor you shall pay us between 6% and 100% of the Price. The amount payable by you in such event shall be determined by our ability to sell the cancelled Goods to another Purchaser in our sole discretion. We shall use reasonable endeavours to sell the Goods to another Purchaser in order to minimise the amount payable by you in the event of cancellation by you after the Goods have been collected from the Vendor.

8.2.7 We reserve the right to change your Trading Status and/or terminate your account if you cancel an Order after receipt of a Confirmation Notice.

8.2.8 In relation to each Order you make to purchase Goods through the Website, you warrant and represent to us that:

8.2.8.1 all information you provide to us in each Order is complete, accurate and up-to-date;

8.2.8.2 you have all necessary licences and consents required for the purchase (and resale, if applicable) of the Goods;

8.2.8.3 your Order does not contravene any Applicable Law;

8.2.8.4 you have sufficient funds to pay for the Goods in accordance with the payment terms and obligations set out in paragraph 10 below.

8.3 Traceability of Goods

8.3.1 Vendors: You shall, within 48 hours of request by us, provide us with the batch, serial or other numbers by which the Goods can be identified ("Batch Numbers").

8.3.2 Purchasers: It is your responsibility to maintain a log of the Batch Numbers so that Goods may be traced for product recall purposes.

8.3.3 You agree to notify us immediately by email to trade@emarket.com. or telephone on the following number 00 44 7919001424 if you become aware of, or suspect, any risk to consumers caused, or likely to be caused, by any Goods.

9. Title

9.1 Title to the Goods passes to us at the time we (or an authorised representative in accordance with paragraph 10.1.2 below) collect the Goods from the Vendor.

9.2 Risk remains with the Vendor until the Goods have been delivered to the relevant docking warehouse used by us.

9.3 Risk passes to the Purchaser once we have delivered the Goods to the address registered with us or to another address notified to us in the relevant Order. Title to the Goods passes to the Purchaser on full payment.

10. Payment

10.1 The following payment provisions shall apply to Vendor:

10.1.1 on registration, and every twelve month anniversary thereafter, you will be liable to pay Subscription Fees which shall be payable two (2) Working Days in advance of the commencement of your use of the Website or the date of renewal of your subscription. We reserve the right to revise the Subscription Fees at any time and these shall be displayed on our Website.

10.1.2 on collection of the Goods from you, if we are required to wait for longer than two hours you will be liable to pay waiting costs at €50 per hour.

10.1.3 We shall credit your account with full payment for Goods in accordance with the terms agreed with you. Where no such terms have been agreed within five (5) Working Days of collection of the Goods from you, we will credit your account with full payment for those Goods (including any deposit payable to you in respect of packaging (if applicable).

10.1.4 in respect of Goods which are for:

10.1.4.1 domestic transactions, you must invoice us using our relevant domestic VAT number and charge us VAT on such Goods (for example, if you sell Goods to us that are sold in the Spain, use our Spanish VAT number. The correct details will be on the Order);

10.1.4.2 export, you must invoice us using our Portuguese VAT number and you will not charge us VAT on such Goods. We shall supply you with a stamped and signed delivery note from our warehouse.

10.2 The following payment provisions shall apply to Purchaser:

10.2.1 on registration and every twelve month anniversary, you will be liable to pay Subscription Fees which shall be payable two (2) Working Days in advance of the commencement of your use of the Website or the date of renewal of your subscription. We reserve the right to revise the Subscription Fees at any time and these shall be displayed on our Website.

10.2.2 the "Price" means the purchase price of the Goods as displayed on the Website and confirmed in the relevant Confirmation Notice (including any deposit in respect of packaging (if applicable)) plus VAT, if applicable, which is payable to us.

10.2.3 Non-Credit Purchasers.

10.2.3.1 At the time of placing an Order on the Website, Non-Credit Purchasers shall pay the Price in full. Upon receipt of an Order, we will send the Vendor an Order Notice reserving the Goods (subject to the Goods being in stock) but the Order will not proceed until we have received the Price in cleared funds.

10.2.3.2 Where we have not received cleared funds from you within 48 hours of the time of issue of the Order Notice, we will not confirm the Order and we reserve the right to change your Trading Status and/or suspend or withdraw all of your trading facilities via the Website.

10.2.3.3 On delivery of the Goods to you, if we are required to wait for longer than two hours, you will be liable to pay waiting costs at €50 per hour.

10.2.4 We reserve the right to change the credit status of Purchasers from Non-Credit Purchasers to Credit Purchasers at any time. We will change your credit status if: (i) you are in breach of any provisions of these Terms; or (ii) for any other reason which we, in our sole discretion, determine affects your credit worthiness. For the avoidance of doubt, any such change shall not take affect until a transaction is completed and will only apply to future transactions (subject always to further change in accordance with this paragraph).

10.2.5 Credit Purchasers

10.2.5.1 Subject to the Price being less than or equal to your authorised account limit (including any outstanding account balances), the Price will be debited from your account within two Working Days of date of issue of the Confirmation Notice. Your liability to pay the Price arises on the date of issue of a Confirmation Notice. Your account balance will be available to view in the "Member Centre" feature of the Website. We will not send you monthly statements so it is your responsibility to monitor your account balance. We will send payment reminders. Any outstanding balances shall be settled within 7 days of issue of each delivery.

10.2.5.2 On delivery of the Goods to you, if we are required to wait for longer than two hours, you will be liable to pay waiting costs at €50 per hour.

10.2.6 We reserve the right to change the credit status of Purchasers from Credit Purchasers to Non-Credit Purchasers, at any time and at our discretion. We also reserve the right to change your authorised account limit. We will change your credit status if: (i) you are in breach of any provisions of these Terms; (ii) you have exceeded your credit limit without our consent; or (iii) for any other reason which we, in our sole discretion, determine affects your credit worthiness. For the avoidance of doubt, any such change shall not take affect until a transaction is completed and will only apply to future transactions (subject always to further change in accordance with this paragraph).

10.3 We reserve the right to offer discounts on the Subscription Fees and/or free trials of the Website in our sole discretion.

11. Delivery/Collection/Returns

11.1 The following collection provisions shall apply to Vendors:

11.1.1 we will notify you of our collection time and date;

11.1.2 we reserve the right to appoint a third party to undertake collection of the Goods on our behalf;

11.1.2 we reserve the right to appoint a third party to undertake collection of the Goods on our behalf;

11.1.4 for certain high value Goods we may instruct you to verify the identity of the driver prior to loading. Failure to do this will result in you being liable for any theft that may take place.

11.1.5 if you fail to meet your obligations and the Goods are not available for collection at the appointed time and date, we will be entitled to cancel the Order and you will be liable for 6% of the value of the Order and any costs incurred by us in connection with such failed collection (including any wasted transport costs); and

111.1.6 in addition to our rights in respect of damaged and/or missing Goods under paragraph 13, if, on inspection of the Goods at our warehouse, the Goods do not correspond with the description you provided to the Website, we shall notify you of the discrepancy within two (2) Working Days of arrival at our warehouse and you will be liable to pay our costs of administration, collection and redelivery to you. If you fail to make this payment within two (2) Working Days of being notified, we shall be entitled to resell the Goods for our own account or dispose of the Goods, at our discretion.

11.2 The following delivery provisions shall apply to Purchasers:

11.2.1 We will book in a delivery time and date in respect of your Order. Please note that we shall use our reasonable endeavours to meet this delivery date, but we shall not be liable if we do not deliver the Goods on the appointed date. We will, however, use our reasonable endeavours to inform you if we will miss the delivery date by more than 24 hours. Any delay in delivery does not entitle you to cancel your Order;

11.2.2 we will use reasonable skill and care in delivery the Goods to you;

11.2.3 we will deliver the Goods to your registered address (being the address which you registered with us) or to such other address within the EEA as you may specify in your Order. Delivery to certain, limited destinations outside the EEA may be negotiated by separate agreement;

11.2.4 we will only release the Goods to you or the person identified to us in your registration details. We reserve the right to request proof of identity and your Order reference number; and

11.2.5 no Goods will be delivered to you until we have received clear funds for all sums due in respect of the Goods. In respect of Credit Purchasers, if payment for Goods is made in accordance with our trade credit arrangements, that will be regarded as receipt by us of cleared funds for the purpose of this paragraph.

11.3 The following provisions apply to Goods the packaging of which must be returned to the Vendor:

11.3.1 within thirty days of delivery by us of Goods to the Purchaser, the Purchaser shall notify us that the packaging of any Goods (if applicable) is available for collection by us for onward delivery to the Vendor. We shall collect such packaging within five (5) Working Days of receipt of notice at a date and time which we will notify to the Purchaser. Following collection of the packaging, we shall refund to the Purchaser the deposit paid in respect of such packaging;

11.3.2 we will not collect more packaging than we delivered;

11.3.3 within thirty days of collection of such packaging from the Purchaser's premises, we shall deliver the packaging to the Vendor's premises at a date and time which we will notify to the Vendor. Following delivery of the packaging to the Vendor, the Vendor will refund to us the deposit paid by us in respect of such packaging.

12. Inspections and Verifications

12.1 From time to time we may employ the services of an independent company (the "Verification Company") to inspect, verify and audit Goods (the "Verification Services") prior to delivery to the Purchaser.

12.2 We may employ the Verification Services for Goods over a certain value or volume, to be determined by us in our absolute discretion.

12.3 We are under no obligation to deliver the findings of the Verification Company to you.

12.4 You agree that we shall not be liable for any errors, omissions or false findings of the Verification Company in the performance of the Verification Services.

13. Damaged and/or missing Goods

13.1 The following provisions shall apply to Vendors:

13.1.1 If any of the circumstances set out in paragraph 13.1 below apply, we will notify you prior to or within two (2) Working Days of delivery of the Goods to the Purchaser and we will send evidence of the damaged and/or missing Goods (and details of the quantity of damaged and/or missing Goods) and you will be liable to pay our costs of administration, collection and redelivery to you.

13.1.2 the Vendor will be liable for damaged and/or missing Goods where:

13.1.2.1 the person collecting the Goods has noted the extent of the damage and/or missing Goods on the transport documents at the place of collection and such damage and/or missing Goods has been reported to and acknowledged in writing by a person authorised to act on behalf of the Vendor at the place of collection;

13.1.2.2 Goods are inspected prior to delivery to the Purchaser at our warehouse and Goods:

13.1.2.2.1 have been damaged due to negligent fixing and packaging of Goods by the Vendor;

13.1.2.2.2 contain concealed damage that could only be discerned on physical inspection (for example damage to an inner case of a master case); or

13.1.2.2.3 are missing;

13.1.3 Goods are inspected upon delivery of Goods to the Purchaser at the Purchaser's premises and:

13.1.3.1 contain concealed damage that could only be discerned on physical inspection (for example damage to an inner case of a master case); or

13.1.3.2 are missing.

13.2 The following provisions shall apply to Purchasers:

13.2.1 you are responsible for checking the Goods and noting all damage and/or missing Goods on the original delivery receipt which must be signed by the person delivering the Goods. You must fax or email us a copy of the delivery receipt and email pictures (or upload all such documents via the "Member Centre" feature on the website) within 24 hours of delivery in order to be eligible for a credit note for the value of the damaged and/or missing Goods.

13.2.2 in the event that any Goods: (i) are not made available for collection by the Vendor at the appointed time and date and we have to cancel the Order (as set out in paragraph 11.1.3); (ii) do not correspond with the description the Vendor provided to the Website (as set out in paragraph 11.1.4); or (iii) are damaged and/or missing (as set out in this paragraph 13), we will refund you or credit your account (as appropriate) with either (i) the value of the cancelled Order or (ii) the value of the incorrect, missing and/or damaged goods (as appropriate).

14. Limitation of our liability to you

14.1 Nothing in these Terms shall limit our liability for death or personal injury caused by our negligence or for fraudulent misrepresentation.

14.2 The Website may contain independent third party data. We do not control such data and are not responsible for their content. Our inclusion of such data does not imply any endorsement of the content nor any representation as to its accuracy.

14.3 All representations, warranties and undertakings implied by statute or common law (including those relating to suitability, fitness for purpose, satisfactory quality and condition) are excluded to the fullest extent permitted by law.

14.4 In no event shall we be responsible for:

14.4.1 any loss arising from or in connection with loss of revenues, profits, contracts or business or failure to realise anticipated savings;

14.4.2 any loss of goodwill or reputation; or

14.4.3 any indirect or consequential losses,

suffered or incurred by you arising out of or in connection with your use of the Website or any other matter under these Terms.

14.5 Our aggregate liability in respect of any loss or damage suffered by you and arising out of or in connection with these Terms shall not exceed €15,000 (fifteen thousand euros) and we shall not be obliged to make any payment to you or any other person to the extent that the loss or difference in value is caused by or attributable to your breach or negligence or would not have been sustained or incurred had you mitigated your loss.

14.6 Whilst we use all reasonable endeavours to correct any errors or omissions as soon as practicable once they have been brought to our attention, we do not promise that the information on the Website itself will be free from errors or omissions.

14.7 If any dispute arises in relation to any Goods, you agree to release us from all claims, losses and/or damages of any kind arising out of any such dispute.

15. Miscellaneous provisions

15.1 Severance: If any part of these Terms if disallowed or found to be ineffective by any court or regulator, the other provisions shall continue to apply.

15.2 Assignment: These Terms are personal to you. You agree not to transfer your rights or obligations under these Terms to anyone else. We may transfer our rights or obligations or sub-contract our obligations under these Terms to another legal entity.

15.3 No partnership: No partnership, joint venture, employee-employer or franchisor-franchisee relationship arises between us and you by reason of these Terms.

15.4 Rights of third parties: Notwithstanding any other provision in these Terms, no person other than you or us has any right under the Contracts (Rights of Third Parties) Act 1999 to rely upon or enforce any term of these Terms. Nothing in these Terms shall affect any right or remedy of a third party which exists or is available other than as a result of the aforementioned Act.

15.5 Entire Agreement: These Terms contain the entire agreement between us with respect to your use of the Website.

15.6 No Waiver: If you breach these Terms and we take no action against you, we will still be entitled to use our rights and remedies in any other situation where you breach these Terms.

15.7 VAT: All amounts payable under these Terms are exclusive of VAT and VAT shall be payable in addition to such amounts (where applicable) against production of a valid VAT invoice.

15.8 Notices: Any notice to you shall be made by either email, facsimile, telephone or regular mail, at our discretion.

15.9 Governing law and jurisdiction: These terms and conditions shall be governed by the laws of England and you hereby submit to the exclusive jurisdiction of the courts of England.

16. Our contact details

16.1 We are EM Trade Solutions SA, Edifico Arriaga, Avenida Arriaga, 9000 -064 Funchal, Portugal. Our email address is enquiries@emarket.com.