Ponder Solutions Limited Advertising terms & conditions (“Conditions”)
Please read these Conditions carefully as they govern the provision of a digital advertising package by us to you. We may modify these Conditions from time to time and you should therefore ensure that you review these Conditions regularly.
In these Conditions, “we”, “us” or “our” means Ponder Solutions Limited. When we refer to “Upbrix” or “Ponder Solutions” this includes the website located at upbrix.com (“Upbrix Website”), and all other Upbrix platforms including mobile and tablet.
These Conditions apply to any adverts that are placed, renewed and/or amended until that advert expires or is amended or renewed.
OUR CONTRACT WITH YOU
- These Conditions apply to any advert for the sale of a property that is placed on Upbrix by a private advertiser and together with all other policies and terms posted on the Upbrix Website, set out the terms on which we enter into a contract with you to provide you with access to our platforms and services.
- By placing an advert with us, you are deemed to have accepted these Conditions.
- Each time we accept a request from you to place an advert on Upbrix, a separate severable contract is formed between you and us which is subject to these Conditions.
PLACING AN ADVERT
- If we accept your advert, whilst we cannot give any guarantees regarding timescales, we aim to process and publish adverts supplied online within 24 hours of receipt.
- Adverts placed will appear on all Upbrix platforms, including desktop, mobile and tablet and will also feature on third party partner sites.
- As soon as your advert has been accepted for publication, a confirmation email will be sent to you explaining that the advert has gone live on Upbrix and you will be given a unique identification number in respect of your advert. In the event that an advert has been rejected for publication, we will attempt to contact you to explain why your advert has been rejected. In the event that we reject the advert prior to publishing, no charge will be incurred by you. Please note that no contract will be deemed to exist between you and us until we have sent you a confirmation email.
ADVERT CONTENT GUIDELINES
- Each advert may only feature one property. If you have more than one property to sell, you will need to place a separate advert for each property.
- We are only able to display one advert for each property at any one time.
- We may accept photographs of properties for use in adverts. However, we reserve the right in our sole discretion not to include a photograph in an advert.
- You are solely responsible for uploading any photographs which form part of your advert unless agreed otherwise by us. We shall have no responsibility for the quality of any photographs you upload or provide to us.
- Photographs which form part of the adverts may be checked by us to ensure that the content meets the following requirements:-
- Photographs submitted for inclusion in the advert must not contain: nudity, profanity, pornography, drug use, violence, attacks on individuals or groups (including sexist, racist, defamatory or homophobic material), obscene material, copyrighted material including music or radio audio, material that could be considered dangerous or encourage others to be dangerous.
- Photographs submitted for inclusion in the advert must not contain individuals that can be personally identified.
- Photographs should only show one property.
- If a photograph in your advert does not meet the requirements set out in Condition 3.5, we reserve the right not to publish the photograph, to remove the relevant photograph from the advert or to remove the advert in its entirety from Upbrix.
- If you need to amend your advert, you can use the online edit functionality featured on Upbrix.
- You warrant that:
- you are not acting in the course of trade or business;
- you have the right to sell the property in the advert;
- the information contained within the advert is a true and accurate representation of the property to which it relates and any statement made in relation to the condition of the property being advertised is correct;
- the advert has consistent and accurate pricing throughout (in both the asking price section and the description) and the correct condition has been provided;
- all copy, information and materials that you provide to us is complete, accurate, legal, non-defamatory, decent, honest and truthful and complies with the British Code of Advertising Practice, all other relevant codes under the general supervision of the Advertising Standards Authority and all current relevant legislation;
- the publication of the advert by us will not breach any contract, infringe any third party intellectual property rights or other rights; render us or any other company in our group liable to any proceedings; and/or cause a detriment to our reputation and/or the reputation of any company within our group;
- you will not upload any files to Upbrix that contain a virus and/ or corrupted data; and
- the advert complies with these Conditions including without limitation Conditions 3.1 to 3.5.
OUR RIGHTS AND OBLIGATIONS
- We shall provide the advertising service with reasonable care and skill in a professional and timely manner. However, you acknowledge and accept that it is technically impossible to guarantee that Upbrix will be continuously available online or to guarantee the corruption free or error free transfer of an advert to Upbrix.
- From time to time, we will need to carry out maintenance on our equipment and systems, and we shall use our reasonable endeavours to ensure that, in so doing, minimum disruption to any adverts is caused.
- We will use reasonable endeavours to remedy faults or errors on Upbrix as soon as possible. [You acknowledge and accept that once a fault or error has been reported to us, it may take up to 48 hours for us to investigate and rectify the problem].
- We do not monitor or control and shall not be responsible for the content of your advert which you agree is your sole responsibility. Accordingly, you shall be responsible for any losses, expenses or other costs incurred by us caused by an untrue statement or inaccurate or unlawful content.
- We reserve the right to refuse to publish any advert without reason and to classify, edit and delete an advert at our sole discretion so as to: comply with legal or moral obligations placed on you or us; avoid infringing third party rights, the British Code of Advertising Practice and all other codes under the general supervision of the Advertising Standards Authority and/ or any relevant legislation; respond to any complaints; correct typographical errors or technical inaccuracies that may appear from time to time; and for any other technical and/ or quality reasons. Where possible, we will attempt to contact you to inform you of these changes prior to publication and/or edit.
- We may at any time remove any or all of the materials from the advert which in our opinion are unlawful or are in breach of these Conditions.
- We may at any time vary the technical specifications of Upbrix (or any parts of them) for operational reasons.
CHARGES AND PAYMENT
- The cost of placing an advert on Upbrix depends on the advertising package you select and all prices are quoted on Upbrix. All prices are inclusive of VAT.
- We have the right to change our advertising rates at any time and for any reason but any revised rates shall not apply to any adverts placed with us before publication of the revised rates.
- All adverts must be pre-paid prior to publication.
- Payment for adverts are made online through Upbrix.
- Where payment is taken through Upbrix, we will refer you to a dedicated commerce provider who will take payment via a secure sever (SSL) connection to ensure the safety of your payment online. Payment can be made using PayPal, Visa, MasterCard or Maestro. Whilst every effort is made to ensure the safety of your credit card transaction, we cannot and do not accept liability for any loss or damage incurred as a result of using the secure payment mechanism.
INTELLECTUAL PROPERTY RIGHTS
- In respect of any materials which you supply to us (“Materials”), you grant us a non-exclusive, irrevocable, perpetual and royalty free licence to use such Materials for any purpose. You confirm that neither you nor any other person will assert any moral rights in or relating to the Materials referred to above against us or any third party.
- You agree that all intellectual property rights (including, without limitation, copyright, trademarks, database rights and design rights (whether registered or not)) in any copy, text, artwork, photographs or other materials which we have created and/or in any way altered for you in connection with the advert shall belong to us absolutely.
OUR RIGHT TO TERMINATE THE CONTRACT
- We shall be entitled to terminate the contract with you and remove an advert at any time. We will provide you with notice of the removal of your advert. In such circumstances we shall provide a refund to you for the unexpired part of the advertising term unless we have terminated the contract pursuant to Condition 7.2 below.
- We may immediately suspend or terminate the contract and remove an advert where:
- you breach a term of these Conditions;
- you breach any of the provisions of Condition 3.8;
- we reasonably suspect that you are not complying with the provisions of Condition 3.8;
- You place an advert for one property and then modify adverts details to sell multiple properties;
- You are a business seller masquerading as a private seller;
- if in our reasonable opinion, we have reason to believe that you have been abusive to our staff or we receive a complaint from a third party regarding your conduct in the sale of an advertised property; and/ or
- any competent law enforcement or compliance authority instructs, advises or makes a recommendation to us to take down any of your adverts and/or suspend the delivery of services to you.
- If we remove an advert in accordance with Condition 7.2 above, you will not be entitled to any refund for the advert in question.
YOUR RIGHT TO CANCEL
- Please note that the digital advertising package provided by Upbrix is a bespoke package, tailored to your requirements and is created instantaneously. By submitting your advert to us for publication, you consent to us publishing your advert within the statutory 14-day cancellation period afforded to consumers, which begins on the day that we notify you that your advert has gone live on Upbrix.
- By submitting your advert for publication, you acknowledge that your right to cancel the contract at no cost to you will be lost.
- An advert can be cancelled at any time by you, for example to avoid unwanted responses but no refunds will be given unless you cancel due to our breach of the contract.
- Nothing in these Conditions shall exclude or restrict our liability for death or personal injury caused by our negligence, for fraudulent misrepresentation and/or for any other liability which we are not permitted to exclude or limit by law.
- If we fail to comply with these Conditions, we are responsible for loss or damage that you suffer as a foreseeable result of our breach of the Conditions or our negligence but we are not responsible for any loss or damage that is not foreseeable or for any loss or damage not caused by any breach on our part. Loss or damage would be foreseeable if it were an obvious consequence of our breach or if it were contemplated by you and us at the time the advert was published and the contract was formed.
- We will not be liable for any loss or damage caused by a distributed denial of service attack, viruses, malicious or impairing computer programs or other technologically harmful material that may affect Upbrix, your advert and/ or may infect your computer equipment, computer programs, data or other proprietary material due to your use of Upbrix or your downloading of any material posted on it or on any website linked to it.
- We cannot guarantee that by placing an advert on Upbrix, you will sell the property in question and we do not commit to finding a buyer for you. Our role is solely to provide a platform on which you can advertise your property for sale.
- If, as a result of placing an advert, you are successful in selling your property, Upbrix will not be connected in any way to that sale and will not be liable or responsible under any contract for the sale of your property which you might enter into with a third party.
- You agree that any questions and complaints regarding a property advertised in your advert will be your responsibility only and that we do not have any liability in this regard.
- In the event of any error or omission in an advert, we may at our sole discretion either amend the relevant part of the advert or refund or adjust the charges. No refund, amendment or adjustment to the charges will be made where in our sole opinion, the error or omission does not materially detract from the advert or where it arises as a result of incorrect or inadequate information provided by you.
- We shall not be liable to you for any delay in performing and/or any failure to perform our obligations to you if the delay or failure is due to any event outside of our reasonable control (including without limitation, any act of God, fire, flood, explosion, storm, epidemic or natural disaster, strike, terrorist attack or threat of terrorist attack, infrastructure failure or power failure, denial of service attack, failure of public or private telecommunications networks).
- Nothing in these Conditions affects your legal rights. Advice about your legal rights is available from your local Citizens Advice Bureau or Trading Standards.
DATA PROTECTION AND SECURITY
- We take security very seriously and provide advice on the Upbrix Website on steps you can take to ensure your safety and security when selling your property.
- By submitting an advert to us, you are requesting that your advert appears on Upbrix. This means that the advert and all information contained within it can potentially be viewed by all persons with internet access throughout the world. You consent to the publication of your data in this way.
- Customer to Customer messaging disguises your email address from persons viewing your advert by enabling them to contact you through a link on your advert without seeing your true email address. This is not optional. By placing an advert with us, you acknowledge and agree that your communication with persons viewing your advert will be via consent to the use of our Customer to Customer messaging service.
INFORMATION ABOUT US AND HOW TO CONTACT US
- Upbrix is the trading name of Ponder Solutions Limited, a company registered in England and Wales with registered company number 08255059 whose registered office address is 25 Durweston Close, Bournemouth, BH9 3QB, United Kingdom.
- If you wish to contact us in writing, you can do so by:
- Using this contact form; or
- Pre-paid Post to Upbrix, 25 Durweston Close, Bournemouth, BH9 3QB, United Kingdom.
- We do not currently offer telephone support.
- Please note that if we have to contact you or give you notice in writing, we may do so by e-mail, or by pre-paid post to the address you provide to us at the time you placed the advert.
- We may transfer our rights and obligations under these Conditions to a third party and we will always notify you in writing if this happens. This will not affect your rights or our obligations under these Conditions.
- Each of the paragraphs of these Conditions operates separately. If any court or relevant authority decides that any of them or any part of them are unlawful, the remaining paragraphs or parts will remain in full force and effect.
- If we fail to insist that you perform any of your obligations under these Conditions, 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 an obligation by you, we will only do so in writing and that will not mean that we will automatically waive any later default by you.
- These Conditions form a contract between you and us. No other person shall have any rights to enforce them.
- These Conditions are governed and construed by English law. This means that the contract formed between you and us and any dispute or claim arising out of it will be governed by English law. You and we both agree that the Courts of England and Wales will have non-exclusive jurisdiction. This means that a claim could be brought in England or if you are a resident of Northern Ireland, you may bring a claim in Northern Ireland and if you are a resident of Scotland, you may bring a claim in Scotland. English law will however, apply in all cases.
- These Conditions relate to the advertising of properties by private individuals and businesses. If you are a business (estate agent, commercial agent, letting agent, landlord, new homes developer or act in similar capacities) further terms and conditions may apply.
- If you are a business acting in the course of your business, you are not permitted to place any advert as a private advert and/or otherwise pass yourself off as a private seller. The Consumer Protection from Unfair Trading Practices Regulations 2008 requires all adverts placed by people who seek to sell goods in the course of business to make the fact clear. This requirement applies whether the advertiser is acting on his own behalf, or for some other person. Customers should be able to tell whether an advert relates to a sale by a business or private individual. It is the responsibility of the advertiser to comply with the Regulations. If you are a business acting in the course of your business, it is an offence, for which you may be prosecuted, not to advertise the fact that you are a business.
- We may, in our sole discretion, remove any advert that has been placed as private which we reasonably believe has been placed by a business acting in the course of a business. In such circumstances, you will not be entitled to any refund for the advert in question and you may be charged an administration fee by us.