WELCOME TO CORQ. PLEASE READ THESE TERMS OF SERVICE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS.
Corq Studio Limited (“CORQ”) of 5 Mills Row, London, England, W4 5UP, company number 10325607, provides an online publishing platform that profiles and reviews influencers (collectively, the “Service”). The Service is only available to influencers and to individuals or companies subscribing to our Service (“Subscribers”) and is accessible through: (a) our website at www.corqstudio.com and any other websites through which CORQ makes the Service available (collectively, the “Site”); and any applications for mobile, tablet and other smart devices and application program interfaces that may be developed from time to time (collectively, the “App”).
CORQ provides you with access to the Site, the App and to the Service subject to the following conditions. If you visit the Site, use the Service, or use software or App provided by CORQ, you acknowledge that you have read, and that you understand and agree to be bound by these terms of service (“Terms of Service”). If you accept or agree to these Terms of Service on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
Certain areas of the Site (and App if available) and your access to or use of certain aspects of the Service may have different terms and conditions, standards, guidelines, or policies posted or may require you to accept additional terms and conditions (together “Additional Terms”). If there is a conflict between these Terms of Service and any Additional Terms, the Additional Terms will prevail with respect to your use of or access to that area of the Site, App, or Service.
If you do not agree to these Terms of Service, you have no right to obtain information from or otherwise continue using the Site, App or Service. Failure to use the Site, App or Service in accordance with these Terms of Service may subject you to civil and criminal penalties.
Our editors in their own discretion review influencers on several social media platforms (e.g. Facebook, Instagram, Twitter, YouTube), select the most influential ones (“Influencers”) and create a CORQ profile for each of them. A CORQ profile shows you a profile of an Influencer, including but not limited to recent feeds, posts and pictures from different social media platforms (“Influencer Content”). A CORQ profile may also include analysis, and a score that is aimed at highlighting the relevance of each Influencer in a number of selected areas (the “CORQ Score”). Subject to UK laws (including defamation and privacy law), we make no representations or warranties, express or implied, as to the quality, accuracy, completeness or reliability of our analysis, CORQ Score and any CORQ profile of an Influencer. All content published on our Site or Service is selected, arranged and published at our sole discretion.
Please be aware that our Service and Site may change from time to time, at our discretion. We may temporarily suspend the Service for maintenance or otherwise, the Site or any features within the Service or the Site without liability to you.
3. INTELLECTUAL PROPERTY RIGHTS
For the purpose of these Terms of Service, intellectual property rights are patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world (“IPRs”).
You acknowledge that, except for Influencer Content, CORQ is the sole owner of all IPRs in the Site and the Service (including the underlying software) and all such rights are reserved, unless specifically granted in these Terms of Service. You will not remove or conceal any proprietary rights notice in the Service, Site or in any content available on the Site or through the Service, and you will include such notices on any copy you are permitted to make.
We have proprietary rights in the “CORQ” mark. You may not use “CORQ” or other marks that are the same or similar to the “CORQ” mark including graphics, logos, page headers, button icons, scripts, and service names in connection with any product or service that is not CORQ’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits CORQ. All other trademarks not owned by CORQ that may appear on the Site or in the Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by CORQ.
You are not allowed to create a database in electronic or paper form comprising or deriving in all or part from the content and material available on the Site or through the Service.
Except as expressly authorised by CORQ in these Terms of Service, you shall not, with regards to any content accessible from our Site or through Service, do any of the acts restricted by copyright, as defined in the Copyright, Designs and Patents Act 1988 (“CDPA”), as amended, extended or re-enacted from time to time and including all subordinate legislation made from time to time under the CDPA, unless previously authorised in writing by CORQ.
In order to access our Site and Service, you are required to register on our Site and create an account (“CORQ Account”). In using the Service, you agree to provide us with current, accurate and complete information as part of your registration and you will update us of any changes to ensure such information remains current, accurate, and complete. We will create you a CORQ account based upon the personal information you provide to us.
You may not have more than one CORQ account and you are responsible for safeguarding your password.
Unless expressly authorised by us in writing, Influencers are not permitted to share their CORQ Account or the content of our Site with anyone or allow others to access or use their CORQ Account.
Subscribers may share their CORQ Account with employees or staff of their company, business or organisation (“Business”), provided that they will ensure compliance and take responsibility for any breach of these Terms of Service (and any other policy or agreement in force between CORQ and themselves).
You acknowledge and agree not to: (i) do anything which would assist an unauthorised access or use of our Site or Service; (ii) create registration accounts for the purpose of abusing the functionality of the Site or Service; (iii) nor will you seek to pass yourself off as another user.
You agree that you will take sole responsibility for any activities or actions under your CORQ Account, whether or not you have authorised such activities or actions. You will notify us immediately if you become aware of any unauthorised use of your password or account identifiers by others.
We reserve the right to terminate or suspend your account and deny you access to the Site should you violate these Terms of Service, including but not limited to, by creating more than one account, or providing inaccurate, fraudulent, not current, incomplete information.
5. SUBSCRIBERS – THIS PARAGRAPH 5 ONLY APPLIES TO SUBSCRIBERS
Anyone wishing to access and use our Service must register on our Site and subscribe to our Service. Please be aware that we reserve the right to accept or refuse requests for subscription at our discretion.
When you subscribe to our Service, you acknowledge that:
i. your subscription may only be used by the named account holder and is not transferable;
ii. you may not transfer or assign your membership or the benefits of such membership;
iii. we reserve the right to monitor your usage of the Site and to terminate your subscription in case of any breach of these Terms of Service; and
iv. you will observe and comply with these Terms of Service.
Our subscription packages are monthly subscription packages, unless we agree otherwise with you.
Your subscription will begin on the date we send you an email confirming that we received your payment and that your subscription has been activated. Your subscription will expire on the day before the date your subscription was activated, unless such a date does not exist. If this is the case, then the renewal date will become the previous calendar day. For example, if your subscription is due to be renewed on the 31st day of a month, there will be some instances when it will be renewed on the 30th day of a month.
The subscription fee is non-refundable except as expressly set out below. The subscription fee does not change during the period of your subscription but may change on renewal.
5.B AUTOMATIC RENEWAL
Unless you cancel your subscription in accordance with paragraph 5.F, your subscription will be automatically renewed each month. Unless you notify us that you wish to cancel your subscription or do not want to automatically renew, you understand that your membership will automatically renew and you authorise us to collect the then-applicable membership fee from the payment card we have on record for you. Your initial sign up to purchase our subscription is an authorisation for us to use this payment card.
5.C CHANGE TO SUBSCRIPTION FEE
We reserve the right to change the subscription fee from time to time. We will contact you by email giving you 31 days’ notice (“Notice Period”) of any change in your subscription fee before they take effect. Unless you inform us that you wish to cancel your subscription prior to the expiration of the Notice Period, your continued use of our Service or Site constitute your acceptance of these changes. The payment card we have on record for you will be used to collect the new subscription fee. If you do not agree to any fee changes, then you must cancel your subscription, prior to the expiration of the Notice Period, by contacting us.
Our fees are exclusive of taxes, and Subscribers will also pay applicable taxes and duties, including withholding taxes, value added tax (VAT) or other taxes but excluding income taxes imposed on CORQ.
5.E SUBSCRIBERS’ USE OF THE SERVICE
As a Subscriber, you have full access via our Site to CORQ profiles and to a wide range of CORQ analysis on Influencers and market trends. Following the instructions on our Site, you may download and print extracts from CORQ profiles and from CORQ analysis (“Extracts”) for your own commercial-use, provided that: (i) you maintain and abide by any author attribution, copyright or trademark notice or restriction in any material downloaded or printed; (ii) you use, share, or reproduce the Extracts for internal use only within your Business.
Without prejudice to its other rights and remedies, either party may terminate these Terms of Service on giving not less than 28 days’ written notice to the other party, provided that any notice to terminate served under this paragraph shall not expire before the end of your initial term of subscription if a month long or shorter.
In addition, either party may terminate these Terms of Service, upon notice, if an effective resolution is passed for the winding up of the other party (other than for the purposes of amalgamation or reconstruction) or if the other party: (i) materially breaches these Terms of Service and the breach remains unremedied 30 days after the date the breaching party receives a notice from the other party describing the breach and requiring it to be cured; (ii) materially breaches these Terms of Service and the breach is incapable of being cured; (iii) enters into a composition with its creditors; (iv) receive a court order for its winding up; (v) has a receiver, manager, administrative receiver or administrator appointed with respect to it; (vi) ceases to be able to pay its debts as they fall due; (vii) takes or suffers any action similar to any of the above on account of debt in any jurisdiction.
CORQ may also give Subscribers immediate notice to terminate the Service in whole or in part, or modify it or the terms on which it is provided, if all or part of the Service: (i) becomes illegal or contrary to any law, regulation, guideline or request of any regulatory authority; or (ii) becomes subject to a claim or potential claim that it infringes or violates the rights of any third party.
Termination of all or any part of these Terms of Service will not affect a party’s respective accrued rights and obligations. The following paragraphs will survive termination: 3, 5A-F, 10, 11, 12 and 13 along with any others that by their nature should survive.
6. INFLUENCERS – THIS PARAGRAPH 6 ONLY APPLIES TO INFLUENCERS
6.A INFLUENCERS’ LICENCE
Each Influencer acknowledges that they own their own Influencer Content and they are responsible for such Influencer Content. In consideration for your access to the Site and use of the Service, you grant CORQ a worldwide, non-exclusive, royalty-free license, transferable, licence to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute your Influencer Content in any media or distribution methods for the purpose of the Service. You agree that this license includes the right for CORQ to provide, promote, and improve the Service and to make your Influencer Content available to other companies, organisations or individuals for the syndication, broadcast, distribution, promotion or publication of such Influencer Content on other media and services, subject to these Terms of Service as adopted from time to time. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Influencer Content that you submit.
You grant us access to social media platforms where you may have an account (such as Twitter, Facebook, YouTube, Instagram, Pinterest) and to your Influencer Content for the purpose of providing, promoting, developing and improving the Service, including the creation and update of your CORQ profile. You consent that we may use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute your Influencer Content in any and all media or distribution methods (now known or later developed).
Without prejudice to the above, CORQ shall have the right to run statistics on aggregate data extracted or derived from the access to your Influencer Content. We also retain the right to modify, adapt, remove or refuse to distribute any Influencer Content on the Service without liability to you.
At CORQ we respect IPRs of others and expect Influencers to do the same. We reserve the right to remove Influencer Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. We will respond to notices of alleged copyright infringement that comply with applicable law and that are properly provided to us in writing.
6.B INFLUENCERS’ USE OF THE SERVICE
Influencers may use the Site and the Service for their own personal use and for any other purposes as specified in this paragraph 6. Influencers may use extracts from any content available on the Site or Service, provided that: (i) they maintain and abide by any author attribution, copyright or trademark notice or restriction in any material that they download or print; (ii) the use is fair, it is not in direct or indirect competition with the Service, it does not restrict or materially undermine CORQ’s prospect of acquiring or retaining its clients.
Both you and CORQ may terminate these Terms of Service at any time with 7 days’ notice to the other. On termination, you lose the right to access or use the Service and the Site.
The following shall survive termination:
i. Subscribers’ rights to further re-share content and information you shared through the Service to the extent copied or re-shared prior to termination;
ii. Disclaimer and Limit of liability, paragraphs 17, 19, and 20.
The Site, App and Service are intended solely for persons who are 18 or older. Any access to or use of the Site, App or Services by anyone under 18 is expressly prohibited. By accessing or using the Site, App or Services you represent and warrant that you are 18 or older.
8. MISUSE OF THE SERVICE
Each user agrees not to misuse our Service, for example, by accessing or interfering with it or using a method other than the interface and the instructions that we provide.
In particular, you may not do any of the following while accessing or using the Site or the Service: (i) access, tamper with, or use non-public areas of the Service, CORQ’s computer systems, or the technical delivery systems of CORQ’s providers; (ii) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (iii) access or search or attempt to access or search the Service by any means (automated or otherwise) unless you have been specifically allowed to do so in a separate agreement with CORQ. Crawling and scraping the Service without the prior consent of CORQ is expressly prohibited; (iv) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Service to send altered, deceptive or false source-identifying information; or (v) interfere with, or disrupt, or attempt to do so, the access of any Subscriber, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Service, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Service.
At CORQ we care about data protection and we want you to know what data we collect about you and how it is used and shared. The terms processing, personal data, data controller, data processor, data subject shall have the same meaning as set out in the Data Protection Act 1998 (“DPA”) as amended, extended or re-enacted from time to time and including all subordinate legislation made from time to time under the DPA.
“Personal data” means data which relate to a living individual who can be identified from those data, or from those data and other information which is in the possession of, or is likely to come into the possession of, the data controller.
“Data controller” means the individual or organisation that, alone or jointly with others, exercises overall control over how personal data are processed and the purposes of such treatment and in for the Service it is CORQ (for details about our company please see the paragraph 1).
“Processing” means obtaining, recording or holding data or carrying out any operation on the data.
9.B. DATA PROTECTION APPLICABLE TO ALL USERS OF THE SERVICE – THIS APPLIES TO ALL USERS OF THE SERVICE
INFORMATION YOU GIVE US: This is information you provide us if and when you register to use our Site and the Service or correspond with us by phone, e-mail or otherwise (your name, email address, home address, mobile number, and a password).
OTHER INFORMATION WE COLLECT ABOUT YOU: We log your visits and use of our Service, your usage data when you visit or otherwise use our Service. We use log-ins, cookies, and internet protocol (“IP”) addresses to identify you and log your use.
HOW WE USE YOUR DATA: We will contact you through email, telephone, notices posted on our website or apps, and other ways. We may contact you about the availability of our services, security, or other service-related issues. We may also send messages about network updates, reminders, and suggestions. You may change your communication preferences at any time. Please be aware that as long as you are using our service you cannot opt out of receiving service messages from us, including security and legal notices.
We also use your data to: authenticate you and authorise access to our website; produce aggregate insights that do not identify you; investigate, respond to and resolve complaints and service issues.
WHO WE SHARE YOUR DATA WITH: To provide and develop our services, we may share your personal data with our subsidiaries, as defined by section 1162 of the Company Act 2006 as amended, extended or re-enacted from time to time, provided that our subsidiaries will be subject to the same terms of these Terms of Service.
We do not share your personal data with any third-party advertisers or advertising networks for their advertising without your separate permission.
We may need to share your data when we believe it is required by law or to protect your and/or our rights and security. In particular, we may have to disclose your data if is reasonably necessary to: investigate, prevent, or take action regarding suspected or actual illegal activities or to assist government enforcement agencies; enforce our agreements with you; investigate and defend ourselves against any third-party claims or allegations; protect the security or integrity of our Service. We will attempt to notify you about legal demands for your personal data when appropriate in our judgment, unless prohibited by law or court order or when the request is an emergency. We may dispute such demands when we believe, in our discretion, that the requests are overbroad, vague or lack proper authority, but we do not promise to challenge every demand.
We can also share your personal data as part of a sale, merger or change in control, or in preparation for any of these events. Any other entity which buys us or part of our business will have the right to continue to use your data, but only in the manner set out in these Terms of Service.
DATA RETENTION: We will only keep your personal data for as long as it is necessary to provide our service. We may need to retain part of your personal data even after termination of these agreement with you, if reasonably necessary to comply with our legal obligations (including law enforcement requests), meet regulatory requirements, resolve disputes, maintain security, prevent fraud and abuse, enforce our Terms of Service.
RIGHTS TO ACCESS: We offer access to the personal data we hold about you. Please be aware that the purpose of access requests is to give you the opportunity to confirm the accuracy of personal data we are holding about you, the lawfulness of our processing and to allow you to exercise your rights under the DPA if necessary. Requests manifestly unfounded (e.g. made for other, non-data protection purposes) or excessive, may be rejected. To have access to the Personal Data we store about you, please contact us.
SECURITY: We implement a number of security safeguards designed to protect your data, such as HTTPS. We regularly monitor our systems for possible vulnerabilities and attacks. However, we cannot warrant the security of any information that you send us. There is no guarantee that data may not be accessed, disclosed, altered, or destroyed by breach of any of our physical, technical, or managerial safeguards.
CROSS-BORDER DATA TRANSFERS: We may transfer, store and/or process the personal data that we collect from you at a destination outside the European Economic Area (‘EEA’), provided that CORQ will guarantee that appropriate safeguards are in place beforehand. In case we should transfer, store and/or process your personal data outside the EEA, we will make available on request a copy of the appropriate safeguards taken by us to keep the treatment of your data in line with the DPA.
CONSENT: Please be aware that by using our Site or Service, you consent to our use of your data under these Terms of Service.
9.C. DATA PROTECTION FOR SUBSCRIBERS – IN ADDITION TO PARAGRAPH 9.B., THIS PARAGRAPH 9.C. APPLIES TO SUBSCRIBERS
LEGAL BASIS FOR PROCESSING: CORQ will process your data on the basis that such processing is necessary in order to enter into and perform these Terms of Service with you.
HOW WE USE YOUR DATA: We will use your data to give you access to our Site and Service and to provide you with our Service.
9.D. DATA PROTECTION FOR INFLUENCERS – IN ADDITION TO PARAGRAPH 9.B., THIS PARAGRAPH 9.D. APPLIES TO INFLUENCERS
PUBLIC INFORMATION: We collect public information about you, such as news and accomplishments that are already in the public domain. This information may be incorporated in your biography or be the part of an article or analysis published on our Site or as part of our Service. We also repost some of your Influencer Content (that you have already published on Social Media Platforms). Please be aware that your Influencer Content may or may not contain personal data, depending on the content of each individual feed, post, picture.
LEGAL BASIS FOR PROCESSING: CORQ is a publisher of editorial content, all CORQ profiles and any other content published on CORQ website is edited and supervised by CORQ editors. CORQ has legitimate interests in processing your data that include its commercial and journalistic interests as a media organisation to gather and publish material, as well as the public interest in freedom of expression and the right to know.
HOW WE USE YOUR DATA: We will use your data to provide, promote, develop and improve the Service and Site. We may use your Influencer Content for the broadcast, distribution, promotion or publication on other media and services, subject to our terms and conditions as adopted from time to time for such content use.
WHO WE SHARE YOUR DATA WITH: Subject to these Terms of Service, your entire CORQ profile is accessible to Subscribers. Subscribers can see your name, general location and more information about you that you already shared on social media platform. We do not provide your contact information to Subscribers (unless you request us to do so).
We receive data from your devices and networks, including location data following a visit to our Site or when you leave our Site. This includes the URL of both the site you came from and the one you go to next. We also get information about your IP address, proxy server, operating system, web browser and add-ons, device identifier and features, and/or ISP or your mobile carrier. If you use our website from a mobile device, that device will send us data about your location. Most devices allow you to prevent location data from being sent to us and we respect your settings.
10. CONFIDENTIALITY AND ANNOUNCEMENTS
Except to the extent required by law or by any legal or regulatory authority of competent jurisdiction and except to the extent necessary for the purpose of exercising or performing your rights and obligations under these Terms of Service you shall not, and shall procure that no member of your Business shall, at any time disclose to any person (other than your professional advisers duly bound by the same confidentiality obligations contained in these Terms of Service) any CORQ’s trade secrets or any information or material from which it can be disclosed or inferred how the Service or the Site works (including the functionalities of the Site).
11. DISCLAIMERS AND LIMITATIONS OF LIABILITY
You understand and agree that the Site and Service are provided to you on an ‘as is’ and ‘as available’ basis. Without limiting this and to the maximum extent permitted under applicable law, CORQ makes no warranty or representation and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of the Service or any Content; (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Service or any Content or from our access to your Content; (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Service; and (iv) whether the Service will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from CORQ or through the Service, will create any warranty or representation not expressly made herein.
CORQ SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (ii) OUR ACCESS TO YOUR CONTENT; (iii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iv) ANY CONTENT OBTAINED FROM THE SERVICE; OR (v) UNAUTHORISED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT CORQ HAS BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON THE DURATION OF IMPLIED WARRANTIES, SO THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU IN THEIR ENTIRETIES, BUT WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Nothing in these Terms of Service shall exclude or in any way limit CORQ’s liability for fraud, death, and personal injury arising out of its negligence.
THIS ONLY APPLIES TO SUBSCRIBERS
CORQ’s liability under these Terms of Service, in tort or otherwise arising out of or in connection with this Service Agreement shall not in aggregate exceed the fees actually paid by a Subscriber for the relevant Service.
We may revise these Terms of Service from time to time. The changes will not be retroactive, and the most current version of these Terms of Service, which will be available on the Site, will govern our relationship with you. We will try to notify you via the email associated to your CORQ profile of material revisions. By continuing to access or use the Site or the Service after those revisions become effective, you agree to be bound by the revised Terms of Service.
Nothing in these Terms of Service is intended to confer on a person any right to enforce any term of these Terms of Service which that person would not have but for the Rights of Third Parties as amended, extended or re-enacted from time to time and including all subordinate legislation made from time to time under the Act. The parties may by agreement extinguish or vary any of the provisions in these Terms of Service without the consent of any third party and section 2 (l) of the Rights of Third Parties shall not apply.
Except for fraud or fraudulent representation by either party, these Terms of Service contains the entire agreement and understanding between the parties relating to the subject matter hereof and supersedes all prior and/or contemporary agreements, arrangements, statements and understandings, whether oral or written, relating to the subject matter of these Terms of Service. Should any provision of these Terms of Service be or become fully or partially invalid, illegal or unenforceable, the remainder of these Terms of Service shall remain in full force and effect.
Any delay in or failure by either party in performance of the Terms of Service shall be excused if and to the extent such delay or failure is caused by occurrences beyond the control of the affected party including, but not limited to, decrees or restraints of Government, acts of God, strikes, work stoppage or other labour disturbances, war or sabotage (each being a “Force Majeure Event”). The affected party will promptly notify the other party upon becoming aware that any Force Majeure Event has occurred or is likely to occur and will use its best efforts to minimise any resulting delay in or interference with the performance of its obligations under the Terms of Service.
Failure or neglect by us to enforce at any time any of the terms of these Terms of Service will not be construed nor will it be deemed to be a waiver of our rights hereunder nor in any way affect the validity of the whole or any part of these Terms of Service nor prejudice our rights to take subsequent action.
You may not assign these Terms of Service without the prior written consent of CORQ. We reserve the right, upon written notice to you, to assign these Terms of Service (in whole or in part) to one or more of our Subsidiaries, or to a third party in connection with the sale of all or part of CORQ’s equity, business or assets. Subject to the above, these Terms of Service shall be binding upon and shall inure to the benefit of each party hereto and its respective successors and assignees.
Nothing in these Terms of Service is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party. Each party confirms it is acting on its own behalf and not for the benefit of any other person.
These Terms of Service and the use of the Site and of the Service shall be governed by and construed in accordance with the laws of England and the English courts shall have exclusive jurisdiction over any dispute relating to these Terms of Service and/or the use of the Service.